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Re: Q7 post# 36098

Friday, 11/28/2025 10:41:04 AM

Friday, November 28, 2025 10:41:04 AM

Post# of 38803
It's GRLT's history... And its a history of a decade of fraud, theft, and regulatory non-compliance that you all are ignoring but FINRA will not.

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=176987553

The problem with Primior is they hooked up with a decade long serial scam becoming part of it.

Reverse merger mechanics: When a private company merges with a public shell (often OTC-listed), the private company becomes publicly traded. This is sometimes called a "reverse takeover."

Liabilities carry over: If the OTC company has unresolved regulatory issues, lawsuits, or fraud claims, those liabilities don’t magically disappear. They remain attached to the legal entity. The merged company inherits them because it’s essentially the same corporate shell, just with new ownership and operations.

Regulatory scrutiny: The SEC and FINRA often scrutinize reverse mergers involving troubled OTC shells. If there’s a history of fraud, regulators may block the merger, suspend trading, or require extensive disclosures.

Reputation risk: Even if the private company itself is clean, merging with a tainted OTC shell can damage credibility with investors, auditors, and regulators. It can also make raising capital harder.

Possible clean-up: Sometimes companies try to restructure — e.g., settling outstanding claims, changing auditors, or even reincorporating in a new state — but this doesn’t erase past fraud. Disclosure obligations remain. And Johnney hasn't done any of this.

If George Sharp who is an attorney and was a Federal Judge in Florida, has been involved with the OTC for some time, has a company Forwardly that consults to public companies, attorneys and those associated with the financial markets. He was also a consultant to OTC Markets Group. He couldn't get corporate actions for a shell past FINRA. And those weren't even about fraud; it was the non-discloser he couldn't overcome. Now imagine GRLT with over a decade of serial fraud, plus all the non-disclosure, incomplete and inaccurate disclosure statements with a group new to the OTC and securities regulators!!

I don't think FINRA will process...

George Sharp’s stock tickers, such as Good Vibrations Shoes Inc. were not processed by FINRA because the applications for corporate actions (like name changes, reverse splits, and new symbols) were deemed deficient under FINRA Rule 6490. FINRA found missing or inaccurate documentation, and appeals to its Uniform Practice Committee upheld the denial.

The new FINRA enforcement at work... GRLT will face the same scrutiny with its over decade of serial scamming.

FINRA Rule 6490 Deficiencies

When GVSI (later intended to become Allied Corp.) submitted an application in 2019 for a name change, new ticker symbol, and reverse stock split, FINRA reviewed it under Rule 6490.

FINRA determined the application was deficient — meaning the company failed to provide complete, accurate, or compliant documentation.

Common deficiencies include missing corporate records, unresolved regulatory issues, or inconsistencies in filings.

Appeal Process

GVSI appealed FINRA’s denial to the Uniform Practice Committee in June 2019.

On August 16, 2019, the Committee affirmed FINRA’s decision, leaving the corporate actions unprocessed.

Without proper filings and compliance, FINRA will not process ticker changes or corporate actions.

FINRA’s strict oversight means that unless all regulatory and corporate documentation is in order, such tickers cannot be processed or updated.

FINRA requires complete compliance: Missing or inaccurate filings block ticker processing.

GVSI case shows precedent: Sharp’s attempt to rebrand GVSI failed due to deficiencies.

Custodianship isn’t enough: Even if Sharp controls a ticker, FINRA won’t approve changes without proper corporate governance.

https://www.sec.gov/files/litigation/apdocuments/3-19407-2023-05-17-app-not-withdr-applic.pdf

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