SEC Proposes Amendments to Implement JOBS Act Mandate for Exchange Act Registration Requirements
As mandated by the Jumpstart Our Business Startups Act (JOBS Act), the Securities and Exchange Commission has approved the issuance of proposed amendments to revise the rules related to the thresholds for registration, termination of registration, and suspension of reporting under Section 12(g) of the Exchange Act.
The Commission voted yesterday on a proposal that would implement the mandate of the JOBS Act by:
Amending Exchange Act Rules 12g-1 through 4 and 12h-3 which govern the procedures relating to registration, termination of registration under Section 12(g), and suspension of reporting obligations under Section 15(d) to reflect the new thresholds established by the JOBS Act
Revising the rules so that savings and loan holding companies are treated in a similar manner to banks and bank holding companies for the purposes of registration, termination of registration, or suspension of their Exchange Act reporting obligations
Applying the definition of “accredited investor” in Securities Act Rule 501(a) to...
SEC Charges Staten Island-Based Firm With Operating Boiler Room Scheme Targeting Seniors
The Securities and Exchange Commission today charged a Staten Island, N.Y.-based firm, its former president, and two sales representatives involved in a fraudulent boiler room scheme targeting seniors to invest in speculative start-up companies.
The SEC alleges that Dwayne Malloy, Chris Damon, and Theirry Ruffin treated vulnerable older investors as their personal ATM machines. They cold-called names from a list they maintained at Premier Links Inc. and used high-pressure sales tactics to convince seniors to invest in companies purportedly on the brink of conducting initial public offerings (IPOs). They never disclosed to the investors that only a small fraction of the money would be transmitted to the promoted companies, and Premier Links diverted investor funds to other entities controlled by the sales representatives or other associates.
According to the SEC’s complaint filed in U.S. District Court for the Eastern District of New York, Premier Links has never been registered with the SEC...
SEC Names Deputy Directors in the Division of Trading and Markets
The Securities and Exchange Commission today announced that Gary Barnett and Gary Goldsholle have been named as deputy directors in the Division of Trading and Markets.
“I am pleased to announce these additions to our staff,” said Stephen Luparello, Director of the Division of Trading and Markets. “Each brings a wealth of experience that will help us execute our broad and important policy agenda.”
Mr. Barnett and Mr. Goldsholle succeed former deputy directors James Burns and John Ramsay who left the agency earlier this year. Mr. Barnett will have responsibility for the Office of Broker-Dealer Finances and the Office of Derivatives Policy and Trading Practices. Mr. Goldsholle will oversee the offices of the Chief Counsel, Clearance and Settlement, and Market Supervision. The Office of Analytics and Research, headed by Gregg Berman, will report to the Director.
“I am delighted to be joining the SEC and to work with its talented staff on behalf...
SEC Charges Avon With FCPA Violations
The Securities and Exchange Commission today charged global beauty products company Avon Products Inc. with violating the Foreign Corrupt Practices Act (FCPA) by failing to put controls in place to detect and prevent payments and gifts to Chinese government officials from employees and consultants at a subsidiary.
Avon entities agreed to pay a total of $135 million to settle the SEC’s charges and a parallel case announced today by the U.S. Department of Justice and the U.S. Attorney’s Office for the Southern District of New York.
The SEC alleges that Avon’s subsidiary in China made $8 million worth of payments in cash, gifts, travel, and entertainment to gain access to Chinese officials implementing and overseeing direct selling regulations in China. Avon sought to be among the first allowed to test the regulations, and eventually received the first direct selling business license in China in March 2006. The improper payments also were made...
SEC Imposes Sanctions Against Hong Kong-Based Firm and Two Accountants for Audit Failures
The Securities and Exchange Commission today imposed sanctions against a Hong Kong-based audit firm and two accountants for failing to properly audit year-end financial statements of a company that the SEC has charged with fraud.
An SEC investigation found that Baker Tilly Hong Kong Limited, its director Andrew Ross, and its former director Helena Kwok ignored red flags surrounding approximately $59 million in related-party transactions reflected in internal accounting records of China North East Petroleum Holdings Limited but not adequately disclosed in year-end 2009 financial statements. Baker Tilly and the two accountants failed to plan and implement an appropriate audit response to the related-party transactions, which primarily involved the company, its then-CEO, and his mother. Baker Tilly consequently issued an audit report containing an unqualified opinion on China North East Petroleum’s financial statements.
Baker Tilly, Ross, and Kwok agreed to settle the SEC’s charges. Baker Tilly must disgorge its audit fees...