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Monday, September 15, 2014 8:45:04 AM
Basu then opted to spin Heathcare, the Delaware corporation, off as a separate corporation again. When a corporation spins off a part of their business as a separate corporation, the management gets to decide which assets are sent to the corporation which is spun off and which assets stay with the parent corporation.
Basu elected to spin off negative assets to Healthcare, and keep positive assets with PPJ. Basu decided that the relationship with Grewal had enough probability of becoming a positive asset that she kept it with PPJ. Of course, Grewal had not counter-sued yet at that point, so at the time, the worst outcome could be that PPJ would have to pay for its legal fees if it completely lost the lawsuit against Grewal.
Basu spun all of the negative assets (aka: liabilities) acquired from the acquisition of Healthcare/Delaware back into Heathcare/Delaware specifically so Healthcare/Delaware could be taken into bankruptcy. That would protect PPJ from all of those liabilities (by zeroing them out in the bankruptcy of a corporation with no positive assets) but transfer all of positive assets to PPJ.
It is now well settled that Grewal's relationship with Healthcare/Delaware was acquired by PPJ, where it remains today, because Judge White allowed the lawsuit to proceed in spite of the attempted arguments by Grewal's attorneys to the contrary. The judge heard those arguments and rejected them.
Obviously, as CEO and sole board director, Basu can opt to compensate herself from her position with PPJ as she desires. However, she will receive nothing directly from the lawsuit as an individual. Stockholders will be able to use upcoming news releases, including tomorrow's radio interview, to determine if they believe that Basu believes that any award from the lawsuit will be better for Basu when invested back into PPJ, or better transferred into Basu personal bank account. It will be a simple question to answer: "Do you believe that Basu wishes to continue to operate her own business, or not?"
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