Pax Clean Energy Inc. (fka PXCE)

[Buckey]

PAX CLEAN ENERGY INC (U-PXCE) - Street Wire
SEC halts Pax Clean Energy

2009-04-29 15:13 AT - Street Wire

From Street Wire (C-*SEC) U.S. Securities and Exchange Commission


by Mike Caswell

The U.S. Securities and Exchange Commission has halted Pax Clean Energy Inc., a Victoria-based OTC Bulletin Board company that has gone from $2.25 to $11.24 in the past four months. The regulator cites questions about the accuracy of information available on a proposed acquisition. The notice says little else about the company, and only advises that the halt is necessary to protect investors.

The company's president, Paul Hammond, says he does not know why the SEC would have halted his company. "I've got my lawyers speaking to them. If there is anything inaccurate, I'd like to know what it is," he told Stockwatch. The company is proposing to acquire Mobile Video Development Inc., which it touts as a developer of mobile video sharing technology. Pax plans to issue 16 million preferred shares in consideration, which would be exchangeable into common shares at a rate of 36 common shares for each preferred share. While the terms of the deal state that the exchangeable shares may not be converted for three years, their issue would result in the company having 600 million shares outstanding. If Pax were to remain at its current price of $9.99, this would value the company at nearly $6-billion. Mr. Hammond attributed the company's price to a favourable response to the Mobile Video deal from investors. "I guess they like what they see," he said.

Trading records show that Pax was a sparse trader until recently. From the time it listed in September, 2007, through to January, 2009, its total volume was 1,300 shares. It began trading almost daily on Jan. 22, 2009, when when it said it was evaluating the Mobile Video deal, with volumes of over 10,000 shares on many days. The stock reached a high of $11.24 on April 6, 2009, before falling to $9.99.

When the company listed in September, 2007, it said it was planning to build a 30,000-tonne-per-year biodiesel plant in Serbia. It abandoned that deal in January, 2009, citing rising raw material costs. According to its Jan. 31, 2009, balance sheet, Pax has $200 in cash and current liabilities of $234,438.

Pax's directors are Mr. Hammond and a West Vancouver resident, Miodrag Andric. The two men are past associates of fugitive Thai financier Rakesh Saxena. In 1996, Mr. Hammond was the president of Asean Holdings Inc., a Vancouver Stock Exchange company that had Mr. Saxena as one of its largest shareholders. In July, 1996, when police arrested Mr. Saxena for allegedly defrauding the Bangkok Bank of Commerce of $88-million, Mr. Hammond was among those seated with Mr. Saxena's wife in court during his first appearance. Both men worked for West Shore Ventures Ltd., a private company run by Mr. Saxena.

In 1996, police charged Mr. Hammond with obstruction of justice in connection with the case against Mr. Saxena, but the charges were later dropped after Mr. Hammond testified against Mr. Saxena in court. In that testimony, he told the judge that he had created a web of companies for the Thai financier that were part of a global shell game. He had used registries of convenience from the Yukon to the Cayman Islands, he said.

Mr. Hammond says Mr. Saxena has no involvement in Pax Clean Energy. "I have had nothing to do with Saxena for 10 years," he told Stockwatch. Mr. Saxena, who has been fighting extradition to Thailand since October, 1996, has been living under self-financed house arrest for most of the last 12 years, at first in Vancouver and now in Richmond.

As with all SEC halts, brokers wishing to trade Pax will face a significant regulatory burden even after the company is reinstated for trading. They must keep up-to-date information on the company's financial status and on its insiders. They must also have a copy of the company's prospectus, its most recent annual report and any subsequent quarterly reports. In addition, brokers must maintain current information on the company's name, address, state of incorporation, number of shares outstanding, the name of its transfer agent and the nature of its products. Brokers must also know if a price quotation is from another broker or from an insider. This information, along with specific names, must be available to anyone interested in trading the company. The halt lasts for 10 business days, or until May 11, 2009.

[Rev Kilgore Mullet]

Righty,

Have you called the company and asked for an explanation of events?

[Rev Kilgore Mullet]

Righty, have you considered resigning from your engagement in view of the lack of transparency?

[stoxrock]

There is no company, there never was. Righty u promoted a "shell" within the meaning of 12b-2 of the 34 act, this one in fact is imo a footnote 32 shell, the worst kind. ive documented in here what a 32 shell is.
this is imo a stock manipulation case as well....
those shareholders who funded pxce are all getting letters and don't think the staff cant reach up to canada..

agreements signed last year and canada can get to us citizens also..

this kinda party is over...
from $.005 to $220, righty what were u thinking dude???
DIDNT U SEE THAT AS UNUSUAL???

[Brigham Youngster]

Poor James([e-mail]) might be sweating it a little so give the poor guy a break. He's been working the YHOO boards for PXCE and GSAE pretty hot and heavy. Hope Del Mar's paying him overtime.

Nice mugshot of Les Hammond. Where did you guys get that?

[PhillyPA65]

Who was the Investment Relations Professional (IRP) on this stock ?

Wish I could have shorted this one at $11 with a multi-billion dollar market cap.

There were a few hundred million shares issued and the stock was price at $11.

Unbelievable.

How much was made in ill-gotten gains on this POS ?

[shortsinthesand]

Buckey.. I think the SEC just might want to know more about who and why this 35,000 dollar awareness promotion was funded by?

I know if I was paid 35k to promote a company and then during my promotion contract it was suspended by the SEC I would be a tad bit on the nervous side!

~Shorts

[shortsinthesand]

You will be standing by alright! On to the greys for your standby!

good luck with that thought!

~Shorts

[shortsinthesand]

WoW thats a big surprise who woulda thunk it! I wounder how this fairs with the awareness program?

~Shorts

[TikiGal]

Promoters aren't exempt from the law. If the promoters followed the strict guidelines under Section 17, Securities Act of 1933 they should be fine. If they knowingly/willfully falsified the data in order to entice people to buy well that is a different story and below is an example of what can happen if such illegal activity did occur

Here is one example of the SEC filing charges against the company along with the promoter.

http://prod.cchwallstreet.com/ws-portal/content/news/container.jsp?fn=03-13-06

Section 17B
http://www.law.uc.edu/CCL/33Act/sec17.html
# Use of interstate commerce for purpose of fraud or deceit

It shall be unlawful for any person in the offer or sale of any securities or any security-based swap agreement (as defined in section 206B of the Gramm-Leach-Bliley Act [15 USCS § 78c note]) by the use of any means or instruments of transportation or communication in interstate commerce or by use of the mails, directly or indirectly--

1. to employ any device, scheme, or artifice to defraud, or

2. to obtain 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 light of the circumstances under which they were made, not misleading; or

3. to engage in any transaction, practice, or course of business which operates or would operate as a fraud or deceit upon the purchaser.

# Use of interstate commerce for purpose of offering for sale

It shall be unlawful for any person, by the use of any means or instruments of transportation or communication in interstate commerce or by the use of the mails, to publish, give publicity to, or circulate any notice, circular, advertisement, newspaper, article, letter, investment service, or communication which, though not purporting to offer a security for sale, describes such security for a consideration received or to be received, directly or indirectly, from an issuer, underwriter, or dealer, without fully disclosing the receipt, whether past or prospective, of such consideration and the amount thereof.

# Exemptions of section 3 not applicable to this section

The exemptions provided in section 3 shall not apply to the provisions of this section.

# Limitation

The authority of the Commission under this section with respect to security-based swap agreements (as defined in section 206B of the Gramm-Leach-Bliley Act [15 USCS § 78c note]) shall be subject to the restrictions and limitations of section 2A(b).

[Penny Lane]

Did you just lose your best customer?


Its bad enough losing one's best customer but I also wonder if there is any precedent regarding civil suit claims against FAULTY market awareness campaigns and subsequent campaigners?

[greedy__malone]

righty you are aware that the SEC notifies companies and allows them to present the information to avoid a trading suspension aren't you?

Obviously PXCE couldn't cut the mustard.

I believe what I was asking was what does Market Medias do, if anything, to ensure the information being presented is accurate and current?

I ask this for obvious reasons.

The SEC asked questions and requested information. They didn't get the right response. I am pretty certain you had some kind of contact with the company?

How do you determine your info is current and accurate? In other words, how do you make excuses for delays without current information without relying on old information? If you rely on old information then how can you make an accurate arguement?

Is saying "we will await the company response" and then continuing the pumping of info you can't verify really a responsible thing to do?

[righty]

YES

[righty]

Rather than "IMAGINE"

We will let the company and the powers that be, deal with the halt.

Theres no more info out there on the reasons for the halt than what you have and I have.

You are of course free to opine either way.

At the end of the day...company will have to address it. right?

or did you miss that in my other post?

For now were off the clock, until at the very least a comment is issued from the company.

THEN WE SEE WHO SAYS WHAT.

[Train1]

Are you paid in advance for your services or are you still expecting payment for the PXCE promotion?

[Stock]

That one was fast, I remember it well. It really didn't even trade.

ATNE comes to mind -- that one took a few months. It was some other ticker before ATNE.

[greedy__malone]

I expect they are busy

Yeah, too busy to ensure promoters of the company were using accurate or current info. Now that's busy!!!!

Imagine how bad the curent info must be if they decided not to give you the real story!!!!!!!!!!!

And imagine how many messages on IHUB contained unverified crap.

Tell me, were you to busy to factually verify any of the info you were given or to ensure it was current and accurate?

What procedures does Market Medias have in place to prevent this type of thing from happening? Imagine how you could have actually been used to spread fraudulent info? Imagine how many people ready your company message? Imagine how many may have invested here?

What does Market Medias do to prevent the spreading of inaccurate info or info that is not current? What went wrong here? This is going to be a massive slaughter when it opens back up for trading. What do you tell investors here?

I mean now that therre aren't like 50-75 pump messages on MOMO boards there must be a little time to address questions which you had to know would be asked this morning when you saw the suspension notice.

[righty]

I expect they are busy...as am I...you?

[greedy__malone]

Not a single response from the company?

Seriously? No explaination? No update? No message to shareholders?

Just get suspended and hide like the promo company?

Lay it all out here PXCE. Let's see the cards on the table.

[Buckey]

OH please IN tears you used all of these in the same post LOL

I'm sure you're right but I would just like to hear the IRP acknowledge that he is unconcerned with the possibility of a scam. Or if he proclaims any professional standards, he can outline any background checks and so forth.

[Rev Kilgore Mullet]

I'm sure you're right but I would just like to hear the IRP acknowledge that he is unconcerned with the possibility of a scam. Or if he proclaims any professional standards, he can outline any background checks and so forth.

[greedy__malone]

No Kilgore, according to them it is all the company's fault.

Who cares if 50-75 posts a day are made on MOMO boards by the promo company and who cares if they ever take any time to determine if those posts contain accurate or current information? Seriously, 3 people machine gun firing inaccurate info and info that isn't current have no responsibility for the content of their posts according to them.

It all falls on the company because they don't verify the contents of anything the company gives them. For a fee they will giftwrap anything they are handed and flood dozens of message boards with the message regardless of the accuracy of such info.

And they will defend that message that they refuse to verify against anybody who challenges it. When the SEC steps in they will then put it all back on the company as if what they had no clue wat was going on.

[Buckey]

I am sure that they were contacted and did not respondf to the SEC. That is what I understand in the first course of action. The SEC requests information from the company to verify what is being said publiccly. sometimes the SEC cannot even track down wihc UPS store ther are running out of. Hard to knock on a UPS mail drop

[Rev Kilgore Mullet]

IRP question: Were any due diligence procedures performed that might offer some assurance to investors that this stock is not a scam?

[greedy__malone]

What is the official PXCE response to this issue?

[nosecret]

the other one was YTNO.
I think it took not even a month. lol

[greedy__malone]

Here is what it boils down to in my book.

there is a lack of current and accurate information concerning, among other things, an acquisition by the company, the value of the company after the completion of the acquisition, and the company’s current and future financial condition.

So all the information being utilized by the promo team is not current nor is it accurate.

Yesterday alone there appears to be about 50-75 posts on MOMO boards that had "PXCE" or "THWAPR" in the tagline. And the info contained in those posts, according to the SEC is not current or accurate.

So, the burning question arises: What do promo companies do to ensure the info they flood message boards with is accurate and current?

Considering the circumstances here it seems as if this is a valid question. Because all references to the issues brought today by the SEC have been vigorously argued by the people who were spreading company info deemed to be inaccurate and not current.

[IronNippalz]

Dang! I thought this would be the next Enron... oh... wait...

[scion]

Questions have been raised regarding the accuracy of publicly disseminated information concerning, among other things: (1) an acquisition by the company; (2) the value of the company after the completion of the acquisition; and (3) the company's current and future financial condition.
http://www.sec.gov/litigation/suspensions/2009/34-59827-o.pdf

IN THE MATTER OF
:
:
Pax Clean Energy, Inc.
:
ORDER OF SUSPENSION
:
OF TRADING
File No. 500-1
:
____________________________________:
It appears to the Securities and Exchange Commission that there is a lack of current and accurate information concerning the securities of Pax Clean Energy, Inc., which are quoted on the OTC Bulletin Board and on the Pink Sheets operated by Pink Sheets OTC Markets Inc. under the ticker symbol PXCE. Questions have been raised regarding the accuracy of publicly disseminated information concerning, among other things: (1) an acquisition by the company; (2) the value of the company after the completion of the acquisition; and (3) the company's current and future financial condition.

The Commission is of the opinion that the public interest and the protection of investors require a suspension of trading in the securities of the above listed company.

Therefore, it is ordered, pursuant to Section 12(k) of the Securities Exchange Act of 1934, that trading in the above listed company is suspended for the period from 9:30
a.m. EDT, April 28, 2009 through 11:59 p.m. EDT, on May 11, 2009. By the Commission.

Elizabeth M. Murphy Secretary

[stoxrock]

sec trading suspension:

http://www.sec.gov/litigation/suspensions/2009/34-59827.pdf

[Brigham Youngster]

That LA office rocks, doesn't it?

[stoxrock]

SEC TRADING SUSPENSION GAME OVER

[Buckey]

under a month. again hats off to SEC if they acted that quick. they couldnt be on it much longer as it is a relatively new P

[greedy__malone]

buckey I reported PXCE last month.
Date:Tuesday, March 31, 2009 11:44 AM
Subject:Your E-mail to the SEC's Chicago Regional Office

Thank you for writing to the Chicago Regional Office. We appreciate receiving inquiries, comments on rulemaking and regulations, and information from members of the public concerning possible violations of the securities laws. Please be assured that your comments will receive consideration within the context of our responsibilities under the federal securities laws.


If you have contacted this office regarding a complaint, or possible violation of securities laws, your e-mail will be reviewed and a response will be forthcoming. If you have not yet filed a complaint but would like to learn more about how the SEC handles complaints, please visit our website at http://www.sec.gov/complaint.shtml.


Again, thank you for contacting our office.

US SECURITIES & EXCHANGE COMMISSION
Chicago Regional Office

[Buckey]

WE might of set a new standard here. A prmom so bad and so obvious it was halted midstream.

wow hats off to the SEC. lets face it they dont halt good companies. heck they miss tons of bad companies so this one must of stuck out like a sore thumb

[greedy__malone]

"is nobody allowed to counter anything you say?"

Sure, it just really looks silly when I have the SEC and a fresh new trading suspension to back up my beliefs that you have been trying to counter since day 1.

Why is Market Medias not spreading this trading suspension to the same boards where you posted PXCE news and intraday stock quotes? Is a trading suspension not news? Is this not perhaps the most important piece of information on any of your promo stocks today?

Aren't you going to tell people about this important company information?

[righty]

all the information in the pre 14 c is relative to the info in the halt order right?

just a guess man.....like i said....will look into it, already started in fact...AND YES...I READ THE ORDER.

[Buckey]

OH dear in tears pissingmyself laughing

I believe this company just got "THWAP'D"

[righty]

GOOD MORNING

[greedy__malone]

"Standing by"?

Are you serious?


LMAO!!!!!!


This is over. No longer going to profit from a dump as the stock is dead in the water. It will open after the suspension and you will see perhaps one of the fastest declines in value known to mankind. Bringing this down to the level it should have been at before it was manipulated upward.

I believe this company just got "THWAP'D"

[righty]

"g" IT'S A GUESS!!!

jeezaz guy...is nobody allowed to counter anything you say?

[righty]

relax guy...I was guessing...read the post...made that clear enough

[greedy__malone]

Please tell me the defense of this company isn't going to continue on during the trading suspension, move to the greys and the total collapse of the pps?

Come to think of it, the contracted promo period will still be active when the suspension is lifted. Unless SEC actions negate any remaining days?

What is it righty? Still going to try to create "awareness" of this company? BEcause if "awareness is a balanced presentation of company info" then why aren;t you posting this suspension on all the boards you post PXCE news on?

[Buckey]

PXCE jumped off the page at me. as I said it reminded me of PROT and MNCS for higher priced $pps. add in a one page website, a paid pump and a massive market cap.

this suspension absolutely no surprise other than how quickly.

[righty]

Like I said, and as your post reflects this is about that information which could likely be to do with the 14c process

I do not see a definitive 14c filing so it stands to reason that it is possible they missed a deadline?

Don't really know as of yet so standing by.

[greedy__malone]

Not jumping to conclucions? Seems as if jumping to conclucions is what caused this suspension in the first place.

Much news was spewed, much hype was used in the spewing and no explaination was ever given for the bloated market cap and lack of justification.

it appears to the Commission that there is a lack of current and accurate information concerning, among other things, an acquisition by the company, the value of the company after the completion of the acquisition, and the company’s current and future financial condition.

Looks like all the issues that were brought up by people on tis board yet, defended by you. And the questions were serious enough to warrant a trading suspension by the SEC which is not reserved for the best of the best. Quite the opposite actually.

Must sting just a little to know that it will be impossible to deflect a suspension by the SEC.

[Buckey]

HUMM methinks the suspension has everything to with this perthe SEC

because it appears to the Commission that there is a lack of current and accurate information concerning, among other things, an acquisition by the company, the value of the company after the completion of the acquisition, and the company’s current and future financial condition

[Buckey]

That means two week and then the greys. For fun I just tried to SS at the bid but order not allowed

[righty]

were not jumping to conclusions...the 14c process, is still underway, this may or may not be relative

we will standby for an official result

[greedy__malone]

U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
SECURITIES EXCHANGE ACT OF 1934 Release No. 59827/April 28, 2009
The Securities and Exchange Commission announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 (the “Exchange Act”), of trading of the securities of Pax Clean Energy, Inc. (“Pax Energy”), of North Saanich, British Columbia at 9:30 a.m. EDT on April 28, 2009, and terminating at 11:59 p.m. EDT on May 11, 2009.
The Commission temporarily suspended trading in the securities of Pax Energy, which are quoted on the OTC Bulletin Board and on the Pink Sheets operated by Pink OTC Markets Inc. under the ticker symbol PXCE, because it appears to the Commission that there is a lack of current and accurate information concerning, among other things, an acquisition by the company, the value of the company after the completion of the acquisition, and the company’s current and future financial condition.
The Commission cautions broker dealers, shareholders, and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by the company.
Further, brokers and dealers should be alert to the fact that, pursuant to Rule 15c2-11 under the Exchange Act, at the termination of the trading suspension, no quotation may be entered unless and until they have strictly complied with all of the provisions of the rule. If any broker or dealer has any questions as to whether or not he has complied with the rule, he should not enter any quotation but immediately contact the staff in the Division of Trading and Markets, Office of Interpretation and Guidance, at (202) 5515777. If any broker or dealer is uncertain as to what is required by Rule 15c2-11, he should refrain from entering quotations relating to Pax Energy’s securities until such time as he has familiarized himself with the rule and is certain that all of its provisions have been met. If any broker or dealer enters any quotation which is in violation of the rule, the Commission will consider the need for prompt enforcement action.
If any broker dealer or other person has any information which may relate to this matter, the Los Angeles Regional Office of the Securities and Exchange Commission should be telephoned at [phone].