BUILDING OUR SUCCESS STORIES NETWORK, INC. ("BOSS Network")

Securities and Exchange Commission Republic of the Philippines Department of Finance CoMMISSiON en BANC

IN THE MATTER OF:

BUILDING OUR SUCCESS STORIES NETWORK, INC. ("BOSS Network")

SEC CDO Case No. 05-20-067

ENFORCEMENT AND INVESTOR PROTECTION DEPARTMENT, Movant.

H

CEASE AND DESIST ORDER

This resolves the Motion for the Issuance of a Cease and Desist Orderl dated 27 May 2020 (the "Motion"), filed by the Enforcement and Investor Protection Department (the "EIPD) with the Office of the General Counsel? praying that an order be issued by the Commission directing BUILDING OUR corporate officers, salesmen, agents, representatives, and any and all persons claiming and acting for and in their behalf, to cease and desist from engaging in SUCCESS STORIES NETWORK, INC. ("BOSS Network), its directors the sale and/or offer for sale of securities in the form of investment contract until the requisite registration statement is duly filed and approved by the

from selling, encumbering, conveying, or disposing any of its properties and assets without the prior written approval of the Commission. Commission, and the corresponding license to offer/sell securities is issued; anc

PARTIES

Movant, EIPD is one of the Commission's operating department tasked to investigate, motu proprio or upon complaint or referral, violations of laws, rules

seek the issuance of a Cease and Desist Order (CDO) whenever warranted by and regulations administered, implemented or issued by the Commission, and to the circumstance.3

2 Pursuant to Part II, Rule IV, Section 4-1 of The 2016 Rules of Procedure of the Securities and Exchange investigation or verification, if there is a finding that the grounds for the issuance of the CDO or injunction are : Dated 27 May 2020. application with the Commission En Banc, through the Office of the General Counsel (OGC), by any Operating Department, either motu proprio or upon a verified complaint by the public, after conducting a proper Commission (SEC), an action for the issuance of a CDO or injunction may be commenced upon the filing of an

IN RE: BUILDING OUR SUCCESS STORIES NETWORK INC. vs. EIPD SEC CDO Case No. 05-20-067 Page 2 of 14

Iaws having been issued a Certificate of Deck, Pacific Center Condominium, #33 San Miguel Avenue, Ortigas, Pasig CS201803195 on 14 March 2018 by the Commission.4 Its registered office as stated in its amended Articles of Incorporation (AoI) is located at Unit 3 Garden City. BOSS Network is a corporation organized and existing under Philippine Incorporation bearing No.

in its Articles of Incorporation is: The primary purpose for which BOSS Network was established as stated

"To engage in direct selling of goods and merchandise to consumers.

Provided that the corporation shall not solicit, accept or take investments/placements from the public neither shall it_issue investment contracts. " (Emphasis supplied).

are as follows: The names, nationalities and addresses of its incorporators and directors.

Rommel Q. Tabaniag Name Citizenship Filipino CITY, FOURTH DISTRICT, NCR, Philippines 1630 1972 TRAMO STREET Barangay 60 PASAY Residential Address

Raquel G. Argote Filipino E348 ISIDRO STREET Barangay 42 PASAY CITY, FOURTH DISTRICT, NCR, Philippines, 1630

Ramon C. Tabaniag Jojie O. Servan Ailyn Marigh F. Lim Filipino Filipino Filipino 1630 CITY, FOURTH DISTRICT, NCR, Philippines BLK 139 LOT 37 MH DEL PILAR STREET DISTRICT, NCR, Philippines, 1630 Rizal 1972 TRAMO STREET Barangay 60 PASAY CITY, FOURTH DISTRICT, NCR, Philippines 1972 TRAMO STREET Barangay 60 PASAY 1630 ICITYOFMAKATI FOURTH

RELEVANT FACTS

On 23 January 2018, the EIPD received an information through email about a new networking scheme, allegedly carried out by BOss Network, which involves the offering of products and the solicitation of investments from the public without any license from the Commission. The informant sought the Commission's assistance to issue a warning to the public in order to protect/prevent the latter from being scammed. In support of his allegation, the

scheme which was offered thru social networking sites. informant presented and submitted screenshots of BOss Network's business

4 Annex "A" of the Motion.

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through the "SEC i-Message Mo", thus: The EIPD received another email-inquiry from a prospective investor

Registered. Wala po sila mabigay na detalye. Madami na po sila nakuha na kang invites, ginagawa, or binebentang products. tinatawag nilang "BOSS Network". Tinatanong ko po kung DTI or SEC investment sa mga tao sa halagang P1,500 na may kapalit na package at P2,250. Nagbibigay sila ng "Infinity Income " sa iyong investment kahit wala "May nagiinvite po sa akin na sumali sa isang networking company na 7

investigation on the business operations of BOSS Network starting off with an On account of the foregoing, the EIPD conducted a full blown

amended AOI. The EIPD investigators confirmed that BOSS Network is not holding office in its registered address which turned out to be a condominium ocular inspection and verification of its registered address provided in its

unit strictly used for residential purposes, as disclosed by the condominium administrator.8

In its investigation, the EIPD was able to gather information and confirm that BOSs Network's investment scheme involves the sale and/or offer of

packages with the corresponding products/returns, to wit: securities in the form of investment contract by selling/offering the following

Table 1

PACKAGE PRICE SHARES UBP Points Value (PV) FROM UBP MAXIMUM EARNING Income per Maximum Pairing day Products included

Bronze Silver Gold Php10,500.00 Php1,500.00 Php4,500.00 1 3 T 105 15 45 Php16,800.00 Php6,975.00 Php2,250.00 Php10,500.00 Php3,000.00 Php6,000.00 perfumes perfumes Soap and perfumes Soap and Soap and 1 Kojic 3 Kojic 7 Kojic plus I plus 3 plus 7 Gluta Soap Gluta Soap Gluta Soap 14 2 6

7 Annex "C" of the Motion

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Y

30

Platinum Sapphire Emerald Ruby Php190,500.00 Php94,500.00 Php22,500.00 Php46.500.00 127 15 31 63 1905 225 94 465 Php342,900.00 Php165,375.00 Php37,125.00 Php79,050.00 Php15,500.00 Php28,500.00 Php19,500.00 Php24,000.00 31 Kojic perfumes Soap and perfumes perfumes perfumes Soap and Soap and Soap and plus 127 15 Kojic 63 Kojic plus 15 plus 31 plus 63 Soap Gluta Gluta Soap Gluta Soap Gluta 24 126 62

Diamond Php382,500.00 255 3,825 Php707,625.00 Php33,000.00 Soap and perfumes plus 255 Kojic Gluta Kojic Soap Soap 255 127 510

promises its member-investors that they will also receive the following additional income: In addition to the foregoing, BOss Network also represents to and

1. Universal Bonus Pool (UBP):

a. Global Linear Reward -- a member will earn profit from his/her share in the ten percent (10%) of the price of the availed package divided among the members in proportion to their UBP shares:

b. Profit Sharing -- a member will earn profit from his/her share in the

divided among the members in proportion to the their UBP shares: ten percent (10%) of the price of product arising from repeat orders

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c. Sponsor Profit -- a member will earn profit equivalent to 5%, 3% and 2% of the pairing income earned by the member's immediate (up to 3 levels) sponsors, respectively.

however encourages its member-investors to upgrade to a higher package to maximize their profit. package's maximum UBP income even if he/she has no recruit. BOSS Network Under the UBP, a member-investor will be entitled to the respective

2. Direct Referral Bonus

availed of his newly recruited member: A member will earn the following referral bonus according to the package

Package Table 2 Referral Bonus

Bronze Silver Php300.00 Php100.00

Platinum Gold Php1,500.00 Php700.00

Sapphire Php3,100.00

Ruby Php6,300.00

Diamond Emerald Php25,500.00 Php12,700.00

3. Pairing Bonus (Cycle Reward)

A member-investor will earn one hundred fifty pesos (Php150.00) from

generations. pairing income per day (provided in Table 1 above) regardless of the level of every UBP shares paired from a member's leg (left and right) up to the maximum

4. Unilevel Income

downline up to the tenth (10th) level. A member will earn Php5.00 for every product purchased under his

5. Infinity Bonus

A member will earn a bonus from the first (1st) two invites of his direci referrals' recruits beginning from his 3rd downline. Below is the respective bonus for each package.

Packages Bronze Table 3 Infinity Income] Php50.00

Silver Php150.00

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Platinum Sapphire Ruby Php1,550.00 Php315000 Php750.00

Diamond Emerald Php12,750.00 Php6,350.00

Records show that a considerable number of investors have filed a

guaranteed returns and bonuses. complaint against BOSs Network alleging that the latter failed to pay their

Revenue (BIR) for confirmation on the authenticity of the Tax Identification Numbers (TIN) that were provided by the incorporators of BOSS Network. In a letter dated 27 April 2018, the BIR informed the Commission that the TIN of On 16 April 2018, the EIPD requested from the Bureau of Internal

two (2) of BOSS Network's incorporators i.e. Ramon C. Tabaniag and Jojie O Servan are invalid and inexistent. On the basis thereof, EIPD endorsed and recommended to the CRMD the revocation of BOSS Network's Certificate of Incorporation.

On 14 June 2018, the Commission approved BOSS Network's Amended Articles of Incorporation which effected the change of its address to Unit 1702

Pasig City. Centerpoint Condominium, Garnet St. corner Julia Vargas, Brgy. San Antonio,

On 3 July 2018, the EIPD requested for certifications on the legitimacy of the operations of BOSs Network from the Company Registration and Monitoring Department (CRMD), the Corporate Governance and Finance Department (CGFD), and the Markets and Securities Regulation Department (MSRD). The certifications issued by CRMD, CGFD and MSRD show that while BOss Network is a registered corporation, it has no secondary license to operate as a broker/dealer, is not a registered issuer of mutual funds, ETFs and proprietary/non-proprietary shares, and has not registered any securities pursuant to Sections 8 and 12 of the Securities Regulation Code (SRC).9

On 11 July 2018, the Commission, upon recommendation of the EIPD issued an Advisory informing the public of BOSs Network's unauthorized investment taking activities. The Advisory was posted in the Commission's website.

On 8 August 2018, the EIPD issued a Notice of Conference which was served on BOSS Network at its new address provided in its Amended AOI.

the EIPD hearing officer and confirmed that it is carrying out the investment On 29 August 2018, representatives of BOSS Network1' appeared before

scheme described in the Advisory. BOSs Network undertook to submit the

Annex "D," "E," and "F," of the Motion, respectively.

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documents required by EIPD, and manifested that it will be filing a letter requesting for the lifting of the Advisory.'

requesting for the lifting of the Advisory. BOsS Network argued that it is engaged in legitimate network marketing business and that its promised returns are not unrealistic. On 19 October 2018, BOSS Network filed with the Commission a letter

Pasig City. Articles of Incorporation which effected the change of its address to Unit 3, Garden Deck, Pacific Center Condominium, #33 San Miguel Avenue, Ortigas, On 28 May 2019, the Commission approved BOSS Network's Amended

that BOss Network has collaborated with 101Upper Class Corporation ("UPPERCLASS") where they offer to the public the BOSS ULTIMATE Commission the issuance of an advisory to warn and protect the investing public. PROGRAM ("BOSS UP). This prompted the EIPD to recommend to the The EIPD however recently received information, and was able to verify.

EIPD, issued an Advisory on the unauthorized investment scheme being carried out by BOSS Ultimate Program (BOSs UP), a collaborative undertaking of BOSS Network and UPPERCLASS, thus: On 27 May 2020, the Commission, upon the recommendation of the

XXX.

STORIES NETWORK INC. and 101UPPERCLASS CORPORATION are collaboration, BOSS ULTIMATE PROGRAM a.k.a. BOSS UP is not investments/placements from the public nor to issue investment contracts and registered as corporations with the Commission, while their so-called registered as a corporation, partnership or joint venture with the SEC. All of them, however, have NO SECONDARY LICENSE to solicit, accept or take other forms of securities defined under Section 3 of the Securities Regulation Code (SRC) since they have not secured prior registration and/or license from the Commission as prescribed under Sections 8 and 28 of the Securities Regulation Code (SRC). Xxx. Per records of the Commission, BUILDING OUR SUCCESS

PROGRAM a.k.a. BOSS UP to exercise caution in dealing with any individuals or group of persons soliciting investments for and on behalf of any investment scheme being offered by any individual or group of persons NETWORK, 101UPPERCLASS CORPORATION and BOSS ULTIMATE allegedly for or on behalf of BUILDING OUR SUCCESS STORIES them. The public is advised NOT TO INVEST or STOP INVESTING in XXX.

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ISSUE

presented by the EIPD in support thereof warrant the issuance of a CDO. Whether the allegations in the Motion together with the pieces of evidence

DISCUSSION

The Commission finds the Motion to be impressed with merit.

to disturb the finding of the EIPD that BOSS Network is engaged in the offer, solicitation and sale of securities to the public in the form of investment contract Commission. without the requisite registration statement duly filed and approved by the Based on the evidence presented, the Commission finds no cogent reason

public, thus: registration statement duly filed with and approved by the Commission is an indispensable requirement before an entity can offer or sell securities to the Section 8 of the SRC is clear that, unless they are exempt securities, a

"SEC. 8 Requirement of Registration of Securities. -- 8.1. Securities shall not be sold or offered for sale or distribution within the Philippines, without a Xxx. registration statement duly filed with and approved by the Commission

money to purchase a package offered by BOss Network in order for that investor to become a member thereof, and to receive the guaranteed profits and benefits partakes of the nature of a sale/offer of "securities" as defined under Section 3.1 of the SRC, which provides that: A transaction or scheme whereby an investor pays a minimum amount of

"Sec. 3. Definition of Terms. - 3.1 "Securities" are shares, participation or and evidenced by a certificate, contract, instrument, whether written or interest in a corporation or in a commercial enterprise or profit-making venture electronic in character. It includes: XXXXXXXXX

(a) Investment contracts, certificates of interest or participation in a profit sharing agreement, certificates of deposit for a future subscription:?

defines investment contract as follows: Rule 26.3.5 of the 2015 Implementing Rules and Regulations of the SRC

"An investment contract means a contract, transaction or scheme (collectively "contract") whereby a person invests his money in a common enterprise and is led to expect profits primarily from the efforts of others.

money or property of others on the promise of profits. An investment contract is presumed to exist whenever a person seeks to use the

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receives nothing more than a broker's commission." "pool" their resources, creating a common enterprise, even if the promoter

employment.12 Investment contracts have been used and adopted in various with the expectation that they would earn a profit through the efforts of the promoter or of someone other than themselves.13 investment contract as a contract or scheme for the placing of capital or laying out of money in a way intended to secure income or profit from its situations where individuals were led to invest money in a common enterprise In the case of SEC vs. Howey Co., the US Supreme Court defined an

with and adopted the Howey Test4 in determining if an investment scheme, contract. In Power Homes Unlimited Corporation vs. SEC15, the Philippine Supreme Court (the "Court") applied the Howey Test in holding that petitioner regardless of the legal terminology used, partakes of the nature of an investment was engaged in the sale of investment contracts, thus: It is in the context of the foregoing that the U.S. Supreme Court came up

"It behooves us to trace the history of the concept of an investment contract under R.A. No. 8799. Our definition of an investment contract traces its roots from the 1946 United States (US) case of SEC v. W.J. Howey Co. In this case, the US Supreme Court was confronted with the issue of whether the Howey legislative report, held that "Congress was using a term whose meaning had definition of "security." The US Supreme Court, recognizing that the term been crystallized" under the state's "blue sky" laws in existence prior to the transaction falls within the scope of an "investment contract. " Known as the Howey Test, it requires a transaction, contract, or scheme whereby a person transaction constituted an "investment contract" under the Securities Act's adoption of the Securities Act. Thus, it ruled that the use of the catch-all term "investment contract" indicated a congressional intent to cover a wide range of investment transactions. It established a test to determine whether a "investment contract" was not defined by the Act or illumined by any (1) makes an investment of money, (2) in a common enterprise, (3) with the

its issuer was engaged in fraudulent practices."1 (Emphasis ours) schemes devised by those who seek the use of the money of others on the principle, one that is capable of adaptation to meet the countless and variable promise of profits. " Needless to state, any investment contract covered by the Howey Test must be registered under the Securities Act, regardless of whether Although the proponents must establish all four.elements, the US Supreme expectation of profits, (4) to be derived solely from the efforts of others. Court stressed that the Howey Test "embodies a flexible rather than a static

offered by BOss Network, an investor has to purchase a package that is being offered by the former and pay the corresponding amount for the same. By doing Records show that in order to join and profit from the investment scheme

15 G.R. No. 164182, 26 February 2008. 12 328 U.S. 293 (1946 13 Ibid. Although the definition as stated in the Howey Case qualified that the earning of profit was expected to be solely through the efforts of another party, Rule 26.3 of the 2015 IRR of the SRC replaced the qualifier with the money exerted a small amount of effort in an attempt to earn the profits. 14 b i "primarily ", acknowledging that an investment contract may still be present where the individual who placed

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so, an investor in effect enters into a contract with BOSS Network. The money business, with a promise of guaranteed high return of investment. invested is placed and used to carry out a common enterprise where investors have no control on the management of the amount pooled. The investors however hold an expectation of deriving profits from the entrepreneurial or managerial efforts of BOSS Network. It is clear that BOSS Network is soliciting investments from the public in the guise of operating a multi-level marketing

in the form of investment contracts to the public. First, records show that a considerable number of investors actually parted with their hard earned money and purchased investment packages of BOSs Network. Second, the member- investors invested money in exchange for products and packages, and a guaranteed return of their investment. Third, BOss Network's member- respective packages and the bonuses. Fourth, the member-investors expect to earn profits from the entrepreneurial and managerial efforts of others which ranges from 50% (Bronze Package) to 85% (Diamond Package) of their invested amount, plus the profits from their respective re-sellers and/or downlines who sell the products and recruit other members. the EIPD was correct in finding that BOSS Network is selling/offering securities investors expect to receive the products, the guaranteed returns based on thein Applying the Howey Test to the instant case, the Commission finds that

Commission, 17 the Supreme Court held that: In PowerHomes Unlimited vs. Securities and Ex change

registered with public respondent SEC, otherwise the SEC cannot protect the investing public from fraudulent securities. The strict regulation of securities is founded on the premise that the capital markets depend on the investing public's level of confidence in the system." "As an investment contract that is security under R.A. No. 8799, it must be

Benjamin", he emphasized that product sales are not required to earn the since they will be earning additional income by this very simple act. In one of the marketing statements of BOss Network member, a certain "Palmianc guaranteed return, thus: are given by BOSs Network to entice existing investors to recruit new investors Moreover, it is clear that the referral commissions and the pairing bonus

KAPALIT ANG PUHUNAN MO NOT LIKE SA IBA?18 PRODUCT. WALANG SALES QUOTA. AYAW MO BA NON, MAY "SA BOSS NETWORK HINDI KA MAG BEBENTA. USER KA LANG NG

investors will earn a bonus from the first two (2) invites of his direct referral's an additional income of Php5.00 for every product purchased under his downline up to the tenth (10th) level; and under the "Infinity Bonus" scheme, member- Income", the member-investors of BOss Network can generate and accumulate The evidence presented by EIPD also shows that through the "Unilevel

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from a legitimate business.20 It is also called a "pyramid scheme" because a solicit new investors by promising to invest funds in opportunities claimed to perpetrators focus on attracting new money to make promised payments to broader base of gullible investors must support the structure as time passes. recruits beginning from his 3rd downline. A close scrutiny of the foregoing will "a type of investment fraud that involves the payment of purported returns to earlier-stage investors to create the false appearance that investors are profiting readily reveal that the same partakes of the nature of a Ponzi Schemel9 which is existing investors from funds contributed by new investors. Its organizers often generate high returns with little or no risk. In many Ponzi schemes, the

categorically held that a Ponzi scheme is not an investment strategy: In People vs. Palmy Tibayan and Rico Z. Puerto21, the Supreme Court

investors joining the scheme. It is difficult to sustain the scheme over a long to continue paying the promised profits to early investors. The idea behind this third round of investors and then absconds before anyone else shows up to collect. xxx." (Emphasis supplied). "To be sure, a Ponzi scheme is not an investment strategy but a gullibility period of time because the operator needs an ever larger pool of later investors type of swindle is that the "con-man" collects his money from his second or scheme, which works only as long as there is an ever increasing number of new

Network is selling and/or offering its investment products, and marketing its investment scheme publicly through online advertisements and brochures to In the instant case, the evidence adduced by the EIPD shows that BOSS

potential investors without prior registration.

Relative thereto, Section 64 of the SRC provides that:

investigation or verification, motu proprio or upon verified complaint by any prior hearing if in its judgment the act or practice, unless restrained, will operate as a fraud on investors or is otherwise likely to cause grave or irreparable injury or prejudice to the investing public." "Section 64. Cease and Desist Order. --- 64.1. The Commission, after proper aggrieved party, may issue a cease and desist order without the necessity of a

investors or is otherwise likely to cause grave or irreparable injury or prejudice to the investing public.22 before a cease and desist order can be validly issued i.e. First, a proper investigation or verification was conducted; and Second, there must be a finding that the act or practice, unless restrained, will operate as a fraud on There are two (2) essential requirements that must be complied with

21 G.R. Nos. 209655-60, 14 January 2015. 19 Named after Charles Ponzi who promoted the scheme in the 1920s, the original scheme involved the issuance more investors to place their money with him in the false hope of realizing this same extravagant rate of return of bonds which offered 50% interest in 45 days or a 100% profit if held for 90 days. Basically, Ponzi used the money he received from later investors to pay extravagant rates of return to early investors, thereby inducing themselves." (People vs. Balasa. G.R. No. 106357, September 3, 1998). 20 People v. Tibayan, G.R. Nos. 209655-60, January 14, 2015.

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BOSS Network. It is thus evident that the EIPD complied with the required investigation. investigation and inquiry where BOSS Network actively participated. The EIPD also presented the following evidence in support of its Motion: (1) Certifications from the Commission's MSRD, CGFD, and CRMD certifying that BOSs Network is not licensed to offer/sell securities; (2) Confirmation from the BIR that two (2) of BOSS Network's incorporators submitted and used invalid TINs; and (3) Investigator's affidavit on the business scheme of As to the first requirement, the records show that the EIPD conducted an

shares with a par value of P10.00/share. However, it promises investors a Pay-outs for investors are financed from investments of new recruits/investors. capitalization is only One Million Five Hundred Thousand Pesos Clearly, BOSS Network's business model and capitalization cannot sustain the promised returns on investment, especially if no new investors will come in. This is a fraudulent scheme which will likely cause grave or irreparable injury (PhP1,500,000.00) divided into one hundred fifty thousand (150,000) common or prejudice to the investing public. guaranteed monthly return of between 50-87% of the invested amount As to the second requirement, the AOI shows that BOSS Network's

and desist order because the act of BOSs Network in selling/offering unregistered securities operates as a fraud to the public which, if unrestrained. public.23 This finds support in the case of Securities and Exchange Commission violation of the SRC that will likely defraud or cause grave or irreparable injury will likely cause grave or irreparable injury or prejudice to the investing vs. CJH Development Corp.24 (SEC vs. CJH) where the Supreme Court emphasized the need for a prompt issuance of a CDO after a finding of a to the investing public, thus: Moreover, the findings of the EIPD also warrant the issuance of a cease

the SEC motu proprio, it being unnecessary that it results from a verified that aims to curtail fraud or grave or irreparable injury to investors. There is such results can only_generate further injury to the public that the SEC is "The law is clear on the point that a cease and desist order may be issued by complaint from an aggrieved party. A prior hearing is also not reguired whenever the Commission finds it appropriate to issue a cease and desist order good reason for this provision, as any delay in the restraint of acts that yield obliged to protect.

The act of selling unregistered securities would necessarily operate as a fraud respondents have authority to deal on such securities. Section 8. 1 of the SRC within the Philippines without a registration statement duly filed with and in such form and with such substance as the SEC may prescribe, shall be made on investors as it deceives the investing_public by making it appear that clearly states that securities shall not be sold or offered for sale or distribution approved by the SEC and that prior to such sale, information on the securities,

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available to each prospective buyer." (Emphasis supplied)

restrained from offering or selling securities in the form of investment contracts. Thus, in the absence of a secondary license, BOSs Network should be

is duly filed with and approved by the Commission and the corresponding permit representatives, salesmen, agents AND ANY AND ALL PERSONS ULTIMATEPROGRAM("BOSSUP") CORPORATION ("UPPERCLASS") are hereby ORDERED to immediately CEASE AND DESIST,UNDER PAIN OF CONTEMPT, from further engaging in activities of selling and/or offering for sale of securities or any others of the same nature as discussed in the Order, until the requisite registration statement to offer/sell is issued. officers namely: ROMMEL Q. TABANIAG, RAQUEL G. ARGOTE,RAMON C. TABANIAG, JOJIE O. SERVAN and AILYN MARIGH F. LIMJ CLAIMING AND ACTING FOR AND IN THEIR BEHALF,including BOSS WHEREFORE, premises considered, BOSS Network, its directors and and101UPPER CLASS

or controlling the activities of such corporation, officers, representatives, NETWORK, BOSS UP and UPPERCLASS and/or any of their representatives, or any person/s acting for and in their behalf, and such other persons directing salesmen, agents, are all ENJOINED from (a) transacting any and all business involving the funds in its depositary banks, and (b) transferring, properties, real or personal, including bank deposits, if any, under their custody, of which the named persons herein may have any interest, claim, or. participation whatsoever, whether directly or indirectly, immediately upon and to ensure the preservation of assets for the benefit of investors, BOss disposing, or conveying in any other manner any and all assets and receipt of this Order. Furthermore, to forestall grave damage and prejudice to all concerned.

named directors and officers, salesmen, agents, representatives and any and all found to act as solicitors, information providers, salesmen, agents, brokers. persons claiming and acting for and in their behalf, are directed to immediateiy appropriate administrative and/or criminal action against any person/s or entities CEASE AND DESIST from conducting their investment-taking activities using dealers or the like for and in behalf of respondent BOSS NETWORK, BOSS UP the internet and/or any social media platforms. The Commission will institute Finally,BOSS NETWORK,BOSS UP and UPPERCLASS,the above

and UPPERCLASS.

The EIPD is hereby DIRECTED to:

Secretary, Treasurer or In-House Counsel; 1.) serve this Order to BOSS NETWORK, its President, Corporate

branches. if anV. of ROSS NFTWORK 2.) post copies of this Order at the entrance of the main office and/or

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by way of pleading, to the Commission En Banc WITHIN TEN (10) DAYS from EIPD is FURTHER DIRECTED to submit a formal compliance report.

receipt of this CDO

Commission and the Department of Information and Communications furnished to the Company Registration and Monitoring Department, the Corporate Governance and Finance Department and the Information and Communications Technology Department of this Commission, the Bangko Sentral ng Pilipinas, the Department of Trade and Industry, the National Privacy Technology for their information and appropriate action. Let a copy of this Order be posted in the Commission's website and be

request for lifting thereof within five (5) days from receipt hereof. 3, Rule IV, Part II of the 2016 Rules23, the parties subject of the CDO may file a In accordance with the provisions, of Sec. 64.325 of the SRC and Sec. 4.

SO ORDERED.

Pasay City, Philippines; 1 8 June 2020.

EMILIO B.(AQUINO

Chairp&rson

EPHYRO LUIS B. AMATONG JAVEY (PAUL D. FRANCISCO

Commissioner Commissioner

KELVIN LESTER K. LEE KARLO(S.BELLO

Commissioner Commissioner

25 Section 64.3. Any person against whom a cease and desist order was issued may, within five (5) days from