Replies to post #12994 on BlackStar Enterprise Group Inc (BEGI)

[Bubae]

The next court date is the 22nd and the change of venue was settled at the district level and was denied. The issue Blackstar had before the Nevada Supreme Court was Blackstar's motion for a stay on the preliminary injunction which was denied. Then the Supreme Court referred the issue to settlement and that also failed on April 9th. According to the district court docket an bench trial is scheduled for January 2025.

GS Capital received their shares covering the principle balance of a $33,682 principle outstanding. That doesn't sound like much money but GS Capital locked in a conversion price 0f $0.00012 with their November 2nd request based on the conversion language in the note. Next we are looking at legal fees, interest, costs on this note that matured in October 2022. The note is surely in default now and should be subject to the default penalties and interest. Depending on if GS Capital is honoring the rule 144 holding period those tranches of shares issued should begin to become vested at the end of June. If they aren't honoring the holding period they risk the wrath of the SEC who has been coming down on the toxic dumps as lenders failing to register as dealers.

I would appear that Blackstar may have had a case for change of venue to New York based on the language in the securities purchase agreement but the district court didn't agree. Blackstar in incorporated in Delaware and the conduct business in Colorado. GS Capital actually has offices in New York. If you want to pay fifty cents a page you can request the case information at the site linked below. Just wasn't worth it to me. Blackstar has much bigger problems with debt so why the courted trouble with this relatively small note made little sense.

Update to November 6, 2023 Nevada Lawsuit
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001483646/000106594924000003/blackstar8kjan232024.htm

All of the litigation has occurred in the context of a preliminary injunction. BlackStar only recently responded to the complaint, seeking to vacate the existing orders and move the case to New York because of a forum-selection clause in the parties’ securities purchase agreement. That issue will be addressed at a hearing on February 8, 2024.

The Company sought reconsideration and a stay of the Court’s order requiring a mandatory injunction converting the Company’s shares. The Court denied the Motion to Reconsider but stayed the order of a mandatory injunction pending appeal for 30 days as of January 11, 2024.

SECURITIES PURCHASE AGREEMENT
https://www.sec.gov/Archives/edgar/data/1483646/000106594921000193/ex10_5.htm

5. Governing Law; Miscellaneous.

a. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New York without regard to principles of conflicts of laws. Any action brought by either party against the other concerning the transactions contemplated by this Agreement shall be brought only in the state courts of New York or in the federal courts located in the state and county of New York. The parties to this Agreement hereby irrevocably waive any objection to jurisdiction and venue of any action instituted hereunder and shall not assert any defense based on lack of jurisdiction or venue or based upon forum non conveniens. The Company and Buyer waive trial by jury. The prevailing party shall be entitled to recover from the other party its reasonable attorney's fees and costs.

Forum non conveniens refers to a court's discretionary power to decline to exercise its jurisdiction where another court, or forum, may more conveniently hear a case.

case number is A-23-881099-B, plug it into the court search query link below.

https://www.clarkcountycourts.us/Portal/