"Freddie B." <paradoxer@[EMAIL PROTECTED]
> wrote in message
news:138d5lhln091426@[EMAIL PROTECTED]
>
> "McGyver" <Greyprof@[EMAIL PROTECTED]
> wrote in message
> news:7eghi.114$Of2.60@[EMAIL PROTECTED]
>> [NFB] <neil_delver@[EMAIL PROTECTED]
> wrote in message
>> news:138aipcr4m6vg9f@[EMAIL PROTECTED]
>>> "McGyver" <Greyprof@[EMAIL PROTECTED]
> wrote in message
>>> news:5Ebhi.33$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.
> ...
>>>> 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
>>
> Ok, but I still don't get "who" to file against per the non-existent
> company
> itself. Can you say, Me v. Companyname in a lawsuit, even if "it
doesn't
> exist" . . .
Yes. Exactly. Freddie Lastname v. Gigantor Inc.
> Precedent? Links?
That would require research, which would resemble work. But here's the
basic idea: It is not your responsibility to be concerned with the
defendant's defenses until the defendant raises them. This defendant
cannot
raise any defenses because there is no human with the legal right to file
the answer or in any other way raise any objection. Suing a
disenfranchised
cor****ation is like getting into a shouting match with a mute - you always
win. I suggest you not agonize over the philosophical idea that you can't
sue a non-existant entity and take my word for it that you can.
By the way, the disqualfied entity might have assets in its name. The
fact
that state suspended or terminated the cor****ate charter didn't change the
name on the deed to the land, the name on the bank account or the title on
the pink slip of the company truck. If you win a default judgment, take
it
to the sheriff to have the bank account or some other asset attached. The
sheriff won't be any more concerned than I am with the fact that the
cor****ate charter has been suspended or terminated.
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
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