Harmel S. Rayat, RenovaCare, Inc., Jatinder Bhogal, Jeetenderjit Singh Sidhu, and Sharon Fleming

U.S. SECURITIES AND EXCHANGE COMMISSION

Litigation Release No. 25487 / August 29, 2022 

Securities and Exchange Commission v. Harmel S. Rayat, RenovaCare, Inc., Jatinder Bhogal, Jeetenderjit Singh Sidhu, and Sharon Fleming, No. 1:21-cv-04777 (S.D.N.Y.)  

SEC Adds Defendants and Claims in Microcap Fraud Case
 

The Securities and Exchange Commission filed an amended complaint on August 26, 2022, charging Harmel S. Rayat, Jatinder "Jay" Bhogal, and Jeetenderjit Singh "Jeet" Sidhu, residents of Vancouver, Canada, RenovaCare, Inc., a development stage company headquartered in New York, and Sharon Fleming (a/k/a Sharon Hebgin), a California resident, for their roles in a fraudulent scheme to artificially inflate the price of RenovaCare stock and profit by selling shares. As alleged in the amended complaint, the scheme generated over $7 million in illicit gains.

The SEC's amended complaint, filed in federal court in the Southern District of New York, charges RenovaCare and its controlling shareholder, Rayat, and his associates Bhogal, Sidhu and Fleming, with securities fraud for their roles in a fraudulent scheme that included material misstatements, scalping, and manipulative trading. The amended complaint alleges that defendants employed a fraudulent "business model" to artificially increase the share price and trading volume of RenovaCare stock by promoting the Company and its securities to investors through a paid third-party promotional campaign while selling shares, an unlawful practice known as "scalping." The amended complaint alleges defendants took additional steps to increase the effectiveness of this campaign, including orchestrating RenovaCare press releases to coincide with the third-party promotion, and conducting manipulative trading to support the share price and trading volume, while selling over one million shares to monetize their fraudulent scheme. As alleged in the amended complaint, the third-party promotion contained false information concerning RenovaCare's business, and defendants took steps to conceal their involvement in the promotion. Among other things, the amended complaint alleges that Rayat, Bhogal, and RenovaCare drafted and issued a press release and a Form 8-K that falsely denied any involvement in the promotion.

The SEC's amended complaint charges Rayat, RenovaCare, Bhogal, Sidhu and Fleming with violating the antifraud provisions of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and Section 17(a) of the Securities Act of 1933; charges Rayat, Bhogal, Sidhu and Flemings with violating Section 20(b) of the Exchange Act for violating Exchange Act Section 10(b) and Rule 10b-5 through or by means of another person; charges Bhogal, Sidhu and Fleming with violating the anti-manipulation provisions of Section 9(a)(2) of the Exchange Act; charges Rayat and Bhogal with aiding and abetting RenovaCare's violations of Section 10(b) of the Exchange Act and Rule 10b-5(b); charges Bhogal with aiding and abetting RenovaCare's and Rayat's violations of Section 17(a) of the Securities Act; charges RenovaCare with violating the reporting provisions of Exchange Act Section 15(d) and Rules 15d-11 and 12b-20 thereunder; and names as relief defendants Treadstone Financial Group Ltd., Treadstone Financial Group LLC, Blackbriar Asset Management Ltd., and 1420527 Alberta Ltd., each of which is owned by Bhogal or Sidhu and received proceeds of the fraud. The SEC seeks permanent injunctions, disgorgement with prejudgment interest, civil penalties, and officer-and-director and penny stock bars.

The SEC's investigation was conducted by Darren E. Long and Daniel Weinstein, with assistance from Brian Shute and Jessica Regan in Enforcement's Office of Investigative and Market Analytics, and supervised by Brian O. Quinn and Carolyn M. Welshhans. The litigation is being led by Matt Scarlato and John Bowers, and supervised by James Carlson.