U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 16346 / November 1, 1999
Civil Action No. 99-CV-11010 (RWZ) (D. Mass.)
The Securities and Exchange Commission today announced the entry of a
final judgment by consent against Jason R. Rosenthal based upon
charges that he violated the antifraud and registration provisions of
the federal securities laws in connection with an offering of
unregistered securities on the Internet. The Commission's complaint,
filed on May 10, 1999, alleged that beginning in November 1998,
Rosenthal used the Internet to solicit investors to purchase
unregistered securities in entities formed to purchase and operate
franchises to sell and support software for operating commercial web
sites. The securities were issued by a company known as VentureLink
Capital Corporation or one of its affiliates. According to the
complaint, Rosenthal's Internet solicitations fraudulently projected
investment returns of 500% to 2000% within two years and
misrepresented the investment as an opportunity to invest in a company
that had obtained millions of dollars of start-up capital from the
same venture capitalists who had provided the initial capital for
Microsoft and Intel. Further, Rosenthal allegedly misled investors to
believe that the entities in which they would be investing were
planning an initial public offering that would generate substantial
profits for investors. The Commission further alleged that Rosenthal's
solicitations yielded investments from three investors, totaling
$50,000, and commissions to Rosenthal in the amount of $5,000.
Rosenthal was not registered with the Commission as a broker-dealer,
nor was he associated with any broker-dealer registered with the
Commission. Rosenthal resides in Dunedin, Florida.
The Commission charged Rosenthal with violating the general antifraud,
securities registration and broker-dealer registration provisions of
the federal securities laws - i.e., Sections 5(a), 5(c) and 17(a) of
the Securities Act of 1933 and Sections 10(b) and 15(a) of the
Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The final
judgment, which was entered on October 22, 1999, permanently enjoins
Rosenthal from violating those provisions in the future and holds
Rosenthal liable for disgorgement of his commissions plus prejudgment
interest thereon. However, payment of disgorgement was waived, and no
civil monetary penalty was imposed, based upon Rosenthal's
demonstrated financial inability to pay. Rosenthal consented to the
entry of the final judgement on a neither admit nor deny basis.
For further information, please see (May 11, 1999).
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SNIPPETS:
The Securities and Exchange Commission today announced the entry of a final judgment by
The Commission's complaint, filed on May 10, 1999, alleged that beginning in November 1998,
Rosenthal's Internet solicitations fraudulently projected investment returns of 500% to 2000%
Rosenthal allegedly misled investors to believe that the entities in which they would be
The Commission charged Rosenthal with violating the general antifraud, securities
The final judgment, which was entered on October 22, 1999, permanently enjoins Rosenthal from
Rosenthal liable for disgorgement of his commissions plus prejudgment interest thereon.
However, payment of disgorgement was waived, and no civil monetary penalty was imposed, based
Rosenthal consented to the entry of the final judgement on a neither admit nor deny basis.
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