The Securities and Exchange Commission today announced the filing of stop order proceedings against 20 purported mining companies believed to have included false information in their registration statements.
The SEC’s Enforcement Division alleges that all of the companies are controlled by John Briner, a promoter who was the subject of a prior SEC enforcement action and was suspended from practicing as an attorney on behalf of any entity regulated by the SEC. However, each registration statement falsely stated that management consisted of a different individual who controlled and solely governed the company. The named individuals varied by company.
The SEC’s Enforcement Division and the agency’s Division of Corporation Finance collaborate to essentially weed out false or materially misleading registration statements before they become effective. The purpose of a stop order is to prevent the sale of privately held shares to the public under a registration statement that is materially misleading or deficient. If a stop order is issued, no new shares can enter the market pursuant to that registration statement until the company has corrected the deficiencies or misleading information in the prospectus.
“By seeking stop orders, we can proactively protect investors from the harmful consequences of investing in companies with materially misleading and deficient offering documents,” said Andrew M. Calamari, director of the SEC’s New York Regional Office. “These particular registration statements failed to give investors an accurate depiction of who is running the companies.”
The 20 companies that are the subjects of the stop order proceedings are:
Braxton Resources Inc.
Bonanza Resources Corp.
Canyon Minerals Inc.
CBL Resources Inc.
Chum Mining Group Inc.
Clearpoint Resources Inc.
Coronation Mining Corp.
Eclipse Resources Inc.
Gaspard Mining Inc.
Gold Camp Explorations Inc.
Goldstream Mining Inc.
Jewel Explorations Inc.
Kingman River Resources Inc.
La Paz Mining Corp.
Lost Hills Mining Inc.
PRWC Energy Inc.
Seaview Resources Inc.
Stone Boat Mining Corp.
Tuba City Gold Corp.
Yuma Resources Inc.
The SEC’s Enforcement Division alleges that the companies also falsely stated that they had no material agreements with an undisclosed control person or promoter when in fact they did with Briner. The SEC’s Enforcement Division also alleges that some of these issuers obstructed the SEC staff and refused to permit examinations of their registration statements.
The SEC instituted the proceedings against the issuers pursuant to Section 8(d) of the Securities Act of 1933 to determine whether the Enforcement Division’s allegations are true and afford each issuer an opportunity to establish any defenses to the allegations. The proceedings will determine whether a stop order should be issued suspending the effectiveness of the registration statement or statements.
The SEC’s investigation was conducted by Lara Shalov Mehraban, Jason W. Sunshine, and James Addison of the New York office. Mr. Sunshine will lead the litigation.
Posts
