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Ranger185

12/09/20 12:05 PM

#85109 RE: Scruffer #85108

Nice post scruff, way to dig that out.

long uoip

12/09/20 1:50 PM

#85111 RE: Scruffer #85108

awesome post Scruffer
been missing your presence on this forum
the red highlights seem to align with some recent crucial paperwork we've unearthed, uncovered,
will be interesting to hear what Specialneeds SEC investigator neighbor has to say.. .
i.e."I love bringing these folks to justice"

Title 8: § 102 Contents of certificate of incorporation
Director: William Carter, 2020/04/09.

(7) A provision eliminating or limiting the personal liability of a director to the corporation or its stockholders for monetary damages for breach of fiduciary duty as a director, provided that such provision shall not eliminate or limit the liability of a director: (i) For any breach of the director’s duty of loyalty to the corporation or its stockholders; (ii) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law; (iii) under § 174 of this title; or (iv) for any transaction from which the director derived an improper personal benefit. No such provision shall eliminate or limit the liability of a director for any act or omission occurring prior to the date when such provision becomes effective.

(d) No officer, director or employee acting in accordance with any emergency bylaws shall be liable except for wilful misconduct.

I-Glow

12/09/20 3:38 PM

#85114 RE: Scruffer #85108

So what are you accusing Carter of doing that would be fraudulent.

I have never seen the SEC take action against a CEO for not filing any financial information - or for being revoked.

The Common shareholders are always last in line to be paid - according to the Carter waterfall there isn't any money for the UOIP shareholders.

Neither the SEC or the State of Delaware are going to file a complaint against Carter.

The shareholder are going to have to hire an attorney - and the only malfeasance I see is the Corporation that Carter created.

Didn't he create the Corp after UOIP was a private company?

But shareholders were warned that Carter was setting everything up to prevent the shareholders from receiving any part of a settlement.

So look in the mirror and shareholders will see who is responsible for their losses.

IG

jesuslovzu

12/09/20 3:54 PM

#85115 RE: Scruffer #85108

This is awesome. Thank you for posting.
Wonder if Billy ever read this.

"transaction from which the director derived an improper personal benefit"

I mean.. the guy used this for personal expenses. As in, expenses unrelated to the ongoing trial. Will be interesting to see how he tries to justify that when we meet in court someday.