SPCS

SOCIETY FOR PROMOTION OF COMMUNITY STANDARDS INC.

Eden Digital Ltd, former holder of Erotica Lifestyles Expo license: – in liquidation

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Eden Digital Ltd, a company that sold and distributed hardcore pornography in New Zealand for over three years and until recently was directed by US investor John Malcolm Carr CPA, was placed into liquidation yesterday, 22 November 2011, under s. 241(2)(a) of the Companies Act 1993.

See: US-based critic of economy [John M Carr CPA: (see photo http://www.carr.co.nz/images/jmc.jpg ) has lots more to say

http://www.nzherald.co.nz/business/news/article.cfm?c_id=3&objectid=154653

The majority of the estimated total deficit of Eden Digital Ltd (Co. No. 2122974), $434,000, is owed to the NZ Inland Revenue Department: $147,000 in GST/PAYE (IRD is a preferential creditor) and  $148,000 owed to IRD (unsecured creditor). A total of $295,000 is therefore owed to IRD.

In addition, trade creditors (unsecured) are owed $119,000 and $20,000 is owed in wages/entitlements to the companyy’s former employees. (see Liquidator’s first report published today on the Companies Office website (www.companies.govt.nz).

The report records the reasons provided by the director Mr John M Carr CPA for Eden Digital being put into into liquidation and they include:

(1) the company was in default with its financiers and demand was made on the company due to that default, (2) the company has been supported financially by related entities [all directed by John M Carr CPA] and recently their financial support was withdrawn (3) the business was recently sold and such proceeds were applied to the security holders including CVC Group Ltd directed by John M Carr CPA (see below) (4) with no remaining assets the company was unable to trade and as a result its only shareholder [CVC Group Ltd, directed by John M Carr CPA] had no option but to place the company into receivership, (5) Eden Digital Ltd that held the licence for Erotica Lifestyles Expo, cancelled the license which meant that this aspect of its business could not continue.

The Waikato Times reported on 18 November 2011 that the Hamilton City Council “had been approached by Eden Digital Media [sic] to book Claudelands [event venue] for the [Erotica Lifestyles] expo in March [2012]“.

Fortunately for the Council, its councillors voted yesterday against allowing this hardcore porn fest using council facilities, given the fact that Eden Digital Ltd was probably insolvent throughout much of the period of time that its officers entered into negotiations with the Hamilton City Council. The Liquidator will be examining such matters to determine whether or not the company director John M Carr may have committed offences under the Companies Act 1993 (eg. trading whie insolvent)..

The majority of councillors (9 to 1) took the view that it was “inappropriate” to use the Claudelands venue for the staging of porn related activities as proposed by David Bruce Crow. They voted against the Arena being used for this proposed event.

David Bruce Crow, has been reported as acting as “spokesperson” for Esprit Events Ltd (Co. No. 3648912), another company directed by John M Carr and only recently incorporated on 10 November 2011. David Crow made an approach to the Hamilton City Council seeking the use of the Claudelands event venue for the sexpo, but without success. Concerned over the moral welfare of the community, councillors voted against the proposed use of the events venue to stage and promote porn 9 to 1.

Secured creditors of Eden Digital Ltd include its shareholder, CVC Group Ltd, directed by John M Carr, Vision rentals Ltd, Solutions Group Receivables, Konica Minolta Business Solutions and Harper Collins Publishers.

Unsecured creditors include Inland Revenue; Ezisoft Computer Systems Ltd directed by David Bruce Crow and owned by his wife Carolyn Rose Crow; NZX Media Ltd, co-directed by David Bruce Crow; PJ Digital Ltd, owned and directed by John Malcolm Carr; Florida US -based Better Business Services, Inc., owned and directed by John Malcolm Carr; and the ASB Showgrounds, Epsom, Auckland – the former longtime venue for Erotica Lifestyles Expo.

All unsecured creditors are unlikely to receive anything according to the Liquidator, Grant Bruce Reynolds of Reynolds & Associates Ltd, Insolvency Practitioners of Penrose,  Auckland.

Update: Liquidatation Notice – NZ Herald Thursday 24 November 2011. The failed company was put into liquidation pursuant to section 241(2)(a) of the Companies Act 1993.

Reference

The Bob Dey Property Report (the week to 27 November 2011)

Voluntary liquidation: Steve Crow-related Eden Digital sells business, closes

http://www.propbd.co.nz/afa.asp?idWebPage=8338&idBobDeyProperty_Articles=17011&SID=1061986009

Company: Eden Digital Ltd
Directors: Raymond Simpson, Mt Eden
Liquidation: 22 November
Solvent: No
Liquidators: Grant Reynolds (Reynolds & Associates Ltd)
Other details: The company held the licence for the Erotica Lifestyle Expo, but the licence was cancelled because of defaults. The business was recently sold. Mr Simpson is a director of Bodyrock Promotions (NZ) Ltd (removed from register 2004) & Digital Matrix Ltd (removed from register 2004). Former directors are Steve Crow, Ellerslie, & John Carr, now of Cromwell. Mr Crow – best known for running the Boobs on Bikes parade down Queen St – put Malibu Media Limited (ex-Erotica Expo Ltd) & Z4K74D Ltd (ex-Vixen Direct Ltd) into liquidation in 2009. He told the liquidators wholesale adult products company Vixen Direct was hit by piracy & parallel importing over the past 2 years, while attendances for the last 2 Erotica expos in Christchurch & Wellington were down by 50%, hitting sales. Mr Crow’s Eden Media Ltd was wound up on 21 May, Brass Magazine Ltd in August 2008, Les Obstacles de l’Amour Ltd 2006. Mr Crow is a director of CVC Group Ltd, HWGA Co Ltd, Sidefx Ltd & Vixen Publications Ltd.

Three Energy Smart companies – all registered charities – in liquidation

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A major player in the Government’s home insulation scheme has been put into liquidation by the directors of the Hutt Mana Charitable Trust – a registered charity with the Charities Commission, leaving a trail of more than $1.6 million in outstanding bills.

Three limited liability companies that are charities registered with the Charities Commission, were put into liquidation on 19 September 2011: EnergySmart Ltd, EnergySmart Distributors Ltd and EnergySmart Retrofitting Ltd. They are service providers involved in the supply of subsidised home insulation and heating and because they are registered with the EECA (Energy Efficienct Conservation Authority), they can access sizeable government subsidies.  

EnergySmart Ltd, a Wellington-based company, recorded a $13.648 M gross income in the last financial year (ending 31/12/10) and of  this, $2.715 M was spent on salaries and related expenses. Its recorded total liability for the financial year ending 31 December 2010, as recorded on the Charities Commission website, was $4,631,147. A net deficit of $821,018 was recorded for income over expenditure.

The Liquidators have estimated that once all the value of all Energy Smart’s assets have been realised, it will still have a shortfall of at least $1,634,335 – money owed to its creditors (largely suppliers of insulation product).  However, this is clearly a very conservative estimate of its total debt and does not take account of any debt claims by unsecured creditors. [Read more…]

Crafar Farms, Foreign ownership, May Wang & the Overseas Investment Act 2005

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Enforcement agencies such as the National Enforcement Unit (NEU) of the Ministry of Economic Development (MED), the Serious Fraud Office (SFO), the judiciary (the Courts/Justice system) and the Overseas Investment Office (OIO), all play a key role in upholding community standards, prescribed in law, promoting and serving the “public good” and advancing the welfare of New Zealanders.

The following is a case study that raises a number of pertinent questions about the role of the above agencies in upholding community standards. The spiritual, social and economic welfare of the public suffers when fraud, corruption and exploitation of the economically vulnerable is allowed to go unchecked.

On 21 October 2010 the SFO commenced a part I investigation into the financial transactions between Hong Kong-based Natural Dairy (NZ) Holdings Ltd and three NZ registered companies directed by Ms May Yan Wang: namely UBNZ Trustee Ltd, UBNZ Assets Holdings Ltd and UBNZ Funds Management Ltd. The focus is the involvement of these companies in the purchase of 16 dairy farms formerly owned by the Crafter family company that was put into receivership on 5 October 2009. [Read more…]

Steve Crow, banned company director, promotes porn sleaze on city streets

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On Wednesday 11th August at 12.30 pm banned company director Steve Crow and Miss Erotica 2010 will be heading a parade of scorpion tanks, motorcycles with bare-breasted pillions and vehicles down Queen Street Auckland – in order to promote Crow’s failing hardcore pornography empire. Eden Digital Ltd directed by John Malcolm Carr, a San Antonio Texas based CPA, is the business entity linked to the parade of tawdry titillation that promotes a forthcoming three day event – Erotica Lifestyles Expo – featuring a collection of imported US-based porn stars, sex toys and lewd acts. On Thursday 12th August at 12.30 pm the same boringly predictable parade will head through Hamilton city streets.

Steve Crow is intending to hand out $250,000 worth of free vouchers to those attending the porn parades, so they can purchase hard core pornography DVDs marketed by his failing business Vixen Direct. [Read more…]

Warning to company directors responsible for reckless trading during insolvency

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For a company director to allow a company to continue to trade while it is insolvent is a breach of duty under section 135 or 136 of the Companies Act.  It is the duty of a Liquidator to report on any such reckless trading that is uncovered in the course of his or her efforts on behalf of creditors to recover any debts owed once the company is put into liquidation. The identification of reckless trading does give rise to possible civil action from creditors against the directors: creditors who may choose to seek reimbursement from the company for any shortfall in debts owed them. Consider a company that purchases a property for $1.9 million dollars, borrowing all the money to pay the purchase price. A director who finds that the company is unable to meet interest repayments on a first and second mortgage, should realise that a mortgagee sale is inevitable unless he can refinance the loan, source capital from elsewhere or gain assistance from a kindly tooth fairy. If however, the director allows debts to mount up for months due to unpaid interest and persists in carrying out trading operations throughout the period of insolvency, that would constitute reckless trading by the company, for which he is directly responsible. All income gained by the company over the period of insolvency would be subject to a rightful compensation claim be creditors via a civil action in the Court. If the company director failed to produce a credible record of company income deposited in a company bank account over this period, he would have committed an offence under the Companies Act 1993. Directors who fail to file an annual return after an extended period of such reckless trading, should be banned from being company directors. A director who through mismanagement allows two of more of his companies to be put into liquidation is more than likely to be banned as a director by the Ministry of Economic Development under s. 385 of the Companies Act 1993.