After Verox Group ceased doing business, Verox Technologies continued to operate under the direction of Verox Group’s Managing Members, with Verox Group’s EPA registrations, and all of Verox Group’s assets. Verox Technologies also hired two of Verox Group’s independent sales representatives and conducted business with some of Verox Group’s former customers. While Verox Technologies was registered in Nevada and Verox Group in Delaware, both have their principal places of business in New Hampshire and that they occupy the same physical location. Verox Group is now a shell company with no cash or other assets and that there was, essentially, a de facto merger between Verox Group and Verox Technologies.
Verox Group transferred all of its assets to Verox Technologies sometime after June 21, 2007, that the Managing Members devised a scheme where they created Verox Technologies to avoid the debts and obligations which Verox Group owed to Plaintiff, and that the transfer was made by Verox Group and received by Verox Technologies with actual intent to hinder, delay and/or defraud Plaintiff as a shareholder and creditor.
Id. at 6.
© 2009 Nissenbaum Law Group, LLC