of the CDO, the Commission, as per motion of the Director of CED if there is a violation of the CDO, particularly when the refusal or failure to comply is a clear and open defiance of the Commission's order or decision, may issue an ex parte order for the immediate physical closure of the corporation, provided, that this is without prejudice to citing the corporation or its responsible officers in contempt and for enforcing the appropriate penalty and administrative sanctions pursuant to Sections 53.4 and 54 of the SRC.

(b) Pending the determination of the final relief sought, the Commission, as per motion of the Director of CED if there is a violation of the CDO, particularly when the refusal or failure to comply is a clear and open defiance of the Commission's order or decision, may issue an ex parte order for the immediate physical closure of the corporation, provided, that this is without prejudice to citing the corporation or its responsible officers in contempt and for enforcing the appropriate penalty and administrative sanctions pursuant to Sections 53.4 and 54 of the SRC.

ART. 4. Contents of Motion.-The motion shall contain the following:

a) a brief statement of fact showing the place, time, and date of the violation, and whether the violation is continuing,

b) supporting documents/affidavits, and

c) relief prayed for.

ART. 5. Issuance of Show Cause Order: Procedure.-(a) If the Commission, as per motion of the Director of CED, decides to cite a person in contempt, it shall issue a Show Cause Order to be served personally or by registered mail to such persons, attaching thereto the motion and supporting documents, directing them to appear before the Commission or designated Review Unit within a non-extendible period of five (5) days from receipt thereof and file a written answer why they should not be cited for contempt.

f) Serious misrepresentation as to what the corporation can do or is doing to the great prejudice of or damage to the general public;

g) Any person who has refused to comply with or acts in defiance of any lawful order of the Commission restraining the commission of acts which would amount to a grave violation of its franchise;

h) Where the issuer:

i. is judicially declared insolvent;

ii. has violated the SRC, rules, orders of the Commission in connection with the offering for which a registration statement has been filed

iii. is engaging or about to engage in fraudulent transactions

iv. has made any false or misleading representation of the material facts in any registration statement/ prospectus or other documents of similar nature concerning the issuer or its securities;

i) Conviction of an offense involving moral turpitude by the issuer, any officer, director or controlling person of the issuer, or person performing similar function, or underwriter;

o) The unlawful sale of equity Securities;

p) Manipulation of security prices, fraudulent transactions;

Associated Persons: q) Where the Broker, Dealer, Salesmen, and

i. has violated any provision of the SRC, any rule, regulation or order made hereunder, or any other law administered by the Commission, or in the case of a registered broker, dealer or associated person has failed to supervise, with a view to preventing such violation, another person who commits such violation;

ii. has made or caused to be made a materially false or misleading statement in any application for registration or report filed with the Commission or a self-regulatory organization, or has omitted to state any material fact that is required to be stated therein;

iii.has failed to satisfy the qualifications or requirements for registration prescribed under section 28, SRC, and the rules and regulations of the Commission promulgated thereunder;

iv. has been convicted, by a competent judicial or administrative body of an offense involving moral turpitude, fraud, embezzlement, counterfeiting, theft, estafa, misappropriation, forgery, bribery, false oath, or perjury, or of a violation of securities, commodities, banking, real estate or insurance laws;

ART. 2. Powers of the Review Unit.-The Review Unit shall have the following powers:

a) To hear cases brought before the Commission consistent with these Rules and exercise full and active control over the proceedings at any stage thereof;

b) To issue subpoena and subpoena duces tecum, ad testificandum, or other legal processes;

c) To administer oaths and receive evidence(s) (oral or documentary) which are deemed relevant and material;

d) To hear and resolve all motions;

e) To cite and/or declare any person in direct or indirect contempt in accordance with the pertinent provisions of the Rules of Court.

ART. 2. Show Cause Order.-(a) Pursuant to Part 3, Rule IV, Art. 2(d), or upon receipt of an original petition for imposition of administrative sanctions/penalties, the Commission shall issue a Show Cause Order, attaching thereto the petition, to be sent by personal service, or in the alternative, by registered mail, to the respondent at his/her last known address directing him/her to show cause within fifteen (15) days from receipt thereof why the certificate of registration should not be suspended or revoked, or other administrative sanctions be not imposed.

(b) A Second Show Cause Order may be published in a newspaper of general circulation, directing respondent/s who failed to respond with the Order issued under Section 1 above, to appear before the Commission at a hearing on the date, time and place stated in the Order.

ART. 3. Time to file Answer.-Respondents shall have fifteen (15) days within which to file an answer.

ART. 4. Failure to file Answer.-If respondent fails to file an answer within the prescribed period the Commission shall grant the relief of the EPD.

ART. 5. Hearing.-The Commission shall within fifteen (15) days from receipt of the Answer, set the case for hearing.