I'm in shock reading the optimism being represented by this "relocation". It's the equivalent of saying the amputation of both legs means one does not need to buy shoes anymore or be bothered with walking. The reality is it's a disaster and a last ditch move to save the stock selling going.
First. Nevada is not a tax haven. Foreign corporations must pay taxes and follow regulations in California and in most cases it costs as much or more to run a California operation from Nevada, contrary to what most believe. It's an administrative issue more than anything.
Second. MRIB heading to Nevada is garbage. What they are doing is moving Marani Spirits, Inc. to Nevada if anything. What it amounts to is Margrit and MRIB fleeing the jurisdiction of California to save her stock trading grounds and extend and preserve her scam. Here are the problems:
1. Marani Brands is in default in Nevada.
2. Marani Brands in California has a massive FTB debt and is forfeited.
3. MRIB cannot repay the FTB so they must abandon California to avoid tax liability and California jurisdiction.
4. MRIB is operating intrastate, not interstate. That's a big deal if you understand corporate structure and taxation.
So the bottom line is they have to escape California with the only legal entity left which is Marani Spirits which Margrit has been skirting regs and law now for almost all of MRIB 2.0. and they have to do it before CA puts them under the microscope.
As of right now, neither MRIB nor Marani Spirits can operate in California by statute. They can't enter into a contract, issue an invoice, litigate, defend in litigation, pay anyone, etc. They have no rights whatsoever. They don't even have the rights to their name and identity. Anyone could go take it.
THe steps are as follows. Clean up the Marani Brands Nevada charter which is in defaut. Probably easy. Just a filing issue like an SOS filing or a tax return. Margrit knowing nothing about it has probably just dropped the ball again through incompetence and a lack of education on business. Once MRIB Nevada is in good standing they have to incorporate Marani Spirits in Nevada. Once this is done they will be somewhat legit although they don't meet the smell test for so many issues of corporate control. Regardless, let's say they get there. They then have a Nevada parent company and a Nevada wholly owned subsidiary. Now they have to go to the state of CA and get certified for intrastate sales. If approved they can start selling again in California. But this will also require paying payroll taxes and income taxes in CA as long as they keep loading off expenses to the parent regardless of being in Nevada or not. As they are intrastate it makes it even more difficult to skirt.
Bottom line on this latest MRIB move is desperation and dodging a $300K bill from the FTB. Margrit simply needs to keep the scheme going to continue to sell stock. Right now, she cannot sell a pencil legally. All of this process will take time, money and energy. My belief is that she hired a local Nevada accountant to do the administrative bullshit to make it look real but in the end of the day it's all smoke and mirrors. Margrit is just trying to avoid a enforced shut down. She's never going to get certified in the only state MRIB has ever had any sales. Furthermore, when their retailers find out that all liability for MRIB is gone, they'll move the product off the shelves. It's over.
