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Published on 11/10/2008 in the Prospect News Special Situations Daily.

Accelerated Building Concepts working to stop takeover by shareholders

By Lisa Kerner

Charlotte, N.C., Nov. 10 - Accelerated Building Concepts Corp. said Michael W. Hawkins, using shareholder proxies from 10 shareholders purportedly representing over 50% of the company's common stock, removed several company executives in an attempt to take over control of Accelerated Building.

Hawkins, president and owner of Avante Holding Group, Inc. and a former consultant to Accelerated Building, removed Joseph Sorci as chief executive officer, director and chairman of the board, according to an Accelerated Building news release.

Directors Ralph "Hank" Henry and Terry Johnson were also removed by Hawkins. The company said he purportedly took action by shareholders' written consent.

Appointed to the board as new directors were Hawkins and Timothy B. Daley.

According to Accelerated Building, some of the proxies given to Avante appear to have been forged, do not comply with Delaware law or are from shareholders who do not rightfully own shares of the company.

Thomas G. Amon, Accelerated Building's corporate counsel and a company director, is accused of facilitating the proxies and acting in bad faith and in concert with Hawkins.

Accelerated Building had filed a lawsuit against Hawkins and Avante seeking the recovery of corporate documents in order to complete necessary delinquent filings with the Securities and Exchange Commission.

The company said it believes that Hawkins' actions are an attempt to take control of the company so that information in the corporate records implicating Hawkins, Avante and others in wrongful conduct cannot be discovered by the board and used to pursue remedies against Hawkins for his "wrongful conduct, malfeasance, and misappropriation of corporate assets and opportunities."

The lawsuit will be amended to include others who conspired with Hawkins or Avante, Accelerated Building said.

Accelerated Building designs and manufactures modular and component building facilities for use by commercial, educational clients and other government agencies. The company is based in Orlando, Fla.


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