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U.S. Securities and Exchange Commission

UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934
Release No. 49914 / June 25, 2004

ADMINISTRATIVE PROCEEDING
File No. 3-11399


In the Matter of

IDT VENTURE GROUP, INC.,

Respondent.


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ORDER MAKING FINDINGS AND REVOKING REGISTRATION OF SECURITIES PURSUANT TO SECTION 12(j) OF THE SECURITIES EXCHANGE ACT OF 1934

I.

The Securities and Exchange Commission ("Commission"), having issued on February 17, 2004, an Order Instituting Administrative Proceedings Section 12(j) of the Securities Exchange Act of 1934 ("Exchange Act") against IDT Venture Group, Inc. ("IDT Venture" or "Respondent") now deems it necessary and appropriate for the protection of investors that an Order Making Findings and Imposing Remedial Sanctions be issued against Respondent.

II.

In response to the institution of these proceedings, Respondent has submitted an Offer of Settlement (the "Offer") which the Commission has determined to accept. Solely for the purpose of these proceedings and any other proceedings brought by or on behalf of the Commission, or to which the Commission is a party, and without admitting or denying the findings herein, except as to the Commission's jurisdiction over it and the subject matter of these proceedings, Respondent consents to the entry of this Order Making Findings and Revoking Registration of Securities Pursuant to Section 12(j) of the Securities Exchange Act of 1934 ("Order"), as set forth below.

III.

On the basis of this Order and Respondent's Offer, the Commission finds that:

  1. IDT Venture, a Florida corporation based in Boca Raton, Florida, purportedly invested venture capital in other companies. The common stock of IDT Venture has been registered under Section 12(g) of the Exchange Act since July 2000; and

  2. IDT Venture has failed to comply with Section 13(a) of the Exchange Act and Rules 13a-1 and 13a-13 thereunder, in that it failed to file annual reports on Form 10-KSB for the years ending February 28, 2001, February 28, 2002, and February 28, 2003, and failed to file quarterly reports on Form 10-QSB for the fiscal quarters ending May 31, 2001, August 31, 2001, November 30, 2001, May 31, 2002, August 31, 2002, November 30, 2002, May 31, 2003, and August 31, 2003.

IV.

Section 12(j) of the Exchange Act provides as follows:

The Commission is authorized, by order, as it deems necessary or appropriate for the protection of investors to deny, to suspend the effective date of, to suspend for a period not exceeding twelve months, or to revoke the registration of a security, if the Commission finds, on the record after notice and opportunity for hearing, that the issuer of such security has failed to comply with any provision of this title or the rules and regulations thereunder. No member of a national securities exchange, broker, or dealer shall make use of the mails or any means of instrumentality of interstate commerce to effect any transaction in, or to induce the purchase or sale of, any security the registration of which has been and is suspended or revoked pursuant to the preceding sentence.

In view of the foregoing, the Commission finds that it is necessary and appropriate for the protection of investors to impose the sanction specified in Respondent's Offer.

Accordingly, it is hereby ORDERED, pursuant to Section 12(j) of the Exchange Act, that registration of each class of Respondent's securities registered pursuant to Section 12 of the Exchange Act be, and hereby is, revoked.

For the Commission, by its Secretary, pursuant to delegated authority.

Jonathan G. Katz
Secretary

 

http://www.sec.gov/litigation/admin/34-49914.htm


Modified: 06/25/2004