SEC Press pdf 244 KB 9,841 chars

In re Norman Stumacher

summary

Norman Stumacher, a CPA, willfully violated Section 102(a) of the Sarbanes-Oxley Act by issuing an unregistered audit report for MediaREADY, Inc.'s 2003 financial statements, receiving $25,000 in fees, and was subsequently censured, ordered to disgorge the fees plus interest, and barred from practicing before the SEC unless affiliated with a PCAOB-registered firm.

paragraph

Norman Stumacher, a certified public accountant and sole practitioner, willfully violated Section 102(a) of the Sarbanes-Oxley Act by issuing an audit report for MediaREADY, Inc.'s 2003 fiscal year financial statements without being registered with the Public Company Accounting Oversight Board (PCAOB), a requirement effective since October 22, 2003. He received $25,000 for the audit, which was included in MediaREADY’s Form 10-KSB filed with the SEC on April 14, 2004. As part of a settled cease-and-desist order, Stumacher was censured, ordered to disgorge the $25,000 in fees plus $1,865.60 in prejudgment interest, and prohibited from practicing before the SEC unless affiliated with a PCAOB-registered firm and he provides proof of such registration.

narrative

Norman Stumacher, a certified public accountant licensed in New York since 1960 and operating as a sole proprietor, willfully violated Section 102(a) of the Sarbanes-Oxley Act by issuing an audit report for MediaREADY, Inc.’s 2003 fiscal year financial statements without being registered with the Public Company Accounting Oversight Board (PCAOB), a requirement that became effective on October 22, 2003. MediaREADY, a public company listed on the Pink Sheets, filed Stumacher’s audit report in its Form 10-KSB on April 14, 2004, and paid him $25,000 for the engagement. The PCAOB later disapproved Stumacher’s registration application in April 2005, citing his violation of Section 102(a) as grounds. In a settled administrative proceeding, Stumacher consented to a cease-and-desist order without admitting or denying the findings, except as to jurisdiction. The SEC found his actions to be willful and imposed sanctions including censure, disgorgement of the $25,000 audit fee plus $1,865.60 in prejudgment interest, and a permanent bar from practicing before the Commission unless he is affiliated with a PCAOB-registered firm and provides proof of such registration. Stumacher had no association with any registered public accounting firm and operated exclusively through his sole proprietorship, making his unregistered audit activity a clear violation of federal securities law.

Enriched metadata

Scheme
unregistered-securities (100%)
Outcome
settled
Disgorgement
$25,000
Classified unregistered-securities(confidence 100%). EDGAR detection: forms Form D/S-1· recall 41% / precision 30%. detection rule →
Statutes
SECTIONS 4C AND 21C OF THE SECURITIES EXCHANGE ACTSECTIONS 4C AND 21C OF THE SECURITIES EXCHANGE ACTSections 4C 1 and 21C of the Securities Exchange Act
Parties
mediaready, inc.norman stumacherSecurities and Exchange Commission
Keywords
commissionstumachersecurities exchangeordermediareadyexchangeexchange commissionaudit reportsecuritiesrespondentboardnorman stumacherpublicproceedingsmediaready audit

Extracted insights

Dollar amounts 4
  • $875K $875,000 $100K–$1M
  • $191K $191,000 $100K–$1M
  • $25K $25,000 $10K–$100K
  • $2K $1,865 <$10K
Entities 3
  • company mediaready, inc.
  • person norman stumacher
  • agency Securities and Exchange Commission
Triples 8
  • SEC instituted proceedings against Norman Stumacher, CPA
  • Norman Stumacher is Certified Public Accountant licensed in New York since 1960
  • Norman Stumacher audited MediaREADY, Inc. financial statements for fiscal year ended December 31, 2003
  • MediaREADY, Inc. dismissed Norman Stumacher as independent auditor on February 22, 2005
  • MediaREADY, Inc. is Florida corporation with headquarters in Fort Lauderdale, Florida
  • MediaREADY, Inc. reported $191,000 revenues and $875,000 total assets for fiscal year ended December 31, 2003
  • Norman Stumacher is 81 years old from Bellmore, New York
  • SEC accepted Norman Stumacher's Offer of Settlement
Text layers
Extracted body text (9,841c)

                                                 UNITED                                                 STATES OF AMERICA 

                                                                     Before                                                                     the                                                                     

SECURITIES AND EXCHANGE COMMISSION 

SECURITIES EXCHANGE ACT OF 1934 
Release No. 56420 / September 13, 2007 
ACCOUNTING AND AUDITING ENFORCEMENT 
Release No. 2700 / September 13, 2007 
ADMINISTRATIVE PROCEEDING 
File No. 3-12781 
In the Matter of 
Norman Stumacher, CPA,  
Respondent. 
ORDER INSTITUTING PUBLIC 
ADMINISTRATIVE AND CEASE-AND-
DESIST PROCEEDINGS PURSUANT TO 
SECTIONS 4C AND 21C OF THE 
SECURITIES EXCHANGE ACT OF 1934 
AND RULE 102(e) OF THE 
COMMISSION’S RULES OF PRACTICE, 
MAKING FINDINGS, AND IMPOSING 
REMEDIAL SANCTIONS AND A CEASE-
AND-DESIST ORDER 
I. 
The Securities and Exchange Commission (“Commission”) deems it appropriate that public 
administrative and cease-and-desist proceedings be, and hereby are, instituted against Norman 
Stumacher, CPA (“Respondent” or “Stumacher”) pursuant to Sections 4C
1
 and 21C of the 
Securities Exchange Act of 1934 (“Exchange Act”) and Rule 102(e)(1)(iii) of the Commission’s 
Rules of Practice.
2 
1 
Section 4C provides, in relevant part, that: 
The Commission may censure any person, or deny, temporarily or permanently, to any person the 
privilege of appearing or practicing before the Commission in any way, if that person is found . . . 
to  have  willfully  violated,  or  willfully  aided  and  abetted  the  violation  of,  any  provision  of  the  
securities laws or the rules and regulations thereunder. 
2 
Rule 102(e)(1)(iii) provides, in relevant part, that: 
The  Commission  may  censure  a  person  or  deny,  temporarily  or  permanently,  the  privilege  of  
appearing  or  practicing  before  it  in  any  way  to  any  person  who  is  found  .  .  .  to  have  willfully  
violated, or willfully aided and abetted the violation of any provision of the Federal securities laws 
or the rules and regulations thereunder. 

II. 
In anticipation of the institution of these proceedings, Respondent has submitted an Offer 
of Settlement (“Offer”), which the Commission has determined to accept.  Solely for the purpose 
of these proceedings and any other proceedings brought by or on behalf of the Commission, or to 
which the Commission is a party, and without admitting or denying the findings herein, except as 
to the Commission’s jurisdiction over him and the subject matter of these proceedings, which are 
admitted, Respondent consents to the entry of this Order Instituting Public Administrative and 
Cease-and-Desist Proceedings Pursuant to Sections 4C and 21C of the Securities Exchange Act of 
1934 and Rule 102(e) of the Commission’s Rules of Practice, Making Findings, and Imposing 
Remedial Sanctions and a Cease-and-Desist Order (“Order”), as set forth below.   
III. 
On the basis of this Order and Respondent’s Offer, the Commission finds
3
 that: 
A.        RESPONDENT        
Norman Stumacher, CPA, 81, of Bellmore, New York, is a certified public accountant 
licensed in the state of New York since 1960 and doing business as a sole proprietorship.  
Stumacher audited MediaREADY, Inc.’s (“MediaREADY”) financial statements for the 
company’s 2003 fiscal year ended December 31, 2003.  MediaREADY dismissed Stumacher as its 
independent auditor on February 22, 2005. 
B.        FACTS        
1. MediaREADY (known as Video Without Boundaries, Inc. during the relevant time 
period) is a Florida corporation with its headquarters in Fort Lauderdale, Florida.  MediaREADY’s 
common stock is registered with the Commission pursuant to Section 12(g) of the Exchange Act 
and is listed on the Pink Sheets under the symbol MRED.  For its fiscal year ended December 31, 
2003, MediaREADY reported revenues of $191,000 and total assets of $875,000. 
2. MediaREADY has at all relevant times been an issuer as defined by the Sarbanes-
Oxley Act of 2002 (the “Act”). 
3. Stumacher audited MediaREADY’s 2003 financial statements included in 
MediaREADY’s annual report for fiscal year 2003 on Form 10-KSB, filed with the Commission 
on April 14, 2004. As part of that audit, Stumacher prepared and issued an audit report dated April 
12, 2004 (the “MediaREADY audit report”), which the company included in its 2003 Form 10-
KSB. MediaREADY paid Stumacher $25,000 for the audit work. 
The findings herein are made pursuant to Respondent’s Offer of Settlement and are not binding on any 
other person or entity in this or any other proceeding. 
2

3 

4. At the time Stumacher prepared and issued the MediaREADY audit report, he was 
not registered with the Public Company Accounting Oversight Board (the “Board”), as required by 
Section 102(a) of the Act. 
5. By order dated April 26, 2005, the Board disapproved an application for 
registration submitted by Stumacher based in part on Stumacher’s violation of Section 102(a) of 
the Act in issuing the MediaREADY audit report.
4
  The order effectively prevented Stumacher 
from becoming registered with the Board until after February 15, 2006, approximately one year 
from the date the Board issued a notice of hearing on Stumacher’s application.
5
  Stumacher has 
only worked as an accountant through his sole proprietorship and has not otherwise been 
associated with a public accounting firm registered with the Board. 
C. VIOLATIONS 
1. Section 102(a) of the Act provides that “it shall be unlawful for any person that is 
not a registered public accounting firm to prepare or issue, or to participate in the preparation or 
issuance of, any audit report with respect to any issuer.”
6 
2. The provisions of Section 102(a) of the Act became effective on October 22, 2003.
7 
3. Based on the conduct described above, Respondent willfully
8
 violated Section 
102(a) of the Act. 
D.        FINDINGS        
Based on the foregoing, the Commission finds that Stumacher willfully violated Section 
102(a) of the Sarbanes-Oxley Act of 2002. 
4 
PCAOB Release No. 2005-008 (Apr. 26, 2005).  The order also found that Stumacher’s issuance of the 
MediaREADY audit report violated Board Rule 2100, which implemented Section 102(a) of the Act. Id. 
5 
The order states that with respect to any new registration application Stumacher submits after February 15, 
2006, the Board will not issue a notice of hearing to determine whether to approve or disapprove such application 
based solely on the violations subject to the Board’s order.  Id. 
6 
A violation of the Act or any rule that the Board issues under the Act is treated for all purposes in the same 
manner as a violation of the Exchange Act, including with respect to penalties. Sarbanes-Oxley Act of 2002, 15 
U.S.C.A. § 7202(b)(1) (West 2002). 
7 
Section 102(a) became effective “[b]eginning 180 days after the date of the determination of the 
Commission under Section 101(d)” of the Act that the Board was prepared to undertake its statutory responsibilities.  
The Commission made the required determination on April 25, 2003.  See
 Order Regarding Section 101(d) of the 
Sarbanes-Oxley Act of 2002, Securities Act Release No. 8223, Exchange Act Release No. 47746, 2003 WL 
1956164 (Apr. 25, 2003). 
8 
“Willfully” as used in this Order means intentionally committing the act that constitutes the violation. 
There is no requirement that the actor also be aware that he is violating a rule or statute. See Wonsover v. SEC, 205 
F.3d 408, 414 (D.C. Cir. 2000); Tager v. SEC, 344 F.2d 5, 8 (2d Cir. 1965). 
3


E.        UNDERTAKING        
Respondent has undertaken not to request, demand, or accept, directly or indirectly, any 
compensation from MediaREADY in connection with the audit work associated with the 
MediaREADY audit report.  In determining whether to accept the Offer, the Commission has 
considered this undertaking. 
IV. 
In view of the foregoing, the Commission deems it appropriate to impose the sanctions 
agreed to in Respondent’s Offer. 
Accordingly, it is hereby ORDERED, effective immediately, that: 
A. Stumacher shall cease and desist from committing or causing any violations and any 
future violations of Section 102(a) of the Act. 
B. Stumacher is censured. 
C. Stumacher may practice before the Commission as an independent accountant 
provided that: 
1. The public accounting firm with which he is associated is registered with 
the Board in accordance with the Act, and such registration continues to be effective; and 
2. He has submitted to the Commission staff (attention: Office of the Chief 
Accountant) the Board’s letter notifying the public accounting firm with which he is associated that 
its registration application has been approved. 
D. IT IS FURTHER ORDERED that Respondent shall, within 10 days of the entry of 
this Order, pay disgorgement of $25,000 and prejudgment interest of $1,865.60 to the United 
States Treasury. Such payment shall be: (A) made by United States postal money order, certified 
check, bank cashier’s check, or bank money order; (B) made payable to the Securities and 
Exchange Commission; (C) hand-delivered or mailed to the Office of Financial Management, 
Securities and Exchange Commission, Operations Center, 6432 General Green Way, Stop 0-3, 
Alexandria, VA 22312; and (D) submitted under cover letter that identifies Norman Stumacher as a 
Respondent in these proceedings, the file number of these proceedings, a copy of which cover 
letter and money order or check shall be sent to Christopher Conte, Division of Enforcement, 
Securities and Exchange Commission, 100 F Street N.E., Washington, D.C. 20549. 
            By            the            Commission.            
       Nancy M. Morris
       Secretary 
4
OCR text (9,425c · tika · 95% conf)
UNITED STATES OF AMERICA 

 Before the 


SECURITIES AND EXCHANGE COMMISSION 


SECURITIES EXCHANGE ACT OF 1934 
Release No. 56420 / September 13, 2007 

ACCOUNTING AND AUDITING ENFORCEMENT 
Release No. 2700 / September 13, 2007 

ADMINISTRATIVE PROCEEDING 
File No. 3-12781 

In the Matter of 

Norman Stumacher, CPA,  

Respondent. 

ORDER INSTITUTING PUBLIC 
ADMINISTRATIVE AND CEASE-AND
DESIST PROCEEDINGS PURSUANT TO 
SECTIONS 4C AND 21C OF THE 
SECURITIES EXCHANGE ACT OF 1934 
AND RULE 102(e) OF THE 
COMMISSION’S RULES OF PRACTICE, 
MAKING FINDINGS, AND IMPOSING 
REMEDIAL SANCTIONS AND A CEASE
AND-DESIST ORDER 

I. 

The Securities and Exchange Commission (“Commission”) deems it appropriate that public 
administrative and cease-and-desist proceedings be, and hereby are, instituted against Norman 
Stumacher, CPA (“Respondent” or “Stumacher”) pursuant to Sections 4C1 and 21C of the 
Securities Exchange Act of 1934 (“Exchange Act”) and Rule 102(e)(1)(iii) of the Commission’s 
Rules of Practice.2 

1 Section 4C provides, in relevant part, that: 

The Commission may censure any person, or deny, temporarily or permanently, to any person the 
privilege of appearing or practicing before the Commission in any way, if that person is found . . . 
to have willfully violated, or willfully aided and abetted the violation of, any provision of the 
securities laws or the rules and regulations thereunder. 

2 Rule 102(e)(1)(iii) provides, in relevant part, that: 

The Commission may censure a person or deny, temporarily or permanently, the privilege of 
appearing or practicing before it in any way to any person who is found . . . to have willfully 
violated, or willfully aided and abetted the violation of any provision of the Federal securities laws 
or the rules and regulations thereunder. 



II. 

In anticipation of the institution of these proceedings, Respondent has submitted an Offer 
of Settlement (“Offer”), which the Commission has determined to accept.  Solely for the purpose 
of these proceedings and any other proceedings brought by or on behalf of the Commission, or to 
which the Commission is a party, and without admitting or denying the findings herein, except as 
to the Commission’s jurisdiction over him and the subject matter of these proceedings, which are 
admitted, Respondent consents to the entry of this Order Instituting Public Administrative and 
Cease-and-Desist Proceedings Pursuant to Sections 4C and 21C of the Securities Exchange Act of 
1934 and Rule 102(e) of the Commission’s Rules of Practice, Making Findings, and Imposing 
Remedial Sanctions and a Cease-and-Desist Order (“Order”), as set forth below.   

III. 

On the basis of this Order and Respondent’s Offer, the Commission finds3 that: 

A. RESPONDENT 

Norman Stumacher, CPA, 81, of Bellmore, New York, is a certified public accountant 
licensed in the state of New York since 1960 and doing business as a sole proprietorship.  
Stumacher audited MediaREADY, Inc.’s (“MediaREADY”) financial statements for the 
company’s 2003 fiscal year ended December 31, 2003.  MediaREADY dismissed Stumacher as its 
independent auditor on February 22, 2005. 

B. FACTS 

1. MediaREADY (known as Video Without Boundaries, Inc. during the relevant time 
period) is a Florida corporation with its headquarters in Fort Lauderdale, Florida.  MediaREADY’s 
common stock is registered with the Commission pursuant to Section 12(g) of the Exchange Act 
and is listed on the Pink Sheets under the symbol MRED.  For its fiscal year ended December 31, 
2003, MediaREADY reported revenues of $191,000 and total assets of $875,000. 

2. MediaREADY has at all relevant times been an issuer as defined by the Sarbanes-
Oxley Act of 2002 (the “Act”). 

3. Stumacher audited MediaREADY’s 2003 financial statements included in 
MediaREADY’s annual report for fiscal year 2003 on Form 10-KSB, filed with the Commission 
on April 14, 2004. As part of that audit, Stumacher prepared and issued an audit report dated April 
12, 2004 (the “MediaREADY audit report”), which the company included in its 2003 Form 10
KSB. MediaREADY paid Stumacher $25,000 for the audit work. 

The findings herein are made pursuant to Respondent’s Offer of Settlement and are not binding on any 
other person or entity in this or any other proceeding. 

2


3 



4. At the time Stumacher prepared and issued the MediaREADY audit report, he was 
not registered with the Public Company Accounting Oversight Board (the “Board”), as required by 
Section 102(a) of the Act. 

5. By order dated April 26, 2005, the Board disapproved an application for 
registration submitted by Stumacher based in part on Stumacher’s violation of Section 102(a) of 
the Act in issuing the MediaREADY audit report.4  The order effectively prevented Stumacher 
from becoming registered with the Board until after February 15, 2006, approximately one year 
from the date the Board issued a notice of hearing on Stumacher’s application.5  Stumacher has 
only worked as an accountant through his sole proprietorship and has not otherwise been 
associated with a public accounting firm registered with the Board. 

C. VIOLATIONS 

1. Section 102(a) of the Act provides that “it shall be unlawful for any person that is 
not a registered public accounting firm to prepare or issue, or to participate in the preparation or 
issuance of, any audit report with respect to any issuer.”6 

2. The provisions of Section 102(a) of the Act became effective on October 22, 2003.7 

3. Based on the conduct described above, Respondent willfully8 violated Section 
102(a) of the Act. 

D. FINDINGS 

Based on the foregoing, the Commission finds that Stumacher willfully violated Section 
102(a) of the Sarbanes-Oxley Act of 2002. 

4 PCAOB Release No. 2005-008 (Apr. 26, 2005).  The order also found that Stumacher’s issuance of the 
MediaREADY audit report violated Board Rule 2100, which implemented Section 102(a) of the Act.  Id. 

5 The order states that with respect to any new registration application Stumacher submits after February 15, 
2006, the Board will not issue a notice of hearing to determine whether to approve or disapprove such application 
based solely on the violations subject to the Board’s order.  Id. 

6 A violation of the Act or any rule that the Board issues under the Act is treated for all purposes in the same 
manner as a violation of the Exchange Act, including with respect to penalties. Sarbanes-Oxley Act of 2002, 15 
U.S.C.A. § 7202(b)(1) (West 2002). 

7 Section 102(a) became effective “[b]eginning 180 days after the date of the determination of the 
Commission under Section 101(d)” of the Act that the Board was prepared to undertake its statutory responsibilities.  
The Commission made the required determination on April 25, 2003.  See Order Regarding Section 101(d) of the 
Sarbanes-Oxley Act of 2002, Securities Act Release No. 8223, Exchange Act Release No. 47746, 2003 WL 
1956164 (Apr. 25, 2003). 

8 “Willfully” as used in this Order means intentionally committing the act that constitutes the violation. 
There is no requirement that the actor also be aware that he is violating a rule or statute. See Wonsover v. SEC, 205 
F.3d 408, 414 (D.C. Cir. 2000); Tager v. SEC, 344 F.2d 5, 8 (2d Cir. 1965). 

3




E. UNDERTAKING 

Respondent has undertaken not to request, demand, or accept, directly or indirectly, any 
compensation from MediaREADY in connection with the audit work associated with the 
MediaREADY audit report.  In determining whether to accept the Offer, the Commission has 
considered this undertaking. 

IV. 

In view of the foregoing, the Commission deems it appropriate to impose the sanctions 
agreed to in Respondent’s Offer. 

Accordingly, it is hereby ORDERED, effective immediately, that: 

A. Stumacher shall cease and desist from committing or causing any violations and any 
future violations of Section 102(a) of the Act. 

B. Stumacher is censured. 

C. Stumacher may practice before the Commission as an independent accountant 
provided that: 

1. The public accounting firm with which he is associated is registered with 
the Board in accordance with the Act, and such registration continues to be effective; and 

2. He has submitted to the Commission staff (attention: Office of the Chief 
Accountant) the Board’s letter notifying the public accounting firm with which he is associated that 
its registration application has been approved. 

D. IT IS FURTHER ORDERED that Respondent shall, within 10 days of the entry of 
this Order, pay disgorgement of $25,000 and prejudgment interest of $1,865.60 to the United 
States Treasury. Such payment shall be: (A) made by United States postal money order, certified 
check, bank cashier’s check, or bank money order; (B) made payable to the Securities and 
Exchange Commission; (C) hand-delivered or mailed to the Office of Financial Management, 
Securities and Exchange Commission, Operations Center, 6432 General Green Way, Stop 0-3, 
Alexandria, VA 22312; and (D) submitted under cover letter that identifies Norman Stumacher as a 
Respondent in these proceedings, the file number of these proceedings, a copy of which cover 
letter and money order or check shall be sent to Christopher Conte, Division of Enforcement, 
Securities and Exchange Commission, 100 F Street N.E., Washington, D.C. 20549. 

 By the Commission. 

       Nancy  M.  Morris
       Secretary  

4