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Monday, November 03, 2025 5:36:38 PM
Got a link to these filings that say that? And even if they did., it doesn't matter.
Because...
The truth about GRLT's history. You just can't indemnify theft, fraud, and regulatory non-compliance from regulators. Your whole defense of GRLT's past means nothing.
Indemnification clauses are common in contracts to protect parties from certain liabilities, but they cannot override the law. Specifically:
Criminal acts like theft and fraud: These are illegal and cannot be indemnified. You cannot contract your way out of criminal responsibility. Courts will not enforce indemnity clauses that attempt to shield someone from consequences of intentional wrongdoing or criminal behavior.
Regulatory non-compliance: Most regulators (e.g., SEC, FDA, EPA) prohibit indemnification for violations of their rules. If a company violates regulations, it is directly liable — and indemnity clauses won't protect it from enforcement actions, fines, or penalties.
Public policy: Courts often strike down indemnity clauses that violate public policy, especially those that attempt to excuse gross negligence, willful misconduct, or illegal acts.
Financial and legal history is inherited:
The combined company will inherit the public company's financial records, including its assets and liabilities, and any ongoing legal issues. The private company will need to conduct thorough due diligence to understand the full scope of the public company's financial and legal standing before the merger is finalized.
In the eyes of the law a company is treated the same as an individual. FINRA will have many questions about GRLT's past. Johnney and Primior are now part of that history and owns all of it. Fraud, debt, judgments and all.
From FINRA:
(3) Deficiency Determination
In circumstances where an SEA Rule 10b-17 Action or Other Company-Related Action is deemed deficient, the Department may determine that it is necessary for the protection of investors, the public interest and to maintain fair and orderly markets, that documentation related to such SEA Rule 10b-17 Action or Other Company-Related Action will not be processed. In instances where the Department makes such a deficiency determination, the request to process documentation related to the SEA Rule 10b-17 Action or Other Company-Related Action, as applicable, will be closed, subject to paragraphs (d)(4) and (e) of this Rule. The Department shall make such deficiency determinations solely on the basis of one or more of the following factors: (1) FINRA staff reasonably believes the forms and all supporting documentation, in whole or in part, may not be complete, accurate or with proper authority; (2) the issuer is not current in its reporting requirements, if applicable, to the SEC or other regulatory authority; (3) FINRA has actual knowledge that the issuer, associated persons, officers, directors, transfer agent, legal adviser, promoters or other persons connected to the issuer or the SEA Rule 10b-17 Action or Other Company-Related Action are the subject of a pending, adjudicated or settled regulatory action or investigation by a federal, state or foreign regulatory agency, or a self-regulatory organization; or a civil or criminal action related to fraud or securities laws violations; (4) a state, federal or foreign authority or self-regulatory organization has provided information to FINRA, or FINRA otherwise has actual knowledge indicating that the issuer, associated persons, officers, directors, transfer agent, legal adviser, promoters or other persons connected with the issuer or the SEA Rule 10b-17 Action or Other Company-Related Action may be potentially involved in fraudulent activities related to the securities markets and/or pose a threat to public investors; and/or (5) there is significant uncertainty in the settlement and clearance process for the security.
https://www.finra.org/rules-guidance/rulebooks/finra-rules/6490
.
.
Watch your wallet
Buyer Beware
Social Media Promoted Frontload Pump and Dump Share Selling Scam
..
.
Because...
The truth about GRLT's history. You just can't indemnify theft, fraud, and regulatory non-compliance from regulators. Your whole defense of GRLT's past means nothing.
Indemnification clauses are common in contracts to protect parties from certain liabilities, but they cannot override the law. Specifically:
Criminal acts like theft and fraud: These are illegal and cannot be indemnified. You cannot contract your way out of criminal responsibility. Courts will not enforce indemnity clauses that attempt to shield someone from consequences of intentional wrongdoing or criminal behavior.
Regulatory non-compliance: Most regulators (e.g., SEC, FDA, EPA) prohibit indemnification for violations of their rules. If a company violates regulations, it is directly liable — and indemnity clauses won't protect it from enforcement actions, fines, or penalties.
Public policy: Courts often strike down indemnity clauses that violate public policy, especially those that attempt to excuse gross negligence, willful misconduct, or illegal acts.
Financial and legal history is inherited:
The combined company will inherit the public company's financial records, including its assets and liabilities, and any ongoing legal issues. The private company will need to conduct thorough due diligence to understand the full scope of the public company's financial and legal standing before the merger is finalized.
In the eyes of the law a company is treated the same as an individual. FINRA will have many questions about GRLT's past. Johnney and Primior are now part of that history and owns all of it. Fraud, debt, judgments and all.
From FINRA:
(3) Deficiency Determination
In circumstances where an SEA Rule 10b-17 Action or Other Company-Related Action is deemed deficient, the Department may determine that it is necessary for the protection of investors, the public interest and to maintain fair and orderly markets, that documentation related to such SEA Rule 10b-17 Action or Other Company-Related Action will not be processed. In instances where the Department makes such a deficiency determination, the request to process documentation related to the SEA Rule 10b-17 Action or Other Company-Related Action, as applicable, will be closed, subject to paragraphs (d)(4) and (e) of this Rule. The Department shall make such deficiency determinations solely on the basis of one or more of the following factors: (1) FINRA staff reasonably believes the forms and all supporting documentation, in whole or in part, may not be complete, accurate or with proper authority; (2) the issuer is not current in its reporting requirements, if applicable, to the SEC or other regulatory authority; (3) FINRA has actual knowledge that the issuer, associated persons, officers, directors, transfer agent, legal adviser, promoters or other persons connected to the issuer or the SEA Rule 10b-17 Action or Other Company-Related Action are the subject of a pending, adjudicated or settled regulatory action or investigation by a federal, state or foreign regulatory agency, or a self-regulatory organization; or a civil or criminal action related to fraud or securities laws violations; (4) a state, federal or foreign authority or self-regulatory organization has provided information to FINRA, or FINRA otherwise has actual knowledge indicating that the issuer, associated persons, officers, directors, transfer agent, legal adviser, promoters or other persons connected with the issuer or the SEA Rule 10b-17 Action or Other Company-Related Action may be potentially involved in fraudulent activities related to the securities markets and/or pose a threat to public investors; and/or (5) there is significant uncertainty in the settlement and clearance process for the security.
https://www.finra.org/rules-guidance/rulebooks/finra-rules/6490
.
.
Watch your wallet
Buyer Beware
Social Media Promoted Frontload Pump and Dump Share Selling Scam
..
.
I expose stock scams to gain knowledge about investigating the stock market players and for the entertainment it invariably generates. I've received NO compensation in any form for such, except for a few thank yous...
