Date: November 10, 2021
Subject: [Board_finance] DotAsia Financials up to Jun 30, 2021 – presentation slides
From: “J. Emmanuel Disini” <joel disini (dotph)>
To: grace.yau@cpa-hk.hk Cc: BFC (dotasia), Tony Hon <tony hon (Fusion CPA)>, mabella arlette <mabella.arlette@gmail.com>, Board (dotasia)
Thank you Grace,
My name is Joel Disini. I am a director of Dotasia, and represent one of DotAsia’s 24 Sponsor Members.
I would like to ask about the legal costs of $432k. How much of these are legal costs the company is bearing on behalf of Edmon Chung? And how much of this should be Account Receivables passed on to Edmon Chung?
Namesphere is a (almost wholly owned) subsidiary of DotAsia. It has no functioning board.
DotAsia and Edmon Chung, as well as Namesphere, are facing FOUR lawsuits as co-defendants: two in the High Court of HK, one in Toronto, and another in the Cayman Islands. Most of these lawsuits are for fraud and gross negligence. And in most of these lawsuits, if not all, the charges levelled are mostly against Edmon Chung acting unilaterally without the knowledge or consent of the DotAsia board.
To confirm this, I attach the Statement of Claims from Toronto, filed by Jason Chapnik of Intercap (founder of .TV), against the THREE defendants:
The charges are:
“36. The defendants decided they no longer wanted to partner with [Jason Chapnik]. Instead they wanted to run the .box GTLD on their own. They devised a plan to squeeze out the plaintiffs”.
For the record, no member of the board of DotAsia or Namesphere, prior to this lawsuit, had ever spoken or dealt with Jason Chapnik other than Edmon Chung. No board member of DotAsia or Namesphere, other than Edmon Chung could possibly be involved in any plan to squeeze out Jason Chapnik.
“37. As part of the plan, the defendants purposely delayed the corporate restructuring process in an attempt to maintain control of the .box gTLD”.
No board member of DotAsia or Namesphere, other than Edmon Chung has been involved in delaying the corporate restructuring of the .box gTLD or in any attempts to maintain control of said gTLD.
“38. The defendants scuttled a good deal with the plaintiff’s back end service provider of choice”.
No board member of DotAsia or Namesphere, other than Edmon Chung has been involved in scuttling a good deal with UniRegistry, the back-end service provider of choice of Jason Chapnik. I attach a letter from Jason Chapnik to Edmon Chung stating:
“The Uniregistry deal was ready for signature in April… You stepped in and f***ed around endlessly until it went away. That is not opinion. That is fact.”
“39. To maintain their position of control, the defendants ensured that the .box gTLD was delegated to [a wholly owned subsidiary of Dotasia] with ARI as the back end service provider”.
No board member of DotAsia or Namesphere, other than Edmon Chung has been involved in delegating the .box gTLD to NSI. Likewise, No board member of DotAsia or Namesphere, other than Edmon Chung is responsible for assigning ARI as the backend servicer provider for.BOX.
“62. Namesphere and DotAsia are vicariously liable for all of Edmon’s acts or omissions”.
Chapnik makes it clear that this is case is primarily AGAINST Edmon Chung and that DotAsia/Namesphere are only vicariously liable.
On issues pertaining to the apportionment of legal fees in all these cases to either Edmon Chung, DotAsia, and Namesphere, please direct these questions to the Board of Dotasia and the shareholders of Namesphere (in the absence of a functioning board) so as to avoid a conflict of interest in the part of Rebecca Chan and Edmon Chung, and to avoid any conflict with HKICPA rules.
Given that the DotAsia board:
1) Does not have access to the lawyers defending Edmon in these 4 cases
2) was not involved in the selection of these lawyers
3) does not have separate representation in these cases and is using Edmon’s lawyers
4) does not have access to the legal documents for each case
should this expense not be written in the books of DotAsia as a Receivable from Edmon Chung?
Many thanks,
Joel Disini
Director, DotAsia
CEO, DotPH