SEC v. James M. Schneider and Andrew H. Wilson (blank check shells, 2017)
Settled
Checked against the primary document on October 4, 2026. The library's summary, tags and figures for this record were compared with the regulator's own document by an AI model (Claude) following written instructions, with sampled and disputed records read a second time. No lawyer has reviewed them. A checked record can still contain errors, and checked does not mean endorsed. See how we check records or report a correction.
In October 2017 the SEC charged lawyers James Schneider and Andrew Wilson in Florida with helping a scheme that sold at least 22 undisclosed blank check companies bound for reverse mergers by writing false opinion letters. Both consented to final judgments, Schneider on April 5, 2019 and Wilson on May 6, 2020, with small disgorgement amounts deemed satisfied by criminal orders.
The record
| Agency | SEC |
|---|---|
| Release number | LR-23965 |
| Date filed | 2017-10-11 |
| Date resolved | 2020-05-06 |
| Court | U.S. District Court, Southern District of Florida |
| Status | settled |
| Criminal parallel | Yes: charged (James M. Schneider), U.S. District Court, Southern District of Florida, 2017-10-11 |
| Bars imposed | penny stock bar (Schneider), conduct-based injunction on providing securities legal services (Schneider) |
| Defendants | James M. Schneider ; Andrew H. Wilson |
| Cited as charged or alleged | Exchange Act s.10(b) and Rule 10b-5 ; Securities Act s.17(a) ; Securities Act s.5 |
| Techniques | Reverse merger schemes , Unregistered distributions |
What was ordered
- Civil penalty
- —
- Disgorgement
- $17.7k
- Prejudgment interest
- $3.6k
- Total relief
- $21.3k
- Alleged gain
- —
What is alleged to have happened
The SEC announced this matter on October 11, 2017 as release LR-23965, with separate complaints in the Southern District of Florida against James M. Schneider and Andrew H. Wilson. The complaints allege the shells were secretly controlled by Steven Sanders with Daniel McKelvey or Alvin Mirman, and that the opinion letters falsely said the shares were validly issued or free to resell; Schneider allegedly wrote at least 40, Wilson at least five. This library tags the matter as reverse merger schemes and unregistered distributions.
Outcome: the April 5, 2019 judgment against Schneider records his consent, permanently enjoins him, bars him from penny stock offerings and from providing legal services in Rule 144 and similar exemption offerings, and orders $14,703.01 in disgorgement and $3,152.33 in interest, deemed satisfied by the forfeiture order in his criminal case. The May 6, 2020 judgment against Wilson records his consent and orders $3,000 in disgorgement and $460.49 in interest, deemed satisfied by the restitution ordered against him in his criminal case. The money fields sum the two. Neither judgment sets a civil penalty, and both include the standard admission for bankruptcy purposes that the complaint's allegations are true.
What technique is this, and how does it work?
This action is tagged with 2 techniques in our taxonomy. The tagging is ours: regulators charge statutory provisions, not technique names, so the mapping is an editorial judgement described in our editorial policy.
- Reverse merger schemes — see how it works, what statute it engages, and every other action tagged the same way.
- Unregistered distributions — see how it works, what statute it engages, and every other action tagged the same way.
Timeline
- 2017-10-11 Litigation release published
- 2019-04-05 Consent final judgment entered against Schneider
- 2020-05-06 Consent final judgment entered against Wilson
Primary documents
Everything on this page derives from the documents below. Where our summary and the primary document disagree, the primary document is right.
- SEC litigation release
- Final judgment as to James M. Schneider (S.D. Fla., April 5, 2019)
- Final judgment as to Andrew H. Wilson (S.D. Fla., May 6, 2020)
Related actions
Other actions in the library sharing at least one technique tag with this one.
| Action | Agency | Filed | Technique | Penalty | Status |
|---|---|---|---|---|---|
| SEC v. Charles Parkinson Lloyd (reverse merger schemes, 2021) | SEC | 2021-09-15 | Reverse Merger Schemes , Unregistered Distributions | $40k | settled |
| SEC v. S. Paul Kelley, et al. (reverse merger schemes, 2019) | SEC | 2019-12-20 | Reverse Merger Schemes , Unregistered Distributions | — | settled |
| SEC v. Olde Monmouth Stock Transfer Co., Inc. and Matthew J. Troster (reverse merger schemes, 2017) | SEC | 2017-02-07 | Reverse Merger Schemes , Unregistered Distributions | $100k | settled |
| SEC v. Abraxas J. Discala, Marc E. Wexler, Matthew A. Bell, Craig L. Josephberg, and Ira Shapiro (reverse merger schemes, 2015) | SEC | 2015-11-04 | Reverse Merger Schemes , Unregistered Distributions | — | judgment |
| SEC v. International Capital Group, LLC (reverse merger schemes, 2015) | SEC | 2015-01-29 | Reverse Merger Schemes , Unregistered Distributions | $1.5m | settled |
| SEC v. Zachary Miller (unregistered distributions, 2026) | SEC | 2026-03-05 | Unregistered Distributions | — | settled |