Replies to post #139968 on Good Vibrations Shoes Inc (GVSI)

[Hi_Lo]

Let's review a few uncomfortable truths about GVSI:

• SEC restriction on corporate actions such as a reverse merger.
• 6 years of SEC/FINRA requested financials delinquent.
• Non SEC registered.
• Non SEC reporting.
• Non audited financials.
• In violation of FINRA Rule 6490.
• FINRA Notice of Deficiency.
• SEC Rule15c2-11 warning.
• Price that has plummeted.
• Accumulation that has plummeted.
• Problematic share cancelations - 5 losses 0 wins so far.
• Bloated share structure of 7 billion AS and 2.4 billion OS.
• No reverse merger candidate to speak of.
• A CEO who is abrasive, uncaring about shareholders and occupied with other priorities.

What a glowing review from Sharp...full of regret...and in retrospect he would never had done it. Seems like even Sharp thinks GVSI is a disaster.

I had regretted taking over $GVSI. Had I known what I was in for, I would have never had done it. But even my most fervent doubters know that I don't just give up once I start. I spent a lot of my own money to get this done in order to justify the confidence of my supporters. https://t.co/RHSjRXdDyo

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023

I had hope to start $GVSI as an SEC reporter, but after over a year of having two accounting firms work on it & discussions with the SEC, I begrudgingly agreed that I would not be able to get the books audited. https://t.co/tOP9FImksT

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023

Sharp already said he can't produce what FINRA/SEC is specifically asking for to get GVSI SEC registered and reporting - AUDITED financials to conform with FINRA Rule 6490 that GVSI is not upholding.

Also Sharp's GVSI merger candidate tweet should be believed as much as his tweet saying he would get GVSI registered and reporting to the SEC which he never did, his WNFT "business plan in a few weeks" tweet from last year which never happened and his "There will be no reverse split so long as I am involved with $GRDO."

There will be no reverse split, dilution or toxic debt taken on so long as I am involved with $GRDO. Update filings will reflect a zero balance sheet. PRs are forthcoming.

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) October 5, 2018

I regret giving the impression that $GRDO would not r/s, but unfortunately, it was the only way to get things done. Why would the shareholders want as much as 800 million shares in dead certificates? The only purpose that serves is to make it more expensive to raise money.

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) August 9, 2019

I will never be involved with a company that wipes out the shareholders through a reverse split. $FORW $TSNP

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) November 2, 2020

Mind you that Sharp again said in the above tweet that he would NEVER reverse split a stock AFTER he did just that for GRDO - is that being honest?

[Hi_Lo]

Let's look at all the evidence as to why there are no merger discussions for GVSI.

First - the Sharp's merger discussion tweet itself:

Now that $GVSI is current, we can move forward with discussions with our target merger candidate, whom we will not identify until/if there is an agreement. $GVSI has no way to know how long this may take or even if an agreement will come to fruition.

— American Blockchain Corporation (@OTCpinkGVSI) February 7, 2023

$GVSI has no way to know how long this may take or even if an agreement will come to fruition.

Second[/b[ - a similar tweet about WNFT was sent last year by Sharp that was complete BS and I called it so that day...

The mandatory settlement conference did not yield an agreement with Calasse, however we anticipate that $WNFT will proceed with a business plan over the next several weeks which will include an acquisition(s). This statement should not be construed as a guarantee for success.

— Worldwide NFT (@WorldwideNFTInc) August 19, 2022

"$WNFT will proceed with a business plan over the next several weeks which will include an acquisition(s)." - completely false manipulative BS just like the GVSI merger discussions tweet.

Third - there is a current SEC restriction on all of GVSI's corporate actions such as any type of merger because GVSI has not submitted audited financials from 2008 - 2013 which made GVSI SEC delinquent and restricted its corporate actions:

https://www.sec.gov/litigation/apdocuments/ap-3-19407.xml

https://www.sec.gov/litigation/apdocuments/3-19407-2020-09-16-reply-to-finra-opposition-to-the-application-for-good-vibration-shoes.pdf

FINRA also acknowledges that the denial is based solely on failure to file periodic reports from 2008 to 2013

I had hope to start $GVSI as an SEC reporter, but after over a year of having two accounting firms work on it & discussions with the SEC, I begrudgingly agreed that I would not be able to get the books audited. https://t.co/tOP9FImksT

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023

Fourth - there is a FINRA Notice of Deficiency issued for GVSI.

https://www.sec.gov/litigation/apdocuments/3-19407-event-1.pdf

UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION
In the Matter of the Application of
GOOD VIBRATION SHOES, INC.
APPLICATION FOR REVIEW AND NOTICE OF APPEARANCE
For Review of Action Taken by FINRA

Inca Hemp, Inc. (formerly Good Vibration Shoes, Inc.) (the "Company), by its attorneys Cutler Law Group, P.C., hereby submits the instant Application for review of FINRA's denial under Rule 6490 of the Company's requested corporate actions of a change of corporate name, symbol request and a reverse stock exchange pursuant to a merger on a one for twenty-thousand (I :20,000) basis (the "Corporate Actions"). FINRA initially declined to process the Company's Corporate Actions on June 21, 2019 by delivering a Notice of Deficiency Pursuant to FINRA Rule 6490. The Company filed an appeal of the Notice of Deficiency to a subcommittee of FINRA's Uniform Practices Code Committee (Case No. CAS-55435-H3X0J3). The subcommittee affirmed the action of FINRA and denied the appeal on August 16, 2019. Accordingly the Company appeals the denial of the Corporate Actions. The Company hereby applies to the commission for review of FINRA's decision. The Company argues that FINRA has misapplied its discretion under Rule 6490 and acted in a reckless, arbitrary and capricious manner by declining the Corporate Actions.

Keep in mind that there has already been a decision made by FINRA (and the decision was affirmed) on GVSI's deficiency/delinquency and a restriction on corporate actions for GVSI was placed and the SEC just keeps extending the date to allow GVSI the opportunity to resolve the delinquencies which it hasn't and can't because Sharp can't audit GVSI's financials.

GVSI has to account for what the SEC and FINRA are demanding and Sharp can't provide - audited GVSI financial statements. The SEC delinquency determination and the imposition of the SEC restriction on corporate actions was placed on August 16, 2019. Plus the most current entry date of the SEC case against GVSI is April 10, 2023.

Fifth - and related to the SEC restriction on GVSI's corporate actions is the fact that GVSI is also in violation of FINRA Rule 6490.

https://www.sec.gov/litigation/apdocuments/ap-3-19407.xml

https://www.sec.gov/litigation/apdocuments/3-19407-event-1.pdf

FINRA's denial under Rule 6490 of the Company's requested corporate actions of a change of corporate name, symbol request and a reverse stock exchange pursuant to a merger on a one for twenty-thousand (I :20,000) basis (the "Corporate Actions").

FINRA initially declined to process the Company's Corporate Actions on June 21, 2019 by delivering a Notice of Deficiency Pursuant to FINRA Rule 6490.

...the Notice of Deficiency pursuant to FINRA Rule 6490 still stands and proves that there is a current SEC restriction on GVSI's corporate actions because of GVSI's deficiency/delinquency.

https://www.sec.gov/litigation/apdocuments/3-19407-event-2020-05-12-brief-in-support-of-application-for-review.pdf

In sum, given the reasons set forth by the FINRA and the DOP in their determinations...the Commission's enforcement of FINRA's denial would effectively terminate the ability of GVSI to operate its business...

FINRA's deficiency determination and the Commission's affirmation of FINRA's deficiency determination would have the collateral consequence of preventing GVSI from ever conducting future corporate actions.

FINRA’s actions have effectively already murdered the Company and destroyed investment by its shareholders and other investors.

https://www.sec.gov/litigation/apdocuments/3-19407-2020-09-16-reply-to-finra-opposition-to-the-application-for-good-vibration-shoes.pdf

On March 20, 2019 (18 months ago), Applicant, Allied Corp. (previously Good Vibration Shoes, Inc.) ("GVSI"), submitted an application to FINRA to complete a name change, obtain a new symbol, and conduct a reverse stock exchange pursuant to a merger, pursuant to FINRA Rule 6490. After months and months of delays, FINRA determined the application was deficient on June 21, 2019. Applicant filed an appeal to the Uniform Practice Committee of FINRA (the “Committee”) on June 27, 2019. On August 16, 2019...the Committee affirmed FINRA’s determination.

The Company’s many shareholders have essentially all lost their investment in the Company.

But the GVSI merger discussions will continue to be posted by Sharp supporters even though a GVSI merger is not possible.

[Hi_Lo]

GVSI had previously applied to the SEC/FINRA for a change in corporate actions:

https://www.sec.gov/litigation/apdocuments/3-19407-event-1.pdf

FINRA's denial under Rule 6490 of the Company's requested corporate actions of a change of corporate name, symbol request and a reverse stock exchange pursuant to a merger on a one for twenty-thousand (I :20,000) basis (the "Corporate Actions").

FINRA initially declined to process the Company's Corporate Actions on June 21, 2019 by delivering a Notice of Deficiency Pursuant to FINRA Rule 6490.

As stated in the SEC document above, the SEC declined GVSI's corporate actions. GVSI then appealed the decision on the SEC/FINRA declined corporate actions:

https://www.sec.gov/litigation/apdocuments/3-19407-2020-09-16-reply-to-finra-opposition-to-the-application-for-good-vibration-shoes.pdf

On March 20, 2019 (18 months ago), Applicant, Allied Corp. (previously Good
Vibration Shoes, Inc.) ("GVSI"), submitted an application to FINRA to complete a name change, obtain a new symbol, and conduct a reverse stock exchange pursuant to a merger, pursuant to FINRA Rule 6490. After months and months of delays, FINRA determined the application was deficient on June 21, 2019. Applicant filed an appeal to the Uniform Practice Committee of FINRA (the “Committee”) on June 27, 2019. On August 16, 2019...the Committee affirmed FINRA’s determination.

The SEC/FINRA affirmed declining the change in GVSI's corporate actions so GVSI withdrew the appeal on the restriction so the SEC/FINRA dismissed the case which means the restriction on corporate actions are still in place.

For those wondering why $GVSI didn't file this sooner, counsel had quite a battle getting answers from FINRA and the SEC on how to end this unwinnable battle which was begun by previous management. We finally reached an agreement with the SEC.
https://t.co/KRN4h0hthw

— American Blockchain Corporation (@OTCpinkGVSI) June 4, 2023

So Sharp is basically admitting that getting GVSI's corporate actions approved by the SEC/FINRA is "UNWINNABLE."

If the SEC/FINRA administrative proceeding was "UNWINNABLE" then whatever "agreement" that was reached was not in GVSI's favor.

There's a reason why Sharp isn't bragging (as he usually does) about the "agreement." The "agreement" most likely was that GVSI can't file future corporate actions with the SEC/FINRA.

The SEC doesn't open an administrative proceeding because a company is in violation of FINRA Rule 6490, just like it doesn't open an administrative proceeding when a stock becomes delinquent. It simply won't approve any corporate actions such as a corpote name change, ticker symbol change or reverse merger. This is the reality GVSI currently finds itself in.

Nobody is denying that the SEC/FINRA administrative proceeding for GVSI's appeal of the restriction on its corporate actions was dismissed. But trying to spin the "agreement" as GVSI being able to do whatever it wants with the SEC/FINRA after withdrawing the appeal on the SEC restricting its corporate actions which is actually capitulating and losing the case is false information. GVSI's withdrawl of the appeal is basically saying that getting the SEC/FINRA to approve a change in its corporate actions such as a reverse merger was "UNWINNABLE."

Especially since GVSI is SEC delinquent, is not SEC registered, is not SEC reporting, is in violation of FINRA Rule 6490 and Sharp already said he ABANDONED getting GVSI audited which is an SEC requirement to get registered.

I had hope to start $GVSI as an SEC reporter, but after over a year of having two accounting firms work on it & discussions with the SEC, I begrudgingly agreed that I would not be able to get the books audited. https://t.co/tOP9FImksT

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023

Our attorneys & auditors have concluded that it is impossible to audit $GVSI due to past corporate mismanagement of records/actions. Therefore, we are abandoning efforts to become an SEC reporter & are preparing an application for OTCIQ access to be filed with OTCM within 60 days

— American Blockchain Corporation (@OTCpinkGVSI) June 30, 2022

Notice I'm using verifiable links to SEC documents and Sharp's own tweets. Sharp supporters offer no links other than the SEC document showing that GVSI withdrew it's appeal which they falsely say that it means GVSI somehow won because the withdrawl of the appeal and dismissal means there are no further issues with the SEC/FINRA which is false information. The SEC/FINRA restriction on corporate actions such as a reverse merger is still in place and so is FINRA's Notice of Deficiency.

[KeithPB50]

They have all been put on the IGGY Train 🚂.

Their job is finished here ✅

🤣

[Hi_Lo]

"UNWINNABLE" - Sharp's word not mine.

But I did say that for months.

And Sharp didn't say what the "agreement" was, and since the administrative proceeding was an "UNWINNABLE BATTLE" it definitely is not in GVSI's favor.

So Sharp seems to be admitting that getting GVSI's corporate actions approved by the SEC/FINRA is "UNWINNABLE."

There's a reason why Sharp isn't bragging (as he usually does) about the "agreement."

For those wondering why $GVSI didn't file this sooner, counsel had quite a battle getting answers from FINRA and the SEC on how to end this unwinnable battle which was begun by previous management. We finally reached an agreement with the SEC.
https://t.co/KRN4h0hthw

— American Blockchain Corporation (@OTCpinkGVSI) June 4, 2023

Our attorneys & auditors have concluded that it is impossible to audit $GVSI due to past corporate mismanagement of records/actions. Therefore, we are abandoning efforts to become an SEC reporter & are preparing an application for OTCIQ access to be filed with OTCM within 60 days

— American Blockchain Corporation (@OTCpinkGVSI) June 30, 2022

There is still a restriction on GVSI's corporate actions such as a corporate name change, ticker symbol change and a reverse merger.

GVSI is still SEC delinquent, not SEC registered, not SEC reporting and in violation of FINRA Rule 6490.

Anybody involved or thinking about getting involved with GVSI should read about FINRA Rule 6490 CAREFULLY.

https://www.sec.gov/litigation/apdocuments/ap-3-19407.xml

HOW FINRA RULE 6490 lMPACTS REVERSE MERGERS

https://www.hg.org/legal-articles/how-finra-rule-6490-lmpacts-reverse-mergers-30567

FINRA Rule 6490, has evolved since it was enacted over two years ago. For some time, FINRA has required that issuers provide expansive disclosures and supporting documentation not only for the corporate change subject to the notice but for the company’s entire corporate history from inception.

These disclosures are required of both SEC reporting and non-reporting issuers if they undertake corporate actions including reverse mergers. Compliance with Rule 6490's requirements is a minor task for companies going public by filing a registration statement with the SEC. Companies filing registration statements rarely have difficulties obtaining DTC eligibility unlike reverse merger issuers.

(My note: GVSI withdrew its registration statement and never refiled it: https://www.sec.gov/Archives/edgar/data/1068618/000149315221029704/formrw.htm)

The public filings of companies who register with the SEC contain most of the supporting documentation required by Rule 6490.

It is no surprise that compliance with the requirements of Rule 6490 is less burdensome for companies going public using a registration statement because these companies have fewer corporate changes in their company history than companies engaging in reverse mergers. This is especially true for reverse merger issuers who undergo multiple changes of control and periods of inactivity.

The Problem with Reverse Mergers & Disclosure under Rule 6490

For companies that engage in reverse mergers as part of their going public transaction, compliance with Rule 6490's requirements can be impossible particularly when custodianship or receivership actions have been used by shell brokers to create public shells after years of inactivity. These companies may have multiple corporate actions related to prior changes of control and often have sketchy corporate histories. Some have even been hijacked through custodianship or receivership actions. In these circumstances, documents may be unavailable or if provided to FINRA, it could potentially result in FINRA referring the matter to the SEC’s Division of Enforcement.

(my note: this is exactly what has happened to GVSI as can be seen by the SEC/FINRA administrative proceeding: https://www.sec.gov/litigation/apdocuments/ap-3-19407.xml)

These companies are almost always plagued with incomplete or fraudulent corporate records which make it extremely difficult for the post-reverse merger company to comply with FINRA Rule 6490. As a result, these companies may never get FINRA approval of the contemplated corporate action.

Rule 6490 Disclosures

Issuers must provide a cover letter disclosing the full corporate history for the issuer itemizing all material facts including every corporate change that has occurred from inception to present day.

Triggers for Review under FINRA RULE 6490

A FINRA review will be triggered if any of the five factors set forth in Rule 6490 are thought to be present:

• FINRA believes the forms are incomplete, inaccurate or filed without the appropriate corporate authority;

• The issuer is not current in its reporting obligations with the Securities and Exchange Commission;

• Persons related to the corporate action are likely involved in fraudulent activities involving securities or may pose a threat to investors;

Any company contemplating going public using a reverse merger must consider the potential impact Rule 6490 could have on its future corporate actions. Rule 6490 provides one more compelling reason why private companies seeking to go public should do so using a registration statement instead of a reverse merger.

###

The SEC placed the restriction on corporate actions on GVSI because of GVSI delinquency in not filing audited financials for the years 2008 - 2013. An order which still stands.

https://www.sec.gov/litigation/apdocuments/3-19407-event-1.pdf

FINRA initially declined to process the Company's Corporate Actions on June 21, 2019 by delivering a Notice of Deficiency Pursuant to FINRA Rule 6490

Sharp has already stated that he was unable to get the financials audited.

I had hope to start $GVSI as an SEC reporter, but after over a year of having two accounting firms work on it & discussions with the SEC, I begrudgingly agreed that I would not be able to get the books audited. https://t.co/tOP9FImksT

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023

https://www.sec.gov/litigation/apdocuments/3-19407-2020-09-16-reply-to-finra-opposition-to-the-application-for-good-vibration-shoes.pdf

FINRA also acknowledges that the denial is based solely on failure to file periodic reports from 2008 to 2013 prior to filing a Form 15

https://www.sec.gov/litigation/apdocuments/3-19407-event-2020-05-12-brief-in-support-of-application-for-review.pdf

The DOP made no finding that the documentation GVSI submitted was in any way deficient. See Certified Record Tab 18 FINRA Deficiency Notice dated June 25, 2019. Yet on June 25, 2019, DOP refused GVSI’s application by providing GVSI with a deficiency notice. (Id.) In refusing to grant GVSI’s application, DOP stated its denial was based on a finding that GVSI had not completed certain periodic filings prior to filing its Form 15 on July 10, 2013 (six years ago).

###

The plethora of partial name changes by previous management and its inept counsel didn't help $GVSI either and all that had to be unwound and mapped out. https://t.co/xk3RKcKZ8d

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023

The plethora of partial name changes by previous management and its inept counsel didn't help $GVSI either and all that had to be unwound and mapped out.

Obviously it was not "unwound and mapped out" well enough to get GVSI registered with the SEC.

Sharp supporters also falsely insinuate that all that is needed is for GVSI to withdraw the FINRA appeal to lift the SEC restriction on corporate actions and have the FINRA Notice of Deficiency disappear but the truth is only the SEC has the authority to lift the restriction and the Notice of Deficiency is on file with FINRA. Sharp has already said he wasn't able to audit GVSI's financials. And Sharp has never addressed the SEC/FINRA restriction on GVSI's corporate actions or mentioned it in any tweet, disclosure or financial statement.

[Hi_Lo]

HOW FINRA RULE 6490 lMPACTS REVERSE MERGERS

Anybody involved or thinking about getting involved with GVSI should read about FINRA Rule 6490 CAREFULLY.

Not only is GVSI SEC delinquent in its reporting and in violation of FINRA Rule 6490, GVSI is also not SEC registered and non SEC reporting because it withdrew its SEC registration.

https://www.sec.gov/Archives/edgar/data/1068618/000149315221029704/formrw.htm

HOW FINRA RULE 6490 lMPACTS REVERSE MERGERS

https://www.hg.org/legal-articles/how-finra-rule-6490-lmpacts-reverse-mergers-30567

FINRA Rule 6490, has evolved since it was enacted over two years ago. For some time, FINRA has required that issuers provide expansive disclosures and supporting documentation not only for the corporate change subject to the notice but for the company’s entire corporate history from inception.

These disclosures are required of both SEC reporting and non-reporting issuers if they undertake corporate actions including reverse mergers. Compliance with Rule 6490's requirements is a minor task for companies going public by filing a registration statement with the SEC. Companies filing registration statements rarely have difficulties obtaining DTC eligibility unlike reverse merger issuers.

(My note: GVSI withdrew its registration statement and never refiled it: https://www.sec.gov/Archives/edgar/data/1068618/000149315221029704/formrw.htm)

The public filings of companies who register with the SEC contain most of the supporting documentation required by Rule 6490.

It is no surprise that compliance with the requirements of Rule 6490 is less burdensome for companies going public using a registration statement because these companies have fewer corporate changes in their company history than companies engaging in reverse mergers. This is especially true for reverse merger issuers who undergo multiple changes of control and periods of inactivity.

The Problem with Reverse Mergers & Disclosure under Rule 6490

For companies that engage in reverse mergers as part of their going public transaction, compliance with Rule 6490's requirements can be impossible particularly when custodianship or receivership actions have been used by shell brokers to create public shells after years of inactivity. These companies may have multiple corporate actions related to prior changes of control and often have sketchy corporate histories. Some have even been hijacked through custodianship or receivership actions. In these circumstances, documents may be unavailable or if provided to FINRA, it could potentially result in FINRA referring the matter to the SEC’s Division of Enforcement.

These companies are almost always plagued with incomplete or fraudulent corporate records which make it extremely difficult for the post-reverse merger company to comply with FINRA Rule 6490. As a result, these companies may never get FINRA approval of the contemplated corporate action.

Rule 6490 Disclosures

Issuers must provide a cover letter disclosing the full corporate history for the issuer itemizing all material facts including every corporate change that has occurred from inception to present day.

Triggers for Review under FINRA RULE 6490

A FINRA review will be triggered if any of the five factors set forth in Rule 6490 are thought to be present:

• FINRA believes the forms are incomplete, inaccurate or filed without the appropriate corporate authority;

• The issuer is not current in its reporting obligations with the Securities and Exchange Commission;

• Persons related to the corporate action are likely involved in fraudulent activities involving securities or may pose a threat to investors;

Any company contemplating going public using a reverse merger must consider the potential impact Rule 6490 could have on its future corporate actions. Rule 6490 provides one more compelling reason why private companies seeking to go public should do so using a registration statement instead of a reverse merger.

The SEC placed the restriction on corporate actions on GVSI because of GVSI delinquency in not filing audited financials for the years 2008 - 2013. An order which still stands.

https://www.sec.gov/litigation/apdocuments/3-19407-event-1.pdf

FINRA initially declined to process the Company's Corporate Actions on June 21, 2019 by delivering a Notice of Deficiency Pursuant to FINRA Rule 6490

Sharp has already stated that he was unable to get the financials audited.

I had hope to start $GVSI as an SEC reporter, but after over a year of having two accounting firms work on it & discussions with the SEC, I begrudgingly agreed that I would not be able to get the books audited. https://t.co/tOP9FImksT

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023

Our attorneys & auditors have concluded that it is impossible to audit $GVSI due to past corporate mismanagement of records/actions. Therefore, we are abandoning efforts to become an SEC reporter & are preparing an application for OTCIQ access to be filed with OTCM within 60 days

— American Blockchain Corporation (@OTCpinkGVSI) June 30, 2022

https://www.sec.gov/litigation/apdocuments/3-19407-2020-09-16-reply-to-finra-opposition-to-the-application-for-good-vibration-shoes.pdf

FINRA also acknowledges that the denial is based solely on failure to file periodic reports from 2008 to 2013 prior to filing a Form 15

https://www.sec.gov/litigation/apdocuments/3-19407-event-2020-05-12-brief-in-support-of-application-for-review.pdf

The DOP made no finding that the documentation GVSI submitted was in any way deficient. See Certified Record Tab 18 FINRA Deficiency Notice dated June 25, 2019. Yet on June 25, 2019, DOP refused GVSI’s application by providing GVSI with a deficiency notice. (Id.) In refusing to grant GVSI’s application, DOP stated its denial was based on a finding that GVSI had not completed certain periodic filings prior to filing its Form 15 on July 10, 2013 (six years ago).

The plethora of partial name changes by previous management and its inept counsel didn't help $GVSI either and all that had to be unwound and mapped out. https://t.co/xk3RKcKZ8d

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023

Obviously it was not "unwound and mapped out" well enough to get GVSI registered with the SEC.

Sharp supporters also falsely insinuate that all that is needed is for GVSI to withdraw the FINRA appeal to lift the SEC restriction on corporate actions but the truth is only the SEC has the authority to lift the restriction and they are asking for six years of delinquent audited financials from GVSI. Sharp has already said he ABANDONED auditing GVSI's financials. And Sharp has never addressed the SEC/FINRA restriction on GVSI's corporate actions or mentioned it in any tweet, disclosure or financial statement.

[Hi_Lo]

https://www.finra.org/filing-reporting/market-transparency-reporting/uniform-practice-code-upc/faq#6490;

if FINRA determines that the request (corporate actions) will not be processed pursuant to FINRA Rule 6490(d)(3), the written notice will state the specific factor(s) that caused the request to be deemed deficient.

https://www.sec.gov/litigation/apdocuments/3-19407-2020-09-16-reply-to-finra-opposition-to-the-application-for-good-vibration-shoes.pdf

FINRA also acknowledges that the denial is based solely on failure to file periodic reports from 2008 to 2013

I had hope to start $GVSI as an SEC reporter, but after over a year of having two accounting firms work on it & discussions with the SEC, I begrudgingly agreed that I would not be able to get the books audited. https://t.co/tOP9FImksT

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023

The SEC is demanding audited financials from 2008 - 2013 to approve any corporate action such as a reverse merger. This is something that Sharp has already said he can't produce - audited GVSI financial statements. GVSI is also in violation of FINRA Rule 6490 because it has not filed audited financials with the SEC since its inception.

https://www.sec.gov/litigation/apdocuments/3-19407-event-1.pdf

UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION
In the Matter of the Application of
GOOD VIBRATION SHOES, INC.
APPLICATION FOR REVIEW AND NOTICE OF APPEARANCE
For Review of Action Taken by FINRA

Inca Hemp, Inc. (formerly Good Vibration Shoes, Inc.) (the "Company), by its attorneys Cutler Law Group, P.C., hereby submits the instant Application for review of FINRA's denial under Rule 6490 of the Company's requested corporate actions of a change of corporate name, symbol request and a reverse stock exchange pursuant to a merger on a one for twenty-thousand (I :20,000) basis (the "Corporate Actions"). FINRA initially declined to process the Company's Corporate Actions on June 21, 2019 by delivering a Notice of Deficiency Pursuant to FINRA Rule 6490. The Company filed an appeal of the Notice of Deficiency to a subcommittee of FINRA's Uniform Practices Code Committee (Case No. CAS-55435-H3X0J3). The subcommittee affirmed the action of FINRA and denied the appeal on August 16, 2019. Accordingly the Company appeals the denial of the Corporate Actions. The Company hereby applies to the commission for review of FINRA's decision. The Company argues that FINRA has misapplied its discretion under Rule 6490 and acted in a reckless, arbitrary and capricious manner by declining the Corporate Actions.

https://www.sec.gov/litigation/apdocuments/3-19407-event-1.pdf

FINRA's denial under Rule 6490 of the Company's requested corporate actions of a change of corporate name, symbol request and a reverse stock exchange pursuant to a merger on a one for twenty-thousand (I :20,000) basis (the "Corporate Actions").

FINRA initially declined to process the Company's Corporate Actions on June 21, 2019 by delivering a Notice of Deficiency Pursuant to FINRA Rule 6490.

...the Notice of Deficiency pursuant to FINRA Rule 6490 still stands which proves that there is a current SEC restriction on GVSI's corporate actions because of GVSI's deficiency/delinquency (audited financials from 2008 - 2013).

Not only is GVSI SEC delinquent in its reporting and in violation of FINRA Rule 6490, GVSI is also not a SEC registered stock and not a SEC reporting stock because it withdrew its SEC registration.

https://www.sec.gov/Archives/edgar/data/1068618/000149315221029704/formrw.htm

1701 Pennsylvania Avenue, N.W.
Suite 200
Washington, D.C. 20006
Direct: 844-285-4263 ext. 758
Cell: [phone]
[e-mail]

Ernest M. Stern
Partner

November 23, 2021

Via EDGAR

Daniel Crawford
Suzanne Hayes
Division of Corporation Finance
Office of Life Sciences
Securities and Exchange Commission
Washington, D.C. 20548

Re: Good Vibrations Shoes, Inc.
Amendment No. 1 to Form 10
Filed September 28, 2021
File No. 000-29780

Dear Mr. Crawford and Ms. Hayes:

Please be advised that Good Vibrations Shoes, Inc. (the “Company”) hereby respectfully requests withdrawal of the above-mentioned Registration Statement pursuant to Rule 477 of Regulation C promulgated by the Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended. The Registration Statement was originally filed on September 27, 2021.

The Company is in the process of revising its registration statement and accompanying financial statements to adequately address certain comments received by the Company from the SEC. Accordingly, the Company respectfully requests that the SEC consent to the withdrawal of the Company’s registration statement on Form 10 as soon as practibalbe. The Company also respectfully requests that all filing fees submitted to the SEC in connection with the filing of the Registration Statement be applied to any future filing of the Company on Form 10.

Please contact this office with any additional questions in this regard.

Very truly yours.
CULHANE MEADOWS PLLC
/s/ Ernest M. Stern
Ernest M. Stern, Partner

GVSI continues to be a disaster.

[Hi_Lo]

There is an SEC/FINRA restriction on GVSI's corporate actions that can't be fixed because Sharp already said he can't audit GVSI's financials and the steep decline in price and accumulation that GVSI won't be able to recover from.

GVSI failed to get registered with the SEC since it had to withdraw its Form 10 registration statement...

https://www.sec.gov/Archives/edgar/data/1068618/000149315221029704/formrw.htm

Please be advised that Good Vibrations Shoes, Inc. (the “Company”) hereby respectfully requests withdrawal of the above-mentioned Registration Statement pursuant to Rule 477 of Regulation C promulgated by the Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended. The Registration Statement was originally filed on September 27, 2021.

The Form 10 registration was never refiled like Sharp said he would two Decembers ago.

...and Sharp said he couldn't audit GVSI's financials.

I had hope to start $GVSI as an SEC reporter, but after over a year of having two accounting firms work on it & discussions with the SEC, I begrudgingly agreed that I would not be able to get the books audited. https://t.co/tOP9FImksT

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023

The SEC has already put a restriction on GVSI's corporate actions such as a reverse merger because of its missing audited financials from 2008 through 2013. Audited financials that Sharp has already said he can't produce.

https://www.sec.gov/litigation/apdocuments/3-19407-2020-09-16-reply-to-finra-opposition-to-the-application-for-good-vibration-shoes.pdf

FINRA also acknowledges that the denial is based solely on failure to file periodic reports from 2008 to 2013

FINRA has already affirmed GVSI's deficiency determination and the SEC has placed a restriction on corporate actions such as a reverse merger.

https://www.sec.gov/litigation/apdocuments/3-19407-event-2020-05-12-brief-in-support-of-application-for-review.pdf

In sum, given the reasons set forth by the FINRA and the DOP in their determinations...the Commission's enforcement of FINRA's denial would effectively terminate the ability of GVSI to operate its business...

FINRA's deficiency determination and the Commission's affirmation of FINRA's deficiency determination would have the collateral consequence of preventing GVSI from ever conducting future corporate actions.

https://www.sec.gov/litigation/apdocuments/3-19407-2020-09-16-reply-to-finra-opposition-to-the-application-for-good-vibration-shoes.pdf

The Company’s many shareholders have essentially all lost their investment in the Company.

Sharp's GVSI merger talks tweet should be believed as much as his tweet saying he would get GVSI SEC registered and reporting, saying that WNFT would have a "business plan over the next several weeks which will include an acquisition(s)." that never materialized in September of last year when he said it would and when he said he would not reverse split GRDO then did just that.

There will be no reverse split, dilution or toxic debt taken on so long as I am involved with $GRDO. Update filings will reflect a zero balance sheet. PRs are forthcoming.

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) October 5, 2018

I regret giving the impression that $GRDO would not r/s, but unfortunately, it was the only way to get things done. Why would the shareholders want as much as 800 million shares in dead certificates? The only purpose that serves is to make it more expensive to raise money.

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) August 9, 2019

I will never be involved with a company that wipes out the shareholders through a reverse split. $FORW $TSNP

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) November 2, 2020

Notice that Sharp again said that he would never reverse split any of his stocks when he had already reverse split GRDO. Is that being honest?

The mandatory settlement conference did not yield an agreement with Calasse, however we anticipate that $WNFT will proceed with a business plan over the next several weeks which will include an acquisition(s). This statement should not be construed as a guarantee for success.

— Worldwide NFT (@WorldwideNFTInc) August 19, 2022

The name change is the promised land and we are now ready to entertain mergers.

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) July 8, 2022

[Hi_Lo]

The last time GVSI tried to do the name and ticker change it was denied by the SEC/FINRA because of missing audited financials from 2008 - 2013 and also in violation of FINRA Rule 6490.

https://www.sec.gov/litigation/apdocuments/3-19407-2020-09-16-reply-to-finra-opposition-to-the-application-for-good-vibration-shoes.pdf

FINRA also acknowledges that the denial is based solely on failure to file periodic reports from 2008 to 2013

https://www.sec.gov/litigation/apdocuments/3-19407-event-1.pdf

UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION
In the Matter of the Application of
GOOD VIBRATION SHOES, INC.
APPLICATION FOR REVIEW AND NOTICE OF APPEARANCE
For Review of Action Taken by FINRA

Inca Hemp, Inc. (formerly Good Vibration Shoes, Inc.) (the "Company), by its attorneys Cutler Law Group, P.C., hereby submits the instant Application for review of FINRA's denial under Rule 6490 of the Company's requested corporate actions of a change of corporate name, symbol request and a reverse stock exchange pursuant to a merger on a one for twenty-thousand (I :20,000) basis (the "Corporate Actions"). FINRA initially declined to process the Company's Corporate Actions on June 21, 2019 by delivering a Notice of Deficiency Pursuant to FINRA Rule 6490. The Company filed an appeal of the Notice of Deficiency to a subcommittee of FINRA's Uniform Practices Code Committee (Case No. CAS-55435-H3X0J3). The subcommittee affirmed the action of FINRA and denied the appeal on August 16, 2019. Accordingly the Company appeals the denial of the Corporate Actions. The Company hereby applies to the commission for review of FINRA's decision. The Company argues that FINRA has misapplied its discretion under Rule 6490 and acted in a reckless, arbitrary and capricious manner by declining the Corporate Actions.

What makes Sharp supporters think the SEC will approve the change in corporate actions next time especially since the delinquent financials are still missing and GVSI is not SEC registered because it withdrew its SEC registration.

https://www.sec.gov/Archives/edgar/data/1068618/000149315221029704/formrw.htm

1701 Pennsylvania Avenue, N.W.
Suite 200
Washington, D.C. 20006
Direct: 844-285-4263 ext. 758
Cell: [phone]
[e-mail]

Ernest M. Stern
Partner

November 23, 2021

Via EDGAR

Daniel Crawford
Suzanne Hayes
Division of Corporation Finance
Office of Life Sciences
Securities and Exchange Commission
Washington, D.C. 20548

Re: Good Vibrations Shoes, Inc.
Amendment No. 1 to Form 10
Filed September 28, 2021
File No. 000-29780

Dear Mr. Crawford and Ms. Hayes:

Please be advised that Good Vibrations Shoes, Inc. (the “Company”) hereby respectfully requests withdrawal of the above-mentioned Registration Statement pursuant to Rule 477 of Regulation C promulgated by the Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended. The Registration Statement was originally filed on September 27, 2021.

The Company is in the process of revising its registration statement and accompanying financial statements to adequately address certain comments received by the Company from the SEC. Accordingly, the Company respectfully requests that the SEC consent to the withdrawal of the Company’s registration statement on Form 10 as soon as practibalbe. The Company also respectfully requests that all filing fees submitted to the SEC in connection with the filing of the Registration Statement be applied to any future filing of the Company on Form 10.

Please contact this office with any additional questions in this regard.

Very truly yours.
CULHANE MEADOWS PLLC
/s/ Ernest M. Stern
Ernest M. Stern, Partner

And Sharp said he abandoned getting GVSI registered and reporting with the SEC.

I had hope to start $GVSI as an SEC reporter, but after over a year of having two accounting firms work on it & discussions with the SEC, I begrudgingly agreed that I would not be able to get the books audited. https://t.co/tOP9FImksT

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023

Our attorneys & auditors have concluded that it is impossible to audit $GVSI due to past corporate mismanagement of records/actions. Therefore, we are abandoning efforts to become an SEC reporter & are preparing an application for OTCIQ access to be filed with OTCM within 60 days

— American Blockchain Corporation (@OTCpinkGVSI) June 30, 2022

[Hi_Lo]

FINRA's Notice of Deficiency issued for GVSI because of missing audited financials from 2008 - 2013 doesn't just go away without Sharp rectifying the problem.


And Sharp can't fix the problem because he already said he abandoned getting GVSI audited, SEC registered and reporting.

Next time GVSI needs to do a corporate action (such as a corporate name change, ticker symbol shange and reverse merger) it will be denied because that Notice of Deficienvy is current and now on file with FINRA for GVSI.

https://www.sec.gov/litigation/apdocuments/3-19407-event-1.pdf

FINRA initially declined to process the Company's Corporate Actions on June 21, 2019 by delivering a Notice of Deficiency Pursuant to FINRA Rule 6490

https://www.sec.gov/litigation/apdocuments/3-19407-2020-09-16-reply-to-finra-opposition-to-the-application-for-good-vibration-shoes.pdf

FINRA also acknowledges that the denial is based solely on failure to file periodic reports from 2008 to 2013

https://www.sec.gov/litigation/apdocuments/3-19407-event-2020-05-12-brief-in-support-of-application-for-review.pdf

The DOP made no finding that the documentation GVSI submitted was in any way deficient. See Certified Record Tab 18 FINRA Deficiency Notice dated June 25, 2019. Yet on June 25, 2019, DOP refused GVSI’s application by providing GVSI with a deficiency notice. (Id.) In refusing to grant GVSI’s application, DOP stated its denial was based on a finding that GVSI had not completed certain periodic filings prior to filing its Form 15 on July 10, 2013 (six years ago).

I had hope to start $GVSI as an SEC reporter, but after over a year of having two accounting firms work on it & discussions with the SEC, I begrudgingly agreed that I would not be able to get the books audited. https://t.co/tOP9FImksT

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023

Our attorneys & auditors have concluded that it is impossible to audit $GVSI due to past corporate mismanagement of records/actions. Therefore, we are abandoning efforts to become an SEC reporter & are preparing an application for OTCIQ access to be filed with OTCM within 60 days

— American Blockchain Corporation (@OTCpinkGVSI) June 30, 2022

[Hi_Lo]

FINRA has already made a determination, the decision was affirmed and the SEC is enforcing a restriction on corporate actions such as reverse mergers.

https://www.sec.gov/litigation/apdocuments/ap-3-19407.xml

https://www.sec.gov/litigation/apdocuments/3-19407-event-2020-05-12-brief-in-support-of-application-for-review.pdf

FINRA has effectively terminated the life cycle of this corporate entity. Therefore, the Commission's enforcement of the instant deficiency determination would amount to a death sentence for GVSI

https://www.sec.gov/litigation/apdocuments/3-19407-event-2020-05-12-brief-in-support-of-application-for-review.pdf

FINRA's deficiency determination and the Commission's affirmation of FINRA's deficiency determination would have the collateral consequence of preventing GVSI from ever conducting future corporate actions.

The Company’s many shareholders have essentially all lost their investment in the Company.

https://www.sec.gov/litigation/apdocuments/3-19407-2020-09-16-reply-to-finra-opposition-to-the-application-for-good-vibration-shoes.pdf

FINRA also acknowledges that the denial is based solely on failure to file periodic reports from 2008 to 2013

During the SEC review it was discovered that the designation of a class of pref shares issued by $GVSI's previous management is missing. On the SEC's advice, management has decided to withdraw the Form 10 and refile in December so that corrections can be made with the Nevada SOS. https://t.co/MhVwRI4NW1

— American Blockchain Corporation (@OTCpinkGVSI) November 23, 2021

Sharp never refiled GVSI's Form 10 like he said he would two Decembers ago. Hence this tweet saying that after a year of having two accounting firms trying to audit the books and several discussions with the SEC, he wasn't able to audit GVSI's financials - audited financials that the SEC is requiring to dismiss the administrative proceeding and lift the restriction on GVSI's corporate actions such as a reverse merger.

GVSI will most likely get suspended, revoked or go back to expert market again soon.

I had hope to start $GVSI as an SEC reporter, but after over a year of having two accounting firms work on it & discussions with the SEC, I begrudgingly agreed that I would not be able to get the books audited. https://t.co/tOP9FImksT

— George Sharp - Advocate for truth in the OTC (@GeorgeASharp) February 7, 2023

[Yolo]

Why'd you go and summon Beetlejuice like that.

Now we have to scroll through lengthy but useless posts again.