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Cattlin et al, Page et al

SEC Obtains Judgment Against Corporate Officer Charged with Assisting Microcap Fraud Scheme

Litigation Release No. 25378 / April 29, 2022

Securities and Exchange Commission v. Cattlin et al, No. 1:21-cv-05294-ARR-JRC (E.D.N.Y, filed September 23, 2021)

Securities and Exchange Commission v. Page et al, No. 1:21-cv-05292-ARR-RLM (E.D.N.Y, filed September 23, 2021)

On April 28 and 29, 2022, the U.S. District Court for the Eastern District of New York entered final judgments against William R. Shupe, a businessman, and his entity, FJ Investments International, Inc. ("FJ Investments"), whom the SEC previously charged in two separate but related cases for their roles in a fraudulent scheme to sell unregistered securities to the public.

According to the SEC's complaints, filed on September 23, 2021, from 2016 through at least November 2019, Shupe worked with others to illegally sell the stock of several microcap companies to retail investors. Shupe served in the roles of officer and director and/or majority shareholder at three microcap companies. In these roles as company insider, Shupe allegedly helped his associates, Timothy and Trevor Page, conceal the Pages' control over the companies so the Pages could secretly fund the companies and amass and then dump large quantities of the companies' stock in violation of the securities laws. Shupe also allegedly created and used FJ Investments to help the Pages disguise and distribute the proceeds of their illegal stock sales.

Without admitting or denying the allegations in the SEC's complaint, Shupe consented to the entry of a final judgment permanently enjoining him from violating the antifraud provisions of Section 17(a) of the Securities Act of 1933, and the antifraud provisions of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. Shupe also consented to the imposition of a five-year penny stock bar, a five-year officer and director bar, and a $100,000 civil penalty, as well as surrendering shares he held in one of the microcap companies at issue. Without admitting or denying the allegations in the SEC's complaint, FJ Investments consented to the entry of a final judgment permanently enjoining it from violating the antifraud provisions of Section 17(a) of the Securities Act, and the antifraud provisions of Sections 10(b) and 13(d) of the Exchange Act and Rules 10b-5 and 13d-1 thereunder. FJ Investments also consented to pay $1,046 in disgorgement and to surrender shares it held in one of the microcap companies at issue.

The SEC staff responsible for this matter includes Nita Klunder, Kathleen Shields, Eric Forni, Trevor Donelan, and Amy Gwiazda of the SEC's Boston Regional Office.