SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
SECURITIES EXCHANGE ACT OF 1934
Release No. 42616 / April 4, 2000
ADMINISTRATIVE PROCEEDING
File No. 3-10170
In the Matter of Systems of Excellence, Inc., Respondent
Administrative Proceedings Instituted Against Systems of Excellence,
Inc. Seeking To Revoke the Registration of its Common Stock
The Securities and Exchange Commission today announced the institution
of administrative proceedings pursuant to Section 12(j) of the Securities
Exchange Act of 1934 ("Exchange Act") against Systems of Excellence, Inc.
("SOE"), of McLean, Virginia and Coral Gables, Florida. The purpose of the
proceedings is to determine whether SOE violated provisions of the
Securities Act of 1933 ("Securities Act") and the Exchange Act, and to
determine whether the registration of SOE's securities should be revoked.
The Division of Enforcement ("Division") alleges that during 1995 and
1996, SOE engaged in a massive unregistered distribution of its common
stock, that SOE issued a series of materially false and misleading press
releases touting its success in the video-teleconferencing business and
announcing other corporate developments, and that SOE filed with the
Commission twenty-seven registration statements on Form S-8, an annual
report on Form 10-KSB, a quarterly report on Form 10-QSB, and a current
report on Form 8-K, all of which were materially false and misleading.
The Division also alleges that since October 1996, SOE has failed to
file any quarterly or annual reports required pursuant to Section 13(a) of
the Exchange Act and Rules 13a-1 and 13a-13 thereunder. As a result of the
foregoing, the Division alleges that SOE failed to comply with Sections
5(a), 5(c), and 17(a) of the Securities Act, Sections 10(b) and 13(a) of
the Exchange Act, and Exchange Act Rules 10b-5, 13a-1, 13a-11, and 13a-13.
A hearing will be held to take evidence on the Division's allegations,
to afford SOE the opportunity to establish defenses to these allegations,
and to determine whether the registration of SOE's securities pursuant to
Section 12(g) of the Exchange Act should be revoked.
http://www.sec.gov/litigation/admin/34-42616.htm
