RE: My take on Vivacoin
Yes indeed. I've heard that VHL have hired a CFO now. It would be good if she would step out and confirm what you're telling here.
I can't comment on employees current or former, nor the circumstances of their employment nor departure. I can confirm she no longer works here.
At the end of audit, the final company books will be presented to a CPA who will certify them and compose a final report. The final report, when complete will be filed with the government and thus publicly available.
Rick @instructor2121 and Joe @anotherjoe were formally introduced by @tradeqwik as "full partners" a long time ago.
Yes they were offered a full partnership and I treated them as full partners for every conceivable purpose when it came to negotiating TQ against VHL claims. However formalizing the partnership was contingent upon completing certain tasks in a timely manner such as incorporating an entity that could legally do what TQ does once we left beta. This was not completed in time. Thus it reverted at least for liability purposes to me as a sole prop.
However it wasn't the case here. According to Joe, website tradeqwik.com is VHL's property, emails are VHL's, servers contracts are signed by VHL, this making TQ the property of VHL for any practical purposes, this making the word "partners" meaningless here.
They wanted the IP and to take over with a clean slate, all customer funds transferred to them, but leave VHL on the hook for all extent liabilities. That idea went over like a lead balloon.
See my above about untangling knots. TQ was a sole prop for legal purposes. But I also had an ownership interest (at least in theory), in VHL and VHL had an ownership interest in TQ in theory. VHL was supposed to pay TQ's operational expenses in exchange for a cut in whatever deal would be struck. Unfortunately the deal struck (between TQ as VHL's IP and Joe and Rick) was never carried through to execution. Furthermore TQ ended up paying the bills for VHL and other entities instead of the other way around. In the end, the IP of TQ (all the things Joe and Rick said they couldn't get at) was formally assigned to Galaxy Vault in order to provide an operational framework in which we could legally do trading and do things like open bank accounts.
But that was on condition that GV be repatriated 100% to VHL since GV was in fact bought with ICO funds. This is part of the agreement you cited below; Alec gives up GV and gets a cut of VHL unfortunately that part (along with many others) never completed and thus that's part of failed contract.
According to papers there's 4 members
It's a signed proof of intent to be executed upon completion of certain events, these events never transpired. Remember a contract requires three things, offer, acceptance and consideration. There are a host of other papers involved you're not seeing and they're irrelevant since the deal collapsed and even though the uploader violated their end of the NDA I'm not going to violate my end of the NDA by uploading the rest, because two wrongs don't make a right. I can talk about them a little though in order to clear the air.
Among the documents you aren't seeing are a hold harmless agreement, an agreement to transfer all books and funds from NAOME re: ICO and post ICO activity in as much as it crossed with VHL and/or TQ; a full transfer of GV to VHL and Craig stepping in as quickly as possible and staying in an executive role. At the point that this agreement is signed, we had collectively decided that VHL would be solely an IP holding company and not an operating entity. GV would be a wholly owned subsidiary with an eye of taking it public as quickly as possible with 20% reserved for Crown Holders. From there GV would pay 25% of its gross earnings to VHL, but it would operate with complete autonomy from VHL except that VHL would find people who had experience in banking to head it, hence Craig took lead on the promise of bringing investors to both GV and VHL and we would collectively work to find a board of directors to fill other C level positions.
As I mentioned earlier there was also a signed NDA and an agreement not to defame one another. But I can't comment on pending litigation, so I won't go further.
The short story is that the parties on that document never completed the consideration side, for that reason, this paper you're showing was never filed, and you can verify that with the State of Wyoming.
Last I've heard from Craig is that, after Dawn have resigned from CEO, he didn't accept the offer to take office as CEO and left.
He had accepted the CEO role and was acting in that capacity for quite some time during his tenure (otherwise how did he authorize Michael Garcia's rather sizable bonus at a time well after I had explicitly said "We are insolvent and have exactly enough to cover customer's actual assets"?). Eventually he ceased in that capacity and the job reverted to Dawn.
After Craig left, I've asked Dawn, whether she considers herself to be an acting director of VHL, meaning she'll be the one to sign the annual tax report, and whether VHL do have a CFO ?
I'm not going to deep dive into legal trivialities here, but there's an enormous difference between the structures LLC and C corp in the USA for both tax and liability purposes. Your terminology is way off because you evidently are unaware of these differences. Judging from the way you word it, the question is a legal minefield and you're asking her to step in it, I doubt Dawn felt she could answer you.
I will though. Under tax law a single member LLC is taxed as a sole prop, because the IRS does not recognize LLC as an entity type. This means all income and expenses go against/towards her personal income tax liability. She has the option of filing it as a sole prop, for last year if she chooses. However because there was a fully executed transference from a single member LLC to a multi-member LLC after the end of the fiscal year but before the close of the tax year, it could also be taxed as a partnership.
Either of these are valid options for her at this stage and only her tax adviser can advise her as to the best option for her circumstances.
Now that's taxes but for legal liability purposes, an LLC is treated as a corporation, whether it's single member or multi-member. Under Wyoming law the sole remedy available to a creditor vs a debtor LLC or it's owner(s) is a charging order. A charging order permits the creditor to collect dividends that would have otherwise gone to the beneficial owner(s) but permits nothing else. If the business is forced into bankruptcy for whatever reason then a charging order is treated as inferior to all other claims and dismissed unless no other claims exist.
So, obviously, it puts yourself in the position of an dictator here. For any practical purpose VHL is you.
Incorrect, see above. I'm just the most visible aspect at the moment. There were in fact many good faith attempts made to get other people to wear some hats. Those efforts are still ongoing.
However as long as everything relyes on you only there's no point to expect me to contribute in any way.
I can't force you to participate any more than I can force you to manage any other asset you own. You bought something, it's being delivered, what you do afterwards is entirely up to you.
I'm not here for "one man shows".
I know it seems that way, but it only shows I had a lot of work to do proportionally speaking and delegation didn't work out so well. Now I'm paying the price. But at least everyone is getting their assets back slowly but surely and the community can take it from there and that's all that matters.
Btw do I estimate correctly when I'm saying that, VHL do control about 6000 from 10500 Estates ?
No that's incorrect.
The initial minting permitted up 10,000 to enter circulation within 1 year. These were divided into buckets. 500 were reserved specifically for merit, i.e. to give to people who earned them.
Customers outside of merit control around 2,000 Estates (we're verifying the circumstances on those to ensure they were properly paid for, so that could be subject to change), the bulk of these sold either during ICO or in the lead up to it.
I had 1000, Dawn had 1000, Alec had 1000.
I and Dawn both gave away crowns periodically to people who we felt had earned them but would otherwise be outside of merit. Total on that is ~500.
The remainder we placed as unminted units for sale and they would mint on demand from TQ when TQ had a sale (remember customers were free to undersell us), but they never circulated outside of TQ.
Finally there's the matter of Crown "dust" from separate issue we encountered due to TQS and "round up effects" from the solution to that issue, this quantity is presently unknown, but I expect it to come in around another 1000 Crowns in customer accounts.
This thread has gotten extremely narrow on the screen. I'll take this opportunity to leave off explaining further details since it solves nothing, but it was nice speaking to you.
Is the audit done?
That was funny