SPAV Solutions Corp.
SEC-EIPD Advisory • Securities and Exchange Commission Departments • Enforcement and Investor Protection Department (EIPD) • Aug 12, 2021
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August 12, 2021 ENFORCEMENT AND INVESTOR PROTECTION DEPARTMENT SEC ADVISORY This ADVISORY is prompted by complaints from victims of SPAV SOLUTIONS CORP. DOING BUSINESS UNDER THE NAMES AND STYLES OF EMPORIA INSTITUTE, EMPORIA (FORMERLY SPAV SOLUTIONS CORP.) ( "SPAV SOLUTIONS CORP." for brevity) headed by Mr. James Ryan A. Sumilang and Mr. Neilbert Abella as its Chairman & President and Vice-President respectively. The public is hereby informed that based on the Commission's database, SPAV SOLUTIONS CORP. is registered with the Commission with Company Registration No. CS201815812 which authorizes it to engage in the business of a consultancy firm, but it is NOT AUTHORIZED to solicit investments/placements from the public nor to issue investment contracts and other forms of securities since it has not secured prior registration and/or license from the Commission as prescribed under Sections 8 and 28 of the Securities Regulation Code . SPAV SOLUTIONS CORP. , through its officers, James Sumilang and Neilbert Abella, had engaged in the operation of supposed foreign currency exchange trading business and had accepted investments from their colleagues and acquaintances in different accounting firms. Based on the information gathered, SPAV SOLUTIONS CORP. appears to be engaged in investment-taking activities not authorized by the Commission. James Sumilang and Neilbert Abella enticed the public to invest their money in SPAV SOLUTIONS CORP. with a promise of up to three percent (3%) of the total pool of managed funds or an average of 30% for a three (3) months trading period . Accordingly, SPAV SOLUTIONS CORP. would send the victims a Percentage Allocation Money Management Services ("PAMM CONTRACT") entered into between the victims and James Sumilang and Neilbert Abella as the "Fund Managers." SPAV SOLUTIONS CORP. would send monthly PAMM Performance report and email such report to the victims allegedly under the name of Primus Global Ltd. indicating therein a supposed trading sheet for the pool of funds and a separate email for a sample computation of the victims' investment from the initial capital until the ending equity after management fees. On or before 16 March 2020, at the onset of the pandemic, James Sumilang and Neilbert Abella planned to set up a new company which would continue their foreign exchange trading scheme. They offered their victims the opportunity to be a stockholder of the new company called "S & A Enterprise, Inc." The victims executed a document entitled, Pre-Incorporation Subscription which acknowledges the spurious conversion of their accumulated earnings into stock subscription or stock purchase. The Commission, to protect the investing public, issues Advisories intended to warn the public on investment scams proliferating in our country and that based on information received by the SEC, there are certain companies, entities and individuals engaged in business operations with apparent indications of illegal investment-solicitation activities. Do take note that offers of investment opportunities that are in the nature of "investment contracts," which are classified as "securities" under the Securities Regulation Code needs to be registered with the Commission and that the company and individual representatives thereof offering and selling the same needs to be licensed and registered as broker in securities and salesmen, respectively. Thus, we always remind the public to be cautious in investing and to make investment decisions wisely: 1. By conducting due diligence as to the actual operation of the company offering the investment to determine the primary sources of its income; 2. Avoiding investments offering unrealistic returns ; and 3. By taking into consideration the compliance with the applicable laws. The public is hereby advised NOT TO INVEST or STOP INVESTING in any investment scheme being offered by any individual or group of persons allegedly for or on behalf of SPAV SOLUTIONS CORP. and to exercise caution in dealing with any individuals or group of persons soliciting investments for and on behalf of said entity. Those who act as salesmen, brokers, dealers or agents of SPAV SOLUTIONS CORP. in selling or convincing people to invest in the investment scheme being offered by this entity including solicitations and recruitment through the internet may likewise be prosecuted and held criminally liable under Section 28 of the SRC and penalized with a maximum fine of Five Million pesos (P5,000,000.00) or penalty of Twenty-one (21) years of imprisonment or both pursuant to Section 73 of the SRC. Also, those who invite or recruit others to join or invest in such venture or offer investment contracts or securities to the public may incur criminal liability, or otherwise be sanctioned or penalized accordingly as held by the Supreme Court in the case of Securities and Exchange Commission vs. Oudine Santos (G.R. No. 195542, 19 March 2014) . This Department is taking appropriate action against unauthorized investment taking activities and investment scams. Hence, if you have been approached and invited to join and invest in SPAV SOLUTIONS CORP. or any entity which does not have the proper authority to solicit investments/placements from the public, we encourage you to cooperate with us and immediately report these activities to the ENFORCEMENT AND INVESTOR PROTECTION DEPARTMENT through email at [emailprotected] For the guidance of the public. Pasay City, August 12, 2021.
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