Genoil, Inc., Exchange Act Release No. 87979, 2020 WL 260279 (Jan. 15, 2020). 17 C.F.R. § 201.141(a)(2)(ii).
Rules of Practice 151(a), 160(b), 220(b), 17 C.F.R. §§ 201.151(a), .160(b), .220(b).
Notwithstanding its failure to file an answer, on June 28, 2020, Genoil, Inc. filed a Form 20-F for the reporting periods ending December 31, 2017, 2018, and 2019. Genoil, Inc. should be aware that, despite the June 28 filing, it may be deemed in default and the registration of its securities revoked if it does not file an answer or otherwise respond to this show cause order.
To the extent Genoil does not respond, the Division should submit a filing addressing the relevance, if any, of the company’s filing after the issuance of the OIP of the June 28, 2020 Form 20-F on the Commission’s disposition of the proceeding.
Accordingly, Respondents are ORDERED to SHOW CAUSE by March 8, 2021, why the registrations of their securities should not be revoked by default due to their failure to file answers and to otherwise defend this proceeding. When a party defaults, the allegations in the OIP will be deemed to be true and the Commission may determine the proceeding against that party upon consideration of the record without holding a public hearing.
If Respondents fail to respond to this order to show cause, they may be deemed in default, the proceeding may be determined against them, and their securities may be revoked.5 Upon review of the filings in response to this order, the Commission will either direct further proceedings by subsequent order or issue a final order resolving the matter.
The parties’ attention is called to the Commission’s March 18, 2020 order regarding the filing and service of papers, which provides that pending further order of the Commission parties to the extent possible shall submit all filings electronically at apfilings@sec.gov.6 Also, the Commission’s Rules of Practice were recently amended to include new e-filing requirements, which take effect on April 12, 2021.7
For the Commission, by the Office of the General Counsel, pursuant to delegated authority.
5
Rules of Practice 155, 180, 17 C.F.R. § 201.155, .180; see Genoil, 2020 WL 260279, at *2 (“If Respondents fail to file the directed Answers, . . . [they] may be deemed in default and the proceedings may be determined against them . . . .”).
6
Pending Administrative Proceedings, Exchange Act Release No. 88415, 2020 WL 1322001 (Mar. 18, 2020), https://www.sec.gov/litigation/opinions/2020/33-10767.pdf.
7
Amendments to the Commission’s Rules of Practice, 85 Fed. Reg. 86,464, 86,474 (Dec. 30, 2020); see also Amendments to the Commission’s Rules of Practice, Exchange Act Release No. 90442, 2020 WL 7013370 (Nov. 17, 2020); Instructions for Electronic Filing and Service of Documents in SEC Administrative Proceedings and Technical Specifications, https://www.sec.gov/efapdocs/instructions.pdf. The amendments also impose other obligations on parties to administrative proceedings such as a new redaction and omission of sensitive personal information requirement. Amendments to the Commission’s Rules of Practice, 85 Fed. Reg. at 86,465–81.