The Securities and Exchange Commission (SEC) has issued a cease-and-desist order against Nego Food Solution Corp. for its investment solicitation, which the agency finds illegal.
The order covers the company, which owns Japanese restaurant chain Takoyadon, and individuals, such as Noel B. Andres, a certain Marko/Mark Marquez and Celyn/Jocelyn Manzanero.
The agency said it received reports that the company has entered into various co-ownership agreement with several individuals to become a part owner of the company, with Nego Food having full and complete management and control over the operations of the business.
The co-owner will pay a one-time non-refundable fee of P99,000, which will be for SMNV Project Food Corp., whose money will be used by Nego Food for restaurant operations.
There’s also a management operations fee of 3 percent of the gross sales per month basis, which will form part of SMNV Project’s operational expense and a systemwide and marketing fee of 4 percent of the gross sales per month.
The said co-owners will divide net profits of the firm and also share the net loss of Nego Food.
The SEC said the company was selling securities since the public is required to pay a total of P849,000. It noted there is also common enterprise as investors’ monies were pooled.
‘Third, there was clearly an expectation of profits on the part of its investors and were it not for the profit, investors would not part their money. Lastly, the profits are derived primarily from the efforts of others.’
The SEC said the investors had no hand in the management of Nego Food and earned profits by merely investing in said entity.
‘Furthermore, the act of Nego Food Solution Corp. in carrying out its unauthorized investment-taking activities through social media, promoting its unauthorized investment schemes constitute as public offering,’ it said.
The SEC said it will initiate the appropriate administrative and criminal action against any persons or entities found to act as solicitors, information providers, salesmen, agents, brokers, dealers or the like for and in their behalf.