Two defendants in shell company stock hijacking case, Mark Miller and Christopher Rajkaran, set to plead guilty

Key Points
  • Mark Allen Miller and Christopher James Rajkaran are set to plead guilty in a case where they are charged in a scheme to hijack dormant shell companies and fraudulently pump up their stock shares.
  • A third defendant, Saeid Jaberian, remains on track to stand trial in the case, which involves four penny-stock companies traded on the over-the-counter market.
  • The Securities and Exchange Commission separately has sued Miller in connection with the alleged scam.
  • Miller dropped an effort to take control of a Florida shell company, New World Gold, shortly after the indictment and the SEC suit filing.
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Two of the three men criminally charged with a brazen scheme to hijack dormant shell companies and fraudulently pump up their stock shares are now set to plead guilty in the case in October, court records reveal.

One of the defendants, Christopher James Rajkaran of Queens, New York, and Guyana, on Monday had a change of plea hearing scheduled for Oct. 7 in Minnesota federal court, records show.

A judge last week denied Rajkaran's latest effort to be released from a Minnesota jail on bail, saying he "poses a serious risk of nonappearance" in court. Rajkaran's lawyer declined to comment Tuesday.

The other defendant, Mark Allen Miller, who is free on a $25,000 unsecured personal recognizance bond, is scheduled to plead guilty on Oct. 14 in the same court, according to a change of plea filing last week.

Miller's attorney did not immediately respond to a request for comment.

Miller, a general contractor who lives in Breezy Point, Minnesota, and Rajkaran previously pleaded not guilty to 15 counts of securities fraud, conspiracy to commit securities fraud, and wire fraud.

Their change of plea notices do not say what crimes they will plead guilty to.

The third defendant in the case, Saeid Jaberian, remains on track, for now, to stand trial.

Jaberian, a Minnesota resident who also is known as Andre Jaberian, has pleaded not guilty to the same charges as the other two men and is free on an unsecured $25,000 bond.

The trio was charged in June with a grand jury indictment that accused them of using fake resignation letters purporting to be from other people to seize control of four shell companies — Digitiliti, Encompass Holdings, Bell Buckle Holdings, and Utilicraft Aerospace Industries — from 2017 through 2019.

The indictment says that Miller and Jaberian, as well as an unidentified person related to Miller, actually became the nominal CEOs and presidents of the targeted companies.

The men are accused of then using the Securities and Exchange Commission's EDGAR public filing system and phony press releases to inflate the share prices of those companies by claiming they had new business opportunities. The companies actually had no significant operations or revenue, the indictment says.

A court filing says the men bought millions of shares of stock in the companies, in many cases for far less than a penny per share, which then were sold on the over-the-counter market for profits of as much as 900%.

A spokeswoman for the U.S. Attorney's Office in Minnesota — who declined to comment Tuesday on the scheduled plea hearings for Miller and Rajkaran — previously has said the three men are believed to have made hundreds of thousands of dollars in illicit profits.

Jaberian's lawyer said in a court filing in late August that "at a future trial, Jaberian's defense will require asserting that Miller tricked him" into unwittingly participating in a scheme to hijack a dormant shell company.

The SEC in June separately sued Miller in a civil case that accuses him of "a fraudulent scheme to target at least seven inactive penny-stock companies ... by hijacking five of the companies and causing them to issue false and misleading statements, and by falsely promoting the [companies] with the intention of profiting from a 'pump and dump' of the stock."

Those inactive companies allegedly targeted by Miller in the SEC complaint included the four identified in the criminal indictment, as well as Strategic Asset Leasing, Simulated Environment Concepts, and Bebida Beverage.

At the time he was indicted, Miller was involved in an effort to seize control of a Florida penny-stock company, New World Gold Corp., which is not named as one of his alleged targets in either the criminal case or the SEC's civil case.

Miller voluntarily dropped a lawsuit he had filed in Florida as part of his effort less than two weeks after CNBC reported his involvement with New World Gold.

New World Gold's share price has cratered from a high of $0.0275 per share on June 3 — two weeks before news of Miller's criminal case broke — to $0.0092 per share as of Tuesday afternoon.

NWGC shares had dropped more than 47% in trading by late Tuesday, with more than 81 million shares changing hands.

The company's purported Twitter feed on Tuesday afternoon disclosed that its credentials had been revoked by the OTC Markets Group, which organizes the listing of over-the-counter stocks on three marketplaces, due to "conflicting statements in the disclosure and application materials" filed by New World Gold.

Those materials "related to the timeline and validity of your appointment as Chief Executive Officer and Director of the Company," OTC Markets wrote in an email to the purported CEO of New World Gold, Robert Honigford.

A message CNBC sent New World Gold seeking comment to the email address listed in a press release announcing the termination of its OTC Markets account was not immediately answered.

OTC Markets Group declined to comment on New World Gold but confirmed the authenticity of the email quoted in the press release linked to the tweet.