Dirty, with all due respect, it's totally clear that you are not a lawyer......
But okey, good to read you here again, many thanks, only it should be better for these warnings about the possibility and succes of lawsuits if you had expressing your opinion a few weeks ago, especially if you believe now that it is too late for lawsuits. Interesting that no word of disgust from your mouth till today. I don't mean to offend anyone, but it seems everyone has just given up, even you? But okey, that is my opinion, correct me if I am wrong.
In the case of SNH, of course, it's not just about a breach of the ad hoc obligations, but also the misleading statements and other violations (mismanagement), especially throughout 2022. Where can you read that these kind of claims are time-barred? Nowhere.
The new legal entity and the (former) Board can indeed be charged with claims, this happens all the time. Directors can also be held personally liable for misrepresentation and fraud. It does not matter, whether they, or their company's, have domicilie in England or Timbuktu. Maybe they are moving to the 'Kaaimen Islands' where Hugo Nelson have several BV's....As an example, take Jooste and the seizure of his companies and assets. Fortis, another example.
Whether a claim is successful is another matter. And it takes time, years. It's difficult indeed and you need lots of Pecunia. The SdK is a total failure, a fake organisation and in my opinion in default in the SNH case, but this is another issue.
Interesting fact in the WHOA proceedings: LdP and the other Boardcriminals have tried to include an very interesting clause in the WHOA decision. The clause meant that they would be relieved of all possible liability. These sneaky basterds....However, this trick did not work. The judge in the Netherlands did not agree with this and has nicely told the Board that this is intended for another judge.
The question to you and others: why do you think the Board tried to get this release of liability upheld by the court? An answer in advance: These criminals are certainly aware of the fact that they can still expect claims. If it really is the case that claims are no longer possible because of moving the capital to England, then they wouldn't have had to hide this 'release-proposal' within the WHOA proposal, right? In addition: why do you think they are still holding back the full PWC Report?
After the formal liquidation: The 'books' and accounts must be available for inspection for a period of at least two months. After completion of the liquidation, the company's books must be kept for another seven years. In the upcoming AGM shareholders have to determine who should take care of this.
About the discharge of liability's upon liquidation: It is in a director's interest that he/she is granted discharge after the dissolution. Granting discharge means that the director is granted discharge by the company for the policy pursued.
But, please note: discharge does not work if external parties want to hold the director/Board liable. In principle, the discharge is also limited to data from the annual accounts or information that has otherwise been communicated to the general meeting of the private company. The discharge may extend to cases where the director has seriously harmed the company or even deliberately caused harm, deception and deceit are not covered by this.
As always, stay tuned and have a nice Sunday.
In the case of SNH, it is of course not only about breach of the ad hoc obligations, but also about misleading statements and other violations (mismanagement), especially in the entire year 2022.
Where does it say that claims are time-barred? Nowhere. The legal successor can indeed be burdened with claims, this happens all the time.
Directors can also be held personally liable in the event of deception and fraud. It doesn't matter whether they are in England or in Timbuktu. As an example: take Jooste and the confiscation of his businesses and assets.
Whether it is successful is another matter
The account must be available for inspection for a period of at least two months.
Keeping the books
After completion of the liquidation, the company's books must be kept for another seven years. The articles of association or the General Assembly determine who should take care of this. This is usually the liquidator.
Discharge upon liquidation
It is in a director's interest that he/she is granted discharge after the dissolution. Granting discharge means that the director is granted discharge by the company for the policy pursued.
Please note: discharge does not work if external parties want to hold the director liable. In principle, the discharge is also limited to data from the annual accounts or information that has otherwise been communicated to the general meeting of the private company. The discharge may extend to cases where the director has seriously harmed the company or even deliberately caused harm, deception and deceit are not covered by this.
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