The opinion of the court was delivered by: BICKS
Upon the complaint filed herein and upon the Findings of Fact and Conclusions of Law heretofore filed herein and upon all the other papers and proceedings taken and had, it is
Ordered, adjudged and decreed that the defendants James B. Boren, Peerless-New York, Incorporated, Edward Cantor, Michael Canter, Myron Rosenthal, d/b/a H. G. Stolle and Company, Carlton Securities, Inc., David Mandel and Harry Cohen, their agents, servants, employees, attorneys and assigns and each of them be and they hereby are enjoined pending final determination of this action and until the further order of this Court from, directly or indirectly:
a. Making use of any means or instruments of transportation or communication in interstate commerce or of the mails to sell the common stock of Belmont Oil Corporation, through the use or medium of any prospectus or otherwise;
b. Carrying such securities or causing them to be carried through the mails or in interstate commerce, by any means or instruments of transportation, for the purpose of sale or for delivery after sale;
c. Making use of any means or instruments of transportation or communication in interstate commerce or of the mails to offer to sell through the use or medium of any prospectus or otherwise the common stock of Belmont Oil Corporation unless a registration statement has been filed as to such security, or while the registration statement is the subject of a refusal order or stop order or (prior to the effective date of the registration statement) any public proceeding or examination under Section 8; and it is further
Ordered, adjudged and decreed that The First National Bank of Wichita Falls, Texas, shall not permit or suffer or allow to be made any disposition of the certificates in its possession representing the 5,235,922 shares of Belmont Oil Corporation deposited with it under the escrow arrangement referred to in finding of fact numbered '20' pending the further order of this Court.
The Court hereby makes the following findings of fact and conclusions of law:
1. Belmont Oil Corporation was incorporated under the laws of the State of Nevada in 1919 under the name of Belmont Divide Mining Company.
2. The charter of the corporation was revoked by the Secretary of State of Nevada in 1924 by reason of failure of the corporation to pay statutory fees.
3. The original capitalization of the corporation consisted of 1,500,000 shares of assessable stock with par value of 10 cents a share.
4. In 1956 the charter of corporation was revived at which time there were outstanding 350,000 shares of its authorized capital stock.
5. No registration statement is or ever has been in effect or on file with the Commission with respect to shares of either Belmont Divide Mining Company or under its successor name Belmont Oil Corporation.
6. After the charter of said corporation had been revived, an assessment of 5 cents a share was caused to be levied upon the outstanding 350,000 shares of stock. The holders of 51,000 shares of the then outstanding stock of the corporation defaulted on the assessment.
7. The beneficial ownership of the balance of the outstanding shares, namely, 299,000 shares had been acquired in one block by W. B. Naismith, president of ...