Creator Capital Ltd. - Delinquent Periodic Filings Proceeding
Summary
The SEC initiated administrative proceedings against Creator Capital Ltd., a Bermuda corporation, for failing to file periodic reports required under Section 13(a) of the Exchange Act. The company has not filed any periodic reports since its Form 20-F for the period ended December 31, 2012, which reported a net loss of $807,484. The proceedings could result in suspension for up to twelve months or revocation of the company's securities registration.
What changed
The SEC Division of Enforcement initiated proceedings under Section 12(j) of the Securities Exchange Act against Creator Capital Ltd. for delinquent periodic filings. The respondent, a Bermuda corporation (CIK 882537) with securities quoted on OTC Link (symbol CTORF), failed to file required periodic reports since the period ended December 31, 2012. The Commission alleges violations of Exchange Act Section 13(a) and Rule 13a-1.\n\nThe company is ordered to file an Answer within ten (10) days per Rule 220(b) or face potential suspension or revocation of its securities registration. Public companies with Section 12-registered securities should ensure all periodic filings are current to avoid similar proceedings. Failure to respond could result in suspension for up to twelve months or permanent revocation of registration.
What to do next
- File Answer within 10 days per Rule 220(b) of the Commission's Rules of Practice
- Verify all periodic filings (annual and quarterly reports) are current
- Confirm valid address on file with the Commission to receive delinquency letters
Penalties
Suspension for a period not exceeding twelve months, or revocation of registration of each class of securities registered pursuant to Section 12 of the Exchange Act
Source document (simplified)
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 Respondent Creator Capital Ltd.
After an investigation, the Division of Enforcement alleges that: A. RESPONDENT
- Creator Capital Ltd. (CIK No. 882537) is a Bermuda corporation located in Hamilton Parish, Bermuda with a class of securities registered with the Commission pursuant to Exchange Act Section 12(g). Creator Capital Ltd. is delinquent in its periodic filings with the Commission, having not filed any periodic reports since it filed a Form 20-F for the period ended December 31, 2012, which reported a net loss of $807,484 for the prior twelve months. As of September 12, 2017, the company's stock (symbol
"CTORF") was quoted on OTC Link, had four market makers, and was eligible for the "piggyback" exception of Exchange Act Rule 15c2-11(f)(3). In the Matter of ORDER INSTITUTING SECURITIES EXCHANGE ACT OF 1934 Creator Capital Ltd., ADMINISTRATIVE PROCEEDINGS Release No. 81656 / September 19, 2017 AND NOTICE OF HEARING UNITED STATES OF AMERICA Respondent. PURSUANT TO SECTION 12(j) OF ADMINISTRATIVE PROCEEDING THE SECURITIES EXCHANGE ACT Before the File No. 3-18189 OF 1934 SECURITIES AND EXCHANGE COMMISSION
DELINQUENT PERIODIC FILINGS
As discussed in more detail above, the Respondent is delinquent in its periodic
filings with the Commission, have repeatedly failed to meet its obligations to file timely periodic reports, and failed to heed delinquency letters sent to it by the 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.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 domestic issuers to file quarterly reports.As a result of the foregoing, Respondents failed to comply with Exchange Act
Section 13(a) and Rule 13a-1 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:Whether the allegations contained in Section II hereof are true and, in
connection therewith, to afford the Respondent an opportunity to establish any defenses to such allegations; and,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 Respondent identified in Section II hereof, and any successor under Exchange Act Rules 12b-2 or 12g-3, and any new corporate names of the Respondent.
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 Respondent 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 Respondent fails to file the directed Answer, or fails to appear at a hearing after being duly notified, the Respondent, and any successor under Exchange Act Rules 12b-2
or 12g-3, and any new corporate names of the Respondent, 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 Respondent personally or by certified, registered, or Express Mail, or by other means permitted by the Commission Rules of Practice. IT IS FURTHER ORDERED that, pursuant to Rule 360(a)(2) of the
Commission's Rules of Practice, 17 C.F.R. § 201.360(a)(2), the Administrative Law Judge shall issue an initial decision no later than 30 days from the occurrence of one of the following events: (A) The completion of post-hearing briefing in a proceeding where the hearing has been completed; (B) Where the hearing officer has determined that no hearing is necessary, upon completion of briefing on a motion pursuant to Rule 250 of the
Commission's Rules of Practice, 17 C.F.R. § 201.250; or (C) The determination by the hearing officer that a party is deemed to be in default under Rule 155 of the
Commission's Rules of Practice, 17 C.F.R. § 201.155 and no hearing is necessary.
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. Brent J. Fields Secretary
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