OLD NEWS BUT GOOD NEWS....
Press Release | 01/03/2020
January 3, 2020
OTC Disclosure & News Service
Phoenix Arizona —
This release includes additional documents. Select the link(s) below to view.
Astra Veda Corporation End of Year 2019.pdf
Astra Veda Corporation, formerly known as WorldFlix, Inc. (OTC PINK: WRFX), is providing a general year end update on the status of the company. It has been some time since Shareholders were provided a formal update regarding the transformation of the Company.
The Struggle is Real: The past few months have been challenging. I am confident that the team will prevail although we are more than (6) six months behind our original rehabilitation estimate of WRFX due to the obstinance and lack of cooperation by the former founder and CEO.
Unfortunately, the former founder and sole employee refused to honor even the most basic terms of his 16 April 2019 severance agreement. Several bad acts since his resignation such as withholding corporate records, gossip, harassment and petty litigation have cost the Paranotek development effort opportunity, time and early revenue potential. The interim management team will ultimately prevail thanks to the tireless efforts of friends, family and supporters like you. WRFX shareholders will benefit directly from that success once Paranotek is back on track with suitable funding and can generate momentum.
In my opinion, along with supporting legal and accounting consultants, the Company is emerging from years of executive incompetence, fiscal negligence and in my own personal view, outright intentional fraud sanctioned by the previous governance body. Despite the former CEOs multiple attempts at coercion with threats of legal action to include embarrassing bombshells to subvert the (4) four-month fraud examination, the Company through its independent audit committee verified the past (3) three years of feckless management and lack of governance.
Based on this clear and compelling evidence, the Company and a stalwart group of Paranotek supporters were unambiguous in their decision to pursue a full spectrum legal reckoning to settle the matter once and for all. A separate legal investment fund was established to ensure a successful prosecution. This strategy will shield the Company from previous bad actors, unscrupulous creditors and legal liabilities.
A formal court judgment will establish indisputable legal fault and singular liability with the former CEO and dissolve the association between the Company and its original founder. This will strengthen shareholder confidence as the Company moves forward divorced from the former Chairman and CEO once and for all.
This strategy will enable the executive management team to remediate the prior damage to the company caused by the previous Chief Executive, his governance body and their contracted professional service partners.
Despite the resigned CEOs mewling to past and prospective investors, supporters and his feigned outrage and call to action and civil claims of defamation, a settlement is not a viable option as that would be a tacit endorsement of the prior bad acts and egregious behavior. The Company is committed to litigation in civil court and is already cooperating with regulatory authorities.
Total Drama Island:
While in Washington DC meeting with Paranotek DoD partners in August, the former CEO filed a meritless restraining order in Los Angeles family court with assertions of possible gun violence. He alleged that a vehicle accident in 2016 has made me erratic, angry and dangerous due to head trauma. With only two days service notice, the initial hearing was scheduled for 17 SEP 2019 and through spectacular efforts, we were able to request a continuance with a power of attorney and properly completed court action forms.
Two weeks later 03 OCT 2019, the former CEOs legal representative, Mr. John Sullivan, sent a notice that his client needed his W-2 to be able to file his taxes. He was referred to our acting CFO/Bookkeeping/Tax Prep service provider. Knowing that multiple years of previous taxes had not been filed, when prompted to fill out compliance forms the communication thread became argumentative and was promptly abandoned.
On 08 OCT 2019, the fraud and forensic examination audit was completed, thanks to the tireless efforts of our independent audit team. An attorney and banking investigator did the bulk of the independent audit committee day to day work with Eide Bailly examiners. In early October, we received the fraud examination findings, which characterized the corporate documents as inconsistent supporting records that are expected to be maintained in the normal course of business to substantiate the business purpose.
In addition to the publicly available executive summary report, an internal 500 page internal use only report was made available to us. We received a reconstruction spreadsheet with the electronic work product of the examination. This is currently being used to build a validated general ledger starting in 2016 to present cross referencing nearly 10,000 transactions to provide accurate and useful financials. We are currently developing our corrective balance sheet, cash flow and profit and loss statements for release.
We have successfully reported the Companys circumstances to the IRS and requested guidance based on the alleged misconduct of the previous CEO and Board of Directors. The interim management team filed overdue 2016, 2017 and 2018 IRS income tax returns and recorded the former CEOs reported compensation at $180,000 per year as per his severance agreement.
The 27 AUG 2019 frivolous restraining order claim and initial hearing on 17 SEP 2019, was granted a continuance to 11 October and was summarily dismissed on that date as the former CEO did not have the wherewithal to show up for this own fantastic claim hearing. The interim CEO was legally represented and prepared to mount a vigorous defense.
Seven days later, on 18 OCT 2019 while still working with the Paranotek team in Finland, the former CEO engaged Mr. Sullivan to file a claim for defamation and slander including yet to be determined number of co-defendants. That case is now pending, and the case management hearing scheduled for 04 FEB 2020.
The Company formally requested documents from the previous corporate legal representative Ryan Woods, Esq. of Wheres Legal, P.C. and Nikita Volchetskiy of No Stress Accounting without success. The Companys legal representative is sending letters of preservation to these key contract services as well as former Board of Directors, transfer agent Pacific Stock Transfer Company, former and current note holders and various contract labor individuals including the mother of the former CEO, Ms. Jaymee Swain who received over $35,000.00 in unaccountable funds between 2016 and 2018. The Company will also legally seek purported corporate employment reference documents from the current girlfriend of the former CEO Ms. Maria Tolstikova.
On 02 DEC 2019 the former CEO reached out to our litigating attorney to demand Arbitration regarding his defaulted settlement agreement. In the meantime, we are exploring regulatory compliance channels for protection to ensure the Company is not the target of future civil liabilities.
Former CEO Bottom Line: Beyond the severance agreement compensation amount of $180,000 per year, the unaccounted-for personal spending above and beyond that agreed amount will be characterized as unorganized pay. The funds will be allocated as IRS Officer Draw Miscellaneous to reflect the difference. For example, in 2016 the CEO draw was $178,168.19 compared to 2017, the total CEO draw was $234,719.33 and in 2018 the CEO draw was $438,789.51 based on available accounting evidence. The investment contribution to the Paranotek team by WRFX was $14,361.20 in 2016, $25,347.11 in 2017 and $229,346.39 in 2018 with most of those funds in the last 2 months.
Next Expected Transformation Outcome: Corrected and up to date financials for OTC Markets, corrected securities private placement memoranda, directors and officers liability insurance then symbol change.
Forward Looking Statements: Our interim COO over the next 90 days is developing an information framework for governance, policies and procedures and orderly business processes. He is reaching out to the identified prospective board members for thoughts and suggestions. This effort will result in shaping the corporate book of record to capture corporate documents, policies and establish solid governance processes so the company can endure the legal and regulatory rigors required by a healthy and productive ongoing concern.
In the meantime, we are starting to organize materials so we can approach known family office investors to recapitalize our endeavors. We need to recharacterize nearly $1M in outstanding debt and support our day to day operating cost. We will transition Punchzee from a (MVP) minimum viable program to full market launch and continue to refine and mature the Parano Protocol and launch the MVP of our retooled Sayphr Messaging. We are exploring new partnerships in each of these areas and are very optimistic.
Many of you may not have known that Paranotek had been a contracted as needed part-time one-man band the entire time and developer and inventor Lauri Tunnela was not a full-time developer dedicated to the Paranotek software development effort until after August 2018. He is an amazingly talented young man and full-time father and caretaker. His productive accomplishments so far are 100% due to his dedication to product development, innovation and sheer determination to triumph. I am proud to call him my partner and endeavor to grow our Paranotek development team moving forward. Achieving that objective will be a major game changer for him and a breakout moment for WRFX shareholders.
First things First: It is my intent to have the foundations for proper corporate governance in place then call for a public shareholders meeting late in Q1 2020. The next priority is the corrected and updated financials to be released to OTC Markets to remove the STOP notice.
As the interim CEO of WRFX and current Chief Executive of the Paranotek team, I am invigorated by the challenge thus far and believe that our encryption approach is a game changer in keeping data private. Without the longs shareholder support, we would have imploded 10 months ago. Thanks to each of you, the year 2020 will be our year to exceed your expectations and truly change the world.
We have a great team of stakeholders who have been contributing their heavily discounted part-time services to keep us viable and moving forward. For Lauri and me, 2019 was a very stressful year. We have been traveling down a long and dark train track and we are starting to see the light at the end of the tunnel. Thank God it is NOT an oncoming locomotive. We are excited to leave the dark past of WRFX behind us and embrace the bright and powerful future we expect from Astra.
Pray for us to make great choices so we can create tremendous wealth for our shareholder community.
Warmest Regards and Best Wishes for 2020!
Mick -
James M. Davis
Chairman and Interim CEO
Astra Veda Corporation
