Actions against Respondents, a business that assisted companies in going private and its president and sole shareholder, and Defendant, a business associate of Respondent president, for alleged failure to register as brokers and file beneficial ownership reports. According to the SEC, Respondent company created registered public shell companies through which Respondent president and Defendant performed securities transactions without registering as brokers. Respondents have agreed to pay, jointly and severally, disgorgement of $117,000, prejudgment interest of $17,697.54, a civil penalty of $75,000, and to associational and lifetime penny stock bars. Respondent president has also agreed to a lifetime bar on appearing before the SEC as an attorney. Defendant has agreed to pay disgorgement of $117,000, prejudgment interest of $17,697, a civil penalty of $75,000, and to a lifetime penny stock bar.