April 27, 2016 - WOGI Cease and Desist Letter
Baron Capital Enterprises, Inc.,
et al Matt Dwyer et al, President & CEO
6810 N. State Road 7, Coconut Creek, FL 33073
Attention: Matthew Dwyer et al, & Barron Capital Enterprises, Inc., et al, Symbol (BCAP) and its associated Companies (Bahamas Development Corporation, et al (OTC: KSTV), First Business Holdings et al.
SUBJECT: Objection to Demand for Payment Dated March 30, 2016 & Cease and Desist/Removal on all items regarding World Oil Group, Inc. (WOGI) /F/K/A/ Cyber Kiosk Solutions (CYBK) (EIN # 90-0945889) and Demand to Have Monies Obtained by Fraudulent Means Returned to World Oil Group, Inc. and its shareholders by Matt Dwyer et al by and through Baron Capital Enterprises, Inc.
Dear Matt Dwyer et al, Baron Capital Enterprise, Inc.,
You contacted my company about a debt allegedly owed from the previous owners Cyber Thingy, Inc. (80-0821574) from a consulting agreement Baron Capital Enterprises, Inc. (65-0309540) entered into on November 6
th, 2012. After doing continuous and ongoing due diligence with documentation slowly released/and/or not provide by the previous owners and/or the unofficial director/document keeper/accountant Matthew Dwyer personally and Baron Capital Enterprise, Inc. et al. We have found a host of
issues.
1. Mathew Dwyer, President & CEO Baron Capital Enterprise, Inc., (EIN # 65-0309540) acknowledges that on 09/09/2015 World Oil Group Inc. had in fact paid Baron Capital Enterprise, Inc. (EIN # 65-0309540) USD$330,000.00 dollars of a debt owed by Cyber Thingy, Inc. (EIN # 80-0821574) and not Cyber Kiosk Solutions, Inc. (EIN # 90-0945889) as the two companies are not the same, have different Federal tax ID Numbers and were never legally combined or acquired.
2. Therefore, after our due diligence and review of this alleged debt placed on Cyber Thingy, Inc. by and through an unsubstantiated “Consulting Agreement” and not “A Loan” as described in the Demand Letter dated on March 30, 2016 to Cyber Kiosk Solutions, Inc. K/N/A World Oil Group, Inc.(WOGI). WOGI has concluded after its due diligence/legal opinion and in its honest opinion, this was attempt place debt on a company to obtain money by fraud from Matthew Dwyer et al by and through Baron Capital Enterprises, Inc. to CYBK shareholders Cyber Kiosk Solutions, Inc. K/N/A World Oil Group, Inc.(WOGI) and to EPA Petroleum, Inc. WOGI’s CEO Nathan Hall
stated in a previous Press Release that he was completely new to the public markets. Mathew Dwyer, et al, knew it and took advantage WOGI’s CEO, WOGI and its shareholders.
3. Matthew Dwyer personal and professionally i.e. Baron Capital Enterprises, Inc. (EIN # 65-0309540) solicited Christopher Clarke on or about September 2012 to bring his company Cyber Thingy, Inc. (EIN # 80-0821574) into a public company with Mathew Dwyer et al by and through Baron Capital Enterprises, Inc. being the puppet master directing all actions of the deal and instructing/directing Christopher Clarke. The Affidavit dated February 11, 2014 from Christopher Clare, was a non-evidentiary directive attempt to substantiate consulting debt placed on Cyber Thingy, Inc. by Matthew Dwyer by and through Baron Capital Enterprises, Inc. over a year later from the
initial approach by Mathew Dwyer by and through Baron Capital Enterprises, Inc., with no further documentation to substantiate any debt owed to any either company or proof of any services rendered to any company.
4. Mathew Dwyer, President & CEO Baron Capital Enterprise, Inc., (EIN # 65-0309540) was an insider, master mind/puppet master, accountant and document custodian all the while, trading in the open market and manipulation the market through multiple trading accounts used by him and directed by him with others names behind the accounts on the
information he was promulgating clandestinely, overtly and covertly. (In violation of Securities Exchange Act of 1934, 17 CFR 240.10b5-1
https://en.wikipedia.org/wiki/SEC_Rule_10b5-1- Trading “on the basis of” material nonpublic information in insider trading cases. https://www.fas.org/sgp/crs/misc/RS21127.pdf)
5. Due Diligence has shown us that Cyber Thingy, Inc. (EIN # 80-0821574) by through the direction of Matthew Dwyer, President and CEO of Baron Capital Enterprises, Inc. (EIN # 65-0309540) sold the stock of Cyber Kiosk Solutions, Inc. and place the money into bank accounts of Cyber Thingy, Inc. (EIN# 80-0821574) N/K/A/ OHOF, INC. in excess of USD$900,000.00 dollars and surprisingly never paid the alleged debt from this consulting agreement to Baron Capital Enterprises, Inc. Cyber Thingy, Inc. has never disclosed these banks account during the acquisition of Cyber Kiosk Solutions, Inc. as
Cyber Kiosk Solutions, Inc. never had bank accounts in its name.
6. It is very clear this debt never belonged to Cyber Kiosk Solutions, Inc. (EIN # 90-0945889) N/K/A World Oil Group, Inc.
7. The consulting agreement was between Baron Capital Enterprise, Inc. and Cyber Thingy, Inc. (EIN# 80-0821574) not Cyber Kiosk Solutions, Inc. (EIN # 90-0945889) N/K/A World Oil Group, Inc.
8. Mathew Dwyer, et al by and thru Baron Capital Enterprise, Inc. on one hand calls the debt “Consulting Fees” on the “Consulting Agreement dated February 11, 2014” and on the other hand in the “Demand Letter” to WOGI dated March 30 2016 he calls it a “Loan”. If you note the attempt to back date the “Consulting Agreement” Mathew Dwyer, et al by and through Baron Capital can’t get the dates correct because there even different on the “Consulting Agreement” .
9. The Due Diligence leads us to believe Baron Capital Enterprises, Inc., directed by its CEO Mathew Dwyer intentionally devised a scheme to obfuscate the issues to defraud the shareholders of Cyber Kiosk Solutions, Inc. (CYBK) K.N/A World Oil Group Inc. by and through the “Consulting Agreement” for “Consulting Fees” and then on the Demand Letter dated March 30, 2016 stating the Debt was for a “Loan” placed on CYBK N/K/A
WOGI.
10. WOGI, will contact the appropriate federal authorities SEC, FINRA and FBI Economic Crime Division and turn over all information as WOGI and its entire staff was manipulated and defrauded by Mathew Dwyer et al. and by and through Baron Capital Enterprises, Inc. Additionally, in accordance with the Fair Debt Collection Practices Act I am requesting the following information:
1
a) Please send all legal documents regarding the validation/value of this debt allegedly incurred
by CYBK Cyber Kiosk Solutions, Inc. K/N/A/ World Oil Group, Inc. How do
you calculate the money you say the company owes.
b) Copies of the papers where the company agreed to pay what you say its owes.
c) The name of the original creditor.
d) Wire transfers, cancelled checks and or any legal documents other than unsubstantiated
affidavits by former person you directed to incur invalidated debt on the above stated company.
Response to Comments of Letter of Demand
a. STATEMENT: Between 3/25/2015 and 11/13/2015 Baron loaned WOGI money directly or indirectly to its vendors.
b. RESPONSE: WOGI made it very clear to Matt Dwyer that if the original agreement that was made with CYBK of having all the OTC, IR, TA fees and all associated cost were not paid, then WOGI would unwind the entire deal due to fraud. Nathan Hall and EPA Petroleum, Inc. was defrauded by the entire transaction from CYBK and its alleged debt holder Matt Dwyer by and through Baron Capital Enterprise, Inc.
c. On October 14, 2014 World Oil Group, Inc. Baron Capital Enterprise, Inc. gave consulting to World Oil Group, Inc.
d. The only consulting Baron Capital Enterprises, Inc. gave to World Oil Group, Inc. other than its obligations to complete this deal and templates was to do a reverse split and wipe out all the shareholders. WOGI’s CEO Nathan Hall refused to reverse split as Matt Dwyer wanted the share history eliminated.
Cease and Desist
1. Remove any all information regarding World Oil Group, Inc. from Baron Capital Enterprise, Inc. website. World Oil Group, Inc. has never been a client of Baron Capital Enterprises, Inc.
2. Cease contacting World Oil Group, Inc. customers, contractors, clients and investors to use insider information to manipulate WOGI’s stock, steal business away from World Oil Group, Inc. and trying to use WOGI’s proprietary information to build another competing
oil company.
a. Matt Dwyer you contacted WOGI’s exclusive contract driller Jon Malis via email on February 25, 2016 with the intent of trying to steal business from WOGI and internally manipulate WOGI’s corporate team and stock while you were trading on insider information along with your corporate cohorts. This was a project WOGI had been involved with for the past year.
From: Matt Dwyer <w2572002@gmail.com>
Sent: Thursday, February 25, 2016 6:13 PM
Subject: Deep Well
To: Jon jon@xiteenergy.com
b. Cease contacting WOGI investors and using WOGI’s proprietary information to solicit
them into other oil projects using WOGI’s proprietary information like you have with
First Business Holdings.
c. Cease contacting WOGI’s transfer agent Eric Gold at Broadridge and trying to submit documents to clear shares without authorization by using electronic signature you created with WOGI’s CEO name. “An acknowledgement of a document by saying Matt, the doc are good” is not an authorizations to use the document to clear shares”. You submitted a document(s) to clear shares to Broadridge without authorization.
d. Cease using all information related to Bahamas Development Corporation (OTC: KSTV) as this entire concept was proprietary information that was entirely created by WOGI’s CEO Nathan Hall before his trip to the Bahamas during multiple phone calls and meetings in the Bahamas with Dr. James Bennett, Bahamian leadership and John Malis of Xite Energy during the fact finding mission to build a 5k bopd oil refinery.
This concept was entirely created by WOGI’s CEO to inure to WOGI’s Shareholder benefit due to WOGI’s CEO’s experience. WOGI’s CEO Nathan Hall had expressed concerns of legal and ethical conflicts with Matt Dwyer and Dr. Bennet after the return of the fact finding/site survey mission for
the oil refinery in May 2015 in Freeport, Bahamas.
If you do not stop and immediately remove all information regarding World Oil Group, Inc. from Baron Capital Enterprises, Inc.’s. website, I will be forced to take legal action.
In conclusion, Matt Dwyer et al, by and through Baron Capital Enterprise, Inc., you have cost World Oil Group, Inc. and its shareholders millions of dollars and your fraudulent means to bilk World Oil Group, Inc., and its shareholders by and through direct and indirect means. World Oil Group, Inc. Now issues you Matt Dwyer et al by and through Baron Capital
Enterprises, Inc. a demand for its $330,000 dollars (plus the same 18% interest accruing since 9/15/2015) you have openly acknowledge and confirmed that you have been paid by defrauding World Oil Group, Inc. and its shareholders.
772.11 Civil remedy for theft or exploitation.—
(1) Any person who proves by clear and convincing evidence that he or she has been injured in any fashion by reason of any violation of ss. 812.012-812.037 or s. 825.103(1) has a cause of action for threefold the actual damages sustained and, in any such action, is entitled to minimum
damages in the amount of $200, and reasonable attorney’s fees and court costs in the trial and appellate courts. Before filing an action for damages under this section, the person claiming injury must make a written demand for $200 or the treble damage amount of the person liable for damages under this section. If the person to whom a written demand is made complies with such demand within 30 days after receipt of the demand, that person shall be given a written release from further civil liability for the specific act of theft or exploitation by the person making the written demand.
Sincerely,
Baron Capital Enterprises, Inc.,
et al Matt Dwyer et al, President & CEO
6810 N. State Road 7, Coconut Creek, FL 33073
Attention: Matthew Dwyer et al, & Barron Capital Enterprises, Inc., et al, Symbol (BCAP) and its associated Companies (Bahamas Development Corporation, et al (OTC: KSTV), First Business Holdings et al.
SUBJECT: Objection to Demand for Payment Dated March 30, 2016 & Cease and Desist/Removal on all items regarding World Oil Group, Inc. (WOGI) /F/K/A/ Cyber Kiosk Solutions (CYBK) (EIN # 90-0945889) and Demand to Have Monies Obtained by Fraudulent Means Returned to World Oil Group, Inc. and its shareholders by Matt Dwyer et al by and through Baron Capital Enterprises, Inc.
Dear Matt Dwyer et al, Baron Capital Enterprise, Inc.,
You contacted my company about a debt allegedly owed from the previous owners Cyber Thingy, Inc. (80-0821574) from a consulting agreement Baron Capital Enterprises, Inc. (65-0309540) entered into on November 6
th, 2012. After doing continuous and ongoing due diligence with documentation slowly released/and/or not provide by the previous owners and/or the unofficial director/document keeper/accountant Matthew Dwyer personally and Baron Capital Enterprise, Inc. et al. We have found a host of
issues.
1. Mathew Dwyer, President & CEO Baron Capital Enterprise, Inc., (EIN # 65-0309540) acknowledges that on 09/09/2015 World Oil Group Inc. had in fact paid Baron Capital Enterprise, Inc. (EIN # 65-0309540) USD$330,000.00 dollars of a debt owed by Cyber Thingy, Inc. (EIN # 80-0821574) and not Cyber Kiosk Solutions, Inc. (EIN # 90-0945889) as the two companies are not the same, have different Federal tax ID Numbers and were never legally combined or acquired.
2. Therefore, after our due diligence and review of this alleged debt placed on Cyber Thingy, Inc. by and through an unsubstantiated “Consulting Agreement” and not “A Loan” as described in the Demand Letter dated on March 30, 2016 to Cyber Kiosk Solutions, Inc. K/N/A World Oil Group, Inc.(WOGI). WOGI has concluded after its due diligence/legal opinion and in its honest opinion, this was attempt place debt on a company to obtain money by fraud from Matthew Dwyer et al by and through Baron Capital Enterprises, Inc. to CYBK shareholders Cyber Kiosk Solutions, Inc. K/N/A World Oil Group, Inc.(WOGI) and to EPA Petroleum, Inc. WOGI’s CEO Nathan Hall
stated in a previous Press Release that he was completely new to the public markets. Mathew Dwyer, et al, knew it and took advantage WOGI’s CEO, WOGI and its shareholders.
3. Matthew Dwyer personal and professionally i.e. Baron Capital Enterprises, Inc. (EIN # 65-0309540) solicited Christopher Clarke on or about September 2012 to bring his company Cyber Thingy, Inc. (EIN # 80-0821574) into a public company with Mathew Dwyer et al by and through Baron Capital Enterprises, Inc. being the puppet master directing all actions of the deal and instructing/directing Christopher Clarke. The Affidavit dated February 11, 2014 from Christopher Clare, was a non-evidentiary directive attempt to substantiate consulting debt placed on Cyber Thingy, Inc. by Matthew Dwyer by and through Baron Capital Enterprises, Inc. over a year later from the
initial approach by Mathew Dwyer by and through Baron Capital Enterprises, Inc., with no further documentation to substantiate any debt owed to any either company or proof of any services rendered to any company.
4. Mathew Dwyer, President & CEO Baron Capital Enterprise, Inc., (EIN # 65-0309540) was an insider, master mind/puppet master, accountant and document custodian all the while, trading in the open market and manipulation the market through multiple trading accounts used by him and directed by him with others names behind the accounts on the
information he was promulgating clandestinely, overtly and covertly. (In violation of Securities Exchange Act of 1934, 17 CFR 240.10b5-1
https://en.wikipedia.org/wiki/SEC_Rule_10b5-1- Trading “on the basis of” material nonpublic information in insider trading cases. https://www.fas.org/sgp/crs/misc/RS21127.pdf)
5. Due Diligence has shown us that Cyber Thingy, Inc. (EIN # 80-0821574) by through the direction of Matthew Dwyer, President and CEO of Baron Capital Enterprises, Inc. (EIN # 65-0309540) sold the stock of Cyber Kiosk Solutions, Inc. and place the money into bank accounts of Cyber Thingy, Inc. (EIN# 80-0821574) N/K/A/ OHOF, INC. in excess of USD$900,000.00 dollars and surprisingly never paid the alleged debt from this consulting agreement to Baron Capital Enterprises, Inc. Cyber Thingy, Inc. has never disclosed these banks account during the acquisition of Cyber Kiosk Solutions, Inc. as
Cyber Kiosk Solutions, Inc. never had bank accounts in its name.
6. It is very clear this debt never belonged to Cyber Kiosk Solutions, Inc. (EIN # 90-0945889) N/K/A World Oil Group, Inc.
7. The consulting agreement was between Baron Capital Enterprise, Inc. and Cyber Thingy, Inc. (EIN# 80-0821574) not Cyber Kiosk Solutions, Inc. (EIN # 90-0945889) N/K/A World Oil Group, Inc.
8. Mathew Dwyer, et al by and thru Baron Capital Enterprise, Inc. on one hand calls the debt “Consulting Fees” on the “Consulting Agreement dated February 11, 2014” and on the other hand in the “Demand Letter” to WOGI dated March 30 2016 he calls it a “Loan”. If you note the attempt to back date the “Consulting Agreement” Mathew Dwyer, et al by and through Baron Capital can’t get the dates correct because there even different on the “Consulting Agreement” .
9. The Due Diligence leads us to believe Baron Capital Enterprises, Inc., directed by its CEO Mathew Dwyer intentionally devised a scheme to obfuscate the issues to defraud the shareholders of Cyber Kiosk Solutions, Inc. (CYBK) K.N/A World Oil Group Inc. by and through the “Consulting Agreement” for “Consulting Fees” and then on the Demand Letter dated March 30, 2016 stating the Debt was for a “Loan” placed on CYBK N/K/A
WOGI.
10. WOGI, will contact the appropriate federal authorities SEC, FINRA and FBI Economic Crime Division and turn over all information as WOGI and its entire staff was manipulated and defrauded by Mathew Dwyer et al. and by and through Baron Capital Enterprises, Inc. Additionally, in accordance with the Fair Debt Collection Practices Act I am requesting the following information:
1
a) Please send all legal documents regarding the validation/value of this debt allegedly incurred
by CYBK Cyber Kiosk Solutions, Inc. K/N/A/ World Oil Group, Inc. How do
you calculate the money you say the company owes.
b) Copies of the papers where the company agreed to pay what you say its owes.
c) The name of the original creditor.
d) Wire transfers, cancelled checks and or any legal documents other than unsubstantiated
affidavits by former person you directed to incur invalidated debt on the above stated company.
Response to Comments of Letter of Demand
a. STATEMENT: Between 3/25/2015 and 11/13/2015 Baron loaned WOGI money directly or indirectly to its vendors.
b. RESPONSE: WOGI made it very clear to Matt Dwyer that if the original agreement that was made with CYBK of having all the OTC, IR, TA fees and all associated cost were not paid, then WOGI would unwind the entire deal due to fraud. Nathan Hall and EPA Petroleum, Inc. was defrauded by the entire transaction from CYBK and its alleged debt holder Matt Dwyer by and through Baron Capital Enterprise, Inc.
c. On October 14, 2014 World Oil Group, Inc. Baron Capital Enterprise, Inc. gave consulting to World Oil Group, Inc.
d. The only consulting Baron Capital Enterprises, Inc. gave to World Oil Group, Inc. other than its obligations to complete this deal and templates was to do a reverse split and wipe out all the shareholders. WOGI’s CEO Nathan Hall refused to reverse split as Matt Dwyer wanted the share history eliminated.
Cease and Desist
1. Remove any all information regarding World Oil Group, Inc. from Baron Capital Enterprise, Inc. website. World Oil Group, Inc. has never been a client of Baron Capital Enterprises, Inc.
2. Cease contacting World Oil Group, Inc. customers, contractors, clients and investors to use insider information to manipulate WOGI’s stock, steal business away from World Oil Group, Inc. and trying to use WOGI’s proprietary information to build another competing
oil company.
a. Matt Dwyer you contacted WOGI’s exclusive contract driller Jon Malis via email on February 25, 2016 with the intent of trying to steal business from WOGI and internally manipulate WOGI’s corporate team and stock while you were trading on insider information along with your corporate cohorts. This was a project WOGI had been involved with for the past year.
From: Matt Dwyer <w2572002@gmail.com>
Sent: Thursday, February 25, 2016 6:13 PM
Subject: Deep Well
To: Jon jon@xiteenergy.com
b. Cease contacting WOGI investors and using WOGI’s proprietary information to solicit
them into other oil projects using WOGI’s proprietary information like you have with
First Business Holdings.
c. Cease contacting WOGI’s transfer agent Eric Gold at Broadridge and trying to submit documents to clear shares without authorization by using electronic signature you created with WOGI’s CEO name. “An acknowledgement of a document by saying Matt, the doc are good” is not an authorizations to use the document to clear shares”. You submitted a document(s) to clear shares to Broadridge without authorization.
d. Cease using all information related to Bahamas Development Corporation (OTC: KSTV) as this entire concept was proprietary information that was entirely created by WOGI’s CEO Nathan Hall before his trip to the Bahamas during multiple phone calls and meetings in the Bahamas with Dr. James Bennett, Bahamian leadership and John Malis of Xite Energy during the fact finding mission to build a 5k bopd oil refinery.
This concept was entirely created by WOGI’s CEO to inure to WOGI’s Shareholder benefit due to WOGI’s CEO’s experience. WOGI’s CEO Nathan Hall had expressed concerns of legal and ethical conflicts with Matt Dwyer and Dr. Bennet after the return of the fact finding/site survey mission for
the oil refinery in May 2015 in Freeport, Bahamas.
If you do not stop and immediately remove all information regarding World Oil Group, Inc. from Baron Capital Enterprises, Inc.’s. website, I will be forced to take legal action.
In conclusion, Matt Dwyer et al, by and through Baron Capital Enterprise, Inc., you have cost World Oil Group, Inc. and its shareholders millions of dollars and your fraudulent means to bilk World Oil Group, Inc., and its shareholders by and through direct and indirect means. World Oil Group, Inc. Now issues you Matt Dwyer et al by and through Baron Capital
Enterprises, Inc. a demand for its $330,000 dollars (plus the same 18% interest accruing since 9/15/2015) you have openly acknowledge and confirmed that you have been paid by defrauding World Oil Group, Inc. and its shareholders.
772.11 Civil remedy for theft or exploitation.—
(1) Any person who proves by clear and convincing evidence that he or she has been injured in any fashion by reason of any violation of ss. 812.012-812.037 or s. 825.103(1) has a cause of action for threefold the actual damages sustained and, in any such action, is entitled to minimum
damages in the amount of $200, and reasonable attorney’s fees and court costs in the trial and appellate courts. Before filing an action for damages under this section, the person claiming injury must make a written demand for $200 or the treble damage amount of the person liable for damages under this section. If the person to whom a written demand is made complies with such demand within 30 days after receipt of the demand, that person shall be given a written release from further civil liability for the specific act of theft or exploitation by the person making the written demand.
Sincerely,
1
1
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