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Then you don’t own 2mil shares. It’s the law 1 or 100m if you owned the shares you get to vote.
If you owned shares, you got to vote. Either real-time or proxy. There was information sent out on how to proxy vote online, IF you owned shares.
Just an observation. Not directed at anyone particular.
Executive Chairman John Lee disposes of 3,745,000 shares of company stock in the open market.
3,000,000 after the common stock consolidation measure passed on the 16th. ( Reverse stock split)
If the chairman is selling off 30% of his position do you think it’s wise to be adding to yours?
with an annual revenue of .18 a share ($128m) the current pps is 1/10th of that.
With a modest PE of 6 this will be trading at $1.09 under the share structure currently in place. ( I used 700m shares for my calculations actual is 640m)
I cut out the pertinent part. The $128m (USD) rev was reported for 2014-15 by Rontan on their corporate Tax filings. This is the value of the Rontan SPA regardless of what gets awarded. This is based only on Revenue currently generated. Start adding the award judgement and then PALS rev and FDs numbers start coming into play very quickly. I am just using the data known from court filings.
I did a detailed post a while back. With the reported revenue from 2013-14 and a very conservative PE of 6 and an OS of 700m. I had it at right around $1.09. I broke it all down in the post I believe. If I can pull it up I’ll repost it.
There is something everyone is overlooking. The Rontan litigation is not the only thing going on.
We should be getting some news on the PALS certification very soon.
IMHO we should get news on PALS before the end of the month.
This could be anything from Certification, contracts or licensing information.
Hard to say with all the turmoil in the world today.
They only get one chance to present their support documents so you need to be 100% correct. Even though Rontan et al is not in the courtroom, the judge must still act in a responsible way and not just allow hearsay evidence.
DE 211. Plaintiff request for extension of time to file briefs due 3/18/2020.
2 week extension requested to finalize information and delays due to offices being shut down do to the Corona Virus.
All things considered. I am expecting there to be a delay for any or all of the following reasons and they’re all centered on COVID-19. The outbreak in Brazil may delay gathering of information and or the closing of Courts for non essential operations. This is also true for the US.
I would not be surprised at all to see markets suspended next week nor would I be surprised to see non essential court proceedings suspended till things settle down.
Hope everyone is well and are not effected by this situation. Even those of you I disagree with. We can differ in our opinions but ones health and welfare are never open for debate.
GLTA
I’ll bite, let’s play the “ Logical conversation” Game.
What exactly in your opinion makes this a scam?
Personally when I invest I pay little to no attention to posters ( other than, they are entertaining to follow). Instead I tend to read all their official filings and PRs to see what is there to like or dislike.
Huage Convention is irrelevant.
The Huage convention, which Brazil signed on to in 2015, has no bearing on this litigation in so far as Brazilian law already addresses the process of recognition of this litigation/judgement.
In the proceeding of confirmation (Recognition)of a foreign judgment, Superior Court Judge shall only verify whether the formal procedural requisites have been fully complied with, in all instances until final judgment.
For purposes of Brazilian Law, final judgment is the decision of a civil, commercial or criminal nature rendered by a judge or a court, abiding by the due process of law, and which is not subject to any further appeal.
Article 5, XXXVI, of the Federal Constitution applies to each and every infra-constitutional legislation, no distinction being made whether it be a public or a private law or if it be a mandatory or facultative provision. Indeed, as in Brazil, the principle of respect to vested rights, perfect juridical acts and res judicata is of a constitutional nature, no exception being made to any type of ordinary legislation, the argument presented by many – influenced by the law of the countries in which the provision is set forth in the ordinary legislation -makes no sense that public policy legislation is immediately applied, affecting the future effects of the perfect juridical act or of the res judicata, and that is why, if the effects are altered, it is obvious that changes in the case are being introduced, which is prohibited by the constitution.
.....”and that is why, if the effects are altered, it is obvious that changes in the case are being introduced, which is prohibited by the constitution.”
Clue...->”Setting aside” is making a change to the case that alters the effects.
On 2 December 2015, Brazil deposited its instrument of accession to the Hague Convention of 5 October 1961 Abolishing the Requirement of Legalisation for Foreign Public Documents (the "Apostille Convention"). Following the usual procedural steps, the Convention will enter into force for Brazil on 14 August 2016, making it the 111th Contracting State to the Convention.
Pursuant to Article 12 of the Apostille Convention the Depositary shall give notice to the Contracting States of the accession of Brazil.
Article 5, XXXVI, of the Federal Constitution applies to each and every infra-constitutional legislation, no distinction being made whether it be a public or a private law or if it be a mandatory or facultative provision. Indeed, as in Brazil, the principle of respect to vested rights, perfect juridical acts and res judicata is of a constitutional nature, no exception being made to any type of ordinary legislation, the argument presented by many – influenced by the law of the countries in which the provision is set forth in the ordinary legislation -makes no sense that public policy legislation is immediately applied, affecting the future effects of the perfect juridical act or of the res judicata, and that is why, if the effects are altered, it is obvious that changes in the case are being introduced, which is prohibited by the constitution.
.....”and that is why, if the effects are altered, it is obvious that changes in the case are being introduced, which is prohibited by the constitution.”
Clue...->”Setting aside” is making a change to the case that alters the effects.
There is no issue because the matter is settled and there is no appeal available. Default Judgements are final and unappealable (Res Judicata) in Brazil and the US. Article 5 of the Brazilian Constitution and the 11th Circuit court have addressed this matter specifically.
That Constitution clearly addresses the “framework” you are mischaracterizing.
Article 5 clearly addresses Res Judicata.
Further as with the Constitution of the USA also in Brazil;
No law may supersede the constitution, For such law is Un-Constitutional.
I’m rejecting your unsupported rejection.
The Facts indicate there is a $114m tax liability. There is no ambiguity in that. (VALUE)
The Facts show there was an agreed sale price of $100m. ( VALUE)
The facts don’t care about your rejections.
What notes? It’s their Constitution.
LOL. You can reject my quotation of Brazilian Law and Constitution all you want. Its still there and still supports GDSIs position.
It 100% refutes the narrative you are attempting to establish here.
The question was over the “VALUE” of the judgement.
The Value is whatever is adjudicated. If nothing happens there is no value.
If specific Performance is awarded with no Incidental Damages the VALUE is $100m. ( the agreed purchase price) if there is and off set for incidental damages that will increase the VALUE of the award. If the offset is $114m then the total VALUE of the judgement is then $214m. Wich is “north of $150m”
Article 5, XXXVI, of the Federal Constitution applies to each and every infra-constitutional legislation, no distinction being made whether it be a public or a private law or if it be a mandatory or facultative provision. Indeed, as in Brazil, the principle of respect to vested rights, perfect juridical acts and res judicata is of a constitutional nature, no exception being made to any type of ordinary legislation, the argument presented by many – influenced by the law of the countries in which the provision is set forth in the ordinary legislation -makes no sense that public policy legislation is immediately applied, affecting the future effects of the perfect juridical act or of the res judicata, and that is why, if the effects are altered, it is obvious that changes in the case are being introduced, which is prohibited by the constitution.
Again the Brazilian Constitution does not support your claim for setting aside the judgement.
LOL.
There is no “course of time” for appeal. Had there been an appeal of the judgement available it would have been stated in the order granting the Default Judgement. There was no such statement in the order.
By rule of law and as noted in the Brazilian constitution the judgement is final. As such, appeals of such orders are not allowed to hinder the recovery or enforcement of Judgement. It’s the law. It’s the constitution. It’s Res Judicata.
Rontan is worth $100m.
That was the agreed upon purchase price. This alone without any tax off set makes the “judgement” worth at the very Minimum $100m USD.
Attempts to claim that posts regarding $100m+ awards are not possible or are some kind of P&D scam are simply not supported by the facts in evidence.
I didn’t miss anything in your post or the Facts presented to the court.
Common sense and deductive reasoning based on the facts in evidence puts the award north of $100m and probably north of $150m when the recently discovered liquidation of real estate is considered.
Res Judicata - Default Judgement not appealable 11th circuit court rules. The Brazilian courts also recognize Res Judicata as you pointed out in an earlier post and as I posted from the Brazilian Constitution as translated to English by the Department of Justice Brazil.
Wrong application. There is no appeal. Res Judicata.
I view your post as misinformation as it has no basis in fact and maliciously misstates the role of the Superior Court Brazil.
As the composer of the facts in the above stickie concerning Recognition of Foreign judgements in Brazil.
The official court record supports the known tax debit at the time of signing of the SPA, $114m, with a little common sense you can figure the amount was most likely much higher after the signing.
An award north of $150m is not unlikely. And certainly can’t be some pump and dump since it is someones opinion based on the facts in evidence and as far as we know is not the holder and seller of millions of shares or a spokesman for the company. In fact, there are no company press releases concerning the litigation at all. So attributing someones opinions as a pump and dump is no less than malicious.
Once an award is made as a final Judgement the Brazilian Superior Court will review the final Judgement, res judicata, then issue an order of Recognition and instruct the local courts to assist in the recovery (Enforcement) of the Judgement, Res Judicata. The Bolzan’s will be notified by the court that the action is underway ( servicing) they will be asked if they are in agreement with Recognition. It’s a yes or no.
Yes. The court grants immediate Recognition.
No. The court completes their review and then issues the order of Recognition.
The Yes, No question from the court to the Bolzan’s is an attempt by the court to conserve its time and speed up the process. It is not a condition for contesting the res judicata judgement.
A search of the court records for the superior court Brazil, shows that most uncontested Judgements ( default judgements, res Judicata) are Issued Recognition in a very short period of time not years.
Enjoy the weekend.
More on res judicata (Brazil) and what the judge asked of GDSI
The judge asked them to submit a status report specific to damages they feel entitled to and their efforts to obtain such information. One deposition by Rontan is hardly sufficient to solely base what you seek in damages from. Especially if you feel it is being minimized by the individual being deposed. Pretty standard order for a hearing on damages.
You might be interested in this from the Brazilian Constitution.
Article 5, XXXVI, of the Federal Constitution applies to each and every infra-constitutional legislation, no distinction being made whether it be a public or a private law or if it be a mandatory or facultative provision. Indeed, as in Brazil, the principle of respect to vested rights, perfect juridical acts and res judicata is of a constitutional nature, no exception being made to any type of ordinary legislation, the argument presented by many – influenced by the law of the countries in which the provision is set forth in the ordinary legislation -makes no sense that public policy legislation is immediately applied, affecting the future effects of the perfect juridical act or of the res judicata, and that is why, if the effects are altered, it is obvious that changes in the case are being introduced, which is prohibited by the constitution.
Summarized. This basically says that any Final Judgement, res judicata, is the law no matter where it was made and that nothing can automatically change that ruling. Recognition of a final ruling may not be denied on the grounds of Public policy or law for it is prohibited by the constitution.
The amount of tax liability was stated in the Rontan Deposition at 750m reals or $114m US. So we already know the offset is $14m more than the purchase price.
LOL! Just completely False.
No comment required.
A ruling in the US against Rontan et al. is by its very definition a “Foreign Judgement”.
You don’t file a restraining order. You seek to Levy, seize, attach or otherwise seek injunction on the conduct of business in the US.
A restraining order would stop other companies from doing business with Rontan so there would be no financial assets to attach in the US. Bad move. I don’t even think you can file a restraining order against a Corporation, maybe ya can. Pretty sure it’s an injunction.
Looks like the added delay is because it is discovered that the Bolzan’s were further violating the SPA by selling assets prior to the closing.
Good so see that GDSI has retained a local law firm which they will need to assist with the Court and Enforcement actions forthcoming.
DE 208 STATUS REPORT
1. In the Order, the Court directed as follows: Plaintiff is ordered to file a status report by 12:00 pm on March 2, 2020 stating whether, given my rulings in this Order, a hearing on March 4, 2020 is necessary. Specifically, Plaintiff should discuss its efforts to obtain Information on Rontan Company's outstanding tax liability, and, if additional time is needed to locate the necessary information, Plaintiff should indicate when it expects to be ready to proceed to a hearing on damages. (Order at 6.)
2. GDSI submits that, given the rulings in the Court's Order and in the separate Order Granting Motion for Default Judgment [D.E. 206], the hearing currently scheduled for March 4, 2020 is no longer necessary. GDSI proposes that, instead, it submit its evidence and legal argument as to remedies in writing for the Court's consideration.
3. Plaintiff requests two weeks from the March 4 hearing date, through March 18, 2020, to file its written submissions with respect to remedies, including the amount of damages it seeks incident to the decree of specific performance.
4. As the Court has already found, "the Defendants willfully disobeyed court orders, and in doing so, have acted in bad faith throughout this litigation"; and "Defendants' failure to participate in this litigation has prevented Plaintiff from effectively litigating the merits of this dispute." [D.E. 205 (Order Granting Motion for Default Judgment at 7.)] The prejudice caused by the Defendants' "willful and bad faith" failure to comply with court orders has made more difficult GDSI's efforts to prove its damages, including with respect to the amount of undisclosed tax liabilities and Defendants' disposition of real estate subject to the Share Purchase and Sale Agreement ("SPA") between the parties.
5. As part of its continuing efforts to gather information on those matters, GDSI has retained a leading Brazilian law firm, Mattos Filho (www.mattosfilho.com.br) to assist in the collection of publicly available information in Brazil. With the assistance of Brazilian counsel, Plaintiff will present to the Court evidence with respect to the tax obligations and real estate, which is information that Defendants should have produced in response to the multiple discovery requests and orders which they violated willfully and in bad faith. GDSI will present this evidence through sworn declaration, including declarations from its expert witness. In addition to the undisclosed tax liabilities, incidental damages to GDSI include the value of real estate that Defendants owned at the time of the execution of the SPA and that they subsequently sold in violation of the SPA. (PX 48) (SPA ¶7: "Until the Closing Date � Rontan shall not enter into any material Contract or transaction.") See Order at 5 (D.E. 207) (citing American Real Equities, Ltd v. ALM Inv. Corp., 406 So. 2d 507 (Fla. 3d Dist. App. 1981) (damages included adjustment to purchase price where "contract for the sale of land [] stated that the land was 5 acres, when it was actually 4.41 acres").
6. In sum, instead of holding the March 4, 2020 hearing, GDSI proposes to make its submissions regarding its remedy (including through an expert declaration) by March 18, 2020. Dated: March 2, 2020 Respectfully submitted, BOIES SCHILLER FLEXNER LLP
Yes. “Res Judicata” as already stated from the standpoint of the superior court is based on the laws of the country in which the judgement is rendered.
The judgement must be res Judicata in the jurisdiction in which it was handed down. ( fairly close to the language used in the Brazilian civil code as adopted 2015)
Busy day today. You all enjoy the rest of your Monday.
Read what I posted. That’s exactly what I said and exactly what Res Judicata means
I think it’s amazing that you are accusing the 11th circuit court of appeals and judge Middlebrooks of denying a defendant due process while arguing due process. Very interesting concept. You do realize that failing to appear ( defaulting) is the same a waiving you’re right. Just like waiving your 5th.
It is already being reviewed, that is exactly what the judicial review for Recognition is for.
Superior court, So far no references to a central court ( I digress), conducts a judicial review of the process and ruling then makes a determination if the case was adjudicated properly and “res Judicata” final and without available appeal.
The Superior court will notice the Defendants that the process is underway and expect a response or acknowledgement. Perhaps this “service” from the Brazil court to Rontan et al is what you are considering in your servicing argument. But it is not a process or step in its self. It is simply a process which is a function of every properly adjudicated court proceeding. GDSI and BSF are not executing “service” on anyone or anything.
Res Judicata is exactly why the Bolzan’s will have no say. The judgement was made “Res Judicata” with no appeal available do to the rendering of the default Judgement.
Res Judicata is based on the laws of the country in which the judgement is adjudicated. As stated not only in the references I use but also in the ones you are using.
Note the following ruling by the 11th circuit court.
Citation from previous post and Motion granted by Judge Middlebrooks.
“A defendant, by his default, admits the plaintiff's well-pleaded allegations of fact, is concluded on those facts by the judgment, and is barred from contesting on appeal the facts thus established."
(11th circuit court 2009)
Un-appealable: Res Judicata
After recognition, the Superior Court of Justice must extract a writ of execution with the main procedural documents, which are later sent to the federal court that has jurisdiction to do so (which is determined by the internal jurisdiction rules). When the writ of execution reaches the federal court, it follows the same enforcement proceedings applicable to the enforcement of a domestic judgment. The federal court will then be able to order the fulfilment of the award or other actions necessary to enforce the foreign judgment, such as:
The seizure and freezing of bank accounts.
The seizure of assets and their subsequent sale at auction.
The seizure of credit rights that the debtor is entitled to.
Any other measures that are legally deemed to be necessary for the enforcement.
The applicant can request injunctive relief before the final judgment on the recognition of the foreign judgment is rendered (Article 216-G, Rules of Procedure of the Superior Court of Justice). This request must meet certain requirements, such as:
Filing a formal request showing that the applicant's statements contain a high probability of having grounds to be granted.
Demonstrating that awaiting the final decision may cause the applicant damage that is uncertain or difficult to repair.
I’ll take the definitions and published process by the Department of Justice Brazil over the interpretations of “ lawyers”.
so far these interpretations you have linked have been incorrect and or have referenced extraordinary cases not the status quo.
Judicial review is not subject to testimony unless there are extraordinary circumstances that require additional input. As determined by the reviewing court. Not by challenge or petition.
The Bolzan’s have no say in the process. It is a judicial review of the process. There are no hearings. There is no testimony. It is a simple process of review by the Superior Court.