Moon Equity Holdings Corp (MONI)

[Maria56]

Verified Information for newbies. All sources are linked; the conclusions are my opinion, based on the public disclosures of the company and OTCM’s posted requirements and not on speculation or wishful thinking.

As of March 31, 2021, Nathan Hall was the majority shareholder with 2,120,000,000 common shares, presumably the same 2.12 billion shares that were cancelled in early April. More importantly, Nathan Hall was the holder of all 500,000 Preferred A shares as of March 31, 2021 per OTCM filings.

https://backend.otcmarkets.com/otcapi/company/financial-report/282692/content page 9

The Preferred A shares were amended on April 8, 2021 by the previous CEO Claudio Aballay (who was appointed by Nathan Hall), increasing their par value, but not changing this clause:



http://search.sunbiz.org/Inquiry/CorporationSearch/ConvertTiffToPDF?storagePath=COR%5C2021%5C0611%5C63640703.Tif&documentNumber=P05000066269 page 11

Preferred A shares, whether one or all are issued, have voting rights equal to FOUR TIMES the common and other classes of preferred shares. That's right. Read the screenshot above again. If the reader follows the link above to confirm that the screenshot is real, I recommend that they also check out the conversion rights of the Preferred A shares as well. This means, IMO, that the cancellation of the 2.12 billion restricted shares was irrelevant (as are any other cancellations of shares).

It has been three and a half months since Aballay's amendment, and two months since Galardi was named CEO, so, until the company discloses otherwise, the Preferred A appear to be the shares that control the issuer, i.e., World Oil Group, Inc., now known as Moon Equity Holdings Corp.

In the Quarterly Financial Report, the company stated that “As of May 12, 2021 the company is in the process of transitioning the 500,000 Preferred A shares from old management to new management.”

https://backend.otcmarkets.com/otcapi/company/financial-report/282691/content Note 5. Subsequent Events, last page.

However, to date, the company has still NOT disclosed to WHOM or to WHAT the shares were “transitioned” or whether this “transitioning” has been completed, started, or even means transferred or something else altogether.

Nonetheless, on June 18, 2021, under the WOGI World Oil Group, Inc. Twitter banner, the company stated that

We have submitted all necessary paperwork to reflect Alison Galardi as the new CEO and a change of control [emphasis added] with OTC markets , Name and symbol change coming soon.

https://twitter.com/WorldOilGroup

Note that “all necessary paperwork.” Not “some.” ALL. Prior to that tweet, on May 24, 2021, the company officially disclosed that Alison Galardi was new CEO and member of the Board on OTCM:

https://backend.otcmarkets.com/otcapi/company/financial-report/285373/content

Since WOGI - oops - I mean, MONI has only had ONE Director at a time since Nathan Hall took over in 2014, and that Director is the CEO, it follows LOGICALLY that WOGI - oops - I mean, MONI fulfilled their claim of submitting “all necessary paperwork” for a change of control due to the replacement of the previous CEO/Single Director Claudio Aballay by the new CEO/Single Director Alison Galardi per OTC’s “OTCIQ Order Form,” footnote 1 (iii).

1 “Change in Control” shall mean any events resulting in:

(i) Any “person” (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the “beneficial owner” (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company’s then outstanding voting securities;

(ii) The consummation of the sale or disposition by the Company of all or substantially all of the Company’s assets;

(iii) A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or

(iv) The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.

https://www.otcmarkets.com/files/OTCIQ_Order_Form.doc NOTE: The reader may prefer to download that document directly from OTCM on this page, top of left sidebar: https://www.otcmarkets.com/corporate-services/information-for-pink-companies

To date, however, WOGI - oops - I mean, MONI has not, to my knowledge, disclosed in any form in any PUBLIC manner who, if NOT Nathan Hall, WHO holds the controlling shares of Moon Equity Holdings Corp, formerly World Oil Group, Inc., be they the Preferred A or common shares or something else. That would constitute a Change in Control event per the document above, footnote 1 (i):

(i) Any “person” (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the “beneficial owner” (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power [emphasis added] represented by the Company’s then outstanding voting securities

Therefore, ipso facto (“by that very fact“) Nathan Hall can, IMO, be presumed to STILL be the controlling shareholder of Moon Equity Holdings Corp, formerly World Oil Group, Inc.

The CEO of a company is (generally) its top executive - read, “manager” - but that does not necessarily mean the CEO “controls” the company, especially if someone else holds the voting rights to replace that CEO. Alison Galardi may now hold the controlling shares, but SHE HAS NOT DISCLOSED THIS PUBLICLY. WHY NOT DO SO?

IMPORTANT NOTE: No implication, suggestion, insinuation, or accusation of fraud or other wrong doing is implied or intended by any part of the above. I am not suggesting nor have I ever suggested that there is more than one CEO or a CEO at the present time other than Galardi. (IMO, it would be helpful if WOGI - oops, I mean MONI updated their OTCM profile. Hint: bottom link, left sidebar, in the link above where the documents for a change of control are provided online at OTCM under Information for Pink Companies. Oh, never mind, MoNI, here’s the link: https://www.otcmarkets.com/corporate-services/information-for-pink-companies/update-profile .)

IMO, based on the EVIDENCE, Nathan Hall is still the controlling shareholder of WOGI - oops - I mean, MONI. I may be wrong but frankly, I honestly do not understand WHY, if Nathan Hall no longer holds the controlling shares, this fact has not been made very, very public. Shouted-from-the-mountain-tops public, in fact.

What is the best and most convincing way to disclose a change in ownership? Anyone? Anyone?

DISCLOSE THE NAME OF THE NEW HOLDER OF THE CONTROL SHARES.

Finally, the top of the IBOX (Show Intro button, top right of this stock board) is up to date with links to current, publicly available, information regarding WOGI - oops - I mean, MONI, which interested parties can follow for themselves in order to draw their own conclusions.