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Providence Service Corporation Comments on Consent Solicitation by Avalon Correctional Services, Inc.
Date:2/6/2009

which then held 7.2% of Avalon's outstanding shares, expressing its concern with Avalon's announcement that it was evaluating whether to remain a reporting company and with the absence of any independent directors on the Avalon Board. In its letter, Ravenswood reminds Avalon that good corporate governance requires a majority of outside directors. Ravenswood also indicates that it is writing because Don Smith refused to return its telephone calls.
  • On February 3, 2005, with little advance notice to stockholders, without seeking stockholder approval, and notwithstanding the potential adverse effects on the market for Avalon's stock, Avalon announced that it was deregistering to avoid, among other things, having to comply with the SEC's periodic reporting requirements and the Sarbanes-Oxley Act (which include numerous corporate governance provisions for the protection of stockholders). Avalon indicated in its public filings that the financial impact of complying with the Sarbanes-Oxley Act could jeopardize its ability to continue as a going concern. In particular, Avalon expressed its concern with having to comply with the provisions of the Sarbanes-Oxley Act that require management to establish internal control structures and procedures for financial reporting and to attest to the effectiveness of these controls in annual reports. As a result of this decision, Avalon now continues as a publicly-traded company that trades only on the "pink sheets," makes no quarterly, annual or periodic filings with the SEC, avoids any requirement to comply with the Sarbanes-Oxley Act, including the numerous corporate governance provisions thereof that are intended to protect stockholders, and has only one director, Don Smith, who, in effect, is accountable to no one.
  • During 2007, according to Avalon's annual report posted to its website, Avalon entered into loans with certain members of its senior management for the purchase of Avalon stock pursua
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  • SOURCE Providence Service Corporation
    Copyright©2009 PR Newswire.
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