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S&M Ventures

SEC-EIPD Advisory • Securities and Exchange Commission Departments • Enforcement and Investor Protection Department (EIPD) • Dec 5, 2023

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December 5, 2023 ENFORCEMENT AND INVESTOR PROTECTION DEPARTMENT SEC ADVISORY This is to inform the public that S&M VENTURES is NOT AUTHORIZED TO SOLICIT INVESTMENT FROM THE PUBLIC. ICHDca Based on the reports and information gathered by the Commission, S&M VENTURES is engaged in property rental unit particularly at Azure Urban Resort Residences located at Km. 16 West Service Road, Brgy. Marcelo Green, Bicutan, Paraaque City. Its owner/promoter, PAMELA SHAYNE R. GOZO is actively enticing (through S&M VENTURES' Facebook page) the public to be their business partner. As posted online, S&M VENTURES , is offering to the public to invest in its projects, namely: a.) renovation and construction of additional units at Azure Urban Resort Residences; and b.) investment in the rental units at Azure Urban Resort Residences. Accordingly, the minimum investment is from Php20,000.00 to Php300,000.00. Thereafter, the investor earns a passive income every month. S&M VENTURES claims that the investor has nothing to do except sit back and unwind while they handle the guest bookings, seamless check-ins and check-outs as well as the promotional aspects of renting on Airbnb. In this regard, the public is made aware that an "investment contract," a kind of security, exists when there is an investment or placement of money in a common enterprise with a reasonable expectation of profits to be derived from the efforts of others which is prominent in the scheme of, S&M VENTURES . cDHAES As such, the Securities Regulation Code (SRC) requires that said offer and/or sale of securities must be duly registered with the Commission and that the concerned entity and/or its agents should have the appropriate registration and/or license to sell such securities to the public. Based on the Commission's database, S&M VENTURES , is NOT REGISTERED as a corporation or partnership and OPERATES WITHOUT THE NECESSARY LICENSE AND/OR AUTHORITY to solicit, accept or take investments/placements from the public nor to issue investment contracts and other forms of securities defined under Section 3 of the Securities Regulation Code (SRC) . The scheme employed by, S&M VENTURES has the characteristics of a "Ponzi Scheme" where money from new investors are used in paying "fake profits" to prior investors and is designed mainly to favor its top recruiters and prior risk takers and is detrimental to subsequent members in case of scarcity of new investors. The offering and selling of securities in the form of investment contracts using the "Ponzi Scheme" which is fraudulent and unsustainable, is NOT a registrable security. The Commission will not issue a License to Sell Securities to the Public to persons or entities that are engaged in this business or scheme. Moreover, the Financial Products and Services Consumer Protection Act prohibits the commission of "Investment fraud," defined as any form of deceptive solicitation of investments from the public which includes Ponzi schemes and such other schemes involving the promise or offer of profits or returns sourced from the investments or contributions made by the investors themselves and the offering or selling of investment schemes to the public without a license or permit from the SEC. TCAScE In view thereof, the public is hereby advised NOT TO INVEST or to STOP INVESTING in the investment scheme being offered by, S&M VENTURES as well as to any other entities having the same or similar schemes and to exercise caution in dealing with any individuals or group of persons soliciting investments or recruiting investors for and on behalf of S&M VENTURES . Those who act as salesmen, brokers, dealers or agents, representatives, promoters, uplines, recruiters, influencers, endorsers and enablers of S&M VENTURES , in selling or convincing people to invest in the investment scheme being offered by the said entity including soliciting investments or recruiting investors through the internet may be held criminally liable under Section 11 of the Financial Products and Services Consumer Protection Act (FCPA) and under Section 28 of the SRC and both penalized separately with a maximum fine of Five Million Pesos (Php5,000,000.00) or imprisonment of Twenty One (21) years or both pursuant to Section 73 of the SRC (SEC vs. Oudine Santos, G.R. No. 195542, 19 March 2014) . Furthermore, the names of all those involved will be reported to the Bureau of Internal Revenue (BIR) so that the appropriate penalties and/or taxes be correspondingly assessed. Should you have any information regarding any investment solicitation by any individual or group of individuals on behalf of S&M VENTURES , please send your report through email at [emailprotected] . For the information and guidance of the public. Makati City, December 5, 2023.

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