Securities and Exchange Commission v. K2 Unlimited, Inc.

 UNITED STATES OF AMERICA 
 Before the 
 SECURITIES AND EXCHANGE COMMISSION 
 
SECURITIES EXCHANGE ACT OF 1934 
Release No. 71949 / April 15, 2014 
 
ADMINISTRATIVE PROCEEDING 
File No.  3-15843 
 
 
 
In the Matter of 
 
ROBERT C. RICE,   
 
Respondent. 
 
 
 
 
ORDER INSTITUTING  
ADMINISTRATIVE PROCEEDINGS 
PURSUANT TO SECTION 15(b) OF THE 
SECURITIES EXCHANGE ACT OF 1934, 
MAKING FINDINGS, AND IMPOSING 
REMEDIAL SANCTIONS 
 
 
 
I. 
 
 The Securities and Exchange Commission (“Commission”) deems it appropriate and in the 
public interest that public administrative proceedings be, and hereby are, instituted pursuant to 
Section 15(b) of the Securities Exchange Act of 1934 (“Exchange Act”) against Robert C. Rice 
(“Rice” or “Respondent”). 
 
II. 
 
 In anticipation of the institution of these proceedings, Respondent has submitted an Offer 
of Settlement (the “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 and the findings contained in Section III.2 below, which are admitted, Respondent 
consents to the entry of this Order Instituting Administrative Proceedings Pursuant to Section 15(b) 
of the Securities Exchange Act of 1934, Making Findings, and Imposing Remedial Sanctions 
(“Order”), as set forth below.   
 
 
 
 
 

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III. 
 
 On the basis of this Order and Respondent’s Offer, the Commission finds that: 
 
1. Rice, age 50, is a resident of Tallahassee, Florida.  In the civil action entitled 
Securities and Exchange Commission v. K2 Unlimited, Inc., et al., Civil Action Number 1:11-cv-
11649, in the United States District Court for the District of Massachusetts, the Commission alleged 
that Rice offered clients of K2 Unlimited, Inc. and 211 Ventures, LLC securities without being 
registered as a broker or dealer in accordance with Section 15(b) of the Exchange Act [15 U.S.C. § 
78o(b)]. 
 
2. On April 4, 2014, a final judgment was entered by consent against Rice, 
permanently enjoining him from future violations of Sections 5(a) and (c) and 17(a) of the 
Securities Act of 1933 (“Securities Act”), Section 10(b) of the Exchange Act and Rule 10b-5 
thereunder, and Section 15(a) of the Exchange Act, in the civil action entitled Securities and 
Exchange Commission v. K2 Unlimited, Inc., et al., Civil Action Number 1:11-cv-11649, in the 
United States District Court for the District of Massachusetts.  
 
3. The Commission’s complaint alleged that Rice, through K2 Unlimited, Inc., and 
through 211 Ventures, LLC, purported to offer venture capital financing to clients by the use of 
fictitious instruments called bank guarantees, and also offered clients direct investments in 
fraudulent and non-existent trading programs, promising high returns and guarantees against 
loss.  The Commission alleged that Rice, with others, defrauded investors of at least $1.8 million 
by offering these fictitious investments.  
 
IV. 
 
 In view of the foregoing, the Commission deems it appropriate and in the public interest to 
impose the sanctions agreed to in Respondent Rice’s Offer. 
 
Accordingly, it is hereby ORDERED pursuant to Section 15(b)(6) of the Exchange Act 
that Respondent Rice be, and hereby is: 
 
Barred from association with any broker, dealer, investment adviser, municipal securities 
dealer, municipal advisor, transfer agent, or nationally recognized statistical rating 
organization; and barred from participating in any offering of a penny stock, including: 
acting as a promoter, finder, consultant, agent or other person who engages in activities 
with a broker, dealer or issuer for purposes of the issuance or trading in any penny stock, 
or inducing or attempting to induce the purchase or sale of any penny stock. 
 
Any reapplication for association by the Respondent will be subject to the applicable laws 
and regulations governing the reentry process, and reentry may be conditioned upon a number of 
factors, including, but not limited to, the satisfaction of any or all of the following:  (a) any 
disgorgement ordered against the Respondent, whether or not the Commission has fully or partially 
waived payment of such disgorgement; (b) any arbitration award related to the conduct that served 

 3 
as the basis for the Commission order; (c) any self-regulatory organization arbitration award to a 
customer, whether or not related to the conduct that served as the basis for the Commission order;  
and (d) any restitution order by a self-regulatory organization, whether or not related to the conduct 
that served as the basis for the Commission order. 
 
 By the Commission. 
 
 
 
       Jill M. Peterson 
       Assistant Secretary 
 
 
 

UNITED STATES OF AMERICA 

 Before the 

 SECURITIES AND EXCHANGE COMMISSION 

 

SECURITIES EXCHANGE ACT OF 1934 

Release No. 71949 / April 15, 2014 

 

ADMINISTRATIVE PROCEEDING 

File No.  3-15843 

 

 

 

In the Matter of 

 

ROBERT C. RICE,   

 

Respondent. 

 

 

 

 

ORDER INSTITUTING  

ADMINISTRATIVE PROCEEDINGS 

PURSUANT TO SECTION 15(b) OF THE 

SECURITIES EXCHANGE ACT OF 1934, 

MAKING FINDINGS, AND IMPOSING 

REMEDIAL SANCTIONS 

 

 

 

I. 
 

 The Securities and Exchange Commission (“Commission”) deems it appropriate and in the 

public interest that public administrative proceedings be, and hereby are, instituted pursuant to 

Section 15(b) of the Securities Exchange Act of 1934 (“Exchange Act”) against Robert C. Rice 

(“Rice” or “Respondent”). 

 

II. 
 

 In anticipation of the institution of these proceedings, Respondent has submitted an Offer 

of Settlement (the “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 and the findings contained in Section III.2 below, which are admitted, Respondent 

consents to the entry of this Order Instituting Administrative Proceedings Pursuant to Section 15(b) 

of the Securities Exchange Act of 1934, Making Findings, and Imposing Remedial Sanctions 

(“Order”), as set forth below.   

 

 

 

 

 



 2 

III. 
 

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

 

1. Rice, age 50, is a resident of Tallahassee, Florida.  In the civil action entitled 

Securities and Exchange Commission v. K2 Unlimited, Inc., et al., Civil Action Number 1:11-cv-

11649, in the United States District Court for the District of Massachusetts, the Commission alleged 

that Rice offered clients of K2 Unlimited, Inc. and 211 Ventures, LLC securities without being 

registered as a broker or dealer in accordance with Section 15(b) of the Exchange Act [15 U.S.C. § 

78o(b)]. 

 

2. On April 4, 2014, a final judgment was entered by consent against Rice, 

permanently enjoining him from future violations of Sections 5(a) and (c) and 17(a) of the 

Securities Act of 1933 (“Securities Act”), Section 10(b) of the Exchange Act and Rule 10b-5 

thereunder, and Section 15(a) of the Exchange Act, in the civil action entitled Securities and 

Exchange Commission v. K2 Unlimited, Inc., et al., Civil Action Number 1:11-cv-11649, in the 

United States District Court for the District of Massachusetts.  

 

3. The Commission’s complaint alleged that Rice, through K2 Unlimited, Inc., and 

through 211 Ventures, LLC, purported to offer venture capital financing to clients by the use of 

fictitious instruments called bank guarantees, and also offered clients direct investments in 

fraudulent and non-existent trading programs, promising high returns and guarantees against 

loss.  The Commission alleged that Rice, with others, defrauded investors of at least $1.8 million 

by offering these fictitious investments.  

 

IV. 

 

 In view of the foregoing, the Commission deems it appropriate and in the public interest to 

impose the sanctions agreed to in Respondent Rice’s Offer. 

 

Accordingly, it is hereby ORDERED pursuant to Section 15(b)(6) of the Exchange Act 

that Respondent Rice be, and hereby is: 

 

Barred from association with any broker, dealer, investment adviser, municipal securities 

dealer, municipal advisor, transfer agent, or nationally recognized statistical rating 

organization; and barred from participating in any offering of a penny stock, including: 

acting as a promoter, finder, consultant, agent or other person who engages in activities 

with a broker, dealer or issuer for purposes of the issuance or trading in any penny stock, 

or inducing or attempting to induce the purchase or sale of any penny stock. 

 

Any reapplication for association by the Respondent will be subject to the applicable laws 

and regulations governing the reentry process, and reentry may be conditioned upon a number of 

factors, including, but not limited to, the satisfaction of any or all of the following:  (a) any 

disgorgement ordered against the Respondent, whether or not the Commission has fully or partially 

waived payment of such disgorgement; (b) any arbitration award related to the conduct that served 



 3 

as the basis for the Commission order; (c) any self-regulatory organization arbitration award to a 

customer, whether or not related to the conduct that served as the basis for the Commission order;  

and (d) any restitution order by a self-regulatory organization, whether or not related to the conduct 

that served as the basis for the Commission order. 

 

 By the Commission. 

 

 

 

       Jill M. Peterson 

       Assistant Secretary