Tauriga Sciences Inc (fka TAUG)

[loanranger]

Per the latest 10-Q: NOTE 1 – BASIS OF OPERATIONS

Nature of Business

2018 Reverse Stock Split
Cupuaçu Butter Lip Balm
Honeywood
Pilus Energy
Tauriga Biz Dev Corp
TAURI-GUM


And there you have it...the Tauriga Sciences, Inc. Basis of Operations.
https://www.sec.gov/Archives/edgar/data/1142790/000149315219001123/form10-q.htm


Funny thing about it is that the Tauriga Balance Sheet has only one significant asset and it has nothing to do with any of those "operations". Ironically the Basis of Operations per the 10-Q doesn't include its only actual operation as of the date of the Statement.

Doesn't Mr. Shaw consider his Mutual Fund endeavors to be an "operation"? The filing says this:
"With the collection of proceeds from the lawsuit, the Company was able to settle a number of its long outstanding payables and was able to pay certain of its convertible notes payable, as well as invest in trading and non-trading securities to leverage its operating business."
That's a mouthful. Somebody should ask him what he means....there is no operating business to leverage.

The man is clearly confused:
"....the investment securities presently held by us exceeds 40% of our total assets, exclusive of cash items and, accordingly, we are currently an inadvertent investment company."
"In any event, we do not intend to become an investment company engaged in the business of investing and trading securities."


Except he has this right:
"One such exclusion, Rule 3a-2 under the 1940 Act, allows an inadvertent investment company a grace period of one year from the earlier of (a) the date on which an issuer owns securities and/or cash having a value exceeding 50% of the issuer’s total assets on either a consolidated or unconsolidated basis and (b) the date on which an issuer owns or proposes to acquire investment securities having a value exceeding 40% of the value of such issuer’s total assets (exclusive of government securities and cash items) on an unconsolidated basis. For us, this grace period began on November 29, 2017 when we were paid aggregate consideration of $2,050,000 in settlement of our litigation with Cowan, Gunteski & Co., P.A., et al., and thus cash exceeded greater than 50% of our total assets."

The above exemption has expired and there is no basis for Tauriga to NOT register under the Investment Act of 1940.
Investors who are thinking about bubble gum and ice cream would be wise to consider the words of the Company instead:

"As Rule 3a-2 is available to a company no more than once every three years, and assuming no other exclusion were available to us***, we would have to keep within the 40% limit for at least three years after we cease being an inadvertent investment company."
***There isn't.

"This may limit our ability to make certain investments or enter into joint ventures that could otherwise have a positive impact on our earnings."
"If an investment company fails to register, it would have to stop doing almost all business, and its contracts would become voidable."

And here's something that the Company hasn't said:

15 U.S. Code §?80a–15. Contracts of advisers and underwriters
(a) Written contract to serve or act as investment adviser; contents
It shall be unlawful for any person to serve or act as investment adviser of a registered investment company, except pursuant to a written contract, which contract, whether with such registered company or with an investment adviser of such registered company, has been approved by the vote of a majority of the outstanding voting securities of such registered company, and—
(1) precisely describes all compensation to be paid thereunder;
(2) shall continue in effect for a period more than two years from the date of its execution, only so long as such continuance is specifically approved at least annually by the board of directors or by vote of a majority of the outstanding voting securities of such company;
(3) provides, in substance, that it may be terminated at any time, without the payment of any penalty, by the board of directors of such registered company or by vote of a majority of the outstanding voting securities of such company on not more than sixty days’ written notice to the investment adviser; and
(4) provides, in substance, for its automatic termination in the event of its assignment.