Ilustrato Pictures International Inc (ILUS)

[mozo1]

LAW OFFICES OF BYRON THOMAS BYRON E. THOMAS, ESQ
II Nevada Bar No. 8906
3275 S. Jones Blvd, #104

Electronically Filed 9/14/2022 12:07 PM
Steven D. Grierson CLERK OF THE COURT,CASE NO: A-22-858343-C
Department 14
II Las Vegas, Nevada 89146
Phone: [phone]
II Facsimile: [phone]
11 [e-mail]
Attorneys for Plaintiff Lee Larson Elmore
EIGHTH JUDICIAL I>ISTRICT COURT
CLARK COUNTY,. NEVADA
LEE LARSON ELMORE, an individual, Case No.:
COMPLAINT FOR DAMAGES
COMES NOW, Plaintiff Lee Larson Elmore, ("PLAINTIFF"), by and through its'
undersigned attorney of record, Byron E. Thomas, Esq., who hereby complains and alleges against
Defendants Ilustrato Pictures International, Inc. ("ILUS"), Nicholas Link ("LINK"), FB
Technologies Global, Inc. ("FB Technologies"), and DOES 1 through 10 inclusive, collectively
referred to as "DEFENDANTS" or individually as a "DEFENDANT" where context may require6
in this complaint for damages (the "COMPLAINT") as follows
Case Number: A-22-858343-C
THE PARTIES
1. Plaintiff Lee Larson Elmore, and at all times mentioned in this Complaint, an
II individual shareholder of Ilustrato Pictures International, Inc.
2. Defendant Ilustrato Pictures International, Inc. is, and at all times mentioned in
this Complaint, a Nevada corporation incorporated under the laws of the state of Nevada with
its registered agent located in the city of Las Vegas and county of Clark.
3. Defendant Nicholas Link (aka Nick Link) is and at all times mentioned in this Complaint an individual, and a current officer, director and shareholder of Ilustrato Pictures International, Inc. doing business in the state of Nevada.
Defendant FB Technologies Global, Inc., is and at all times mentioned in this
complaint a Delaware corporation. Plaintiff does not know the true names of Defendants DOES 1 through 10,
inclusive, and therefore sues them by those fictitious names. The names, capacities and
relationships of DOES 1 through 10 will be alleged by amendment to this complaint when they4 are known. Plaintiff is informed and believes, and on the basis of that information and belief alleges, that each of the DOE Defendants was in some manner legally responsible for the
actions complained of herein. JURISDICTION AND VENUE 6. This Court has jurisdiction over this action and the Defendant(s) as alleged herein pursuant to NRS §14.065.
7. Venue in this Court is proper pursuant to NRS §§ 13.010 and 13.040.
GENERAL ALLEGATIONS
8. ILUS is a publicly traded company on the OTC Markets, Inc. ("OTC
MARKETS") Pink Market Tier, meaning that while not bound by the periodic reporting
requirements of Sections 13 and 15(d) of the Securities and Exchange Act of 1934, as
amended, (the "EXCHANGE ACT") but instead reporting to OTC Markets under its
alternative reporting standards and disclosure guidelines.
9. ILUS makes quarterly and annual periodic public disclosures of its' business and
financial statements via the OTC Markets News and Disclosure Service or OTC.IQ operated by
the OTC Markets via its website www.otcmarkets.com and internal Issuer Services Platform.
10. Prior to January 2021 Plaintiff held a controlling interest in ILUS and was its' sole
officer and director having acquired such control in a transaction in or about January 2019.
11. At some point during the second half of 2019 Plaintiff began to solicit proposals
for the acquisition of his controlling interest in ILUS conditioned upon the merger of an
operating company into ILUS.
12. In or about December 2019, Plaintiff was approached by Defendant Link with the intention of consummating a transaction with a Delaware corporation controlled by Link, FB Technologies Global, Inc. which purports to be developing fire-fighting vehicles and
technology under the name "Fire Bug."
13. Defendants Link and FB Technologies claimed that FireBug Group had developed
a 63% more efficient firefighting raid response system and to be developing a new vehicle
powered by electric motor on a six-wheel, three axle chassis. They claimed to be leasing
manufacturing facilities in the United Kingdom and Dubai with $4 million USD invested in the
past five years through the backing of families of investors in Switzerland and Dubai.
14. Plaintiff was impressed with Defendants presentation and became convinced
based on such representations that a merger between their two companies would be mutually beneficial. 15. The intention of the parties to this transaction was for Defendant Link and FB Technologies to acquire a controlling interest in ILUS, to then effect a reverse-merger
transaction whereby one company's management is absorbed into another parent company, which can be structured in any number of ways depending on the circumstances and goals of the parties to such a transaction.
16. Here, the primary goals of the transaction between Plaintiff and Defendants was for Defendant FB Technologies Global, Inc. to merge its business into Defendant ILUS and forDefendant Link to assume control of the new company from Plaintiff. Plaintiff would retain his equity and debt interests in ILUS and continue as a consultant to the newly consolidated
company. Shareholders of both companies would benefit as a result of the merger.
17. In furtherance of such goal, on or about March 2020 the parties issued -

1 following promissory obligations: (1) a $90,000 USD promissory note; (2) a $18,000 USD
2 promissory note; and (3) a $15,000 USD promissory note. True and correct copies of these
3 notes are attached hereto as Exhibit A.
18. All of these obligations were to be paid by Defendants to Plaintiff, with Defendants ILUS and FB Technologies acting as co-guarantors.
19. In or about May 2020 the parties entered into a stock purchase agreement
whereby Plaintiff was to transfer 10 million preferred series A and 360 million restricted
common shares to Defendants in exchange for $140,000 and 60,741,000 preferred series D and
the Defendants agreement to merge FB Technologies Global, Inc. into ILUS as a wholly owned
subsidiary. A true and correct copy of the May 10, 2020 agreement is attached hereto as
Exhibit B.
20. Based on representations made to Plaintiff by Defendants, the funding Link had been expecting to service the $140,000 payments due to Plaintiff under the stock purchase
agreement was delayed as a result of the global Covid-19 pandemic.
21. Defendant Link claimed that Defendant FB Technologies was in an increasingly
desperate financial situation and experiencing pressure related to the potential termination of
various rental leases on a building and other company expenses going unpaid.
22. Plaintiff was inclined to believe Defendant Link's series of excuses related to
financial pressures, given the increasing global scale of the Covid-19 pandemic in May 2020.
23. Additionally, having been convinced by Link of the merits of the technology held
by FB Technologies, Plaintiff was led to believe the transaction and payments had merely been
delayed and that if a merger were to take place without full consideration it would nonetheless
be in the best interests of the ILUS shareholders and prevent further adverse actions by creditors of Defendant FB Technologies.
In furtherance of such belief Plaintiff transferred the shares called for in the Stock
24
Purchase Agreement (10 million preferred series A, 360,000,000 common shares and
25
60,741,000 preferred series D shares) to Defendant Link in or about May 29, 2021 despite only
26
having received $20,000 of the $140,000 called for under the agreement.
27. Defendants thereafter defaulted on the Stock Purchase Agreement's payment
schedule for three additional $10,000 payments to Plaintiff, however Defendant Link was
adamant his financing had merely been delayed and reiterated his confidence in the merits of
the merger transaction between ILUS and FB Technologies.
26. Defendant Link acting on behalf of Defendant FB Technologies again approached
Plaintiff this time presenting a "Plan of Action" to move forward with the suggestions as set
forth in the presentation and raise $5 million USD for Defendant ILUS in a public offering
under Regulation A and to become "fully reporting" to the SEC.
27. Each of these events, if undertaken, would have provided substantial value to
Defendant ILUS and Plaintiff by virtue of his equity and debt interest.
28. To this point Plaintiff had not yet resigned as an officer or director oflLUS as
conditioned by the Stock Purchase Agreement, because Defendants had not yet provided full
consideration for control oflLUS.
29. However, believing it to be in the best interests ofILUS Plaintiff resigned from
his position as officer and director of ILUS and appointed Link in his stead. A series of corporate resolutions were signed on January 13, 14 and 16 effecting the same. True and correct copies of these resolutions are attached hereto as Exhibit C.
30. To announce the series of transactions the parties prepare a press-release to such
effect. A true and correct copy of the January 26, 2021 press release is attached hereto as
Exhibit D.
31. As detailed in the January 26, 2021 public statement by ILUS several material
events transpired.
32. However, contrary to the material public statements in Exhibit C, once Defendant Link had been appointed sole officer and director of ILUS, Link quickly changed course of the
series of contracts and collateral obligations he had made to Plaintiff, claiming he could only
fulfil one or the other but not both, again relying on the global Covid-19 pandemic as an excuse
for delays.
33. Plaintiff was growing concerned about the merits of the claims Link had been
making, but given the unprecedent scale of the global Covid-19 pandemic, he felt allowing
Link more time to honor his obligations was the best course of action.
34. This course of action continued until August 17, 2021 when Link inexplicably
blocked the issuance of seventy one million six hundred and forty thousand (71,640,000)
common shares to Plaintiff, claiming he was in breach of promises made in the series of
transactional agreements the parties had agreed upon.
35. More troubling, the Plaintiff learned that, Defendant Link in March 2021 acting as
officer and director of ILUS filed fraudulent and misleading disclosure documents with OTC Markets Alternative News and Disclosure Service which purport to have been signed by Plaintiff but were in-fact never provided to Mr. Elmore to review and were never authorized by
him for the use of his signature.
36. Equally as troubling, these flings do not contain the series of promissory
obligations the parties agreed to, nor do they accurately capture the result, or what should have
been the result, of the stock purchase agreement between them at Exhibit A hereto.
37. These misleading filings were made by Defendants for the periods ending March
31, 2020, June 30, 2020, September 30, 2020, December 31, 2020, March 31, 2021, June 31,
2021, September 31, 2021, December 31, 2021, March 31, 2022 and recently on June 30, 2022.
38. On or about February 22, 2022 Plaintiff attempted to obtain a stock loan
pledging 60,000,000 of the 71,640,000 as a non recourse loan amount of $3,267,000.
However, through the fraudulent representations of Defendant Link to the Transfer Agent, Plaintiff could not get the shares from ILUS to which he is owed.
39. On about February 28, 2022, the Plaintiff secured a stock loan by pledging
60,000,000 at $0.012 per share of the common shares from his 71,640,000 ILUS common
shares based on the shares having become free trading under provisions of federal securities
laws.
40. The Plaintiff chose to secure a stock loan of $3,267,000 based on $0.12 cents per
share that was granted by the lender to the Plaintiff. The loan amount to the Plaintiff
represented@45% LTV of the value of the 60,000,000 shares @$.012 cents per share from the 71,640,000 share position.
41. The total value at this time for the position of 71,640,000 shares as unrestricted
stock equaled a total value of$8,596,800 valued at $0.12 per share. However, since February
28, 2022, the stock has dropped in value to a low of $0.06 cents per share, which has resulted in
additional exposure to loss for the Plaintiff as a result of the actions of Defendants, and each of
them. Included at Exhibit E hereto is a historical price chart of ILUS stock.
42. Plaintiff has exhausted all means for resolution of the obligations which
Defendants are in breach of, but for the filing of this matter in litigation.
43. Plaintiff has contacted or attempted to contact Defendants, and each of them, by
telephone, text message, email, and letter, requesting resolution to no avail.
44. Plaintiff has notified Defendants Link and ILUS that the posting of financial
statements to www.otcmarkets.com constituted an unauthorized use of his signature, further
requesting the correct such filings in April 2022, without any reply or further action by
Defendants to do so.
45. Defendants have failed to honor the securities held by Plaintiff and have
fraudulently reported to www.otcmarkets.com materially misleading financial statements for
the time period(s) in question.
46. Defendants and each of them have acted to block the transfer of shares as called
for to the Plaintiff and failed to deliver the required consideration as set forth in the binding and
enforceable contractual agreements at Exhibit B supported by the corporate resolutions at
Exhibit D.
47. Defendants and each of them have failed to fulfill the promises made in the public
statement issued on or about January 26, 2021 included at Exhibit C hereto.
48. Plaintiff now seeks the intervention of this court hold Defendants accountable for
the amounts owed to Plaintiff and to compel Defendants to take other necessary actions to
comply with the spirit and purpose of the agreements between them.
FIRST CAUSE OF ACTION
Breach of Contract
Against Defendants ILUS and FB Technologies
49. Plaintiff repeats, re-alleges and incorporates by reference all preceding paragraphs
of the Complaint as though fully set forth herein - including the all Exhibits attached hereto at
Exhibit A though C.
50. Plaintiff has performed all of its responsibilities required of it under the



Promissory Notes in the amount of $90,000, $15,000 at Exhibit A hereto
51. Plaintiff has performed all of its responsibilities required of it under the Stock
Purchase Agreement dated May 10, 2020 at Exhibit B hereto.
52. Plaintiff makes this claim in four (4) separate counts as to two (2) of the
promissory notes and the one (1) stock purchase agreement against Defendants ILUS and FB
Technologies; and the (1) set ofresolutions drafted between January 14 and 16, 2021.
53. Plaintiff has only received payment from Defendants on one note in the amount of
$18,000 while $105,000 remains due and owing.
54. Plaintiff has only received payments totaling $20,000 on the stock purchase
agreement and $120,000 remains due and owing.
55. Additionally, Defendants have blocked the payment of71,640,000 shares of
common stock due to Plaintiff.
56. Plaintiff sustained damages as an actual and proximate result of Defendants'
conduct.
57. Defendant's refusal and continuing refusal to perform its obligations under the
contracts has directly damaged Plaintiff the amount of at least $8,000,000 USD with interest,
for which Plaintiff has not been reimbursed or otherwise compensated wholly or in part subject to proof at trial.
SECOND CAUSE OF ACTION
Fraudulent Inducement
Against Defendants Nicholas Link and FB Technologies
58. Plaintiff repeats, re-alleges and incorporates by reference all preceding paragraphs
of the Complaint as though fully set forth herein - including all Exhibits attached hereto at
Exhibit A though C.
59. Defendant Link has repeatedly held himself and FB Technologies out to be
capable of executing a corporate roll-up strategy resulting in a consolidated holding company
focused on firefighting technologies worth in excess of $4,000,000 USD.
60. As stated on its website FB Technologies claims, "FB Technologies Global is a
holding company for the ILUS groups Fire & Vehicles divisions, it is 100% owned by ILUS
International a public company strategically acquiring and operating technology businesses around the world within specific core sectors where the potential of the groups technology
platforms, skills, experience and manufacturing bases can be maximized and shared."
61. In the press release dated January 26, 2021 Defendants claimed that ILUS was
4 acquiring FB Technologies and that it was the global holding company for valuable
5 technology. They claimed to be raising $5 million USD via a regulation A and to have acquired
6 a $3 million USD vehicle conversion company in Dubai.
62. More specifically, Link represented to Plaintiff that he would honor the
Promissory Notes issued to Plaintiff, but instead he has forged Plaintiffs name on public
disclosure documents which make no mention of such instruments.
63. Defendant Link has claimed in correspondence with Plaintiff not to owe such
sums and has articulated factually incorrect statements about the legal consequences of their
transactions.
64. Defendants have blocked the issuance of the 71,640,000 common shares owed to
Plaintiff with ILUS's transfer agency in August 2021 and February 2022.
65. Defendants repeatedly failed to produce adequate records and documentation of
assets to Plaintiff which would provide independent economic justification for entering into a
transaction for their acquisition.
66. Had Plaintiff known of these true intentions he would have sought alternative
II funding with third parties and not have resigned as officer/director allowing Link to perpetrate
II such frauds on not only Plaintiff but the public market.
67. Defendant Link has the impossible task of explaining how he received everything
bargained for from Plaintiff, but Plaintiff has only received partial payment from him.
68. Plaintiff sustained damages as an actual and proximate result of Defendants'
conduct in the approximate amount of $8,000,000 subject to proof at trial.
THIRD CAUSE OF ACTION
Forgery and Unauthorized use of Name or Likeness
Against Defendants Nicholas Link and Ilustrato Pictures International, Inc.
69. Plaintiff repeats, re-alleges and incorporates by reference all preceding paragraphs
of the Complaint as though fully set forth herein - including the all Exhibits attached hereto.
70. On or about March 10, 2021 via OTC Markets News and Disclosure, OTC.IQ,
service Defendants posted Annual Reports and Quarterly Reports for the periods ending
September 30, 2019 through December 31, 2020.

71. Each of these six period filings is affixed with the signature and certification of
Plaintiff, Lee Larson Elmore, however Defendants had no prior authorization or agency of
Plaintiff to use his signature or to make certifications.
72. In fact, Plaintiff had no opportunity to review the materials to which his signature
was affixed, nor was an agency or authority sought of him by Defendants for such use of his signature.
73. Each of the six certifications subject to this cause of action reads, in relevant part,


"L Lee Larson Elmore certify that: 1. I have reviewed this Annual
disclosure statement of Ilustrato Pictures International Inc,; 2. Based on my knowledge, this disclosure statement does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this disclosure statement; and 3. Based on my knowledge,the financial statements, and other financial information included or
incorporated by reference in this disclosure statement, fairly present in all material respects the financial condition, results of operations and
cash flows of the issuer as of, and for, the periods presented in this disclosure statement"

74. In fact, Plaintiff was never provided with any of the six financial disclosure
documents for the periods ending September 30, 2019, December 31, 2019, March 31, 2020,
June 30, 2020, September 30, 2020, and December 31, 2020 respectively, which contained the
above certification and was therefore unable to review the same for any untrue statements of
material fact which could be considered misleading.
75. In fact Plaintiff never provided his authorization or agency or any source of
authority for Defendants to use his signature, name or likeness for such purpose, the result of
which was to omit the obligations due by Defendants to Plaintiff almost entirely, from the
public financial disclosures of ILUS.
76. This forgery results in a fraud on the public market by failing to disclose
obligations of the issuer, ILUS, but also the Plaintiff as set forth in the above cause of action
for fraud by creating a (albeit) false public record to cast doubt on the legitimacy of theobligations due to Plaintiff which were disclosed.
77. This forgery is a crime against the property of the Plaintiff in the state of Nevada
as set forth at NRS Chapter 25, et seq. which defines the criminal acts of using another's name
without prior authority to unlawfully deprive them of their property.
78. Here, Defendants, and each of them unlawfully used the Plaintiff's name in the
above six certifications to deprive him of his property, the promissory obligations and stock
pledges described in the first cause of action for breach of contract as to the Stock Purchase and Note Purchase Agreements.
79. Plaintiff sustained damages as an actual and proximate result of Defendants'
conduct in the approximate amount of $8,000,000 subject to proof at trial.

FOURTH CAUSE OF ACTION
Implied Covenant of Good Faith and Fair Dealing
Against all Defendants
80. Plaintiff repeats, re-alleges and incorporates by reference all preceding paragraphs
of the Complaint as though fully set forth herein - including the all Exhibits attached hereto.
81. Implied in every contract subject to the application of Nevada law is the implied covenant of good faith and fair dealing. These principles are elucidated at NRS 104.1201(t) and104.1304.

82. Nevada courts have put it this way, "[W]hen one party performs a contract in a
manner that is unfaithful to the purpose of the contract and the justified expectations of the
other party are thus denied, damages may be awarded against the party who does not act in
good faith. See: Hilton Hotels Corp. v. Butch Lewis Prods., Inc., 107 Nev. 226,808 P.2d 919,923 (1991).
83. Here it is impossible to escape the conclusion that the Defendants and each of
them, once vested with legal authority to act on behalf of the issuer, ILUS, had no intention of
following through with their contractual obligations, thus breaching their implied duties of
good faith and fair dealing.
84. Specifically, Defendants failed to transfer equity shares to the Plaintiff in the
amount of 71,460,000 and have failed to issue equity shares or cash as called for under two
Promissory Notes in the approximate amount of $150,000 now in default from the three
promissory notes.
85. Plaintiff sustained damages as an actual and proximate result of Defendants'
conduct in the approximate amount of $8,000,000 subject to proof at trial.
FIFTH CAUSE OF ACTION
Unjust Enrichment Against Defendants Link and FB Technologies
86. Plaintiff repeats, re-alleges and incorporates by reference all preceding paragraphs
of the Complaint as though fully set forth herein- including the all Exhibits attached hereto.
87. Nevada law recognizes a cause of action for unjust enrichment, which allows a
party to divest another of the benefit conferred but never paid for. In fact, recovery for unjust
enrichment is mutually exclusive with recovery for breach of contract.
88. The elements of unjust enrichment in Nevada are the following: (1) a benefit
conferred on the defendant by the plaintiff; (2) appreciation of the benefit by the defendant; (3)
acceptance and retention of the benefit by the defendant; (4) in circumstances where it would
be inequitable to retain the benefit without payment. See: Unionamerica Mortg. & Equity Trust
v. McDonald, 626 P. 2d 1272, 1273 (1981).

89. Even if the Plaintiff is not found to have any enforceable contract with Defendants,
it is impossible the Defendants, specifically Defendant Link, can justify not having undertaken
the actions they were required to do by virtue of the resignation of Elmore and appointment of
Link in January 2021 as described in the public statement (Exhibit C) the press release dated
January 26, 2021, namely the issuance of the 71,640,000 shares to Plaintiff which has been
20 blocked since August 2021 by Defendants.
90. Plaintiff sustained damages as an actual and proximate result of Defendant Link's
conduct in the approximate amount of $8,000,000 subject to proof at trial. 23
SIXTH CAUSE OF ACTION Constructive Trust
Against Defendant ILUS
91. Plaintiff repeats, re-alleges and incorporates by reference all preceding paragraphs
of the Complaint as though fully set forth herein - including the all Exhibits attached hereto.
92. A constructive trust will arise and affect property acquisitions under circumstances
where: (1) a confidential relationship exists between the parties; (2) retention of legal title by
the holder thereof against another would be inequitable; and (3) the existence of such a trust is
essential to the effectuation of justice. See: Locken v. Locken, 98 Nev. 369, at 372 650 P. 2d
803, 805 (1982). (citing Schmidt v. Merriweather 82 Nev. 372,375,418 P.2d 991, 993 (1966).
93. A constructive trust is a remedial device by which the holder of legal title to
property is held to be a trustee of that property for the benefit of another who in good
conscience is entitled to it. See: Locken v. Locken, 98 Nev. 369, 372, 650 P.2d 803, 805 (1982) See also Namow Corp. v. Egger, 99 N590, 592, 668 P.2d 265, 267 (1983).
94. Here, Defendants have retained Plaintiffs property, but have refused to confer any
of the benefits they were contractually obligated to convey to Plaintiff.
95. Thus, the aware of a constructive trust over the 71,640,000 common shares at issue
is appropriate. Such shares should be paid into the registry of the court for safe keeping
pending the outcome of this litigation.

SEVENTH CAUSE OF ACTION
Declaratory Relief
Against all Defendants
96. Plaintiff repeats, re-alleges and incorporates by reference all preceding paragraphs
of the Complaint as though fully set forth herein- including all Exhibits attached hereto.
97. Plaintiff acknowledges in its' Complaint the existence of the Promissory Notes
issued between the parties, further alleging the agreement is valid and enforceable.
98. Plaintiff acknowledges in its' Complaint the existence of the Stock Purchase
Agreement between the parties, further alleging the agreement is valid and enforceable.
99. Plaintiff by virtue of this Complaint filed suit claiming a breach of contract with
respect to the Promissory Notes and Stock Purchase Agreement and supporting corporate
resolutions at Exhibit D.
100. An actual and real controversy exists with respect to the duties and responsibilities
of the parities to the Convertible Note Purchase and Stock Purchase Agreements and the
enforceability of the same and such issue is ripe for judicial determination. 26


PRAYER FOR RELIEF
WHEREFORE, Plaintiff Lee Larson Elmore. prays for a Judgment against Defendants, and
each of them, as follows:
1. The Court grant all requested form(s) of relief in the Complaint of the Plaintiff against
Defendants, and each of them, including declaratory relief and the imposition of a
constructive trust;
2. For all other relief as requested in this Complaint as this Court deems just and proper
including actual out of pocket damages, consequential or special damages, including an
aware of attorney's fees and costs including putative damages according to proof. Dated
this 25th day of August ,
OFFICES OF BYRON THOMAS
3275 S. Jones Blvd, #104
Las Vegas, Nevada 89146
Phone: [phone]
Facsimile: [phone]