Sec. & Exch. Comm'n v. Champion-Cain

MARILYN L. HUFF, District Judge UNITED STATES DISTRICT COURT

ORDER; GRANTING THE PARTIES' JOINT MOTION AND STIPULATED REQUEST BY ALL PARTIES FOR A PRELIMINARY INJUNCTION ORDER AND ORDER (1) FREEZING ASSETS; (2) REQUIRING ACCOUNTINGS; (3) PROHIBITING THE DESTRUCTION OF DOCUMENTS; AND (4) APPOINTING A PERMANENT RECEIVER

[Doc. No. 2]

On August 28, 2019, the Securities and Exchange Commission ("Plaintiff" or "SEC") filed a complaint against ANI Development, LLC ("ANI Development"), Gina Champion-Cain (collectively "Defendants") and Relief Defendant American National Investments, Inc. (American National Investments) alleging violations of various federal securities laws. (Doc. No. 1.) Concurrently the parties filed a joint motion for Preliminary Injunction which is now before the Court. (Doc. No. 2.)

The present Joint Motion and Stipulated Request by All Parties seeks a Preliminary Injunction Order and Order (1) Freezing Assets; (2) Requiring Accountings; (3) Prohibiting the Destruction of Documents; and (4) Appointing a Permanent Receiver filed by the SEC and Defendants and Relief Defendant American National Investments.

Background

The SEC seeks an order preliminarily enjoining Defendants from engaging in specified conduct, Defendants and Relief Defendant do not oppose the requested relief, and Defendants and Relief Defendant consent and agree to an asset freeze, accountings, and prohibition of the destruction of documents, and the SEC, Defendants, and Relief Defendants jointly request the appointment of a permanent receiver over ANI Development, American National Investments, and all of their subsidiaries and affiliates.

The Court, having considered the SEC's Complaint and the parties' Joint Motion and Stipulated Request by All Parties for a Preliminary Injunction Order and Order (1) Freezing Assets; (2) Requiring Accountings; (3) Prohibiting the Destruction of Documents; and (4) Appointing a Permanent Receiver, finds that:

A. This Court has jurisdiction over the parties to, and the subject matter of, this action, pursuant to Sections 20(b), 20(d)(1) and 22(a) of the Securities Act of 1933 ("Securities Act"), 15 U.S.C. §§ 77t(b), 77t(d)(1) & 77v(a), and Sections 21(d)(1), 21(d)(3)(A), 21(e) and 27(a) of the Securities Exchange Act of 1934 ("Exchange Act"), 15 U.S.C. §§78u(d)(1), 78u(d)(3)(A), 78u(e) & 78aa(a).

B. Venue properly lies in this district pursuant to Section 22(a) of the Securities Act, 15 U.S.C. § 77v(a) and Section 27(a) of the Exchange Act, 15 U.S.C. § 78aa(a), because certain of the transactions, acts, practices and courses of conduct constituting alleged violations of the federal securities laws occurred within this district. In addition, venue is proper in this district because Defendant ANI Development and Relief Defendant American National Investments have their principal places of business in this district.

C. Defendants and Relief Defendant do not dispute that the SEC is able to make the requisite showing for the requested relief pursuant to Section 20(b) of the Securities Act [15 U.S.C. s 77t(b)] and Section 21(d) of the Exchange Act [15 U.S.C. § 78u(b)] in order to prevent violations of federal securities laws

during the pendency of the litigation.

D. Good cause exists to believe that, unless restrained and enjoined by order of this Court, Defendants or Relief Defendants could dissipate, conceal, or transfer assets which could be the subject to an order directing disgorgement or the payment of civil money penalties in this action. It is appropriate for the Court to issue this Preliminary Injunction preventing the dissipation of assets.

E. Good cause exists to believe that an accounting of assets is necessary.

F. Good cause exists to believe that, unless restrained and enjoined by order of this Court, Defendants and Relief Defendants could alter or destroy documents relevant to this action.

G. Good cause exists to warrant the appointment of a permanent receiver over ANI Development, American National Investments, and all of their subsidiaries and affiliates.

I.

IT IS HEREBY ORDERED that the SEC, Defendants, and Relief Defendant's Joint Motion and Stipulated Request by All Parties for a Preliminary Injunction Order and Order (1) Freezing Assets; (2) Requiring Accountings; (3) Prohibiting the Destruction of Documents; and (4) Appointing a Permanent Receiver is GRANTED.

II.

IT IS FURTHER ORDERED that Defendants Champion-Cain and ANI Development, and their officers, agents, servants, employees, attorneys, subsidiaries and affiliates, and those persons in active concert or participation with any of them, who receive actual notice of this Order, by personal service or otherwise, and each of them, be and hereby are preliminarily restrained and enjoined from, directly or indirectly, in the offer or sale of any securities, by the use of any means or instruments of transportation or communication in interstate commerce or by the use of the mails:

A. employing any device, scheme or artifice to defraud;

B. obtaining money or property by means of any untrue statement of a material

fact or any omission to state a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading; or

C. engaging in any transaction, practice, or course of business which operates or would operate as a fraud or deceit upon the purchaser;

in violation of Section 17(a) of the Securities Act, 15 U.S.C. § 77q(a).

III.

IT IS FURTHER ORDERED that Defendants Champion-Cain and ANI Development, and their officers, agents, servants, employees, attorneys, subsidiaries and affiliates, and those persons in active concert or participation with any of them, who receive actual notice of this Order, by personal service or otherwise, and each of them, be and hereby are preliminarily restrained and enjoined from, directly or indirectly, in connection with the purchase or sale of any security, by the use of any means or instrumentality of interstate commerce, or of the mails, or of any facility of any national securities exchange:

A. employing any device, scheme or artifice to defraud;

B. making any untrue statement of a material fact or omitting to state a material fact necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading; or

C. engaging in any act, practice, or course of business which operates or would operate as a fraud or deceit upon any person;

in violation of Section 10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and Rule 10b-5 thereunder, 17 C.F.R. § 240.10b-5.

IV.

IT IS FURTHER ORDERED that, except as otherwise ordered by this Court, Defendants Champion-Cain and ANI Development, and Relief Defendant American National Investments, and their officers, agents, servants, employees, attorneys, subsidiaries and affiliates, including, but not limited to the following:

132 & 140 Keller Street, LLC

2163 Abbot Street, LP

2466 1st Avenue, LLC

301 D Street, LLC

3415 Mission Blvd., LLC

3445 Ingraham Street, LLC

3768 Mission Blvd., LLC

3816 Mission Blvd., LLC

3833 Mission Blvd., LLC

4030 Randolph Street, LLC

4445 Lamont Street, LLC

901 W. Washington, LLC

ANI Andreas Truffles, LP

ANI Commercial CA III, LLC

ANI Prop Management, Inc.

Bao Beach, LP

Beautiful MB, Inc.

Friends of Presidio

Friends of Presidio Hills Golf

La Mesa Ventures I, LLC

Luvsurf, LLC

Perils of Pauline Food Product, Inc.

Pullman Lofts Phase I, LLC

San Jose Parking Lot, LLC

Tenth & J, LLC

Tenth and J, LP

The Fireside By the Patio, LP

The Foundation, LP

The Patio Express, LP

The Patio In Petaluma, LP

The Patio Marketplace, LP

The Patio On Lamont, LP

The Surf Life, LP

The Swell Coffee Roasting Co., LLC

1625 Hotel Circle South, LLC

4020 Goldfinch Street, LLC

Casanova & Palou, LLC

Cultivate Juicing Co., LP

Foundation, LP

6050 El Cajon Blvd, LLC

814 Jamaica Court, LLC

GCC I, LLC

Patio at the Ballpark, LLC

TPO Lamont, LLC

Urbane Boheme, LP

Westlink Development Co., LLC

Windemere Court, LLC

CA Opportunity License Fund, LLC

ERA Boutique Hotel, LLC

Cultivate Coffee

CWC Casa Del Zorro, LLC

809 San Rafael Place, LLC

San Rafael Place, LLC

3515 Hancock Street, LLC

809 San Rafael Place, LLC

and those persons in active concert with them, who receive actual notice of this Order, by personal service or otherwise, and each of them, be and hereby are preliminarily restrained and enjoined from, directly or indirectly, transferring, assigning, selling, hypothecating, changing, wasting, dissipating, converting, concealing, encumbering, or otherwise disposing of, in any manner, any funds, assets, securities, claims or other real or personal property, including any notes or deeds of trust or other interest in real property, wherever located, of any one of the Defendants or Relief Defendant, or their subsidiaries or affiliates, owned by, controlled by, managed by or in the possession or custody of any of them, and from transferring, encumbering dissipating, incurring charges or cash advances on any debit or credit card of the credit arrangement of any one of the Defendants or Relief Defendant, or their subsidiaries and affiliates.

V.

IT IS FURTHER ORDERED that, except as otherwise ordered by this Court, an immediate freeze shall be placed on all monies and assets (with an allowance for necessary and expenses to be granted only upon good cause shown by application to the Court with notice to and an opportunity for the SEC to be heard (with the expectation that Defendant Cain intends to bring such motion and the SEC shall so stipulate if good cause is shown) in all accounts at any bank, financial institution or brokerage firm, or third-payment payment processor, all certificates of deposit, and other funds or assets, held in the name of, for the benefit of, or over which account authority is held by Defendants Champion-Cain and ANI Development, Relief Defendant American National Investments, and/or all of their subsidiaries and affiliates including, but not limited to those subsidiaries and affiliates identified above in Section IV, and, including but not limited to, the accounts listed below:

BANK NAME	ACCOUNT NAME	ACCOUNT NO.
Wells Fargo Bank	132 & 140 Keller Street LLC	xxxxxx1819
Wells Fargo Bank	2163 Abbot Street LP	xxxxxx0125

BANK NAME	ACCOUNT NAME	ACCOUNT NO.
Wells Fargo Bank	2466 1st Avenue, LLC	xxxxxx5890
Wells Fargo Bank	301 D Street, LLC	xxxxxx2365
Wells Fargo Bank	3415 Mission Blvd., LLC	xxxxxx7705
Wells Fargo Bank	3445 Ingraham Street, LLC	xxxxxx7577
Wells Fargo Bank	3768 Mission Blvd., LLC	xxxxxx3126
Wells Fargo Bank	3816 Mission Blvd., LLC	xxxxxx2976
Wells Fargo Bank	3833 Mission Blvd., LLC	xxxxxx0658
Wells Fargo Bank	4030 Randolph Street, LLC	xxxxxx3924
Wells Fargo Bank	4445 Lamont Street LLC	xxxxxx1942
Wells Fargo Bank	901 W. Washington, LLC	xxxxxx2373
Wells Fargo Bank	American Natl Investments Inc.	xxxxx0083
Wells Fargo Bank	ANI Andreas Truffles LP	xxxxxx7324
Wells Fargo Bank	ANI Commercial CA III, LLC	xxxxxx4452
Wells Fargo Bank	ANI Development, LLC	xxxxxx3768
Wells Fargo Bank	ANI Prop Management, Inc.	xxxxxx1369
Wells Fargo Bank	Bao Beach LP	xxxxxx4190
Wells Fargo Bank	Beautiful MB, Inc.	xxxxxx9394
Wells Fargo Bank	Friends of Presidio	xxxxxx2296
Wells Fargo Bank	Friends of Presidio Hills Golf	xxxxxx2296
Wells Fargo Bank	La Mesa Ventures I, LLC	xxxxxx3338
Wells Fargo Bank	Luvsurf, LLC	xxxxxx0178
Wells Fargo Bank	Perils of Pauline Food Product,Inc.	xxxxx3826
Wells Fargo Bank	Pullman Lofts Phase I, LLC	xxxxxx2304
Wells Fargo Bank	San Jose Parking Lot, LLC	xxxxxx7713
Wells Fargo Bank	Steven Cain and Gina ChampionCain	xxxxx0198

BANK NAME	ACCOUNT NAME	ACCOUNT NO.
Wells Fargo Bank	Tenth & J, LLC	xxxxxx3346
Wells Fargo Bank	Tenth and J, LP	xxxxxx3353
Wells Fargo Bank	The Fireside By the Patio, LP	xxxxxx2286
Wells Fargo Bank	The Foundation LP	xxxxxx1801
Wells Fargo Bank	The Patio Express, LP	xxxxxx6988
Wells Fargo Bank	The Patio In Petaluma, LP	xxxxxx7088
Wells Fargo Bank	The Patio Marketplace, LP	xxxxxx6452
Wells Fargo Bank	The Patio On Lamont, LP	xxxxxx1991
Wells Fargo Bank	The Surf Life, LP	xxxxxx6184
Wells Fargo Bank	The Swell Coffee Roasting Co.,LLC	xxxxxx7374
Wells Fargo Bank	The Gina Champion-RevocableTrust	Xxxxxx1109
Chicago TitleInsurance Company	ANI Development, LLC	XXXX2122
Chicago TitleInsurance Company	Real Property Escrow Account	XXX397
Chicago TitleInsurance Company	Real Property Escrow Account	XXXX71A

The account XXXX0198, held jointly in the name of Steven Cain and Gina Champion-Cain at Wells Fargo, and funded in part by Steven Cain's separate salary, shall be excepted from the freeze on all monies and assets, in only the following respect:

• If, as anticipated, Steven Cain's employer, Pacific Pulp Molding, Inc. transfers $8,629.85 in monthly wages on August 31, 2019 to the Wells Fargo account ended XXXX0198 ("August Wages"), the August Wages shall not be frozen, and may, upon approval by the permanent receiver, be used to pay these four limited expenses:

? Outstanding check number 6290 in the amount of $600;

? Outstanding check number 6296 in the amount of $1,000;

? An anticipated $300 payment for home expenses; and,

? A $300 cash withdrawal for personal expenses.

• All other funds and assets in the Wells Fargo account ended XXXX0198 shall be frozen as set forth above.

Any bank, financial institution or brokerage firm, or third-party payment processor holding such monies and assets described above shall hold and retain within their control and prohibit the withdrawal, removal, transfer or other disposal of any such funds or other assets except as otherwise ordered by this Court, or except as provided as follows: all banks, financial institutions, or brokerage firms shall take direction from the receiver and shall cooperate with the receiver to allow for, notwithstanding the asset freeze provided for herein, the immediate release of funds necessary to make payroll, pay operating expenses, and/or meet any other payment obligations, as deemed necessary by the permanent receiver.

VI.

IT IS FURTHER ORDERED that, except as otherwise ordered by this Court, an immediate freeze shall be placed on the title of the following properties, which shall not be mortgaged, transferred, or otherwise hypothecated:

Property Address	Owners
4445 Lamont Street, San Diego, CA 92109	4437 - 4445 Lamont Street, LLC
3515 Hancock Street San Diego, CA 92110	3515 Hancock Street, LLC
132 Keller Street, Petaluma, CA 94952	132 & 140 Keller Street, LLC
140 Keller Street, Petaluma, CA 94952	132 & 140 Keller Street, LLC
3768 Mission Blvd, San Diego, CA92109/Parking Lot	3768 Mission Blvd., LLC

Property Address	Owners
369 10th Avenue, San Diego, CA 92101	Tenth & J, LLC
3831 La Mesa Blvd., La Mesa CA	La Mesa Ventures I, LLC
3445 Ingraham Street, San Diego, CA 92109	3445 Ingraham Street, LLC
901, 903, 904 W. Washington ST., SanDiego, CA	American National Investments,Inc.
301-317 D Street, Sacramento, CA 95605	American National Investments,Inc.
7569-7571/7565 University Avenue, LaMesa, CA 91942	American National Investments,Inc.
3241 Borrego Road Borrego Springs, CA92004	CWC Casa Del Zorro, LLC
809 San Rafael Place, San Diego, CA 92109	809 San Rafael Place, LLC
750 Yarmouth Ct., San Diego, CA 92109	Luv Surf Brands, LLC
737 Windemere Ct., San Diego, CA 92109	Windemere Court, LLC
812 San Rafael PL, San Diego, CA 92109	San Rafael Place, LLC
3415 Mission Blvd., San Diego, CA 92109	3415 Mission Blvd, LLC
3816 Mission Blvd., San Diego, CA 92109	3816 Mission Blvd., LLC
3833 Mission Blvd., San Diego, CA 92109	3833 Mission Blvd, LLC
724 Zanzibar Ct., San Diego, CA 92109	Luv Surf Brands, LLC
3792 Mission Blvd., San Diego, CA 92109	San Jose Parking Lot, LLC

Property Address	Owners
4014 Bandini Street, San Diego, CA 92103	Cain Family Trust
805 Brighton Ct., San Diego, CA 92109	6050 El Cajon Blvd, LLC
4205 Lamont ST #12, San Diego, CA 92109	2466 1st Avenue, LLC
SE Corner of Casanova St & Palou AveCarmel by the Sea 93921	Cain Family Trust
7940 University Avenue #9, La Mesa, CA91941	2466 1st Avenue, LLC
4030-4034 Randolph Street, San Diego, CA92103	4030 Randolph Street, LLC
7243 Camino Degrazia, Unit 59, San Diego,CA 92111	2466 1st Avenue, LLC
4829 Bella Pacific #215, San Diego, CA92109	2466 1st Avenue LLC
3548 Tennyson Street, San Diego, CA	American National Investments,Inc.
3764-68 Mission Blvd., #68, San Diego, CA92109	3768 Mission Blvd., LLC
83 Royal Saint Georges Way, RanchoMirage, CA 92103	American National Investments,Inc.
1775 Diamond Street, #301, San Diego, CA92111	2466 1st Avenue, LLC
4439 Lamont Street, San Diego, CA 92109	Lamont Street, LLC

VII.

IT IS FURTHER ORDERED that Defendants Champion-Cain and ANI Development and Relief Defendant American National Investments, within ten days of the issuance of this Order, shall prepare and deliver to the SEC a detailed and complete schedule of all of their personal assets, including all real and personal property exceeding $5,000 in value, and all bank, securities, and other accounts identified by institution, branch address and account number. The accounting shall include a description of the sources of all such assets. Such accounting shall be filed with the Court and a copy shall be delivered to the SEC to the attention of Kathryn C. Wanner, counsel for the SEC. After completion of the accounting, each of the Defendants and Relief Defendant shall produce to the SEC at a time agreeable to the SEC, all books, records and other documents supporting or underlying their accounting.

VIII.

IT IS FURTHER ORDERED that any person who receives actual notice of this Order by personal service or otherwise, and who holds, possesses or controls assets exceeding $5,000 for the account or benefit of any one of the Defendants or Relief Defendant, shall within 5 days of receiving actual notice of this Order provide counsel for the SEC with a written statement identifying all such assets, the value of such assets, or best approximation thereof, and any account numbers or account names in which the assets are held.

IX.

IT IS FURTHER ORDERED that, except as otherwise ordered by this Court, each of the Defendants Champion-Cain and ANI Development, and Relief Defendant American National Investments, and their officers, agents, servants, employees, attorneys, subsidiaries and affiliates, and those persons in active concert or participation with any of them, who receive actual notice of this Order, by personal service or otherwise, and each of them, be and hereby are preliminarily restrained and enjoined from, directly or indirectly: destroying, mutilating, concealing, transferring, altering, or otherwise disposing of, in any manner, any documents, which includes all books, records, computer programs, computer files, computer printouts, contracts, emails, correspondence, memoranda, brochures, or any other documents of any kind in their possession, custody or control, however created, produced, or stored (manually, mechanically, electronically, or otherwise), pertaining in any manner to Defendants Champion-Cain and ANI Development and Relief Defendant American National Investments.

X.

IT IS FURTHER ORDERED that Krista L. Freitag is appointed as permanent receiver of Defendant ANI Development and Relief Defendant American National Investments and their subsidiaries and affiliates (including but not limited to those subsidiaries and affiliates identified above in Section IV), with full powers of an equity receiver, including, but not limited to, full power over all funds, assets, collateral, premises (whether owned, leased, occupied, or otherwise controlled), choses in action, books, records, papers and other property belonging to, being managed by or in the possession of or control of Defendant ANI Development and Relief Defendant American National Investments and their subsidiaries and affiliates, and that such receiver is immediately authorized, empowered and directed:

A. to have access to and to collect and take custody, control, possession, and charge of all funds, assets, collateral, premises (whether owned, leased, pledged as collateral, occupied, or otherwise controlled), choses in action, books, records, papers and other real or personal property, wherever located, of or managed by Defendant ANI Development and Relief Defendant American National Investments and their subsidiaries and affiliates (collectively, the "Assets"), with full power to sue, foreclose, marshal, collect, receive, and take into possession all such Assets (including access to and taking custody, control, and possession of all such Assets);

B. to assume full control of Defendant ANI Development and Relief Defendant American National Investments by removing, as the receiver deems necessary

or advisable, any director, officer, attorney, independent contractor, employee, or agent of any of Defendant ANI Development and Relief Defendant American National Investments and their subsidiaries and affiliates, including any named Defendant, from control of, management of, or participation in, the affairs of Defendant ANI Development and Relief Defendant American National Investments;

C. to have control of, and to be added as the sole authorized signatory for, all accounts of the entities in receivership, including all accounts at any bank, title company, escrow agent, financial institution or brokerage firm (including any futures commission merchant) which has possession, custody or control of any Assets, or which maintains accounts over which Defendant ANI Development and Relief Defendant American National Investments, and their subsidiaries and affiliates, and/or any of its employees or agents have signatory authority;

D. to conduct such investigation and discovery as may be necessary to locate and account for all of the assets of or managed by Defendant ANI Development and Relief Defendant American National Investments and their subsidiaries and affiliates, and to engage and employ attorneys, accountants and other persons to assist in such investigation and discovery;

E. to take such action as is necessary and appropriate to preserve and take control of and to prevent the dissipation, concealment, or disposition of any Assets;

F. to choose, engage, and employ attorneys, accountants, appraisers, and other independent contractors and technical specialists, as the receiver deems advisable or necessary in the performance of duties and responsibilities under the authority granted by this Order, including but not limited to, the law firm in which the receiver is a partner;

G. to make an accounting, as soon as practicable, to this Court and the SEC of the assets and financial condition of Defendant ANI Development and Relief

Defendant American National Investments and to file the accounting with the Court and deliver copies thereof to all parties;

H. to make such payments and disbursements from the Assets taken into custody, control, and possession or thereafter received by him or her, and to incur, or authorize the making of, such agreements as may be necessary and advisable in discharging her duties as permanent receiver;

I. to investigate and, where appropriate, to institute, pursue, and prosecute all claims and causes of action of whatever kind and nature that may now or hereafter exist as a result of the activities of present or past employees or agents of Defendant ANI Development and Relief Defendant American National Investments, and their subsidiaries and affiliates

J. to institute, compromise, adjust, appear in, intervene in, or become party to such actions or proceedings in state, federal, or foreign courts, which (i) the receiver deems necessary and advisable to preserve or recover any Assets, or (ii) the receiver deems necessary and advisable to carry out the receiver's mandate under this Order; and

K. to have access to and monitor all mail, electronic mail, and video phone of the entities in receivership in order to review such mail, electronic mail, and video phone which he or she deems relates to their business and the discharging of her duties as permanent receiver.

XI.

IT IS FURTHER ORDERED that Defendant ANI Development and Relief Defendant American National Investments and their subsidiaries and affiliates, including all of the other entities in receivership, and their officers, agents, servants, employees and attorneys, and any other persons who are in custody, possession or control of any assets, collateral, books, records, papers or other property of or managed by any of the entities in receivership, shall forthwith give access to and control of such property to the permanent receiver.

XII.

IT IS FURTHER ORDERED that no officer, agent, servant, employee or attorney of Defendant ANI Development or Relief Defendant American National Investments shall take any action or purport to take any action, in the name of or on behalf of Defendant ANI Development or Relief Defendant American National Investments without the written consent of the permanent receiver or order of this Court.

XIII.

IT IS FURTHER ORDERED that, except by leave of this Court, during the pendency of this receivership, all clients, investors, trust beneficiaries, note holders, creditors, claimants, lessors and all other persons or entities seeking relief of any kind, in law or in equity, from Defendant ANI Development and Relief Defendant American National Investments, or their subsidiaries or affiliates (including, but not limited to those subsidiaries and affiliates identified above in Section IV), and all persons acting on behalf of any such investor, trust beneficiary, note holder, creditor, claimant, lessor, consultant group or other person, including sheriffs, marshals, servants, agents, employees and attorneys, are hereby restrained and enjoined from, directly or indirectly, with respect to these persons and entities:

A. commencing, prosecuting, continuing or enforcing any suit or proceeding (other than the present action by the SEC or any other action by the government) against any of them;

B. using self-help or executing or issuing or causing the execution or issuance of any court attachment, subpoena, replevin, execution or other process for the purpose of impounding or taking possession of or interfering with or creating or enforcing a lien upon any property or property interests owned by or in the possession of Defendant ANI Development and Relief Defendant American National Investments; and

C. doing any act or thing whatsoever to interfere with taking control, possession or management by the permanent receiver appointed hereunder of the

property and assets owned, controlled or managed by or in the possession of Defendant ANI Development and Relief Defendant American National Investments, or in any way to interfere with or harass the permanent receiver or her attorneys, accountants, employees, or agents or to interfere in any manner with the discharge of the permanent receiver's duties and responsibilities hereunder.

XIV.

IT IS FURTHER ORDERED that Defendant Gina Champion-Cain and ANI Development and Relief Defendant American National Investments, and their subsidiaries, affiliates, officers, agents, servants, employees and attorneys, shall cooperate with and assist the permanent receiver and shall take no action, directly or indirectly, to hinder, obstruct, or otherwise interfere with the permanent receiver or her attorneys, accountants, employees or agents, in the conduct of the permanent receiver's duties or to interfere in any manner, directly or indirectly, with the custody, possession, management, or control by the permanent receiver of the funds, assets, collateral, premises, and choses in action described above.

XV.

IT IS FURTHER ORDERED that Defendant ANI Development and Relief Defendant American National Investments, and their subsidiaries and affiliates, shall pay the costs, fees and expenses of the permanent receiver incurred in connection with the performance of her duties described in this Order, including the costs and expenses of those persons who may be engaged or employed by the permanent receiver to assist him or her in carrying out her duties and obligations. All applications for costs, fees, and expenses for services rendered in connection with the receivership other than routine and necessary business expenses in conducting the receivership, such as salaries, rent, and any and all other reasonable operating expenses, shall be made by application setting forth in reasonable detail the nature of the services and shall be heard by the Court.

XVI.

IT IS FURTHER ORDERED that no bond shall be required in connection with the appointment of the permanent receiver. Except for an act of gross negligence, the permanent receiver shall not be liable for any loss or damage incurred by any of the defendants, their officers, agents, servants, employees and attorneys or any other person, by reason of any act performed or omitted to be performed by the permanent receiver in connection with the discharge of her duties and responsibilities.

XVII.

IT IS FURTHER ORDERED that representatives of the SEC and any other government agency are authorized to have continuing access to inspect or copy any or all of the corporate books and records and other documents of Defendant ANI Development and Relief Defendant American National Investments, and the other entities in receivership, and continuing access to inspect their funds, property, assets and collateral, wherever located.

XVIII.

IT IS FURTHER ORDERED that the parties may take discovery using third-party subpoenas issued pursuant to the Federal Rules of Civil Procedure.

XIX.

IT IS FURTHER ORDERED that this Court shall retain jurisdiction over this action for the purpose of implementing and carrying out the terms of all orders and decrees which may be entered herein and to entertain any suitable application or motion for additional relief within the jurisdiction of this Court.

XX.

IT IS FURTHER ORDERED that a status conference concerning the receivership, is set for October 7, 2019 at 10:30 a.m. absent further notice from the parties who may submit a joint motion to change the date of the status conference.

IT IS SO ORDERED. DATED: September 3, 2019

/s/_________

MARILYN L. HUFF, District Judge

UNITED STATES DISTRICT COURT