Therapeutic Solutions International Inc (PK) (TSOI) Quote

After raising questions w/ those familiar w/ SEC & Regulatory issues Therapeutic Solutions International (TSOI) likely cannot legally or validly make the offer described in their Facebook post — and below are some reasons why not:

Revoked SOS Status = No Legal Corporate Authority
With the company’s Secretary of State registration revoked, they are not legally authorized to conduct official corporate actions like shareholder offers, restructurings, or even issuing binding communications.

Any "offers" or "deals" posted on Facebook could be legally void or voidable, especially without reinstatement.

Misleading Disclosures Risk Violating SEC Rules
Under SEC Rule 10b-5, it's illegal to make false or misleading statements of material fact related to securities.

SEC Filings Don't Make It Legal
Even though they filed an 8-K and announced intent to file Forms 25/15, those filings don’t override state law.

Actions taken while the company is not in good standing could later be invalidated or legally challenged — especially if they cause shareholder harm.

In Conclusion:
No, the company cannot make the offer legally or validly as described in the Facebook post — unless and until they are reinstated with the SOS, and all actions are backed by proper disclosures and board authority. Shareholders may have a strong basis to challenge these actions as misleading or unauthorized.

Any shareholders who have been misled — potentially fraudulently — by a publicly traded company (including OTC companies, even those with revoked SEC registration and SOS [Secretary of State] status) can still qualify as "injured parties" in many cases, and they generally retain their shares unless specifically canceled or extinguished through a legal or corporate process.

Here’s a breakdown of key points that apply:

1. Shareholder Status
Even if a company’s SEC reporting status is revoked and it loses good standing with the Secretary of State, shareholders still legally own their shares unless:

The company undergoes formal liquidation or cancellation;

The shares are explicitly canceled by court order, bankruptcy, or some merger/reorganization.

So yes, you’d likely still be considered a shareholder and thus potentially qualify as an injured party if misconduct occurred while you held those shares.

2. Injured Party Qualification
To be considered an “injured party,” you generally need to show:

You purchased or held shares based on material misrepresentations or omissions;

Those misrepresentations were fraudulent or negligent;

You suffered a financial loss as a result.

If those criteria are met, you may qualify to:

Join or initiate a class action;

File a complaint with regulators (like the SEC, FINRA, or state securities boards);

Potentially file a lawsuit for securities fraud under Rule 10b-5 or other federal/state securities laws.

What Does “Revoked” Mean for the Company?
SEC registration revoked: Means they can't legally sell securities or be quoted on many trading platforms — but it doesn’t nullify previous obligations or immunize them from liability.

SOS status revoked: Usually means failure to file corporate documents or pay fees; it doesn’t absolve fraud or nullify existing shares.

Important:
If you’re part of a class action or SEC enforcement case, holding onto your shares may be important for eligibility. However, even if you've sold, you could still qualify — especially if the fraud occurred before you sold and contributed to your loss.

You're right.

I would GUESS that most like me, who have been just trading these shares, had mostly already sold their shares after it was said, that he didn't care about the share price any longer (my take) and was going the Divi route.
I would also GUESS that others have no reason to sell at such a steep loss and risk loosing their status as a "injured party".
But, I could be wrong?

So far not huge selling at 1 or 2?

this is an attempt to bleed every last cent out of investors. CEO Tim Dixon is not only a criminal (proven) but a true POS in every sense of the word. https://stocktwits.com/TradersTrader/message/612529527

No way is this legal. Unbelievable the scam and FRAUD here. https://stocktwits.com/TradersTrader/message/612529527

Voluntary delisting, conventional reverse split, in dark at least one year, re-list via OTCQB in future.....

How about TSOI current shares and those div shares?

The CEO likes Facebook too much...

The latest TSOI corporate action attempt ( or any) is & may be legally questionable and risky.
A company can file SEC forms like an 8-K or even delist while its corporate status is “Revoked” with the Secretary of State (SOS), but doing so raises serious concerns about the company's legal standing to take such actions.

What "SOS Status Revoked" Means
When a state (like Nevada, Delaware, etc.) revokes a company’s status:

The corporation is no longer in good standing.
It loses its legal ability to operate or enforce contracts under state law.
Officers and directors may no longer have the legal authority to act on behalf of the company (depends on the state).
This means:

The company technically still exists but is considered "defunct" or "inactive" by the state.
They can’t legally take actions such as holding valid board meetings, issuing shares, entering contracts — unless and until they’re reinstated.

So How Are They Still Filing SEC Forms?
Because:

The SEC doesn’t verify SOS status before accepting filings like an 8-K, Form 25, or 15.
OTC Markets also doesn’t prevent trading due to revoked SOS status — unless it affects disclosures.
But:

Filing SEC documents or making corporate decisions while in revoked status can be challenged as invalid. If someone were to sue the company, a court might rule that:
Their board decisions were void,
Their filings were unauthorized,
Or shareholders were misled.

Red Flags in the TSOI Case
Filing an 8-K and making a delisting move while the SOS status is revoked (as it appears to be for TSOI) may not be legally valid.
Announcing "no compensation to shareholders" in this context could potentially be seen as a breach of fiduciary duty or even fraud, depending on the company's assets and motives.

What You Can Do
If you're a shareholder or just watching this closely:

Check the company's state of incorporation (likely Nevada or Delaware) and verify the current SOS status.
Download and save all public filings (especially that 8-K and PR).
File a tip with the SEC if you believe the company is misleading investors: SEC Whistleblower/Complaint Page
Consult a securities or corporate law attorney, especially if you have a significant stake.

Therapeutic Solutions International, Inc.'s (OTC: TSOI) most recent Form 8-K filing, dated April 23, 2025, announces the company's decision to voluntarily withdraw its securities from listing and registration on the OTC Markets, as well as its intent to file Form 25 and subsequently Form 15 to terminate its registration under the Securities Exchange Act of 1934.?

Key Points from the Filing
Board Approval: The withdrawal was approved by the Board of Directors with the consent of a majority of eligible voting shareholders.?

Regulatory Compliance: The company asserts that it has complied with the relevant rules and requirements under 17 CFR 240.12d2-2(c) for voluntary withdrawal.?
Next Steps:
File Form 25 (Notification of Removal from Listing and/or Registration) after a 10-day waiting period.
Subsequently, file Form 15 (Certification and Notice of Termination of Registration) to terminate its registration.?
Press Release: A press release accompanying the filing addresses shareholders regarding these actions.?

The filing does not explicitly mention compensation to shareholders or the company's current financial status.?

Legal Considerations
While the company has the right to delist voluntarily, the absence of compensation to shareholders can raise legal concerns. Shareholders may have rights under state corporate laws or federal securities laws, depending on the circumstances. If the company is solvent and shareholders are not compensated, this could potentially lead to claims of breach of fiduciary duty or other legal actions.?

Next Steps for Shareholders
Review the Press Release: Examine the attached press release (Exhibit 99.1) for more detailed information on the company's rationale and any statements made to shareholders.?
InvestorsHub
Consult Legal Counsel: Shareholders concerned about their rights should consider consulting with a securities attorney to understand their options.?
Monitor SEC Filings: Keep an eye on the company's future filings, including Form 25 and Form 15, for updates on the delisting process.

It seems, based on what TSOI did, there are going to be shareholder civil suits against TSOI. Not going to end well

The info has now been pr'ed on OTC

dont worry we are coming for that too. That is shareholder owned. Screw Timmy boy.

At least he is not delisted or void of all integrity (like TSOI and many on this board)

Just remember that over 3.5 years ago the best was yet to come for TSOI! Remember WHY Antisnakeoilsalesman never sold?

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=166451047

hahhaha no no I will get what want when Dumbass CEO Dixon is behind bars for FRAUD

Lmao!!!! No. Some of us saw right through the bs and knew this would happen.

I love being right! Glad everyone can now see what an absolute joke this was the entire time. POS failure!

At least they still have the Idaho Headquarters

Who are buying now?

They should send everyone a dividend certificate TODAY for each subsidiary. We already funded them. Second, clearly they are giving only a fraction of the subsidiaries if it ever happens.

"TSOI Strategic Restructuring Plan: Rebuilding from the Inside Out" from website.

Good grief!

TSOI is delisting.
It may reverse split and try to carry on the baloney at some point.
AND it is facing sanctions in the law suit that it brought against UM as a wannabe Plaintiff!!

What an immoral failure! What is time telling you Yoop? Can you hear anything?

Users on social media investment boards should have a trust meter. All of the bulls here would have extremely low levels on that important gauge.

They did this to themselves!

What is the next?

They diluted themselves to this outcome. Question - where are the lawsuits? Finally, I question if the subsidiaries every move forward.

Some of you got what you wanted.

Yes, 70`s and sunny

Hhmm. TSOI missed the extended OTC filings date they asked for. They now have a yield sign on the OTC.

Another week of nothing!

nice today

So you held while posting TSOI was a scam with lower lows coming for years? Got it!

Look at Nv.

File lately? The trade is blocked at 2 for longtime.

$TSOI Pink Limited Information
Delinquent SEC Reporting
https://www.otcmarkets.com/stock/TSOI/disclosure

so you sold , pumped the scam for years....got it! Good lord

haha you got cooked. Straight up EXPOSED

It is the other buy alert boy! Proof would be good. When did I decide that?
Here is an idea. The "best" regarding TSOI in my mind has nothing to do with the chart.
It has to do with the SEC or some similar organization/consequences. Capiche?

Here’s an idea? Tell us all about what part of the chart downtrend made you decide the best is yet to come? And here we are today! Want other proof? Lmao

Yeah right! Your own posts coupled with the chart strongly suggest you are lying (see below), which is not surprising. Based on what you have revealed, I don't think that baloney is even mathematical possible.

I'll make a deal with you. If you provide proof (screen shot of trade/transaction record) I will never post here again. I'll make another bet with you, that you will never provide such proof.

Last reply, to you or the other two guys. I don't have any money in this anymore, for a long time, longer than you've been around, because I sold enough when it was up, to get my initial money back. And that didn't take much of my stocks to do that. That's just simple investing did you understand that? When it went up, I sold enough to get my initial investment back. Then I held on to the rest. Maybe I should have sold it all, but that's just hindsight. Do you know what that means? My bad for replying, Now you can rant all you want, maybe someone will listen to you.

You would be an idiot if you responded to either of us? You just responded to me so......glad you own that. Does anyone think you anyone is going to be able to issue scammy buy alerts and support a scam for years (while ignoring all of the evidence that indicates as much) on a public forum without getting checked? You don't have any money in this, just shares? Really? How does that work? Does Dixon give his lackeys free shares? Time has told us that TSOI volume is drying up, it doesn't know how to do clinical trials, it lies, it has been stuck in trips for almost a year (on the low end of that range for a while) and many more unseemly things about TSOI. Time has told us a lot already. That is a fact.

I post what I believe. I don't agree with either of you two, and could care less what you two say. I'd be an idiot if I responded to either of you. Every time someone posts something that you two don't agree with, you two attack. New, trying to get their feet on the ground, Bio's are a hard way to go. I knew that when I bought in. That's why I don't whine and cry every day. Besides, I don't have any money in it, just shares. Johnny could be in this situation if he was smart enough. Time will tell, that's a fact.

Why won't you answer which time you believe Dixon was lying?

I am not motivated to post on stocks/companies that don't lie to investors and act like complete idiots. Anyone still supporting this dumpster fire, must be connected to the cult or part of it.
Anyone can go through the post histories here and decide who was worth listening to. You clearly do not know about this stock.

Here is a brief sample of your "contributions" here.

I agree. Although they get hassled so much, that could be the reason they don't. Just like anytime I post something.

438 posts, all on TSOI, is it the only stock you know about? I don't think you're someone to listen too.

TSOI should release something, not only on facebook. Really...

The best way to improve transparency for investors would be to remove TSOI entirely.

.0001 It was/is only a matter of time right Yooperman?

Who said TSOI would be gone by now (if you could read a 10Q you would know that this has been dead for a while)? I hope most knew better than to follow those "buy alerts". Why don't you field that question about which time/when Dixon was lying?

Yep. What is OTCID?

OTCID stands for Over-the-Counter Identification. It's a new market tier introduced by OTC Markets Group in July 2025 to replace the Pink Current Market. The OTCID Basic Market sets a higher standard for transparency and compliance, requiring companies to meet minimal current information disclosure and management certification. This move aims to enhance market quality by promoting issuer engagement and improving transparency for investors.

https://blog.otcmarkets.com/2024/10/14/the-evolution-of-the-otc-market-introducing-otcid/
The Evolution of the OTC Market – Introducing OTCID

There should be more volume coming back to the otc in the summer with otcid