Item 1. Legal Proceedings
Item
1. Legal Proceedings.
A
complaint against us, dated September 26, 2019, has been filed by Foley Shechter Ablovatskiy (“Foley Shechter”), our
former counsel, seeking $151,031.50 in legal fees, in addition to interest and costs of suit. The Company believes these claims
to be unfounded and is vigorously defending itself. To that end, the Company filed a motion to dismiss certain counts of the complaint,
with prejudice. That motion remains pending with the Supreme Court of the State of New York, County of New York. Upon resolution
of the motion, the Company shall file an answer, together with affirmative defenses and counterclaims. The counterclaims shall
include, without limitation, malpractice claims, arising out of Foley Shechter’s grossly negligent mishandling of certain
transactions and excessive billing related thereto. Certain amounts related to this claim are included in accounts payable and
accrued expenses in the accompanying Financial Statements.
Regal
Consulting, LLC (“Regal”) initiated litigation against the Company in Clark County District Court, Nevada. The Court
entered a default judgment against the Company on December 17, 2019. However, Regal, through counsel, has agreed to execute a
stipulation to vacate the default and proceed with litigation. Regal is demanding approximately $400,000 and 60,000 shares of
the Company’s common stock as payment for services that Regal purports to have performed. The Company intends to vigorously
defend itself against Regal’s unsubstantiated claims and no loss contingency can be estimated at this time.
In
addition to the above, from time to time, we may be involved in litigation in the ordinary course of business. Other than as set
forth above, we are not currently involved in any litigation that we believe could have a material adverse effect on our financial
condition or results of operations. Other than as set forth above, to our knowledge, there is no action, suit, proceeding, inquiry
or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to
the knowledge of our executive officers or any of our subsidiaries, threatened against or affecting our Company, our common stock,
any of our subsidiaries or any of our subsidiaries’ officers or directors in their capacities as such, in which an adverse
decision could have a material adverse effect.
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