Hiru Corporation (HIRU)

[rheddle]

300 word Grok AI summary of complaint for those that want a quick scanned version:

Summary of the Complaint in HIRU Corporation v. Bayern Industries LLC et al. (Palm Beach County Circuit Court, Case No. 50-2026-CA-000162-XXXA-MB, filed January 7, 2026)HIRU Corporation (now operating as Ameerex Corporation, OTC: HIRU), a Nevada public company with stock quoted on OTC Markets, filed this lawsuit seeking declaratory judgment under Florida Statutes Chapter 86, plus injunctive relief, against defendants Bayern Industries LLC (a Delaware LLC with a West Palm Beach, FL address), GB II Partners Inc. (a Seychelles corporation), and Empire Stock Transfer, Inc. (HIRU's Nevada transfer agent).The core dispute centers on 380 million restricted HIRU common shares allegedly issued via a May 25, 2022, "Convertible Loan Agreement" for $1.4 million at a conversion price of $0.00001 per share (290 million in Bayern's name, 90 million linked to or benefiting GB II). In December 2025, Bayern—through president Andrea Zecevic—submitted a Rule 144 opinion letter (from counsel Donald R. Keer) and a "Letter of Instruction" to Empire requesting removal of restrictive legends, claiming the shares were validly converted from funded debt, held long enough (over two years), and eligible for free trading under Section 4(a)(1) and Rule 144.HIRU alleges, based on internal investigation, that Bayern never funded the purported $1.4 million loan or provided any consideration—no money, investment, or value was received. Thus, the note and share issuance are claimed to be unfunded, fictitious, and/or fraudulently induced, rendering the shares void or voidable for lack of consideration. HIRU asserts neither Bayern nor GB II has valid title or rights to the shares, and any GB II position derives from the same invalid pathway.To prevent imminent harm, HIRU seeks:A declaration that no valid debt exists, no consideration was provided, the shares are invalid, and HIRU may cancel them (treating as authorized but unissued).
An immediate temporary/preliminary injunction (under Fla. R. Civ. P. 1.610) to block Empire from removing legends or enabling transfers/trades, enjoin Bayern/GB II from pursuing such actions, and require record preservation.
No or minimal bond, arguing defendants have no legitimate economic interest.

HIRU argues a substantial likelihood of success on the merits (no funded debt), irreparable harm (massive share dump could crash price, dilute shareholders, disrupt financings/transactions like recent mining/oil deals, and damage reputation/market confidence in a thin OTC market—harms hard to quantify or remedy via damages). The public interest favors preserving status quo to protect shareholders and market integrity. Venue/jurisdiction are based on Bayern's FL address, events in Palm Beach County, and Empire's role.The complaint (verified, by attorney Craig A. Huffman) aims to resolve the controversy, clarify capital structure, and halt threatened legend removal/trading pending full adjudication.