Case in a nutshell - A classic case of taking advantage of founder business inexperience to acquire an unexcavated goldmine at minimum cost.
"Company" was incorporated as a Delaware C-Corporation in 2012 with three co-founders (initially owning 31%, 17% and 17% of company shares). Jeff, a successful businessman, was brought in by the founders to help set up the company (10% share). Jeff brought in Bruce to run the company (for 10% + salary). As CEO, Bruce mismanaged the company and squandered investor funds (approximately $3.7M). Sitting on the board for nearly two years, Jeff supported him solidly. The founders finally acted to remove Bruce (March 2014)through expanding the board. After making some noises and attacking the founders, Jeff voted to remove Bruce.
About two months later, Jeff left the board (spearheading an exodus of board members) and suddenly "discovered" that the company was nearly insolvent. Jeff portrayed the founders as wrong doers and championed the investors' cause to save the company (though his personal attorney).
A series of actions and maneuvers including using lawsuits, a smear campaign, intimidation techniques and frightening away two new serious investors, resulted in running the company to the ground. When the company crumbled to demands, more and more demands were made.
A handful of investors then acquired the company at an unfairly low cost with full control of the board and veto powers, complete with immunity from prosecution. Jeff and those investors rewarded themselves generously (from the common shares only) for doing so. The company was even made to agree to pay for the attorney who helped Jeff and those investors do that.
Quite a feat! Jeff did this through an attorney without directly asking for anything for himself. As a matter of fact, Jeff was a common shareholder and therefore appeared to make sacrifices! Investors should be happy. Founders are apparently almost helpless. And Jeff managed all that without investing any real money in the company.
My claims in short
During the period June- November 2014, I had 3,400,000 shares in the company which had 20,000,000 shares. The company pre-money value at $10 million was accepted by two independent investors who were willing to invest significant funds at that value (between July 2014 and January 2015). This means that my share was worth about $1.7M.
The company value was unfairly and intentionally reduced by a number of individuals to $5M for personal gain. Furthermore, my share was diluted from about 16.7% to 11.46% of a pre-money company value of $5M (=$570,000). This was further reduced later with 3,000,000 share "settlement" pool added (from the pre-money common shares. This represents a loss of more than $1.1M, not to mention the loss of considerably higher future potential.
Company is a Delaware C-Corporation and a citizen of Nebraska, USA. Plaintiff: Citizen of Iraq residing in Jordan. Defendants: Jeff, a citizen of California; Stephen and Dale, citizens of Arizona, USA. Venue - Court to submit case to? Do I need to go to the US? If so, at what stage?
I have prepared detailed 66-page narrative with 43 supporting documents. Can this be prepared in legal format, bringing out case? Can confidentiality be maintained at present?
Once venue is determined, would it be possible to find a litigation attorney on a no-win, no-fee basis, with fee as a percentage of damages awarded?