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RELATED PARTY TRANSACTIONS
3 Months Ended
Mar. 31, 2022
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS

3. RELATED PARTY TRANSACTIONS

 

The Company has entered into agreements to indemnify its directors and executive officers, in addition to the indemnification provided for in the Company’s articles of incorporation and bylaws. These agreements, among other things, provide for indemnification of the Company’s directors and executive officers for certain expenses (including attorneys’ fees), judgments, fines and settlement amounts incurred by any such person in any action or proceeding, including any action by or in the right of the Company, arising out of such person’s services as a director or executive officer of the Company, any subsidiary of the Company or any other company or enterprise to which the person provided services at the Company’s request. The Company believes that these provisions and agreements are necessary to attract and retain qualified persons as directors and executive officers.

 

There was $75,000 and $33,750 of management fees expensed for the three months ended March 31, 2022 and March 31, 2021 to Turquino Equity LLC (“Turquino”), a former significant shareholder owned by our former Chief Executive Officer and Chief Financial Officer. Services provided were continuing the management positions of the Company.

 

There was $89,605 and $0 of management fees expensed for the three months ended March 31, 2022 and March 31, 2021 to Volt Energy B.V. a company owned by our co-CEO Andre Jurres for the management position of the Company.

 

There was $150,000 and $0 expensed for the three months ended March 31, 2022 and March 31, 2021 to First Finance Limited of which Andrew Hromyk our co-CEO is a principal.

 

On June 19, 2020, the Company entered into a Promissory Note with Judd Brammah, a director of the Company, for a principal amount up to $230,332 bearing interest with interest at 6% per annum. The entire principal and interest of the Promissory Note are due on June 19, 2021. The proceeds from the note was used to pay accrued expenses of the Company.

 

Effective July 17, 2020, Judd Brammah lent the Company $50,000 at 6% per annum payable on the due date, June 19, 2021.

 

Effective July 22, 2020, Judd Brammah lent the Company $299,900 at 6% per annum payable on the due date of June 19, 2021. The Company accrued and expensed $16,515 in interest on these notes in 2020 and no interest in 2021.

 

On January 29, 2021, Judd Brammah converted his note and interest payable totaling $596,747, together with an additional cash payment of $3,253 for a total of $600,000 into 3,000,000 shares of the Company pursuant to the Company public offering of common stock on the Form S-1 registration statement.

 

On November 8, 2021, the Company entered into a services agreement (the “Turquino Services Agreement”) with Turquino Equity LLC providing for payment of $25,000 per month for Mr. Andrew Hidalgo’s services to the Company as Senior Vice President and for Matthew Hidalgo’s services as Chief Financial Officer.

 

On November 8, 2021, we entered into a Stock Purchase Agreement (the “Purchase Agreement”) with VoltH2 Holdings AG (“VoltH2”), a Swiss corporation, and the other shareholders of VoltH2 (each, a “Seller”, and together, the “Sellers”) pursuant to which we acquired VoltH2 (the “Acquisition”). First Finance Limited Europe which is an investment firm of which co-CEO Andrew Hromyk is a principal owned 725,000 shares of VoltH2.

 

On March 21, 2022 Century Capital Management loaned the Company $60,000 at in the form of a demand note, which 18% of the note would be due at default. Andrew Hromyk co-CEO is a principal of Century Capital Management.

 

On March 25, 2022 Volt Energy BV loaned the Company $36,614 at 2% interest in the form of a demand note. Andre Jurres co-CEO is a principal of Volt Energy BV.

 

 

VISION HYDROGEN CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2022 AND 2021