In light of the appreciative response to my previous effort in posting excerpts from the suit against G&S, I am posting the settlement documents of GOE with the SEC. I'll just put the whole thing out without comment.
GOE's Stipulation And Consent To Permanent Injunction
US District Court for the District of South Carolina Charleston Division
Civil Action File No. 298191323
1. Defendant Green Oasis Environmental, Inc. ("GOE") submits to the in personem jurisdiction of this court over it, acknowledges service of summons and the Complaint in this matter, admits the jurisdiction of this court over the subject matter of this action, waives the entry of findings of fact and conclusions of law pursuant to Rules 52 and 65 of the Federal Rules of Civil Procedure and hereby consents to the entry of a Permanent Injunction without further notice in the form annexed hereto and incorporated by reference herein.
2. This Stipulation and Consent is given by defendant GOE voluntarily, without admitting or denying any of the factual allegations of the Securities and Exchange Commission's Complaint, and without waiving any defenses the defendant may have to the Complaint.
3.. Defendant GOE acknowledges that no promise or threat of any kind whatsoever has been made by plaintiff Securities and Exchange Commission or any member, officer, agent or representative thereof to induce it to enter into this stipulation and consent.
4. Defendant GOE understands that the plaintiff, at its sole and exclusive discretion, may refer this matter or any information or evidence gathered in connection therewith, or derived therefrom, to any person or entity, public or private, having criminal, civil or administrative jurisdiction for action thereby.
5. Defendant GOE further states it understands that the plaintiff cannot and does not confer upon it, or upon any other person of entity, immunity from any criminal proceeding for any actions related to or arising from this or any other matter.
6. Defendant GOE acknowledges that this Stipulation and Consent is without prejudice to either party's right to continue discovery, file motions and otherwise proceed to judgement on the remaining issues as prayed for in the Complaint.
7. Defendant GOE waives any right it may have to appeal from the entry of the permanent injunction.
8. Defendant GOE agrees that the permanent injunction may be presented by the Commission to the Court for signature without further notice.
9. Defendant GOE understands and agrees to comply with the Commission's policy "not to permit a defendant or respondent to consent to an order or judgement whiled denying the allegation in the complaint or order for proceedings" (17 C. F. R. 202.5). In compliance with this policy, GOE agrees not to take any action or permit to be made any public statement denying, directly or indirectly, any allegation in the complaint or creating any public impression that the complaint if without factual basis. If GOE breaches this agreement, the Division of Enforcement may petition the court to vacate the order and restore this proceeding to the active docket. Nothing in this provision affects GOE's testimonial obligations or right to take legal positions in litigation in which the Commission is not a party.
Executed this 14 day of August, 1998. (Signed by Bill and notarized.)
Attached: Order of Permanent injunction and Other Relief as to Defendant GOE.
Plaintiff Securities and Exchange Commission (SEC) having filed its complaint herein, and defendant GOE, having entered a general appearance, having admitted the jurisdiction of this court over it and over the subject matter of the action, having waived entry of findings of fact and conclusions of law under Rules 52 and 65 of the Federal Rules of Civil Procedure with respect to the relief granted in this order, solely for the purposes of this proceeding and any other proceeding brought by or on behalf of the SEC or to which the SEC is a party, and without admitting or denying any of the allegations of the Complaint, except as to jurisdiction which it admits, and having agreed to the entry of this Order; and the Court being fully advised int the premises:
I.
It is hereby ordered that the defendant GOE as well as its officers, agents, servant, employees, attorneys, and those persons in active concert or participation with who receive actual notice of this order by personal service, facsimile transmission or otherwise, and each of them, be and hereby are hereby permanently enjoined from violating Section 17(a) of the Securities Act of 1933 (Securities Act), 15 U. S. C. 77q(a), by, directly or indirectly, through the use of any means or instrument of transportation and communication in interstate commerce, or of the mails,
(a) employing any device, scheme, or artifice to defraud;
(b) obtaining money or property by means of any untrue statement of a material fact or any omission to state a material fact necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading; or
(c) engaging in any transaction, practice, or course of business which operates or would operate as a fraud or deceit upon a purchaser, in the offer or sale of any security.
II.
It is further ordered that defendant GOE as well as its officers, agents, servants, employees, attorneys, and those persons in active concert or participation with who receive actual notice of this order by personal service, facsimile transmission or otherwise, and each of them, be and hereby are hereby permanently enjoined from violating Section 10(b) of the Securities Act of 1934 (Exchange Act), 15 U. S. C. 78j(b), and rule 10b-5, 17 C. F. R. 240.10b-5, promulgated thereunder by, directly or indirectly, through the use of any means or instrumentalities of interstate commerce, or of the mails or of any facility of a national securities exchange,
a) employing any device, scheme, or artifice to defraud;
(b) making any untrue statement of a material fact or omitting to state a material fact necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading; or
(c) engaging in any act, practice, or course of business which operates or would operate as a fraud or deceit upon any person,
in connection with the purchase or sale of any security.
III.
It is further ordered that defendant GOE as well as its officers, agents, servants, employees, attorneys, and those persons in active concert or participation with who receive actual notice of this order by personal service, facsimile transmission or otherwise, and each of them, be and hereby are hereby permanently enjoined and restrained from, directly or indirectly:
(1) making use of any means or instruments of transportation or communication in interstate commerce or of use of the mails to sell any securities through the use of any prospectus or otherwise, unless or until a registration statement is in effect with the SEC as to such securities;
(2) carrying securities or causing them to be carried through the mails or in interstate commerce, by means of instruments of transportation, for the purpose of sale or delivery after sale, unless and until a registration statement is in effect with the SEC as to such securities;
(3) making use of any means or instruments of transportation or communication in interstate commerce or of use of the mails to sell or offer to buy, through the use or medium of any prospectus or otherwise, any interest in securities, unless or until a registration statement is in effect with the SEC as to such security, or while a registration statement with the SEC as to such security is the subject of a refusal order or stop order or (prior to the effective date or examination under Section8 of the Securities Act, 15 U. S. C. 77h,
in violation of Sections 5(a) and 5(c) of the Securities Act U. S. C. 77e(a) and 77e(c). Provided, however, that nothing in the foregoing portion of the Order shall apply to any security or transaction which is exempt from the provisions of Section 5 of the Securities Act, 15 U. S. C. 77e.
IV.
It is further ordered that, pending final determination as to all of the parties to this action, defendant GOE as well as its officers agents, servants, employees, attorneys, and those persons in active concert or participation with who receive actual notice of this order by personal service, facsimile transmission or otherwise, and each of them, be and hereby are hereby enjoined from destroying, mutilating, concealing, altering, or disposing of any document referring or relating in any manner to any defendants herein. As used in this order, "document" means the original and all non-identical copies (whether non-identical because of handwritten notation or otherwise) and all written or graphic matter, however produced, and any other tangible record, or electronic data compilation of any sort, including, without limitation, computer disks, computer diskettes, computer tapes, correspondence, memoranda, notes, minutes, telephone records, report, studies, telexes, diaries, calendar entries, contracts, and letters of agreement, and including any and all existing drafts or all documents.
V.
It is further ordered that this judgement does not resolve any claims against GOE which have been or may be asserted by any third parties arising from GOE's actions in this matter.
VI.
It is further ordered that this court retains jurisdiction of this matter of the purpose of enforcing this Order.
X. (sic)
It is further ordered that there is no just reason for delay and the Clerk is directed to enter this judgement forthwith.
So ordered, this _____ day of ________, 1998.
______________________
United States District Judge
Charles |
