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Baying Ecological Holding Group Inc.

US:BYIN
No current share price held for this company.

Past year: ▲ 0%(4.00 – 4.00 USD)

Market cap
—
Shares on issue
—
Story beats
7 since 2008
Last event
14 Sept 2021

History

A planned Chinese fast food start-up turned to Oklahoma oil and gas in 2008, then spent years cleaning up unaudited filings before deregistering in 2021.

2008: From fast food to oil and gas

The company began in April 2005 as a planned fast food business in China and was then called Toro Ventures Inc. In January 2008 it announced two new directors, Lixin Yang and Zhixin Xiao, and a plan to rename itself Jet Petroleum Corp. as it moved toward oil and gas exploration. At that point 5,363,000 shares were outstanding, and Yan Liu held 3,000,000 of them (55.9%). Within two weeks the plan was cancelled, the board returned to Yan Liu as sole director, and the name stayed Toro Ventures.

Change came anyway. In February 2008 the company said Frederick Graham Jr. would become president, CEO, treasurer and sole director, with Yan Liu resigning effective February 23. The address moved to Seattle, and the filing showed 5,845,000 shares outstanding. The filing did not say whether Yan Liu's shares were changing hands. On April 1, 2008, the company signed a turnkey agreement with Nitro Petroleum, Inc. to buy a 60% working interest in the Crown Oil and Gas leases in Pottowatomie County, Oklahoma, for $250,000. This was its first stated oil and gas asset.

2009-2015: Management changes and a filing clean-up

The record for these years is thin. The filings show the company's address moving to Seal Beach, California in 2009 and Gregory Rotelli as CEO in December 2009, but they do not explain the changes in control and management, the status of the Crown leases, or how the $250,000 was funded.

By April 2014 the company was using the Baying Ecological Holding Group name, with Jiao Zhouping as CEO and an address in Malibu, California. It disclosed that an SEC comment letter of February 12, 2014 had found that eighteen reports for fiscal 2009 to 2013, filed in June 2013 by prior management, lacked audited or reviewed financials because the company had treated itself as an inactive entity. A new board hired auditor Terry L. Johnson, effective March 24, 2014, and planned to re-file them by about May 20, 2014. The filings do not say whether that happened.

In October 2015 the company said its fiscal 2014 financial statements could no longer be relied on, because Johnson was the subject of an SEC order dated September 17, 2015. BF Borgers CPA was engaged to re-audit fiscal 2014 and audit fiscal 2015. By then the address was Troy, Michigan, and Parsh Patel was CEO. The share count in the data fell sharply in 2014, but the filings do not explain why.

The record is then quiet until September 14, 2021, when the company deregistered its securities, ending its obligation to file reports with the SEC.

Written from the 7 story beats below (2008 to 14 Sept 2021), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

shares on issue market cap (log scale)

2021261k shares · US$1.0m market cap

  1. 14 Sept

    Baying Ecological Holding Group Inc. deregistered its securities, ending its obligation to file reports with the SEC.

    listing compliance notice

    261k shUS$1.0m

2015261k shares · US$718k market cap

  1. 28 Oct

    The company said its fiscal 2014 (year ended June 30, 2014) financial statements can no longer be relied on, because auditor Terry L. Johnson, hired in 2014 to fix the earlier unaudited filings, was the subject of an SEC order dated September 17, 2015. New auditor BF Borgers CPA will re-audit fiscal 2014 and 2015, with the 2015 annual report expected within about a week. This continues the 2014 clean-up of the company's filings, and the filing shows the address now in Troy, Michigan and Parsh Patel as CEO.

    financial restatement

    261k shUS$718k

201426.1m shares

  1. 24 Apr

    The company, now using the Baying Ecological Holding Group name again, said an SEC comment letter of February 12, 2014 found that eighteen reports for fiscal years 2009 through 2013, filed June 18, 2013 by prior management, had no audited or reviewed financials because the company treated itself as an 'inactive entity'. A new board hired Terry L. Johnson, CPA as auditor effective March 24, 2014 and plans to re-file those reports with audited or reviewed statements by about May 20, 2014. This also shows the address moved to Malibu, California and Jiao Zhouping signing as CEO.

    auditor change

    26.1m sh

2008

  1. 4 Apr

    On April 1, 2008, Toro Ventures signed a turnkey agreement with Nitro Petroleum, Inc. to acquire a 60% working interest in the Crown Oil and Gas leases in Pottowatomie County, Oklahoma, paying $250,000. This is the company's first stated oil and gas asset.

    material agreement

  2. 13 Feb

    Toro Ventures gave notice that Frederick Graham Jr. (age 52) will become its president, CEO, treasurer and sole director, with Yan Liu resigning effective February 23, 2008. The company's address moves to Seattle, WA. Yan Liu still held 3,000,000 shares (51.3% of 5,845,000) per the table, though the filing does not say whether those shares are changing hands.

    business combination

  3. 31 Jan

    On January 29, 2008, the majority holders and board cancelled the plan to appoint Lixin Yang and Zhixin Xiao and to rename the company Jet Petroleum Corp. The board goes back to Yan Liu as sole director and the name stays Toro Ventures Inc., reversing the January 14f-1 notices.

    material agreement termination

  4. 18 Jan

    The company, then named Toro Ventures Inc. (the Baying name used in earlier filings), told shareholders it was adding two directors, Lixin Yang and Zhixin Xiao, to the board led by Yan Liu. A majority holder also consented to rename it "Jet Petroleum Corp." as its business moved from a fast food business in China to oil and gas exploration. No shareholder vote was required; 5,363,000 shares were outstanding, with Yan Liu holding 3,000,000 (55.9%).

    business combination