In this post, I am going to discuss the recent Fictitious Business Filing that occurred this past December (2020) and what the likely significance of this means with regards to grantLOVE's business operations up until that point and going forward. In order to do this, I need to first explain the type of charitable business structure she has chosen for grantLOVE Project - Limited Liability Company - and what rules this structure must follow when established as a charitable entity in the State of California.
Legal Charitable Forms in the State of California
There are various legal forms of charitable organizations in the State of California that are required to register with the California Attorney General's Registry of Charitable Trusts. These are:
- Public Benefit Corporations (this is the most common one)
- Mutual Benefit Corporations
- Trusts
- Charitable Trustees
- Unincorporated Associations
- Limited Liability Companies
- Social Purpose Corporations
- Benefit Corporations (not to be confused with Public Benefit Corporations listed earlier)
I
am not going to cover every one of these as they are not all pertinent
to grantLOVE Project. My main focus will be on charitable Limited
Liability Companies (LLC) since this is what grantLOVE Project is
operating under, according to the Fictitious Business Name Filing from
December 16, 2020.
Alexandra Grant LLC = grantLOVE Project
The first thing that stands out to me is the date she says she started to transact business as grantLOVE Project. The Alexandra Grant LLC registration date is December 3, 2012. In
her Fictitious Business Name filing, she states, under oath, that
Alexandra Grant LLC started doing business as grantLOVE Project in
January 2013.
Based
on this, you can assume that she registered Alexandra Grant LLC in
December 2012 and then started to do business as grantLOVE project one
month later, January 2013.
Except
that, we also know that her LOVE trademark is the brand/symbol for
grantLOVE Project. According to her trademark registration, the first
use of the mark in commerce was December 8, 2012.
If this is true, then she filed Alexandra Grant LLC and 5 days later, started to use it for grantLOVE Project commercial purposes. Given this date, she started to transact business as grantLOVE Project almost immediately after filing Alexandra Grant LLC, not a month later.
So,
either she lied when she filled out her fictitious business name filing
by stating she started to do business as grantLOVE and/or grantLOVE
Project in January 2013; or she lied when she stated that she first used
the trademark in commerce on December 8, 2012.
I really don’t understand the purpose in being deceptive here, but there’s no denying there's a discrepancy, on official documents. They can’t both be true.
The second thing that stands out to me is the name of her LLC. Why would she create the LLC in her own name?
Based
on the fact that she immediately started to use it for grantLOVE
Project, you would think she would have named the LLC after grantLOVE,
wouldn't you? If this had been her intention all along, then grantLOVE LLC would have made more sense.
Unless,
her intention was to use it for both grantLOVE Project and for her
personal art business (separate from grantLOVE Project)?
I have a
strong suspicion that this is the case, that she has been using Alexandra Grant LLC for both her
personal business as an artist (for-profit) and grantLOVE business
(charity). I suspect this was her intent from the start and that’s why
she set up the LLC with her name. This way she could use it for both.
There
is one big problem with this. In California, LLCs that
hold charitable assets are
NOT ALLOWED to function as for-profit entities.
This is from the Attorney General's Guide to Charities under "Legal Forms of Charitable Organizations"...
The
way I interpret this is that there are only 2 legal forms of for-profit
entities with charitable causes allowed in the state of California (also
referred to as Hybrid Corporations):
- Social Purpose Corporations and
- Benefit Corporations.
That's how I interpret the "additionally, there are two for-profit corporate forms in California..."(see red arrow).
They are not saying there are two ADDITIONAL for-profit charitable corporate forms.
They are saying these are THE ONLY TWO for-profit charitable corporate forms.
Because her charitable entity is under an LLC, she cannot legally have a for-profit aspect to her enterprise.
In
other words, if she wanted to have a for-profit business and a
charitable business, then she would have needed 2 separate LLCs to do this. One
for grantLOVE Project and one in another name for any for-profit
business she wants to do. To the best of my understanding, she cannot do
both with one entity when that entity is an LLC - not in California.
As
soon as she came into possession of charitable funds or assets, she
would have had to cease all for-profit aspects of her business with
the use of Alexandra Grant, LLC.
Although
there is a hybrid form of LLC, called a Low Profit Charitable LLC
(L3C), which permits an entity to have both a charitable purpose and
make minimal profit that the owners can share (very much like the Hybrid
Corporations mentioned earlier) these are not legal in the state of
California.
https://sdcorporatelaw.com/business-entity/hybrid-corporation/
To
sum up, if I am interpreting all of this correctly, it would mean that
she is not allowed to use Alexandra Grant LLC as a for-profit entity if
she using it for charitable purposes (grantLOVE Project). Which would
mean that grantLOVE Project cannot legally function as a hybrid entity.
The entity must be one or the other, for-profit or charitable. It cannot
be both.
I
have highlighted numerous instances throughout the grantLOVE website
where there are very strong indication that the items for sale are not
benefiting charity in any way (See The Web of Lies Continues...). If this is actually the case, then this would imply that she is personally benefiting from the profits, activities or resources of the charitable entity. This would be a breach of the Charitable Trust Doctrine and her Duty of Loyalty as the manager of the charitable entity. (See post The Charitable Trust Doctrine)
Despite
having stated on the grantLOVE website and in PR articles that the sale
of any item bearing the LOVE symbol/trademark will benefit artists
projects, arts non-profits and/or art education, that does not appear to
be the case currently. There are still items listed on the grantLOVE
website with no mention of any portion going to charity.
But even if that were the case, even if every item on the grantLOVE website benefited charity in some way,
she would still not be allowed to use Alexandra Grant, LLC for any
other for-profit enterprise; like her business as an artist (separate
from grantLOVE Project), the sale of her Antigone 3000 collages, or to
pay employees that do work for her personal business, because she is using it for grantLOVE Project. Unfortunately, I strongly suspect she has been doing this though… from the very beginning.
Why do I feel so strongly about this, especially now? Because of the Fictitious Business Filing.
Why did she file this now?
She’s
been operating grantLOVE under Alexandra Grant LLC for 8 years now and
she never bothered to do this until now. It’s a bit strange don’t you
think? Something must have triggered this and I suspect it has something to do with the financials. Why?
Because charitable funds must be kept separate from any other funds.
In order to do this, you need to open a bank account in the charity's name.
If you need to set up a business account in a name that is different
than what you've registered it as with the state, you would need some
sort of legal document that proves that this is a legitimate business name. That is where the Fictitious Business Name filing comes in (also known as a DBA = Doing Business As).
https://www.fundera.com/blog/what-do-i-need-to-open-a-business-bank-account
I
believe that, sometime this past December, grantLOVE Project transferred
all of its funds from an Alexandra Grant LLC bank account to a brand
new grantLOVE bank account. That is my suspicion.
Further indication that this is the case can be found when you look at this blog https://grantvsparker-restrainingorder.blogspot.com/. More specifically, when you look at their latest post https://grantvsparker-restrainingorder.blogspot.com/2021/03/post-19-dangerous-precedent.html .
The blog is about a recent restraining order filed by Alexandra Grant
against Ms. Cathryn Parker. The hearing took place last November 2020. What is
interesting is that Ms. Parker clearly took offense to Ms. Grant's
lawyer calling grantLOVE a charitable organization and uttered these words in court...
So,
clearly, this is the event that prompted Alexandra Grant into filing
the Fictitious Business Name with the state. She filed it very shortly
afterwards. My guess is, those words uttered by Ms. Parker during the
hearing hit far too close to home, which likely forced Alexandra Grant
to attempt to rectify her financial snafu regarding grantLOVE's
charitable funds.
Unfortunately
for her, even if the accounting has been corrected from December 2020
onward, it would not correct whatever transgressions may have been made
in the past.
If grantLOVE were ever to be investigated, ALL of the
financial records going back 10 years would be looked at (that's the statue of limitations).
If breaches of trust exist, they would to be found, and she would be
liable for all of them. If any grantLOVE funds were ever deposited into
an account that was not solely for the use of grantLOVE Project, this
would be discovered and this would be deemed as embezzling.
I hope for her sake that this is not the case... but I am not too optimistic about that at this point.
There is actually another way she could have easily rectified the banking situation years ago. She could have filed for a name change for her LLC and renamed it grantLOVE LLC. This would not have been a new notion to her since her mother did the very same thing with her LLC several years ago. She changed it from Orange Grove Investments LLC to Marcia Grant LLC.
I have no doubt that Alexandra Grant is familiar with this option. She could have chosen to change the name to grantLOVE LLC years ago. It would have solved many issues regarding her entity. It would have offered transparency to the public regarding her grantLOVE Project, which is ALWAYS seen as a positive thing when a business is charitable. It instills confidence in the consumer and they are more supportive to the endeavor. It would also have resolved any issues with setting up a proper bank account in grantLOVE's name. All in all, it would simply make far more business sense for her LLC to have been set up as grantLOVE from the very beginning.
In my opinion, the fact that she never considered/chose this option for her LLC is a strong indication that she is in fact using Alexandra Grant LLC for other business (separate from grantLOVE Project). Because, if she is using it for personal business, then she would definitely want the LLC to remain with her name. To me, this is further proof that the fictitious business name filing was done for the sole purpose of correcting the bank account situation. She would absolutely need this in order to get an appropriate account for grantLOVE.
In Summary:
I am going to be upfront here, most of what I've written here in regards to the implications of the DBA and the use of her LLC for both charitable and for-profit business is deductive reasoning. They are my suspicions based on the facts at hand.
I don't have proof of what she's doing financially with regards to the banking.
I don't have proof that she is using the LLC for personal business.
I don't have access to her records, obviously.
But, here is what I do know and can prove for certain:
1- She would not have been able to open a bank account in grantLOVE's name until very recently because she had no official document proving that grantLOVE is a registered business (and it is a registered business even if it's not a registered charitable business).
This implies that all the charitable funds were going into an account using Alexandra Grant's name. It would be entirely inappropriate to have grantLOVE funds going into an account that is named after her. Even if it were for the sole use of grantLOVE Project, it would look like she is misappropriating those funds for potential personal use. It looks like embezzling. Any way you look at this, the perception is not favorable. I have no doubt the appropriate authorities would agree.
2- The fact that "the lack of a Fictitious Business Filing" and "that grantLOVE funds were going into a personal account" were both mentioned at the Restraining Order hearing is undeniable. And the fact that she filed the Fictitious Business Name one month later is also undeniable.
The connection between these events cannot be discounted. I do not believe it is a coincidence.
3- People
have been calling her out on social media for close to 2 years now.
They have been calling her out on the lack of transparency with regards
to grantLOVE Project as well as its lack of registration as a business (whether charitable or not). You could not find ANY registration for grantLOVE or grantLOVE Project until the December filing of the Fictitious Business Name.
She could have easily remedied this situation by simply changing the name of Alexandra Grant LLC to grantLOVE LLC, but chose not to. To me, this is further indication that she is still trying to obscure the truth about this "philanthropic enterprise". Changing the name of the LLC would have given some of this transparency to the public. But this is not the solution she sought. Firstly, I believe the last thing she wants is transparency. And I think this is part of why she chose the Fictitious Business Filing as a solution. Secondly, she likes having things in her name. I've mentioned this before but, she treats grantLOVE Project like it's an extension of herself and not like its own entity. I believe that, in her mind, grantLOVE is her and therefore it should be in her name.
4- Technically, you are supposed to file a Fictitious Business Name within 40 days of starting the business in that name.
She waited 8 years to do this. I believe she only did this now because it was mentioned in court, which means it is now mentioned in a legal document - the transcripts - which anyone can purchase and verify. I believe she was doing the minimum required based on this alone. The fact that she waited until she had no choice but to file this is just a further indication of her propensity for deceit. I don't believe anything else has changed with regards to how grantLOVE is now operating.
5- Having both a non-profit and for-profit aspect to an LLC is illegal in the State of California.
Since the Fictitious Business Filing confirms that Alexandra Grant LLC is grantLOVE Project, she therefore cannot have ANY for-profit business with the use of Alexandra Grant LLC. There have been multiple indications on her website that this is happening. All of these have not been rectified. Therefore, I feel certain that she is still operating like a for-profit entity while still advertising as a non-profit.
I don't believe she has any intentions of registering her "charity" with the Attorney General or she would have done it by now. Obfuscating the truth is her primary MO and she is willing to go to extreme lengths to accomplish this. Don't believe me? Then you really should read this blog...
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