The contract never said anything about preferential shares.
Using BMF assets to pay off a separate company debt is a scam.
I didn't mean to imply in any way that usagi's actions are legitimate - I'm sure he'll now spend 20 pages telling us why they are - just that people have little recourse against him unless they're prepared to send good money after bad and try to enforce a contract which is likely legally flawed in the first place.
To my knowledge, there aren't any actual companies involved in this at all - usagi has essentially been operating all these schemes as a sole trader.