Change in the Meeting: Additional Item
The following item has been added to the Thursday, March 19, 2009, Closed Meeting agenda: formal order of investigation.
At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain what, if any, matters have been added, deleted or postponed, please contact the Office of the Secretary at (202) 551-5400.
Order Approving Association of William M. Ennis With Kellport Capital Management LLC
On March 17, the Commission issued an Order approving the application of William M. Ennis for consent to associate with Kellport Capital Management LLC, a registered investment adviser. The Order is necessary because Mr. Ennis is subject to a 2007 order of the Commission barring him from association with any investment adviser, with the proviso that he may apply to become so associated after one year from the date of that order. (Rel. IA-2853)
Delinquent Filers' Stock Registrations Revoked
The registrations of the stock of Chemfix Technologies, Inc., Cincinnati Microwave, Inc., Sun Television & Appliances, Inc., and Telegroup, Inc., have been revoked. Each had repeatedly failed to file required annual and quarterly reports with the Securities and Exchange Commission. Thus, each violated a crucial provision of the federal securities laws that requires public corporations to publicly disclose current, accurate financial information so that investors may make informed decisions. The revocations were ordered in an administrative proceeding before an administrative law judge. (Rel. 34-59583; File No. 3-13385)
In the Matter of Andrew Sims, CPA
On March 17, the Commission issued an Order Instituting Administrative and Cease-and-Desist Proceedings Pursuant to Sections 4C and 21C of the Securities Exchange Act of 1934 and Rule 102(e) of the Commission's Rules of Practice, Making Findings, and Imposing Remedial Sanctions and a Cease-and-Desist Order (Order) against Andrew Sims, CPA. The Order finds that between November 2004 and June 2005, Sims engaged in employment discussions with Publicis Groupe S.A. (Publicis), his audit client, during the course of his audit work. The auditor independence rules required Sims to report these employment discussions to his audit firm and remove himself from the audit. Instead, Sims continued working on the engagement and concealed his employment discussions from his supervisors until Publicis assured him that it would offer him a job.
The Order requires Sims to cease and desist from causing any violations or future violations of Exchange Act Section 13(a) and Rule 13a-1 thereunder and Regulation S-X Rule 2-02(b)(1), and denies Sims the privilege of appearing or practicing before the Commission as an accountant, with the right to apply for reinstatement after three years. Sims consented to the issuance of the Order without admitting or denying the findings in the Order, except as to the Commission's jurisdiction over him and the subject matter of the proceedings. (Rel. 34-59584; AAE Rel. 2950; File No. 3-13410)
SEC Charges Paul M. Gozzo and PMG Capital, LLC With Fraud in the Market Manipulation of Microcap Stocks
Gozzo and PMG Capital Agree to Settle Charges
The Securities and Exchange Commission today filed a settled complaint against Paul M. Gozzo and PMG Capital, LLC of Jupiter, Florida, alleging that they violated the federal securities laws by manipulating the markets of numerous microcap stocks in 2006 and 2007. The Commission alleges that the manipulation led to artificially high prices, which allowed Gozzo and others to sell their holdings for substantial gains.
Without admitting or denying the allegations in the complaint, Gozzo and PMG Capital consented to the entry of Final Judgments prohibiting them from participating in offerings of penny stock and permanently enjoining them from violating Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5. Gozzo also agreed to pay $437,788 in disgorgement of unlawful profits and prejudgment interest. The settlement is subject to approval by the United States District Court for the Southern District of Florida.
As a result of the same conduct, Gozzo, in a separate criminal matter, was charged with one count of conspiracy to commit securities fraud and one count of securities fraud in the United States District Court for the Southern District of Florida. Gozzo's obligation to pay disgorgement in the Commission's action will be reduced by any amount of restitution ordered in this criminal proceeding.
The Commission's investigation is ongoing. The Commission appreciates the cooperation of the Fraud Section of the Department of Justice's Criminal Division and the Federal Bureau of Investigation, which conducted a separate parallel investigation. [SEC v. Paul M. Gozzo and PMG Capital, LLC, Civil Action No. 09-cv-80432-WJZ (S.D. Fla.)] (LR-20957)
INVESTMENT COMPANY ACT RELEASES
ING USA Annuity and Life Insurance Company, et al.
A notice has been issued giving interested persons until April 3, 2009, to request a hearing on an application filed by ING USA Annuity and Life Insurance Company, et al. (collectively, Applicants). Applicants seek an order pursuant to Section 6(c) the Investment Company Act to the extent necessary to permit recapture of certain bonuses applied to purchase payments made under contracts described in the Application (Contracts), in the following instances: (1) when the contract owner exercises his or her free look right; (2) in the event of the contract owner's death within 12 months of the bonus credit being applied and any bonus credit applied after the contract owner's death (unless the deceased contract owner's spouse chooses to continue the Contract); or (3) upon a surrender or withdrawal where the surrender charge is waived due to the contract owner's receipt of qualified extended medical care, or the owner is diagnosed with a qualifying terminal illness, as defined in the Contract, in which event the Life Company will recapture all bonus credits applied during the 12 months prior to receipt of such care or date of diagnosis, as applicable. Applicants request that the order extend to other variable annuity contracts that are substantially similar to the Contracts that Applicants, its affiliates, or successors in interest may issue in the future. (Rel. IC-28646 - March 13)
Proposed Rule Changes
The Fixed Income Clearing Corporation filed a proposed rule change (SR-FICC-2009-03) pursuant to Section 19(b)(1) of the Act that would impose a charge on fail-to-deliver positions involving treasury securities. Publication is expected in the Federal Register during the week of March 16. (Rel. 34-59569)
Boston Stock Exchange Clearing Corporation filed a proposed rule change (SR-BSECC-2009-02) under Section 19(b)(2) of the Securities Exchange Act of 1934, to amend BSECC's Articles of Organization and By-Laws to increase the number of authorized shares and to reflect a transfer in ownership of five percent of BSECC's shares. BSECC is also proposing to amend its Articles of Organization and By-Laws to change its name to the Nasdaq Clearing Corporation. Publication is expected in the Federal Register during the week of March 16. (Rel. 34-59571)
Immediate Effectiveness of Amendment No. 2 to the National Market System Plan for the Selection and Reservation of Securities Symbols
Amendment No. 2 to the National Market System Plan for the Selection and Reservation of Securities Symbols filed by NASDAQ OMX BX, the Chicago Stock Exchange, the Chicago Board Options Exchange, the International Securities Exchange, the Financial Industry Regulatory Authority, the National Stock Exchange, the NASDAQ Stock Market, the New York Stock Exchange, NYSE Alternext US, NYSE Arca, and the NASDAQ OMX PHLX, in order to modify certain effective dates in the Plan, has become effective pursuant to Section 11A(a)(3) of the Securities Exchange Act of 1934 and Rule 608 thereunder. Publication is expected in the Federal Register during the week of March 16. (Rel. 34-59574)
Immediate Effectiveness of Proposed Rule Changes
A proposed rule change (SR-NYSEALTR-2009-24) filed by NYSE Alternext US amending its Certificate of Formation, Amended and Restated Operating Agreement, Rules, and Company Guide to Change the Name of the Exchange to NYSE Amex LLC has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of March 16. (Rel. 34-59575)
A proposed rule change (SR-ISE-2009-07), filed by the International Securities Exchange relating to options fee changes has become effective pursuant to Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of March 16. (Rel. 34-59576)
SECURITIES ACT REGISTRATIONS
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