UNITED STATES OF AMERICA
In the Matter of
NEOTERIC GROUP, INC.,
|ORDER ENTERING DEFAULT, MAKING FINDINGS, AND IMPOSING REMEDIAL SANCTION|
The Securities and Exchange Commission (Commission or SEC) issued its Order Instituting Proceedings (OIP) on September 6, 2002. I held telephonic prehearing conferences with the parties on October 15, 2002, and October 25, 2002. Based on the discussions at those conferences, the Division of Enforcement (Division) moved to amend the OIP. I granted that unopposed motion on November 4, 2002. The Amended OIP gave Respondent twenty days to file an answer. No answer has been received and the time for filing an answer has now expired. By letter dated December 3, 2002, Shawn Christopher, Esq., the attorney for Neoteric Group, Inc. (Neoteric), advised me that Neoteric was willing to accept a default. Pursuant to Rules 155(a)(2) and 220(f) of the Commission's Rules of Practice, I find Neoteric in default.
I further find that the following allegations in the Amended OIP are true:
Neoteric Group, Inc., formerly known as Voyager Group, Inc., is a Nevada corporation headquartered in Las Vegas, Nevada. Its common stock is registered with the Commission pursuant to Section 12(g) of the Securities Exchange Act of 1934 (Exchange Act). At all relevant times, Neoteric's common stock was quoted on the OTC Bulletin Board. Marlen V. Johnson (Johnson) was Neoteric's president, secretary, and a director during calendar year 2001 and part of 2002.
On August 7, 1996, the United States District Court for the Northern District of Texas entered a judgment against Johnson, permanently barring him from acting as an officer or director of any issuer that has a class of securities registered pursuant to Section 12 of the Exchange Act, or of any issuer that is required to file reports pursuant to Section 15(d) of the Exchange Act. The judgment further enjoined Johnson from committing violations of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933, Sections 10(b) and 13(a) of the Exchange Act, and Exchange Act Rules 10b-5, 10b-6, 12b-20, 13a-1, 13a-11, and 13a-13. See SEC v. Jeffrey C. Hays, Case No. 3:95-CV-0250-G (N.D. Tex.).
Between November 15, 2001, and September 6, 2002, Neoteric filed four reports with the Commission: a Form 10-KSB for the period ending July 31, 2001, and three Forms 10-QSB for the periods ending October 31, 2001, January 31, 2002, and April 30, 2002. Johnson signed each of the reports as an officer and director. These reports were materially false and misleading because they identified Johnson as the company's president, secretary, and director, but omitted to state that Johnson is the subject of a permanent officer-and-director bar.
As a result of the foregoing, Neoteric failed to comply with Sections 10(b) and 13(a) of the Exchange Act and Exchange Act Rules 10b-5, 12b-20, 13a-1, and 13a-13.
Pursuant to Section 12(j) of the Exchange Act, I conclude that it is necessary and appropriate for the protection of investors to order that the registration of the common stock of Neoteric be revoked.
Accordingly, IT IS ORDERED THAT the registration of the common stock of Neoteric Group, Inc., is revoked pursuant to Section 12(j) of the Securities Exchange Act of 1934.
James T. Kelly
Administrative Law Judge
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