UNITED STATES OF AMERICA
Securities Exchange Act of 1934
|In the Matter of
|ORDER INSTITUTING PUBLIC
PURSUANT TO SECTIONS 15(b) AND 19(h)
OF THE SECURITIES EXCHANGE
ACT OF 1934, MAKING FINDINGS AND
IMPOSING REMEDIAL SANCTIONS
The Securities and Exchange Commission deems it appropriate and in the public interest that administrative proceedings be instituted against William McNamara ("McNamara") ("Respondent") pursuant to Sections 15(b) and 19(h) of the Securities Exchange Act of 1934 ("Exchange Act").
In anticipation of the institution of these proceedings, Respondent has submitted an Offer of Settlement ("Offer") which the Commission has determined to accept. Solely for the purpose of these proceedings and any other proceeding brought by or on behalf of the Commission or in which the Commission is a party, and without admitting or denying any of the findings contained herein, except as to the jurisdiction of the Commission over him and over the subject matter of these proceedings, and the matters set forth in paragraph II. 1. below, and the entry of the injunction set forth in paragraph II. 4. below, which are admitted, Respondent consents to the entry by the Commission of this Order Instituting Public Administrative Proceedings Pursuant to Sections 15(b) and 19(h) of the Exchange Act, Making Findings and Imposing Remedial Sanctions ("Order").
Accordingly, IT IS HEREBY ORDERED that proceedings against Respondent be and hereby are instituted.
On the basis of this Order and the Offer, the Commission finds that:
2. On September 24, 1998, the Commission filed a complaint in the United States District Court for the Middle District of Florida, SEC v. Shane Vaessen, Veronika Vaessen, Otis Herring, Marvin Moses, Taft Womack, William McNamara, Dale Van Wyk, and Frank Gaines, Civil Action No. 98-1964-CIV-T-26F (M.D. Fla. 1998) (the "Complaint"), against, among others, Respondent. Among other things, the Complaint charged Respondent with violations of certain provisions of the antifraud, securities registration and broker-dealer registration provisions of the federal securities laws.
3. The Commission's Complaint alleged, among other things, as follows:
a. Respondent and others offered and sold $3.3 million of ICC 2000 investment contracts from at least 1994 through 1997, made misrepresentations of material fact, and failed to disclose material information concerning the use of investor funds and the risks associated with the investment.
b. Respondent was not registered with the Commission pursuant to Section 15(a) of the Exchange Act while he was offering and selling, directly and indirectly, the ICC 2000 investment contracts.
c. Respondent represented to investors that their funds were pooled in bank accounts and offered to "Major Brokerage Companies" as collateral to purchase and sell Guaranteed Insurance Contracts ("GICs").
d. Among other things, Respondent and others misrepresented to investors: i) that ICC 2000 investment contracts were secure and risk-free because investor funds were deposited and maintained in bank accounts; and ii) that ICC 2000 provided invested funds to "Major Brokerage Companies" as collateral for the purchase of GICs. In fact, investor funds were not secure and risk free because investor funds were withdrawn from the bank accounts in which they had been deposited and used to pay off earlier investors, to pay sales commissions, and to pay for personal expenditures of other individuals involved in the sale of ICC 2000 investment contracts. No investments in GICs were ever made.
e. None of the ICC 2000 investment contracts sold by Respondent were ever registered with the Commission.
4. On December 22, 1998, without admitting or denying any of the allegations contained in the Commission's Complaint, except as to jurisdiction, Respondent consented to the entry of a final judgment of permanent injunction. On January 19, 1999, the Court permanently enjoined Respondent from future violations of Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933, from Section 15(a)(1) of the Exchange Act, and from Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder.
Based on the foregoing, the Commission deems it appropriate and in the public interest to accept the Offer submitted by Respondent, and accordingly,
IT IS HEREBY ORDERED, that:
Respondent is hereby barred from association with any broker or dealer.
By the Commission.
Jonathan G. Katz
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