UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION
SECURITIES EXCHANGE ACT OF 1934
Release No. 44380 / June 1, 2001
ADMINISTRATIVE PROCEEDING
File No. 3-10378
_________________________________________________________________
In the Matter of
United Stock Transfer, Inc. and
John J. Donnelly,
Respondents.
_________________________________________________________________
ORDER MAKING FINDINGS AND
IMPOSING REMEDIAL SANCTIONS
AND A CEASE-AND-DESIST ORDER
I.
In connection with a public administrative proceeding instituted
against them on November 20, 2000, pursuant to Sections 17A(c)(3),
17A(c)(4) and 21C of the Securities Exchange Act of 1934 ("Exchange
Act"), United Stock Transfer, Inc. and John J. Donnelly (together the
"Respondents") have submitted an Offer of Settlement ("Offer") to the
Securities and Exchange Commission ("Commission"), which the
Commission has determined to accept. Solely for the purpose of this
proceeding and any other proceeding brought by or on behalf of the
Commission or in which the Commission is a party, and without
admitting or denying the findings contained herein, except as to
jurisdiction, which they admit, Respondents consent to the entry of
the findings and remedial sanctions as set forth below.
II.
On the basis of the Order Instituting Proceedings and the Offer
submitted by Respondents, the Commission makes the following findings
A. United Stock Transfer, Inc., a Colorado corporation with its
principal place of business in Englewood, Colorado, has been
registered with the Commission as a transfer agent since May 1, 1987,
pursuant to Section 17A(c)(2) of the Exchange Act. On January 7, 1999,
the Commission censured United and imposed a cease-and-desist order in
SNIPPETS:
SECURITIES AND EXCHANGE COMMISSION
ADMINISTRATIVE PROCEEDING
In connection with a public administrative proceeding instituted against them on November 20,
Solely for the purpose of this proceeding and any other proceeding brought by or on behalf of
United Stock Transfer, Inc., a Colorado corporation with its principal place of business in
On January 7, 1999, the Commission censured United and imposed a cease-and-desist order in
Donnelly has also been the principal person in charge of United's day-to-day operations and
During five of these routine examinations, the staff of the Commission noted certain areas of
After each examination, the staff forwarded to United a deficiency letter that described the
to file annual reports on Forms TA-2 that were current, accurate and timely filed with the
to turnaround items received for processing and transfer and notify the Commission of its
to maintain documentation setting forth the total number of shares authorized and the total
to register with the Securities Information Center, properly report lost or stolen securities
to fingerprint non-exempt employees of United, submit the fingerprints to the Attorney
Section 17Aof the Exchange Act states "No registered clearing agency or registered transfer
t may prescribe as necessary or appropriate for the safeguarding of securities and funds."
United maintains proper records relating to letters of appointment, routine items,
Annual reports by an independent accountant examining United's internal accounting controls
Reviewing United's procedures to identify any material inadequacies with such review to be
Implement the recommendations of the Accountant within 60 days of the delivery of the report
Such payment shall be made by United States postal money order, certified check, bank
eedings, a copy of which cover letter and money order or check shall be sent to Donald M. Hoerl,
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