[Update 1/13/14: Mark Devlin further explains the breach of Metropolis sale agreement, and why he can’t easily get relief in Tokyo against Terrie Lloyd.]
[Update 9/22/13: Not only is the original post back, but an explanation of this summer’s disappearing thread is part of the larger story of the efforts Mark Devlin has been making to be paid on the breached installment sale agreement.]
[Update 9/14/13: Spin me around – the original post is again back up!]
[Update 8/23/13: The markdevlin.com website has since taken down the original post.]
Another post by Metropolis founder and longtime Japan-side expat Mark Devlin, today, fills in more of the details of what has gone wrong. Readers here know that I have had an observer’s interest in the small group of entrepreneurs who began in the 1990’s gold rush of foreigners to Tokyo, and many of whom had dealings with an internet bubble company, IA Global. How much of this business activity was really “there”, really business, and how much was leverage? People with real businesses were being bought out for “value” that, in the end, wasn’t value.
Mark and Mary Devlin sold Metropolis to Terrie Lloyd for about $3.5 million in 2007. It was a cash/debt deal, where there appears to be an installment sale component. The debt was that Lloyd was going to make timely payments to the Devlins. Sometime in 2010, a payment was not made. A further settlement amount, in 2012, was not paid.
It’s quite a set of events, but basically: whatever assets Metropolis K.K. had in the recent past have been transferred (without the liabilities Metropolis incurred, including judgments), under the Lloyd management to a new corporation, called Japan Partnership, K.K. Mark Devlin says that Lloyd is behind Japan Partnership, through straw men, which he also names.
Transferring assets of a debtor company is a very risky move in most jurisdictions. I can’t say about Japan’s law, which you can probably find in the 1898 Civil Code, but America has strict rules about that. In practically all jurisdictions: You can’t transfer assets to avoid a judgment creditor. Devlin summarizes the particular situation here:
So what is going on with Metropolis is that whatever hard assets it did have, have been moved to this new corporation to avoid a printing company creditor. This new corporation (Japan Partnership), in turn, has some connection to Terrie Lloyd, who did an investor presentation in December 2012, looking to find yet more people with money willing to pay in to the situation, supposedly as “investors”, but actually as individuals who will risk their own money in a hazy legal situation where one corporation may be seen as a sham company set up to avoid the judgment debts of the other.
This is quite something, because it’s exactly what you can see going on with foreigner dealings in Japan. In America, long before it got to this stage, a court would be involved. If at minimum, a court would be involved to help King Printers (the judgment creditor) to collect from the Metropolis assets, whichever corporation they were subsequently moved to.
I get the strong sense that if King Printers were a Japanese company, or if Mark Devlin were Japanese (native Japanese, not this passport-acquired version), at least one ministry of government would have swung into action. But I bet it will take years before this is all sorted out.
Either a foreigner invents a rule, or an invented rule is applied against a foreigner, and the agents of government start finding a window to look out of, and mouth some regret about why the foreigner keeps it up and won’t just go away . . .