Diamond Holdings (DIAH) Risk Analysis
Risk Overview Q2, 2021
Source: the company's latest filing for the period ended Jul 31, 2021, filed Sep 13, 2021
Risk Change Over Time
No filing history is available.
- Accounting & Financial Operations - Risk 1Our decision to exercise the option to purchase the titles to the Desgrobois properties was partially based on a non-indepednet non-independent assessment of the property to which the titles related.
In September 2019, we commissioned On-Track-Exploration to assess the Fe-Ti-V metalliferous potential of the Desgrobois and Ivry properties. At the time the assessment was made, the President of On-Track-Exploration, Mr. Yacoub Fayz, was the owner of the titles that were the subject of the assessment and that we had an option to buy and which option we subsequently exercised. While we believe that the assessment is not misleading, we recognize that it is not independent and that there is a potential conflict of interest resulting from the same person controlling the entity commissioned with the assessment and owning the titles that were the subject of the commission. If this conflict of interest affected the assessment, the properties that are the subject of the title could have less mineral deposits than we were led to believe at the time of the assessment.
Risk Highlights Q2, 2021
Risk Word Cloud
Risk Factors Full Breakdown - Total Risks 23
- Share Price & Shareholder Rights - Risk 1Our Articles of Incorporation provide indemnification for officers, directors and employees.
Our governing instruments provide that officers, directors, employees and other agents and their affiliates shall only be liable to our Company for losses, judgments, liabilities and expenses that result from the negligence, misconduct, fraud or other breach of fiduciary obligations. Thus certain alleged errors or omissions might not be actionable by us. The governing instruments also provide that,under the broadest circumstances allowed under law, we must indemnify our officers, directors, employees and other agents and their affiliates for losses, judgments, liabilities, expenses and amounts paid in settlement of any claims sustained by them in connection with our Company, including liabilities under applicable securities laws.
- Share Price & Shareholder Rights - Risk 2Any additional financing may dilute existing shareholders and decrease the market price for shares of our common stock.
If we raise additional capital, our existing shareholders may incur substantial and immediate dilution. We estimate that we will need approximately $1 million in additional funds over the next two years to complete our business plan. The most likely source of future funds available to us is through the sale of additional shares of common stock. Such sales might occur below market price and below the price of which existing shareholders purchased their shares.
- Share Price & Shareholder Rights - Risk 3Our shares of common stock are subject to the "penny stock' rules of the securities and exchange commission and the trading market in our securities will be limited, which will make transactions in our stock cumbersome and may reduce the value of an investment in our stock.
The U.S. Securities and Exchange Commission has adopted rules that regulate broker-dealer practices in connection with transactions in "penny stocks." Penny stocks generally are equity securities with a price of less than $5 (other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or system). Penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from those rules, to deliver a standardized risk disclosure document prepared by the SEC, which specifies information about penny stocks and the nature and significance of risks of the penny stock market. A broker-dealer must also provide the customer with bid and offer quotations for the penny stock, the compensation of the broker-dealer, and sales person in the transaction, and monthly account statements indicating the market value of each penny stock held in the customer's account. In addition, the penny stock rules require that, prior to a transaction in a penny stock not otherwise exempt from those rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction. These disclosure requirements may have the effect of reducing the trading activity in the secondary market for stock that becomes subject to those penny stock rules. If a trading market for our common stock develops, our common stock will probably become subject to the penny stock rules, and shareholders may have difficulty in selling their shares.
- Share Price & Shareholder Rights - Risk 4Our common stock has a limited trading history, and you might not ever be able to publicly sell our common stock.
Our common stock is quoted on the OTC-Pink Sheets under the symbol "VENV". The volume of trades reported in our common stock is highly limited, and stock quoted on the OTC Pink Sheets have a history of high volatility. Many institutional investors are prohibited from purchasing securities that are solely quoted on the OTC Pink Sheets, and many individuals are wary of doing so. If you purchase shares of our common stock, you might not ever be able to trade them in a public market or you might only be able to do so at a sales price significantly below that at which you bought them.
- Share Price & Shareholder Rights - Risk 5U.S. investors may experience difficulties in attempting to enforce judgments based upon U.S. federal securities laws against us and our non-U.S. resident director.
All of our operations are conducted outside the United States, all of our assets are located outside of the U.S. and our sole director and officer is resident outside of the United States. As a result, it may be difficult or impossible for U.S. investors to enforce judgments of U.S. courts for civil liabilities against us or against our sole director and officer. In addition, U.S. investors should not assume that courts in Canada (i) would enforce judgments of U.S. courts obtained in actions against us or our subsidiary based upon the civil liability provisions of applicable U.S. federal and state securities laws or (ii) would enforce, in original actions, liabilities against us or our subsidiary based upon these laws.
- Share Price & Shareholder Rights - Risk 6There is significant doubt regarding our ability to continue as a going concern. If we do not continue as a going concern, investors could lose their entire investment.
We might not be able to continue as a going concern, and as a result, our independent registered public accounting firm included an explanatory paragraph in its report on our financial statements as of and for the fiscal year ended October 31, 2020 with respect to this uncertainty. Accordingly, our ability to continue as a going concern will require us to seek alternative financing to fund our operations. This going concern opinion could materially limit our ability to raise additional funds through the issuance of new debt or equity securities or otherwise. Future reports on our financial statements may include an explanatory paragraph with respect to our ability to continue as a going concern.
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