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As a matter of fact here is the revoking decision!!!
http://www.sec.gov/litigation/apdocuments/ap-3-16393.xml
INITIAL DECISION RELEASE NO. 802 ADMINISTRATIVE PROCEEDING File No. 3-16393
UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
In the Matter of
CALYPTE BIOMEDICAL CORPORATION,
EC DEVELOPMENT, INC., and
INFORMATION ARCHITECTS CORPORATION (N/K/A DAKOTA CREATIVE GROUP CORPORATION)
INITIAL DECISION AS TO INFORMATION ARCHITECTS CORPORATION (N/K/A DAKOTA CREATIVE GROUP CORPORATION May 27, 2015
APPEARANCE: David S. Frye for the Division of Enforcement, Securities and Exchange Commission
William Craig, acting CEO, for Information Architects Corporation (n/k/a Dakota Creative Group Corporation)
BEFORE: Cameron Elliot, Administrative Law Judge
SUMMARY
This Initial Decision revokes the registration of the registered securities of Information Architects Corporation (n/k/a Dakota Creative Group Corporation) (Information Architects).1 The revocation is based on Information Architects’ failure to timely file required periodic reports with the Securities and Exchange Commission (Commission). Information Architects is delinquent in its periodic filings, having failed to file any periodic reports since it filed a Form 10-Q for the period ended September 30, 2012.
I. INTRODUCTION A. Procedural Background
The Commission initiated this proceeding with an Order Instituting Administrative Proceedings (OIP), pursuant to Section 12(j) of the Securities Exchange Act of 1934 (Exchange
1 The proceeding has ended as to Calypte Biomedical Corporation and EC Development, Inc. Calypte Biomedical Corp., Exchange Act Release No. 74647, 2015 WL 1519699 (Apr. 6, 2015); Calypte Biomedical Corp., Initial Decision Release No. 771, 2015 SEC LEXIS 1312 (Apr. 8, 2015), finality order, Exchange Act Release No. 75020, 2015 SEC LEXIS 1978 (May 21, 2015).
Act), on February 20, 2015. A prehearing conference was held on April 2, 2015, at which I ordered Information Architects to file an Answer by April 10, 2015, and set a schedule for motions for summary disposition. Prehearing Transcript at 10, 14; see Calypte Biomedical Corp., Admin. Proc. Rulings Release No. 2487, 2015 SEC LEXIS 1201 (Apr. 2, 2015).
Information Architects did not file an Answer. The Division of Enforcement (Division) filed a Motion for Summary Disposition (Motion), attaching the Declaration of David S. Frye in Support of the Motion and eleven exhibits, on April 24, 2015.2 Information Architects did not file an opposition.
This Initial Decision is based on the Division’s Motion, as well as the Commission’s public official records concerning Information Architects, of which official notice is taken pursuant to Rule 323 of the Commission’s Rules of Practice (Rule). 17 C.F.R. § 201.323. There is no genuine issue with regard to any material fact. See 17 C.F.R. § 201.250. Although Information Architects did not file an Answer, and accordingly could have been held in default, this proceeding has been resolved by summary disposition, because summary disposition prejudices Information Architects less than default. See 17 C.F.R. § 201.155, .250. All arguments and proposed findings and conclusions that are inconsistent with this decision were considered and rejected.
B. Allegations and Arguments of the Parties
The OIP alleges that Information Architects’ securities are registered with the Commission pursuant to Section 12(g) of the Exchange Act and that it has not filed any periodic reports since filing a Form 10-Q for the period ended September 30, 2012. OIP at 2; Ex. 1. The Division requests that the registration of Information Architects’ securities be revoked, citing its ongoing delinquency and inadequate efforts to remedy its past violations and ensure future compliance. Motion at 1, 9-14.
2 Exhibit (Ex.) 1 is a true copy of the cover page from a Form 10-12G for Information Architects filed with the Commission on March 31, 1997; Ex. 2 is a true copy of a printout from the North Carolina Secretary of State’s website showing Information Architects’ corporate status as of April 21, 2015; Ex. 3 is a true copy of excerpts from the prehearing conference held in this matter on April 2, 2015; Ex. 4 is a true copy of a printout from www.otcquote.com showing the trading status of Information Architects’ common stock as of February 12, 2015; Ex. 5 is a true copy of the delinquency letter from the Commission’s Division of Corporation Finance (Corporation Finance) to Information Architects dated May 21, 2014, along with a copy of the returned envelope showing that the letter was “unclaimed”; Ex. 6 is a true copy of a printout of Information Architects-related filings from the Commission’s EDGAR database; Ex. 7 is a true copy of Information Architects’ Form 8-K filed on April 9, 2014; Ex. 8 is a true copy of a delinquency letter from Corporation Finance to Information Architects dated July 15, 2014, along with a copy of the returned envelope; Ex. 9 is a true copy of Information Architects’ Form 8-K/A, Amendment No. 2, filed on December 6, 2013; Ex. 10 is a true copy of a letter from Corporation Finance to Information Architects, dated December 11, 2013; and Ex. 11 is a true copy of excerpts from Information Architects’ Form 10-K for the period ended December 31, 2011, filed with the Commission on April 16, 2012.
II. FINDINGS OF FACT
Information Architects, Central Index Key No. 1018336, is a North Carolina corporation located in Orlando, Florida, with a class of securities registered with the Commission pursuant to Exchange Act Section 12(g). OIP at 2; Exs. 1-2; Form 10-12G filed Oct. 30, 1997. Information Architects is delinquent in its periodic filings with the Commission, having not filed any periodic reports since it filed a Form 10-Q for the period ended September 30, 2012, which reported a net loss of $1,397,232 for the prior nine months. OIP at 2; Form 10-Q filed Nov. 19, 2012, at 3; Ex. 6 at 1. On May 21 and July 15, 2014, the Commission’s Division of Corporation Finance (Corporation Finance) sent Information Architects delinquency letters, which were returned to sender.3 Motion at 4; Exs. 5, 8. As of February 12, 2015, the common stock of Information Architects was quoted on OTC Link, had eight market makers, and was eligible for the “piggyback” exception of Exchange Act Rule 15c2-11(f)(3). OIP at 2; Ex. 4.
III. CONCLUSIONS OF LAW
Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 require public corporations to file annual and quarterly reports with the Commission. Specifically, Rule 13a-1 requires issuers to file annual reports and Rule 13a-13 requires domestic issuers to file quarterly reports. See 17 C.F.R. §§ 240.13a-1, .13a-13. “Compliance with those requirements is mandatory and may not be subject to conditions from the registrant.” America’s Sports Voice, Inc., Exchange Act Release No. 55511, 2007 SEC LEXIS 1241, at *12 (Mar. 22, 2007), recons. denied, Exchange Act Release No. 55867, 2007 SEC LEXIS 1239 (June 6, 2007). Scienter is not required to establish violations of Exchange Act Section 13(a) and Rules 13a-1 and 13a-13. See SEC v. McNulty, 137 F.3d 732, 740-41 (2d Cir. 1998); SEC v. Wills, 472 F. Supp. 1250, 1268 (D.D.C. 1978). There is no genuine issue of material fact that Information Architects failed to timely file required periodic reports for any period after the quarter ended September 30, 2012. Accordingly, Information Architects violated Exchange Act Section 13(a) and Rules 13a-1 and 13a-13.
IV. SANCTIONS
Under Exchange Act Section 12(j), the Commission is authorized, “as it deems necessary or appropriate for the protection of investors,” to revoke the registration of a security or suspend for a period not exceeding twelve months if it finds, after notice and an opportunity for hearing, that the issuer of the security has failed to comply with any provision of the Exchange Act or rules thereunder. In proceedings pursuant to Exchange Act Section 12(j) against issuers that violated Exchange Act Section 13(a) and Rules 13a-1 and 13a-13, the determination “of what sanctions will ensure that investors will be adequately protected . . . turns on the effect on the investing public, including both current and prospective investors, of the issuer’s violations, on the one hand, and the Section 12(j) sanctions, on the other hand.” Gateway Int’l Holdings, Inc., Exchange Act Release No. 53907, 2006 SEC LEXIS 1288, at *19 (May 31, 2006). The Commission “consider[s], among other things, the seriousness of the issuer’s violations, the
3 Information Architects was additionally informed of its delinquency by Corporation Finance in a December 11, 2013, letter addressing delinquencies with a recently filed Form 8-K. Ex. 10.
3
isolated or recurrent nature of the violations, the degree of culpability involved, the extent of the issuer’s efforts to remedy its past violations and ensure future compliance, and the credibility of its assurances, if any, against further violations.” Id. at *19-20.
Information Architects’ violations are serious in that failure to file required periodic reports violates a central provision of the Exchange Act. The purpose of periodic reporting is “to supply investors with current and accurate financial information about an issuer so that they may make sound [investment] decisions.” Id. at *26. The reporting requirements are the primary tool that Congress fashioned for the protection of investors from negligent, careless, and deliberate misrepresentations in the sale of securities. SEC v. Beisinger Indus. Corp., 552 F.2d 15, 18 (1st Cir. 1977). Information Architects’ violations are also recurrent in that it failed to file eight consecutive periodic reports for approximately two years.4 See Nature’s Sunshine Prods., Inc., Exchange Act Release No. 59268, 2009 SEC LEXIS 81, at *20 (Jan. 21, 2009) (respondent failed to file seven required periodic reports due over a two-year period); Impax Labs., Inc., Exchange Act Release No. 57864, 2008 SEC LEXIS 1197, at *25-26 (May 23, 2008) (respondent’s failure to make eight filings over an eighteen-month period considered recurrent). Additionally, Information Architects has failed to file Forms 12b-25 informing investors of its inability to make its periodic filings since it filed one for its missing Form 10-K for the period ended December 31, 2012. Ex. 6.
With respect to culpability, the record shows that Information Architects knew of its reporting obligations but failed to comply with them. Corporation Finance sent two delinquency letters to Information Architects and also notified it of its delinquency in a separate letter. Exs. 5, 8, 10. The first delinquency letter was sent to Information Architects’ address listed on its most recent filing with the Commission and the second delinquency letter was sent to Information Architects’ address listed on its penultimate filing with the Commission. See Exs. 5, 7, 8, 9. Information Architects filed a Form 12b-25 for the period ended December 31, 2012, informing investors of its inability to timely file its Form 10-K for that period. Form 12b-25 filed Apr. 1, 2013. Clearly, Information Architects understood its Exchange Act reporting obligations, yet failed to file its periodic reports.
Information Architects has made no credible effort to remedy its past violations nor offer any assurances against future violations. It did not respond to the two delinquency letters, nor did it file an Answer or oppose the Division’s Motion.
4 Up to the date of filing of the OIP, Information Architects was delinquent in eight filings (Forms 10-K for 2012 and 2013 and six Forms 10-Q), but as Ex. 6 shows, in the period between the issuance of the OIP and this Initial Decision, Information Architects failed to file a Form 10- K for the period ending December 31, 2014, which was due on March 31, 2015; Information Architects also failed to file a Form 10-Q for the period ending March 31, 2015, which was due on May 15, 2015. See Cobalis Corp., Exchange Act Release No. 64813, 2011 SEC LEXIS 2313, at *23-24 n.31 (July 6, 2011) (noting that filing failures subsequent to the OIP may be considered in assessing appropriate sanctions (citing Nature’s Sunshine, 2009 SEC LEXIS 81, at *22 n.27)).
Revocation of the registration of Information Architects’ registered securities will serve the public interest and the protection of investors, pursuant to Exchange Act Section 12(j).
V. ORDER
It is hereby ORDERED that the Division of Enforcement’s Motion for Summary Disposition is GRANTED.
It is FURTHER ORDERED that, pursuant to Section 12(j) of the Securities Exchange Act of 1934, 15 U.S.C. § 78l(j), the registration of the registered securities of Information Architects Corporation (n/k/a Dakota Creative Group Corporation) is REVOKED.
This Initial Decision shall become effective in accordance with and subject to the provisions of 17 C.F.R. § 201.360. Pursuant to 17 C.F.R. § 201.360, a party may file a petition for review of this Initial Decision within twenty-one days after service of the Initial Decision. A party may also file a motion to correct a manifest error of fact within ten days of the Initial Decision, pursuant to 17 C.F.R. § 201.111(h). If a motion to correct a manifest error of fact is filed by a party, then a party shall have twenty-one days to file a petition for review from the date of the undersigned’s order resolving such motion to correct a manifest error of fact.
This Initial Decision will not become final until the Commission enters an order of finality. The Commission will enter an order of finality unless a party files a petition for review or a motion to correct a manifest error of fact or the Commission determines on its own initiative to review the Initial Decision as to a party. If any of these events occur, the Initial Decision shall not become final as to a party.
_______________________________ Cameron Elliot
Administrative Law Judge
It will be a lot less than that!
So 4 more months is my take on what this latest posting means.. It's says 120 days... Let's see what happens here?? What do you think?
UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION
SECURITIES EXCHANGE ACT OF 1934 Release No. 74325 / February 20, 2015
ADMINISTRATIVE PROCEEDING File No. 3-16393
In the Matter of
Calypte Biomedical Corporation, EC Development, Inc., and Information Architects Corporation
(n/k/a Dakota Creative Group Corporation), Respondents.
I.
ORDER INSTITUTING ADMINISTRATIVE PROCEEDINGS AND NOTICE OF HEARING PURSUANT TO SECTION 12(j) OF THE SECURITIES EXCHANGE ACT OF 1934
The Securities and Exchange Commission (“Commission”) deems it necessary and appropriate for the protection of investors that public administrative proceedings be, and hereby are, instituted pursuant to Section 12(j) of the Securities Exchange Act of 1934 (“Exchange Act”) against the Respondents named in the caption.
II.
After an investigation, the Division of Enforcement alleges that:
A. RESPONDENTS1
1. Calypte Biomedical Corporation (“CBMC”) (CIK No. 899426) is a Delaware corporation located in Portland, Oregon with a class of securities registered with the Commission pursuant to Exchange Act Section 12(g). CBMC is delinquent in its periodic filings with the Commission, having not filed any periodic reports since it filed a Form 10-K for the period ended December 31, 2012, which reported a net loss of $1,076,000 for the prior year. As of February 12, 2015, the common stock of CBMC was quoted on OTC Link operated by OTC Markets Group Inc. (formerly “Pink Sheets”) (“OTC Link”), had eleven market makers, and was eligible for the “piggyback” exception of Exchange Act Rule 15c2-11(f)(3).
1The short form of each issuer’s name is also its stock symbol.
2. EC Development, Inc. (“ECDI”) (CIK No. 761034) is a delinquent Delaware corporation located in Shawnee, Oklahoma with a class of securities registered with the Commission pursuant to Exchange Act Section 12(g). ECDI is delinquent in its periodic filings with the Commission, having not filed any periodic reports since it filed a Form 10-Q for the period ended September 30, 2012, which reported a net loss of $1,333,296 for the prior nine months. As of February 12, 2015, the common stock of ECDI was quoted on OTC Link, had ten market makers, and was eligible for the “piggyback” exception of Exchange Act Rule 15c2- 11(f)(3).
3. Information Architects Corporation (n/k/a Dakota Creative Group Corporation) (“IACH”) (CIK No. 1018336) is a North Carolina corporation located in Orlando, Florida with a class of securities registered with the Commission pursuant to Exchange Act Section 12(g). IACH is delinquent in its periodic filings with the Commission, having not filed any periodic reports since it filed a Form 10-Q for the period ended September 30, 2012, which reported a net loss of $1,397,232 for the prior nine months. On August 19, 2014, IACH changed its name to Dakota Creative Group Corporation without reporting the change to the Commission as required by Commission rules. As of February 12, 2015, the common stock of IACH was quoted on OTC Link, had eight market makers, and was eligible for the “piggyback” exception of Exchange Act Rule 15c2-11(f)(3).
B. DELINQUENT PERIODIC FILINGS
4. As discussed in more detail above, all of the Respondents are delinquent in their periodic filings with the Commission, have repeatedly failed to meet their obligations to file timely periodic reports, and failed to heed delinquency letters sent to them by the Division of Corporation Finance requesting compliance with their periodic filing obligations or, through their failure to maintain a valid address on file with the Commission as required by Commission rules, did not receive such letters.
5. Exchange Act Section 13(a) and the rules promulgated thereunder require issuers of securities registered pursuant to Exchange Act Section 12 to file with the Commission current and accurate information in periodic reports, even if the registration is voluntary under Section 12(g). Specifically, Rule 13a-1 requires issuers to file annual reports, and Rule 13a-13 requires issuers to file quarterly reports.
6. As a result of the foregoing, Respondents failed to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder.
III.
In view of the allegations made by the Division of Enforcement, the Commission deems it necessary and appropriate for the protection of investors that public administrative proceedings be instituted to determine:
A. Whether the allegations contained in Section II hereof are true and, in connection therewith, to afford the Respondents an opportunity to establish any defenses to such allegations; and,
2
B. Whether it is necessary and appropriate for the protection of investors to suspend for a period not exceeding twelve months, or revoke the registration of each class of securities registered pursuant to Section 12 of the Exchange Act of the Respondents identified in Section II hereof, and any successor under Exchange Act Rules 12b-2 or 12g-3, and any new corporate names of any Respondents.
IV.
IT IS HEREBY ORDERED that a public hearing for the purpose of taking evidence on the questions set forth in Section III hereof shall be convened at a time and place to be fixed, and before an Administrative Law Judge to be designated by further order as provided by Rule 110 of the Commission’s Rules of Practice [17 C.F.R. § 201.110].
IT IS HEREBY FURTHER ORDERED that Respondents shall file an Answer to the allegations contained in this Order within ten (10) days after service of this Order, as provided by Rule 220(b) of the Commission’s Rules of Practice [17 C.F.R. § 201.220(b)].
If Respondents fail to file the directed Answers, or fail to appear at a hearing after being duly notified, the Respondents, and any successor under Exchange Act Rules 12b-2 or 12g-3, and any new corporate names of any Respondents, may be deemed in default and the proceedings may be determined against it upon consideration of this Order, the allegations of which may be deemed to be true as provided by Rules 155(a), 220(f), 221(f), and 310 of the Commission’s Rules of Practice [17 C.F.R. §§ 201.155(a), 201.220(f), 201.221(f), and 201.310].
This Order shall be served forthwith upon Respondents personally or by certified, registered, or Express Mail, or by other means permitted by the Commission Rules of Practice.
IT IS FURTHER ORDERED that the Administrative Law Judge shall issue an initial decision no later than 120 days from the date of service of this Order, pursuant to Rule 360(a)(2) of the Commission’s Rules of Practice [17 C.F.R. § 201.360(a)(2)].
In the absence of an appropriate waiver, no officer or employee of the Commission engaged in the performance of investigative or prosecuting functions in this or any factually related proceeding will be permitted to participate or advise in the decision of this matter, except as witness or counsel in proceedings held pursuant to notice. Since this proceeding is not “rule making” within the meaning of Section 551 of the Administrative Procedure Act, it is not deemed subject to the provisions of Section 553 delaying the effective date of any final Commission action.
By the Commission.
3
Brent J. Fields Secretary
I am VERY positive. Positive that everyone has thrown away their money and will never see it again. Positive that we all have been lied to. Positive that some if not all of these criminals will end up doing some time.
Dennis said he had three months to live. That was about a year ago, Bill Craig was telling everyone that Dennis was in Miami cutting a financial deal to make everyone rich, while at the same time, Dennis was telling me he was in the hospital in Nashville.
I confronted them both with this contradiction. Bill fumbled around and came up with a stupid response, while Dennis never said anything.
Is Dennis Peterson still alive? Who knows if he was ever really sick. Just another brick in the wall, folks.
I'm sure Dennis Peterson, Bill Craig and friends all enjoyed spending your money.
If anyone has updated info please share.
Did Dennis Peterson die yet or was that all a lie too??? I seriously hope the Karma Gods work overtime on the company directors because they really screwed a lot of people over here and probably even ruined a few marriages judging by the amount of money some people had invested here!!
I hope you all have a great Holliday weekend and I hope you all make your money back one way or the other and hopefully one day justice will be served here!!
Peace out
FRTD IACH my U 2 WORST buys EVER!! Combined 25,000.00+ for both!! Seriously makes me sick!!
Revocation on the horizon it will take a miracle for Bill to get this done!
Hope everyone still in this has a good Memorial Day weekend and let's hope for a great Tuesday!! I think we all could use some good news!!
They have until May 26th... the magic date... actual the question really is what happened on April 24th?
The Securities and Exchange Commission (Commission) commenced this proceeding on February 20, 2015, with an Order Instituting Administrative Proceedings (OIP) pursuant to Section 12(j) of the Securities Exchange Act of 1934.
A telephonic prehearing conference was held today, and was attended by the Division of Enforcement (Division) and the acting CEO of Information Architects Corporation (Information Architects). Calypte Biomedical Corporation and EC Development, Inc., did not attend. Information Architects’ Answer is due by April 10, 2015. The Division agreed to make the investigative file available to Information Architects by April 10, 2015. See 17 C.F.R. § 201.230.
The parties agreed to the following briefing schedule for motions for summary disposition:
April 24, 2015:
May 15, 2015:
May 26, 2015: 1 SO ORDERED.
Motions for summary disposition due; Oppositions due; and Replies due.
_______________________________ Cameron Elliot Administrative Law Judge
1 The parties agreed that the Replies would be due by May 25, 2015, however, that is Memorial Day and the Commission is closed.
Wiltonweather... It's trading right now? Just not on pinks... If they can fulfill whatever requirements are necessary I suspect they will be back current in the near future. One can only wish and hope at this point.
Does anyone know if this stock will ever trade again?
Apparently they have complied with 2 of the 3 dates set. Not sure what the last date is. We are all waiting patiently... Let's see...
Between the SEC looking deep into Steve Adelstein's 100 other scams and this one, IACH, and the 2 year old lawsuit case between him and Ifus, where Ifus is about to prove that Steve is guilty of felony fraud, and collusion, and conspiracy to defraud shareholders, if Steve ever stops delaying the case by changing lawyers (he is moving onto the third one for non payment..., he should be in jail by years end.
So far he has sued Ifus for collection of a loan he made from himself to himself while being a director at Ifus-SE, and then he made sure ifus could not make the first payment (part of the fraud), while he was still a director, and acting in sales contacting customers...telling them not to pay their bills so Ifus could not make the first loan payment.
Once the Ifus CEO caught on, Steve was removed as a director.... and now he has been suing Ifus to collect the loan shark loan, a simple default judgement case that is now 2 years old, and yet he hired a criminal law firm to handle the case for a simple 5 minute court case???? Why would he do that? Why has he delayed the trial for 2 years?
The Problem is that Steve knows that once the trial begins the truth will come out as Ifus has criminal evidence to present against Steve showing his felony actions.... while at Ifus and since then. Shame the SEC moves so slowly.
This would all make a great Hollywood movie and TV series.
Holding it probably till the day I die.
Omg I found the stock I have been looking for, remember a guy pumped this and sold millions on people. Feels bad but what a POS stock. 2014
It was at around .015 lol .001
U still in this stock??
Here you go tomorrow is the 1st one!
A telephonic prehearing conference was held today, and was attended by the Division of Enforcement (Division) and the acting CEO of Information Architects Corporation (Information Architects). Calypte Biomedical Corporation and EC Development, Inc., did not attend. Information Architects’ Answer is due by April 10, 2015. The Division agreed to make the investigative file available to Information Architects by April 10, 2015. See 17 C.F.R. § 201.230.
The parties agreed to the following briefing schedule for motions for summary disposition:
April 24, 2015: May 15, 2015: May 26, 2015: 1 SO ORDERED.
Motions for summary disposition due; Oppositions due; and
Replies due.
_______________________________ Cameron Elliot
Administrative Law Judge
TY for your reply, much appreciated!!
From a recent post I remember seeing a date in May that they must start coughing up the info. Let's see what happens there. In re: your online search, Change the filter to companies that are trading on the grey market, or caveat emptor, etc... Then it will appear...
I just went to the OTC site and searched for IACH, nothing came up ,, is the company delisted or out of business,, anyone know whats up here?
Biggest hurdle facing IACH and what they have to submit to the SEC is common shares and how many are out there and how they were issued?
GM IACH let's figure this out pleaaaaaaase
I like it!
GM IACH
or even really really soon!!!! LOL
IACH
Trying to unload your position?
IACH is toast.
Cheers SEC! Well done! The free money scam is most likely all over here, and the crooks now have eyes on them.
2 of 3 done now let's see if IACH can respect the dates and info needed to continue!
INITIAL DECISION RELEASE NO. 771 ADMINISTRATIVE PROCEEDING File No. 3-16393
UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
In the Matter of
CALYPTE BIOMEDICAL CORPORATION,
EC DEVELOPMENT, INC., and
INFORMATION ARCHITECTS CORPORATION (N/K/A DAKOTA CREATIVE GROUP CORPORATION)
INITIAL DECISION OF DEFAULT AS TO EC DEVELOPMENT, INC. April 8, 2015
APPEARANCE: David S. Frye for the Division of Enforcement, Securities and Exchange Commission
BEFORE: Cameron Elliot, Administrative Law Judge
SUMMARY
This Initial Decision revokes the registration of the securities of Respondent EC Development, Inc. (EC Development).1 The revocation is based on EC Development’s failure to timely file required periodic reports with the Securities and Exchange Commission (Commission).
INTRODUCTION
On February 20, 2015, the Commission issued an Order Instituting Administrative Proceedings (OIP) against EC Development pursuant to Section 12(j) of the Securities Exchange Act of 1934 (Exchange Act). The OIP alleges that EC Development has a class of securities registered with the Commission and is delinquent in its periodic filings. EC Development was served with the OIP by February 26, 2015, and its Answer was due by March 11, 2015. Calypte Biomedical Corp., Admin. Proc. Rulings Release No. 2412, 2015 SEC LEXIS 928 (Mar. 12, 2015). Following EC Development’s failure to timely file an Answer, I ordered it to show cause by March 23, 2015, why this proceeding should not be determined against it due to its failure to
1 The proceeding has ended as to Calypte Biomedical Corporation. Calypte Biomedical Corp., Exchange Act Release No. 74647, 2015 WL 1519699 (Apr. 6, 2015). A summary disposition briefing schedule has been ordered as to Information Architects Corporation. Calypte Biomedical Corp., Admin. Proc. Rulings Release No. 2487, 2015 SEC LEXIS 1201 (Apr. 2, 2015).
file an Answer or otherwise defend this proceeding, warning that failure to show cause would result in default and the revocation of the registration of its securities. Id. On April 2, 2015, a telephonic prehearing conference was held and attended by the Division of Enforcement; EC Development did not attend. Calypte Biomedical Corp., Admin. Proc. Rulings Release No. 2487, 2015 SEC LEXIS 1201 (Apr. 2, 2015). To date, EC Development has not filed an Answer, responded to the Order to Show Cause, or otherwise defended this proceeding.
FINDINGS OF FACT
EC Development is in default for failing to file an Answer, attend the prehearing conference, or otherwise defend the proceeding. See OIP at 3; 17 C.F.R. §§ 201.155(a)(1)-(2), .220(f), .221(f). Accordingly, as authorized by Rule of Practice 155(a), I find the following allegations in the OIP to be true.
EC Development, Central Index Key No. 761034, is a delinquent Delaware corporation located in Shawnee, Oklahoma, with a class of securities registered with the Commission pursuant to Exchange Act Section 12(g). EC Development is delinquent in its periodic filings with the Commission, having not filed any periodic reports since it filed a Form 10-Q for the period ended September 30, 2012, which reported a net loss of $1,333,296 for the prior nine months. As of February 12, 2015, the common stock of EC Development was quoted on OTC Link, had ten market makers, and was eligible for the “piggyback” exception of Exchange Act Rule 15c2-11(f)(3).
In addition to its repeated failures to file timely periodic reports, EC Development failed to heed delinquency letters sent to it by the Commission’s Division of Corporation Finance requesting compliance with its periodic filing obligations or, through its failure to maintain a valid address on file with the Commission as required by Commission rules, did not receive such letters.
CONCLUSIONS OF LAW
Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 require public corporations to file annual and quarterly reports with the Commission. Specifically, Rule 13a-1 requires issuers to file annual reports and Rule 13a-13 requires domestic issuers to file quarterly reports. See 17 C.F.R. §§ 240.13a-1, .13a-13. “Compliance with those requirements is mandatory and may not be subject to conditions from the registrant.” America’s Sports Voice, Inc., Exchange Act Release No. 55511, 2007 SEC LEXIS 1241, at *12 (Mar. 22, 2007), recons. denied, Exchange Act Release No. 55867, 2007 SEC LEXIS 1239 (June 6, 2007). Scienter is not required to establish violations of Exchange Act Section 13(a) and Rules 13a-1 and 13a-13. See SEC v. McNulty, 137 F.3d 732, 740-41 (2d Cir. 1998); SEC v. Wills, 472 F. Supp. 1250, 1268 (D.D.C. 1978). There is no genuine issue of material fact that EC Development failed to timely file required periodic reports. As a result, EC Development failed to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13.
SANCTIONS
Under Exchange Act Section 12(j), the Commission is authorized, “as it deems necessary or appropriate for the protection of investors,” to revoke the registration of a security or suspend for a period not exceeding twelve months if it finds, after notice and an opportunity for hearing, that the issuer of the security has failed to comply with any provision of the Exchange Act or rules thereunder. In proceedings pursuant to Exchange Act Section 12(j) against issuers that violated Exchange Act Section 13(a) and Rules 13a-1 and 13a-13, the determination “of what sanctions will ensure that investors will be adequately protected . . . turns on the effect on the investing public, including both current and prospective investors, of the issuer’s violations, on the one hand, and the Section 12(j) sanctions, on the other hand.” Gateway Int’l Holdings, Inc., Exchange Act Release No. 53907, 2006 SEC LEXIS 1288, at *19 (May 31, 2006). The Commission “consider[s], among other things, the seriousness of the issuer’s violations, the isolated or recurrent nature of the violations, the degree of culpability involved, the extent of the issuer’s efforts to remedy its past violations and ensure future compliance, and the credibility of its assurances, if any, against further violations.” Id. at *19-20.
EC Development’s failure to file required periodic reports is serious because it violates a central provision of the Exchange Act. The purpose of periodic reporting is “to supply investors with current and accurate financial information about an issuer so that they may make sound [investment] decisions.” Id. at *26. The reporting requirements are the primary tool that Congress fashioned for the protection of investors from negligent, careless, and deliberate misrepresentations in the sale of securities. SEC v. Beisinger Indus. Corp., 552 F.2d 15, 18 (1st Cir. 1977). EC Development’s violations are also recurrent in that it repeatedly failed to file periodic reports. See Nature’s Sunshine Prods., Inc., Exchange Act Release No. 59268, 2009 SEC LEXIS 81, at *20 (Jan. 21, 2009) (respondent failed to file seven required periodic reports due over a two-year period); Impax Labs., Inc., Exchange Act Release No. 57864, 2008 SEC LEXIS 1197, at *25-26 (May 23, 2008) (respondent’s failure to make eight filings over an eighteen-month period considered recurrent). EC Development is culpable because it failed to heed delinquency letters sent to it by the Division of Corporation Finance or, through its failure to maintain a valid address on file with the Commission as required by Commission rules, did not receive such letters, and it was therefore on notice, even before the OIP issued, of its obligation to file periodic reports. See China-Biotics, Inc., Exchange Act Release No. 70800, 2013 SEC LEXIS 3451, at *37 & n.60 (Nov. 4, 2013) (holding that revocation may be warranted even without proof that a respondent was aware of its reporting obligations). Finally, EC Development has not answered the OIP, attended the prehearing conference, or otherwise participated in the proceeding to address whether it has made any efforts to remedy its past violations, and has made no assurances against further violations.
Considering these delinquencies, it is necessary and appropriate for the protection of investors to revoke the registration of each class of registered securities of EC Development.
ORDER
It is ORDERED that, pursuant to Section 12(j) of the Securities Exchange Act of 1934, the registration of each class of registered securities of EC Development, Inc., is hereby REVOKED.
Quite a bit of work to do and submit all the filings and justify all pr's
Date Time Source Headline Symbol Company
10/21/2014 9:30AM InvestorsHub NewsWire Information Architects Launches New Improved Website USOTC:IACH Information Architects Corp. (GM CE)
09/30/2014 12:13PM InvestorsHub NewsWire Information Architects Adds Two New Members to the Board of Directors USOTC:IACH Information Architects Corp. (GM CE)
09/16/2014 9:25AM InvestorsHub NewsWire Information Architects Signs Larry Gatlin as Voice Talent for Feature Film USOTC:IACH Information Architects Corp. (GM CE)
09/12/2014 12:53PM eTeligis Information Architects Brings In Complex Web Developer to Complete Company Website USOTC:IACH Information Architects Corp. (GM CE)
09/03/2014 12:47PM InvestorsHub NewsWire IACH Launches ‘Grand Southern Studios and Theme Parks’ to Develop Theme Park Resorts USOTC:IACH Information Architects Corp. (GM CE)
08/29/2014 3:11PM InvestorsHub NewsWire Information Architects Form Subsidiary to Produce Full Length Feature Film USOTC:IACH Information Architects Corp. (GM CE)
08/27/2014 12:48PM InvestorsHub NewsWire Information Architects Launches New Company website USOTC:IACH Information Architects Corp. (GM CE)
07/30/2014 11:00AM eTeligis Information Architects Expands Intellectual Holdings USOTC:IACH Information Architects Corp. (GM CE)
06/26/2014 2:30PM Marketwired Information Architects Issues Letter to Shareholders USOTC:IACH Information Architects Corp. (GM CE)
06/26/2014 10:15AM Marketwired Information Architects to Acquire Legacy Animation Group LLC USOTC:IACH Information Architects Corp. (GM CE)
05/21/2014 1:10PM Marketwired Music Industry Veteran Joe Guercio Joins Information Architects USOTC:IACH Information Architects Corp. (GM CE)
05/15/2014 10:22AM Marketwired Former Elvis Presley Band Member and Music Business Icon Joe Moscheo Joins Information Architects USOTC:IACH Information Architects Corp. (GM CE)
05/13/2014 2:17PM Marketwired Information Architects' Joe Jackson to Attend and Host Monaco Grand Prix Event USOTC:IACH Information Architects Corp. (GM CE)
05/08/2014 10:12AM Marketwired Legendary Entertainment Mogul Joe Jackson Joins Information Architects USOTC:IACH Information Architects Corp. (GM CE)
04/09/2014 3:44PM Edgar (US Regulatory) Definitive Materials Filed by Investment Companies. (497) USOTC:IACH Information Architects Corp. (GM CE)
04/09/2014 3:44PM Edgar (US Regulatory) Current Report Filing (8-k) USOTC:IACH Information Architects Corp. (GM CE)
12/03/2013 10:00AM Marketwired Information Architects Brings on Industry Veteran as Senior Creative Director USOTC:IACH Information Architects Corp. (GM CE)
12/03/2013 7:00AM InvestorsHub NewsWire Stocks Watch List for Early Bird Traders USOTC:IACH Information Architects Corp. (GM CE)
11/20/2013 12:52PM Marketwired IACH Retains High Level Consultant to Spearhead Land Acquisition for Its First Destination Theme Park Resort USOTC:IACH Information Architects Corp. (GM CE)
11/15/2013 12:59PM Edgar (US Regulatory) Amended Current Report Filing (8-k/a) USOTC:IACH Information Architects Corp. (GM CE)
11/15/2013 11:13AM Edgar (US Regulatory) Current Report Filing (8-k) USOTC:IACH Information Architects Corp. (GM CE)
11/12/2013 1:59PM Marketwired Information Architects Acquires All Assets of The Dakota Creative Group LLC for the Development of Major Theme Park Operations USOTC:IACH Information Architects Corp. (GM CE)
04/01/2013 9:35AM Edgar (US Regulatory) Notification That Annual Report Will Be Submitted Late (nt 10-k) USOTC:IACH Information Architects Corp. (GM CE)
11/19/2012 2:27PM Edgar (US Regulatory) Quarterly Report (10-Q) USOTC:IACH Information Architects Corp. (GM CE)
11/19/2012 2:27PM Edgar (US Regulatory) Quarterly Report (10-q) USOTC:IACH Information Architects Corp. (GM CE)
Not yet needs to respect and answer accordingly .......Follow the time schedule
A telephonic prehearing conference was held today, and was attended by the Division of Enforcement (Division) and the acting CEO of Information Architects Corporation (Information Architects). Calypte Biomedical Corporation and EC Development, Inc., did not attend. Information Architects’ Answer is due by April 10, 2015. The Division agreed to make the investigative file available to Information Architects by April 10, 2015. See 17 C.F.R. § 201.230.
The parties agreed to the following briefing schedule for motions for summary disposition:
April 24, 2015: May 15, 2015: May 26, 2015: 1 SO ORDERED.
Motions for summary disposition due; Oppositions due; and
Replies due.
_______________________________ Cameron Elliot
Administrative Law Judge
1 The parties agreed that the Replies would be due by May 25, 2015, however, that is Memorial Day and the Commission is closed.
So far 1 of 3 done SEC not fooling around expect the other one to be done too any day leaving IACH with deadline dates!
UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION
SECURITIES EXCHANGE ACT OF 1934 Release No. 74647 / April 6, 2015
ADMINISTRATIVE PROCEEDING File No. 3-16393
In the Matter of
Calypte Biomedical Corporation, EC Development, Inc., and Information Architects Corporation
(n/k/a Dakota Creative Group Corporation), Respondents.
I.
The Securities and Exchange Commission (“Commission”) deems it necessary and appropriate for the protection of investors to accept the Offer of Settlement submitted by Calypte Biomedical Corporation (“CBMC” or “Respondent”) pursuant to Rule 240(a) of the Rules of Practice of the Commission, 17 C.F.R. § 201.240(a), for the purpose of settlement of these proceedings initiated against Respondent on February 20, 2015, pursuant to Section 12(j) of the Securities Exchange Act of 1934 (“Exchange Act”).
II.
Solely for the purpose of these proceedings and any other proceedings 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 it and the subject matter of these proceedings, which are admitted, Respondent consents to the entry of this Order Making Findings and Revoking Registration of Securities Pursuant to Section 12(j) of the Securities Exchange Act of 1934 as to Calypte Biomedical Corporation (“Order”), as set forth below.
ORDER MAKING FINDINGS AND REVOKING REGISTRATION OF SECURITIES PURSUANT TO SECTION 12(j) OF THE SECURITIES EXCHANGE ACT OF 1934 AS TO CALYPTE BIOMEDICAL CORPORATION
III.
On the basis of this Order and Respondent’s Offer, the Commission finds that1:
1. CBMC (CIK No. 899426) is a Delaware corporation located in Portland, Oregon with a class of securities registered with the Commission under Exchange Act Section 12(g). As of February 12, 2015, the common stock of CBMC (symbol CBMC) was quoted on OTC Link (formerly “Pink Sheets”) operated by OTC Markets Inc., had eleven market makers, and was eligible for the “piggyback” exception of Exchange Act Rule 15c2-11(f)(3).
2. CBMC has failed to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder because it has not filed any periodic reports with the Commission since the period ended December 31, 2012.
IV.
In view of the foregoing, the Commission deems it necessary and appropriate for the protection of investors to impose the sanction specified in Respondent’s Offer.
Accordingly, it is hereby ORDERED that:
Pursuant to Section 12(j) of the Exchange Act, the registration of each class of Respondent’s securities registered pursuant to Exchange Act Section 12 be, and hereby is, revoked.
For the Commission, by its Secretary, pursuant to delegated authority.
Brent J. Fields Secretary
That's one of the issues (shares) that has to be addressed and confirmed with the SEC.
That's the kind of news we've been waiting for, a little more air to breathe!
Stockholders here should get together with the other 100 stock company shareholders Steve Adelstein scammed over the last 10-20 years (including Ifus 2 years ago) and sue him in a mass class action lawsuit.
Turn around? LoL Some people never learn..
I have millions so I absolutely want it to turn around.
Never say never
UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
ADMINISTRATIVE PROCEEDINGS RULINGS Release No. 2487/April 2, 2015
ADMINISTRATIVE PROCEEDING File No. 3-16393
In the Matter of
CALYPTE BIOMEDICAL CORPORATION,
EC DEVELOPMENT, INC., and
INFORMATION ARCHITECTS CORPORATION (N/K/A DAKOTA CREATIVE GROUP CORPORATION)
ORDER FOLLOWING PREHEARING CONFERENCE
The Securities and Exchange Commission (Commission) commenced this proceeding on February 20, 2015, with an Order Instituting Administrative Proceedings (OIP) pursuant to Section 12(j) of the Securities Exchange Act of 1934.
A telephonic prehearing conference was held today, and was attended by the Division of Enforcement (Division) and the acting CEO of Information Architects Corporation (Information Architects). Calypte Biomedical Corporation and EC Development, Inc., did not attend. Information Architects’ Answer is due by April 10, 2015. The Division agreed to make the investigative file available to Information Architects by April 10, 2015. See 17 C.F.R. § 201.230.
The parties agreed to the following briefing schedule for motions for summary disposition:
April 24, 2015: May 15, 2015: May 26, 2015: 1 SO ORDERED.
Motions for summary disposition due; Oppositions due; and
Replies due.
_______________________________ Cameron Elliot
Administrative Law Judge
1 The parties agreed that the Replies would be due by May 25, 2015, however, that is Memorial Day and the Commission is closed.
No doubt about that.....Kinda of shocking but very nice to see!
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Mr. William Craig, also known as Bill, serves as Acting Chief Executive Officer at Information Architects Corporation. Mr. Craig served as an Acting Chairman, Acting Chief Executive Officer and Director of Information Architects Corp. until May 8, 2011. Mr. Craig worked in management and corporate trouble shooting for various companies including but not limited to Control Data, Eaton Town, Yale, and Fingerhut. For the last 25 years Mr. Craig has been consulting to the Board of directors for various public companies specializing in reorganizations, mergers and acquisitions. Mr. Craig attended the University of Minnesota from 1964 to 1969. -Business Week
Bill is the Acting CEO
President of Mergers and Acquisitions
Mr. Steven Adelstein, also known as Steve, serves as President of Mergers and Acquisitions at Information Architects Corporation. Mr. Adelstein has been Chairman and Chief Executive Officer at First Level Entertainment Group, Inc. since April 17, 2012. Mr. Adelstein serves as an Independent Consultant of Ecolivegreen Corp. Mr. Adelstein has been the President of AUW, Inc. since April 1993. He is an investment consultant & private investor and has been involved with several small cap public companies for 5 years.
Michael Jackson’s siblings reportedly wanna be startin’ somethin’ that would be to Las Vegas what Graceland is to Memphis.
The pitch involves a replica of Neverland, including an auditorium for occasional performances, and a gift shop.
“They’ve been shopping the idea to the biggest hotels on the Strip for two years,” a source said. “They want to emulate Graceland.”
The concept bears a close resemblance to the pop singer’s vision described in this space by the late dealmaker Jack Wishna before Jackson’s death in June 2009.
Jackson brothers Jackie, Tito, Jermaine and Marlon currently have a foothold on the Strip with their 40-show “Rocktellz and Cocktails” deal at Planet Hollywood. They’re looking for a venue that offers high- volume foot traffic for the Neverland project.
Jackson owned Neverland, named after the fantasy island home of Peter Pan, from 1988 to 2005. Jackson’s parents reportedly own the property, which has remained closed since Jackson’s death.
Graceland Mansion, the home of Elvis Presley, became one of the most-visited private home attractions after Presley died Aug. 16, 1977.
http://www.reviewjournal.com/columns-blogs/norm-clarke/jacksons-planning-las-vegas-tribute-michael
Having personnel that were previously employed by Disney and Universal the company has developed plans for an all new destination resort theme park including designs for five all new unique rides. The company has also acquired the design specifications and rights to a host of other rides from existing theme parks that the company will put their own unique brand on.
Additionally the company has agreements in place with approximately 250 restaurants and food vendors to be incorporated into the parks. The company has also signed agreements with two destination resort hotels to be incorporated into the parks and is in the design stages of multiple boutique hotels to also service the parks.
To round out the destination resort experience, the company has detailed plans and specifications for an 18 hole championship golf course. The theme of the park is to be based on a well-known brand and will be announced at a later date.
For the development of the parks, the company is currently in negotiations with multiple financing entities and expects to have the funding in place to begin construction in the very near future.
9/2/2014 | C201423800524 | Name Change | Corporation Name Change (Domestic) |
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