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KeithPB50

09/06/23 9:28 AM

#144978 RE: HokieHead #144976

Mr. BuyHigh thinks he’s smarter than Sharps Legal Team!!!

Now that funny. 🤣🤣🤣🤣🤣

What Law School did you go to MrHighlyLow?

🤣🤣🤣
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Hi_Lo

09/06/23 9:41 AM

#144980 RE: HokieHead #144976

Let's look at all the evidence as to why there are no mergers anticipated and that GVSI hasn't even started looking for a merger candidate to go with the fact that GVSI only applied for a name/ticker change corporate actions and did NOT apply with FINRA for a reverse merger corporate action.

First - the Sharp's merger discussion tweet itself:



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



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



"$WNFT will proceed with a business plan over the next several weeks which will include an acquisition(s)." - complete 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. There is also a FINRA Notice of Deficiency that was issued to GVSI:

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





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 and it has not resolved the delinquency which it 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 (Notice of Deficiency) and the imposition of the SEC restriction on corporate actions was placed on August 16, 2019.

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.



Sixth - And now we have this from the latest quarterly report:

https://www.otcmarkets.com/otcapi/company/financial-report/378041/content



List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:

NONE



So there is no merger candidate. Something I have been saying for months. A candidate isn't even anticipated.

https://www.otcmarkets.com/otcapi/company/financial-report/378041/content



We have incurred nominal operations since custodianship and will actively search for suitable merger candidates to assist in the sustaining of operations.



"will actively search"...future tense.

It seems there's no merger candidate to speak of. The search hasn't even begun.

So it shows there doesn't seem to be a merger candidate. But then again, what serious company would merge into such a problem-plagued shell?

But the GVSI merger discussions will continue to be posted by pumpers even though the quarterly report specifically states there is no reverse merger candidate and that there is no reverse merger anticipated, plus the GVSI merger is not possible according to SEC documentation because of its FINRA Notice of Deficiency, GVSI's violation of FINRA Rule 6490 and the SEC restriction on corporate actions.
Bearish
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Hi_Lo

09/06/23 9:49 AM

#144987 RE: HokieHead #144976

And now we have this from the most recent GVSI quarterly report:

https://www.otcmarkets.com/otcapi/company/financial-report/378041/content



List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:

NONE



No merger to speak about - at all. Could GVSI's FINRA Rule 6490 violation and FINRA's Notice of Deficiency have something to do with this? Or is it the bloated AS of 7 BILLION AS and 2.4 BILLION OS that has something to do with it? Or could if be that no serious company would want to do a reverse merger with a company that is not SEC registered and reporting with six years of missing financials?



We have incurred nominal operations since custodianship and will actively search for suitable merger candidates to assist in the sustaining of operations. The Company is being funded solely by its CEO as of June 30, 2023, and has been since the custodianship was effective.



So not only is there no merger candidate, the search for one hasn't even started.

Again, I've been saying that there is no merger candidate to speak of for months, along with GVSI going sub-penny three times now and it will close sub-penny again soon.
Bearish
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Hi_Lo

09/06/23 11:21 AM

#145014 RE: HokieHead #144976

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 will give Sharp credit, though, he definitely warned people about GVSI many times:















When Sharp mentions old management, the problems they created were obviously not fixed since he had to withdraw GVSI's Form 10 registration statement (which he never refiled). These problems that old GVSI management created has led to FINRA issuing GVSI with a Notice of Deficiency and GVSI not being an SEC registered stock.

And Sharp never fixed the missing financial statements from 2008 - 2013 because he ABANDONED getting GVSI audited and SEC registered and reporting. So much so that he had to withdraw GVSI's SEC Form 10 registration two decrmbers ago and never refiled it.

SEC restrictions on corporate actions and FINRA's Notice of Deficiency means that GVSI won't be able to conduct a reverse merger, name change or symbol change among other actions.
Bearish
Bearish