UNITED STATES OF AMERICA
| ORDER INSTITUTING ADMINISTRATIVE PROCEEDING PURSUANT TO SECTION 15(b)(6) OF THE SECURITIES EXCHANGE ACT OF 1934, MAKING FINDINGS, AND IMPOSING REMEDIAL SANCTIONS|
The Securities and Exchange Commission ("Commission") deems it appropriate and in the public interest that a public administrative proceeding be, and hereby is, instituted pursuant to Section 15(b)(6) of the Securities Exchange Act of 1934 ("Exchange Act") against Charles Bayne a/k/a Charles Taylor ("Respondent").
In anticipation of the institution of this proceeding, Respondent has submitted an Offer of Settlement (the "Offer") that the Commission has determined to accept. Solely for the purpose of this proceeding and any other proceeding 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 him and the subject matter of this proceeding, and the findings contained in Section III.2 below, which are admitted, Respondent consents to the entry of this Order Instituting Administrative Proceeding Pursuant To Section 15(b)(6) Of The Securities Exchange Act Of 1934, Making Findings, And Imposing Remedial Sanctions ("Order"), as set forth below.
On the basis of this Order and Respondent's Offer, the Commission finds that:
1. Respondent was the President and Chief Executive Officer of Pre-IPO Financial Group, LLC ("Pre-IPO"), a Nevada limited liability company located in Los Angeles, California, from February 2000 through March 2002, when the State of Nevada revoked Pre-IPO's status as a limited liability company. Respondent was a 50% owner of Pre-IPO. Respondent has never been registered with the Commission in any capacity. Respondent, age 47, resides in Glendale, California.
2. On September 18, 2003, a final judgment was entered against Respondent, pursuant to his consent, permanently enjoining him from future violations of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933 ("Securities Act") and Sections 10(b) and 15(a)(1) of the Exchange Act and Rule 10b-5 thereunder, in the civil action entitled Securities and Exchange Commission v. Charles Bayne a/k/a Charles Taylor and Ira Posnansky a/k/a Ira Post, Civil Action Number CV 03-3922 RGK (SHSx), in the United States District Court for the Central District of California.
3. The Commission's complaint alleges that Respondent, acting with and through Pre-IPO and its sales agents, engaged in the unregistered offer and sale of $4.6 million of the stock of two companies, IntellectExchange.com, Inc. ("Intellect Exchange") and Medical Online, Inc. ("Medical Online"). The Commission's complaint further alleges that Respondent purchased shares from Intellect Exchange and Medical Online for Pre-IPO's own account and sold those same shares to Pre-IPO's clients at a price higher than what Pre-IPO had paid for the shares, thus acting as an unlicensed broker-dealer. The Commission's complaint also alleges that Respondent made material misrepresentations to prospective investors concerning the likelihood that Intellect Exchange would be acquired or would conduct an initial public offering, and the expected value of such an acquisition or initial public offering.
In view of the foregoing, the Commission deems it appropriate and in the public interest to impose the sanctions specified in Respondent's Offer.
Accordingly, it is hereby ORDERED:
Pursuant to Section 15(b)(6) of the Exchange Act, that Respondent be, and hereby is, barred from association with any broker or dealer.
Any reapplication for association by the Respondent will be subject to the applicable laws and regulations governing the reentry process, and reentry may be conditioned upon a number of factors, including, but not limited to, the satisfaction of any or all of the following: (a) any disgorgement ordered against the Respondent, whether or not the Commission has fully or partially waived payment of such disgorgement; (b) any arbitration award related to the conduct that served as the basis for the Commission order; (c) any self-regulatory organization arbitration award to a
customer, whether or not related to the conduct that served as the basis for the Commission order; and (d) any restitution order by a self-regulatory organization, whether or not related to the conduct that served as the basis for the Commission order.For the Commission, by its Secretary, pursuant to delegated authority.
Jonathan G. Katz
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