"Neil Bates" <neil_delver@[EMAIL PROTECTED]
> wrote in message
news:138aipcr4m6vg9f@[EMAIL PROTECTED]
> "McGyver" <Greyprof@[EMAIL PROTECTED]
> wrote in message
> news:5Ebhi.33$fw2.25@[EMAIL PROTECTED]
>> "Freddie B." <paradoxer@[EMAIL PROTECTED]
> wrote in message
>> news:138a6ohrm0qnqce@[EMAIL PROTECTED]
>>> I bought a few thousand shares from a company here in VA in 2004. The
>>> company was administratively terminated in April '04, and hence "It
does
>>> not exist." (I am a bit naive, and didn't check the SSC web site until
>>> recently.) Well, their CEO already borrowed money from me under their
>>> name on a contract after that termination, and went around
representing
>>> it as a cor****ation, etc. - and still does! I just got an investor
>>> update type letter, offering if I want to convert what they owe me
into
>>> shares! Well, they say they are trying to get reinstated in a few
weeks
>>> (do they have to pay all the back years of fees?) but, the nerve! I
>>> already know it is a Class I Misdemeanor in VA to act as if a
>>> cor****ation
>>> if not one, but: what additional laws are involved here? Most
im****tant,
>>> they still owe me lots of overdue money (from loans, additional to
their
>>> "shares" I still hold), so what extra legal punch can I get from this
>>> status issue if I sue the officer/s? (Note I didn't say "sue the
>>> company", since it doesn't exist! I have to sue some kind of legal
>>> person, right?)
>>
>> First, sue the company for payment of all debts. It is backwards to
say
>> you can't sue the company because it doesn't exist. The right way to
>> look
>> at the situation is that the company cannot defend itself from your
>> lawsuit. Nobody is authorized to act on behalf of the company, so
nobody
>> is authorized to hire an attorney to represent the company, and nobody
is
>> authorized to enter any answer to your complaint. So if you raise all
of
>> the proper objections at the right time you will win a default
judgment.
>>
>> Second, and after: (a) you have the default judgment on the company,
(b)
>> the company's period for appeal has passed, (c) in a separate lawsuit,
go
>> after the officers, directors and shareholders of the company. They
can
>> be held responsible for all debts of the cor****ation because they don't
>> have a valid cor****ate veil to protect them.
>>
>> Third, sue the person who obtained money from you after the cor****ation
>> had been administratively terminated. The lawsuit is for fraud among
>> other things. The fraud is in representing to you that there was a
>> cor****ation in existence that had the right to sell shares and/or incur
>> debt.
>>
>> Use an attorney for all of the above, because there are subtleties in
the
>> procedures and the timing of the three lawsuits. The fraud cause of
>> action has the potential for punitive damages, so there is a potential
>> for
>> recovery of enough money to cover your legal fees.
>>
>> This answer must not be relied on as legal advice for the reasons
posted
>> here: http://mcgyverdisclaimer.blogspot.com
. And I am not your
>> attorney.
>>
>> McGyver
>>
> McGyver, thanks!
> You are as cool as the TV character of almost the same name ...
You are right, of course. I am exceedingly cool.
> BTW they are trying to re-form, but if I file the first suit right away,
> aren't they still liable for what they already did before, even if they
> "get
> back inside" the renewed cor****ation?
If the company gets reinstated then they are free to answer your
complaint.
But then you win in the regular way, at trial, and not by default. The
officer who defrauded you is still liabile for fraud even if the company
gets reinstated. But the problem will be that the officer will claim he
told you that the company was tem****arilly out of status but that plans
were
in place to obtain reinstatment and that you agreed to go ahead with the
deal anyway.
This answer must not be relied on as legal advice for the reasons posted
>> here: http://mcgyverdisclaimer.blogspot.com
. And I am not your
>> attorney.
>>
>> McGyver
|
