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Re: None

Friday, 05/03/2019 10:19:14 AM

Friday, May 03, 2019 10:19:14 AM

Post# of 85914
I interrupt this board with an important message from the "Legal Information Institute" of Cornell law school.


Fiduciary Duty
Overview

When someone has a fiduciary duty to someone else, the person with the duty must act in a way that will benefit someone else, usually financially.

The person who has a fiduciary duty is called the fiduciary, and the person to whom the duty is owed is called the principal or the beneficiary. If the fiduciary breaches the fiduciary duties, he or she would need to account for the ill-gotten profit. The beneficiaries are typically entitled to damages.

Duty of Loyalty

The duty of loyalty means that all directors and officers of a corporation working in their capacities as corporate fiduciaries must act without personal economic conflict. As the Delaware Supreme Court explained in Guth v. Loft, 5 A.2d 503, 510 (Del. 1939), “Corporate officers and directors are not permitted to use their position of trust and confidence to further their private interest."



Now Mr Sands, I am no lawyer, but it does appear to be pretty oblivious, that while wiping out all the MVTG shareholder and greatly diminishing the SGSI shareholder while You, Roger and Keith profit violates the Delaware Supreme Court ruling in Guth v. Loft, 5 A.2d 503, 510 (Del. 1939) , do you agree?

BTW, isn't Wavetech a Delaware Corporation and the surviving company which You, Roger and Keith will be officers of for a short time?

From 2/6/19 SGSI 8k

"On February 4, 2019, Spectrum Global Solutions, Inc. (the “Company”) entered into a Share Purchase Agreement (the “Purchase Agreement”) with WaveTech Global Inc. (“WaveTech”), a Delaware corporation, and the stockholders of WaveTech.