Top Shelf Brands Holdings Corp. (DKTS)

[Carini]

I'm not sure about the shell, but the receiver would have control of pretty much all business operations from what I can tell (particularly since the company is based in Texas and has no real operations in Nevada).

More importantly, it seems like the receiver would certainly have the right to file a claim against ISBG for unjust enrichment, and maybe conversion/theft, over the Besado deal. I'm not particularly familiar with receivership laws though so I guess we'll just have to wait and see what happens.

After some brief research...

Typically receivership property will include:
- accounts receivable, earned future income and unearned future income;
- causes of action;
- real property;
- claims and rights to payment;
- licenses, copyrights, business names;
- bank accounts, certificates of deposit, and,
- personalty, equipment, vehicles, furniture/fixtures, and equipment.

If a receiver seeks to acquire property in the possession of a third party [Besado?] or stranger to the litigation, the complaint in the litigation must first be amended to name the outsider a party, or the receiver must proceed against the outsider by filing a new lawsuit [against ISBG?].

J. Affect on Title and Possession of Property

Courts have generally held that the appointment of a receiver does not alter the ownership rights, change the title to property, or affect the title of persons whose property is in receivership. The appointment of a receiver does not deprive the owners/debtor of the ownership of the property of which the receiver is given authority, and the receiver does not actually take title to the property.

Rather, the title to the property in receivership continues in the owner/defendant/debtor whose property is in the receivership until divested by court order, including a court sanctioned sale by the receiver.

A receiver stands in the shoes of the person over whose assets she/he/it is appointed receiver and holds property coming into its hands by the same right and title as the person for whose property she/he/it operates as a receiver.

Although title remains technically in the owner of the property, the appointment of a receiver does divest the owner of possession, management and control of the property subject to the receivership, with the effect of denying the owner the power to transfer of otherwise act with regard to that property.