What changed in this filing

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Item 3. Legal Proceedings

2022-04-15 compared with 2021-04-15 · 159 added, 30 removed, 3 unchanged (98% of the section changed)

LEGAL PROCEEDINGS

On March 27, 2019, Thomas A.

Cellucci, et al.

DarkPulse, Inc.

(the “Complaint”) was filed in the United States District Court for the Southern District of New

York by certain of the Company’s former executive officers, one also being a former director, and a non-employee shareholder (collectively,

the “Plaintiffs”), against the Company, its sole officer and a director, and others, claiming that the Plaintiffs brought

the action to protect their individual rights as minority shareholders, as improperly-ousted officers (other than the non-employee shareholder),

and as an improperly-ousted director, seeking equitable relief, damages, recovery of unpaid salaries and other relief.

The Plaintiffs

filed a motion for a temporary restraining order seeking appointment of a receiver to carry out the operations of the Company, restraining

the Company’s sole officer and a director from conducting business on behalf of the Company, and other emergency relief.

Following a hearing, the court denied the Plaintiffs’

The Plaintiffs amended their complaint, and the Defendants moved to dismiss.

On February 28, 2020, the Court granted the Defendants’

Motion to Dismiss the First Amended Complaint.

The Court granted Plaintiffs leave to amend their complaint consistent with the opinion

and provided an explanation of the deficiencies that would need to be cured in the amended complaint.

After numerous extensions, the Plaintiffs

eventually filed a Second Amended Complaint.

The Defendants moved to dismiss the motion and, on January 25, 2021, the Court dismissed

It is the Company's position that the Complaint

represents a frivolous harassment lawsuit, and the Company intends to file a motion to dismiss all claims made in the Complaint and intends

to otherwise defend itself vigorously in this matter.

The Company is also exploring filing counterclaims against the Plaintiffs in the

From time to time, we may become involved in litigation

relating to claims arising out of our operations in the normal course of business.

We are not currently involved in any pending legal

proceeding or litigation and, to the best of our knowledge, no governmental authority is contemplating any proceeding to which we are

a party or to which any of our properties is subject, which would reasonably be likely to have a material adverse effect on our business,

financial condition and operating results.

MINE SAFETY DISCLOSURES

Twitter, Inc.

On January 24, 2022, the Company filed a petition

in the Supreme Court of the State of New York County of New York to compel a disclosure from Twitter, Inc.

The petition sought to compel

Twitter, Inc.

to disclose the owner and operator of the “Investor News” Twitter account (@newsfilterio) so the Company could

commence an action for damages arising from false, misleading, and untrue statements made by the Investor News.

On February 23, 2022, the Court ordered Twitter

to release information concerning the owner and operator of the Investor News account to the Company.

Company will continue to pursue and expose the identities of those individuals or groups and shall take any and all legal action to pursue

the violators .

Carebourn Capital, L.P.

DarkPulse, Inc.

As disclosed in greater detail in the Company’s

Form 10-Q, filed November 15, 2021, the Company remains in active litigation with Carebourn Capital, L.P.

(“ Carebourn ”).

The remainder of this disclosure will address all material updates since the aforementioned Form 10-Q.

On November 1, 2021, the Company filed a motion

to compel Carebourn to produce certain documents and supplement its responses to certain interrogatories.

On September 27, 2021, Carebourn filed a declaratory

judgment and a motion for declaratory judgment, dismissal of the Company’s claims, and summary judgment (the “ Dispositive

On February 15, 2022, the Court rendered its decision

on the aforesaid motions, denying the Dispositive Motion in its entirety and granting in part, and denying in part, the Company’s

motion to compel.

Pursuant to the Court’s ruling in the Company’s favor on its motion to compel, the Court has awarded the

Company attorneys’ costs and fees in connection with the successful portions of its motion to compel.

On January 19, 2022, the Company filed a motion

for enforcement of a protective order.

It is the Company’s position that Carebourn has violated a protective order that was entered

into by the parties and seeks to protect confidential information exchanged during the litigation.

The Court has not yet rendered a decision

on this motion.

On March 24, 2022, Carebourn filed a Motion to

Compel against DarkPulse, alleging that DarkPulse failed to fulfill its discovery obligations by not producing a privilege log.

contends that Carebourn’s motion is meritless and premature.

The Company remains committed to actively litigating

its claims for relief under the Exchange Act.

More Capital, LLC v.

DarkPulse, Inc.

As disclosed in greater detail in the Company’s

Form 10-Q, filed November 15, 2021, the Company remains in active litigation with More Capital, LLC (“ More ”).

The remainder

of this disclosure will address all material updates since the aforementioned Form 10-Q.

On October 27, 2021, the Company served its initial

discovery requests, consisting of interrogatories, requests for admission, and requests for production, on More.

On November 24, 2021, More served its responses

to the Company’s initial discovery requests.

After reviewing More’s responses, it is the Company’s position that More’s

responses are false, misleading, untrue, and/or evasive.

On February 28, 2022, the Company filed its motion

to compel More to produce certain documents and supplement or otherwise modify its responses to certain interrogatories and requests for

DarkPulse’s motion will be heard on April 14, 2022.

On March 9, 2022, More filed a motion for summary

judgment against the Company.

The Company’s opposition was filed on or before March 23, 2022, and More’s motion will be heard

on April 6, 2022.

The Company remains committed to actively litigating

its claims for relief under the Exchange Act.

Goodman et al.

DarkPulse, Inc.

As disclosed in greater detail in the Company’s

Form 10-Q, filed November 15, 2021, the Company remains in active litigation with Stephen Goodman (“ Goodman ”), Mark

Banash (“ Banash ”), and David Singer (“ Singer ”) (Goodman, Banash, and Singer together, the “ Series

D Plaintiffs ”).

The remainder of this disclosure will address all material updates since the aforementioned Form 10-Q.

On August 20, 2021, the Company and the Series

D Plaintiffs entered into a stipulation, pursuant to which the Company withdrew its motion to dismiss and the Company was provided with

an extended period of time to respond to the complaint.

On September 8, 2021, the Company filed its Answer

and Counterclaims, wherein the Company alleges counterclaims arising from various breaches of fiduciary duties by the Series D Plaintiffs

while they were employed as officers of the Company.

On December 9, 2021, the parties participated

in private mediation.

No understanding of settlement was reached at the conclusion thereof.

The Company remains committed to actively litigating

its claims and defenses against the Series D Plaintiffs.

DarkPulse, Inc.

FirstFire Global Opportunities

Fund, LLC, and Eli Fireman (SDNY)

On December 31, 2021, the Company commenced an

action against FirstFire Global Opportunities Fund, LLC (“ FirstFire ”), and Eli Fireman (“ Fireman ”)

(FirstFire and Fireman together, the “ FirstFire Parties ”) in the United States District Court for the Southern District

The complaint alleges that FirstFire is an unregistered dealer acting in violation of Section 15(a) of the Exchange Act of

1934 and that the Company is entitled to rescissionary relief from certain convertible promissory notes and securities purchase agreements

entered into by the Company and FirstFire pursuant to Section 29(b) of the Exchange Act.

The complaint also asserts claims against Fireman

for control person liability under Section 20(a) of the Exchange Act, unjust enrichment of FirstFire, and constructive trust against FirstFire.

On January 14, 2022, the Company moved for entry

of a temporary restraining order and award of a preliminary injunction against FirstFire to enjoin them from selling or attempting to

sell, transfer, or otherwise dispose of the 177,275,000 common shares the Company believed were in FirstFire’s possession pursuant

to the conversion of a certain note.

On January 14, 2022, the Court denied the Company’s

order to show cause seeking a temporary restraining order.

Following expedited briefing by the parties, on

January 21, 2022, the Court denied the Company’s motion for preliminary injunction.

On March 14, 2022, the FirstFire Parties filed

their letter request for a motion to dismiss the Company’s complaint.

The Company responded to the FirstFire Parties’ letter

on March 17, 2022.

As of the filing date, the Court has not yet issued a decision on the FirstFire Parties letter request to file its

motion to dismiss.

FirstFire Global Opportunities Fund, LLC v.

DarkPulse, Inc.

Chancery Court)

On December 13, 2021, FirstFire commenced an action

against the Company in the Court of Chancery of the State of Delaware.

The complaint seeks declaratory judgment of the issuance of 177,375,000

shares of Company common stock pursuant to a certain convertible promissory note.

On January 4, 2022, the Company filed a motion

to dismiss FirstFire’s complaint.

On February 11, 2022, the Company filed its opening

memorandum of law in support of its motion to dismiss.

The Company’s memorandum argues that the issuance of the certain convertible

promissory note to FirstFire was made under is void ab initio as it violates New York’s criminal usury laws, and that FirstFire

improperly amended the governing law provision of the void convertible note to evade being declared void ab initio and, instead,

continue to enforce the unlawful transaction .

On March 14, 2022, FirstFire filed a notice of

voluntary dismissal of its complaint.

As of December 31, 2021, DarkPulse views the aforesaid

FirstFire Delaware Chancery matter as fully disclosed.

DarkPulse, Inc.

EMA Financial, LLC et al

On January 4, 2022, the Company commenced an action

against EMA Financial, LLC (“ EMA ”), EMA Group, Inc.

(“ EMA Group ”), and Felicia Preston (“ Preston ”)

(EMA, EMA Group, and Preston together, the “ EMA Parties ”) in the United States District Court for the Southern District

The complaint alleges that EMA is an unregistered dealer acting in violation of Section 15(a) of the Exchange Act and that

the Company is entitled to rescissionary relief from certain convertible promissory notes and securities purchase agreements entered into

by the Company and EMA pursuant to Section 29(b) of the Exchange Act.

The complaint also asserts claims against Preston for control person

liability under Section 20(a) of the Exchange Act, unjust enrichment of EMA, EMA Group, and Preston, and constructive trust against the

On March 28, 2022, the Company filed its first

amended complaint against the EMA Parties.

The amended complaint alleges the same causes of action asserted in the initial complaint—(1)

that EMA is an unregistered dealer acting in violation of Section 15(a) of the Exchange Act and, pursuant to Section 29(b) of the Exchange

Act, the Company is entitled to rescissionary relief from certain convertible promissory notes and securities purchase agreements entered

into by the Company and EMA, (2) that Preston is liable pursuant to Section 20(a) of the Exchange Act, and (3) unjust enrichment—along

with two claims:

that the EMA Parties, first, violated and, second conspired to violate the Racketeer Influenced and Corrupt Organizations

(RICO) Act for engaging in the collection of an unlawful debt.

The Company remains committed to actively litigating

its claims for relief under the Exchange Act.

In addition to the foregoing Legal Proceedings,

the Company is also actively investigating potential legal claims, including but not limited to stock fraud, market manipulation, and/or

defamation, against certain Twitter accounts, websites, and social media channels.

The investigation is ongoing and should potential claims

be identified, the Company will evaluate commencing formal litigation proceedings.

From time to time, the Company may become involved

in litigation relating to claims arising out of its operations in the normal course of business.

To the best of the Company’s knowledge,

no governmental authority is contemplating any proceeding to which the Company is a party or to which any of the Company’s properties

are subject, which would reasonably be likely to have a material adverse effect on the Company’s business, financial condition and

operating results.

From time to time, we may become involved in

litigation relating to claims arising out of our operations in the normal course of business.

We are not currently involved in any pending

legal proceeding or litigation and, to the best of our knowledge, no governmental authority is contemplating any proceeding to which

we are a party or to which any of our properties is subject, which would reasonably be likely to have a material adverse effect on our

business, financial condition and operating results.

Not applicable.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 3. Legal Proceedings