8:15-cv-00317-LES-FG3 Doc # 22-1 Filed: 10/05/15 Page 1 of 3 - Page ID # 93

UNITED STATES DISTRICT COURT

DISTRICT OF NEBRASKA

COR CLEARING, LLC, a Delaware limited

liability company,

)
)
)
Plaintiff,
)
)
v.
)
)
CALISSIO RESOURCES GROUP, INC., a
)
Nevada corporation; ADAM CARTER, an
)
individual; SIGNATURE STOCK TRANSFER, )
INC., a Texas corporation; and DOES 1-50.
)
)
Defendants.
)
)

Case No. 8:15-cv-00317-LES-FG3

DECLARATION OF DAVID L. ARONOFF IN SUPPORT OF PLAINTIFFS

EXPEDITED MOTION FOR APPOINTMENT OF LIMITED PURPOSE RECEIVER
I, David L. Aronoff, do hereby declare pursuant to 28 U.S.C. 1746(2) under penalty of
perjury that the following is true and accurate based upon my own personal knowledge and
belief:
1.

I am a partner at Winston & Strawn LLP. I am an attorney of record for the

Plaintiff COR Clearing, LLC (COR Clearing) in this matter. I am admitted pro hac vice in this
district for the purposes of this litigation. I have personal knowledge of the facts stated herein
and, if called upon, could and would testify competently thereto.
2.

Attached hereto as Exhibit A is a true and correct copy of the Depository Trust

Corporation Distributions Service Guide.

3.

Attached hereto as Exhibit B is a true and correct copy of a June 1, 2015 press

release issued by Defendant Calissio Resources Group, Inc. (Calissio) entitled, Calissio
Announces Massive Stock Repurchase Program for up to $1.5 Million, available at

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8:15-cv-00317-LES-FG3 Doc # 22-1 Filed: 10/05/15 Page 2 of 3 - Page ID # 94

http://www.prnewswire.com/news-releases/calissio-announces-massive-stock-repurchaseprogram-for-up-to-15-million-300091522.html.
4.

Attached hereto as Exhibit C is a true and correct copy of an August 24, 2015

press release issued by Calissio entitled, Calissio Reports Progress on Share Buy Back Program:
Repurchased to Date is 158,865,114 Shares for Total of USD$588,448.00, available at
http://www.prnewswire.com/news-releases/calissio-reports-progress-on-share-buy-backprogram-repurchased-to-date-is-158865114-shares-for-total-of-usd58844800-300132151.html.
5.

Attached hereto as Exhibit D is a true and correct copy of an August 13, 2015

press release issued by Calissio entitled, Calissio Announces Retirement of 77,250,000 Million
Shares of Stock and Reports Progress on Share Buy Back Program, available at
http://www.prnewswire.com/news-releases/calissio-announces-retirement-of-77250000-millionshares-of-stock-and-reports-progress-on-share-buy-back-program-300128167.html.
6.

Attached hereto as Exhibit G is a true and correct copy of an August 28, 2015 e-

mail chain between Defendant Adam Carter; Jason Bogutski, president of Defendant Signature
Stock Transfer, Inc. (Signature), and transfer agent for Calissio; Mr. Yarmish and Robert
Rabinowitz of Darbie; Mr. Salas and Jeffrey Sime, President and CFO of COR Clearing; and
myself. Also included is a true and correct copy of the attachment that was forwarded
throughout this e-mail chain.
7.

Attached hereto as Exhibit I is a true and correct copy of the Profile for Calissio

on the OTC Markets site, available at http://www.otcmarkets.com/stock/CRGP/profile.

8.

Attached hereto as Exhibit J is a true and correct copy of the curriculum vitae of

Ronald F. Greenspan, Esq., Senior Managing Director Corporate Finance at FTI Consulting,
Inc.

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9.

On or about August 28, 2015, I received a telephone call from Mr. Bogutski, who

informed me that he had never met Defendant Carter before and that he could no longer reach
Defendant Carter, after having previously engaged him in e-mail conversations.
10.

Calissio is in default and thus barred from appearing in Opposition to this Motion,

and the relief sought indirectly benefits the remaining defendants because the proposed
adjustment is the first step to mitigate the harm outlined in the Complaint in this action.
11.

I have been in discussions with both in-house and outside counsel for The

Depository Trust & Clearing Corporation (DTCC) about the best method to remedy Calissios
fraud against COR Clearing and its customers. We agreed that COR Clearing should ask the
Court to appoint a receiver to request, on Calissios behalf, that DTCC make certain post-payable
adjustments, but that before the receiver is appointed, all affected parties be given an opportunity
to respond and be heard on this issue.
12.

On October 4, 2015, DTCC voluntarily provided me with a list of the names and

contact information for all DTC member firms who were credited and/or debited with
dividends/allocations for common shares in Calissio from June 1 to August 30, 2015. This
information is protected by a confidentiality agreement between COR Clearing and DTCC.
I, David L. Aronoff, hereby declare and certify under penalty of perjury pursuant to
28 U.S.C. 1746(2) that the foregoing is true and correct. Executed this 5th day of October,
2015, in Los Angeles, California.
s/ David L. Aronoff
David L. Aronoff

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