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Zorax

09/12/23 8:17 PM

#123832 RE: nyt #123829

About fiduciary duty. As I understand it, from being an old real estate agent, my duty extended from my client to the other agent and their client and brokers where I would uphold the rules and regs of agency and sales contracts and such therein. Fiduciary is involved in beneficiaries. A common shareholder is in street name and called a beneficiary in name only. Direct stockholders are clients and insiders of the corp itself. I believe extending inside control and beneficiaries class to street name only shareholders groups is incorrect.

https://www.law.cornell.edu/wex/fiduciary_duty

https://www.legalzoom.com/articles/understanding-fiduciary-duty

https://corporatefinanceinstitute.com/resources/wealth-management/fiduciary-duty/

Thus my opinion and contention ceo's and by extension directors/insiders and people with actual votes have no duty to street name shareholders, not even to make public announcements. Remember, I am only talking about otcm corps not on any exchanges and the SEC as far as I know does not require anything from the companies pertaining to common street name shareholders.

Here is support for my no divvy comments. Plus some clarification of 'beneficial'.


13
PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Market
Our common stock is quoted on the OTCQB with the OTC Markets Group, Inc. under the symbol “VPLM”. The OTCQB is an inter-
dealer quotation and trading system where market makers apply to quote securities. Accordingly, the OTCQB is not considered a market,
and there is, therefore, no public market for our Common Stock.
Holders
We had approximately 481 holders of record of our common stock as of September 30, 2022 according to the books of our transfer
agent. The number of our stockholders of record excludes any estimate by us of the number of beneficial owners of shares held in street
name, the accuracy of which cannot be guaranteed.
CLEARLY TWO DIFFERENT THINGS AND OTCM AND SHELL COMPANIES CONSTANTLY PURPOSELY CONFUSE THIS FOR STOCK SELLING MANIPULATION.
Dividends
We have not declared a dividend on our common stock, and we do not anticipate the payment of dividends in the near future as we
intend to reinvest our profits to grow our business. There are no restrictions in our articles of incorporation or bylaws that restrict us
from declaring dividends. The Nevada Revised Statutes, however, prohibit us from declaring dividends where, after giving effect to the
distribution of the dividend:
• we would not be able to pay our debts as they become due in the usual course of business; or
• our total assets would be less than the sum of our total liabilities, plus the amount that would be needed to satisfy the rights of
shareholders who have preferential rights superior to those receiving the distribution

From https://www.otcmarkets.com/otcapi/company/financial-report/379380/content

Here is some early shenanigans which started this crap out. Not illegal, but not great ethics either.
Basically, this ceo created a new company then sold himself into that new company and paid himself for his 'patents'. Sounds okey dokey to me. lol.


VOIP-PAL.COM INC.
Notes to the Interim Consolidated Financial Statements
(Unaudited – prepared by management)
(Expressed in United States Dollars)
June 30, 2023
NOTE 1. NATURE AND CONTINUANCE OF OPERATIONS
VOIP-PAL.com, Inc. (the “Company”) was incorporated in the state of Nevada in September 1997 as All American Casting International, Inc. The Company’s
registered office is located at 7215 Bosque Blvd, Suite 102, Waco, Texas in the United States of America.
Since March 2004, the Company has developed technology and patents related to Voice-over-Internet Protocol (VoIP) processes. All business activities prior to
March 2004 have been abandoned and written off to deficit. The Company operates in one reportable segment being the acquisition and development of VoIP-
related intellectual property including patents and technology. All intangible assets are located in the United States of America
In December 2013, the Company completed the acquisition of Digifonica (International) Limited, a private company controlled by the CEO of the Company,
whose assets included several patents and technology developed for the VoIP market.

https://www.otcmarkets.com/otcapi/company/financial-report/356069/content