Initial Decision Release No. 1366

Administrative Proceeding

File No. 3-17029

UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

In the Matter of

Changda International Holdings, 

Inc.

Initial Decision of Default

March 12, 2019

Appearances: James Carlson and David S. Frye for the Division of 

Enforcement, Securities and Exchange Commission

Before: Cameron Elliot, Administrative Law Judge

SUMMARY

This initial decision revokes the registration of the registered securities 

of Respondent Changda International Holdings, Inc., due to its failures to 

timely file required periodic reports with the Securities and Exchange 

Commission.

INTRODUCTION

On December 29, 2015, the Securities and Exchange Commission issued 

an order instituting proceedings (OIP) pursuant to Section 12(j) of the 

Securities Exchange Act of 1934, alleging that Respondent has securities 

registered with the Commission under Section 12(g) of the Exchange Act and 

is delinquent in its periodic filings. 

A different administrative law judge was originally assigned to this 

proceeding but little activity took place as the Division of Enforcement 

attempted to serve Respondent, which is headquartered in China, through 

the process established by the Hague Convention on the Service Abroad of 

Judicial and Extrajudicial Documents in Civil or Commercial Matters, done

Nov. 15, 1965, 20 U.S.T. 361, 658 U.N.T.S. 163. But after two years, the 

Chinese authorities returned a certificate of service stating that the service 
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documents could not be delivered. Following the Supreme Court’s decision in 

Lucia v. SEC, 138 S. Ct. 2044 (2018), the matter was reassigned to me. See 

Pending Admin. Proc., Securities Act of 1933 Release No. 10536, 2018 SEC 

LEXIS 2058, at *2-3 (Aug. 22, 2018). 

The Division then pursued service on the Nevada Secretary of State as 

an “agent authorized by appointment or law” pursuant to Nevada Revised 

Statutes section 14.030 and Commission Rule of Practice 141(a)(2)(ii). 

Respondent was successfully served with the OIP by this method on 

November 21, 2018. Changda Int’l Holdings, Inc., Admin. Proc. Rulings 

Release No. 6404, 2018 SEC LEXIS 3522, at *1 (ALJ Dec. 13, 2018).

I directed Respondent to answer and to submit a proposal for the conduct 

of further proceedings by January 7, 2019. Id. at *2. By order of the 

Commission, this deadline was extended to February 13, 2019. Pending 

Admin. Proc., Securities Act of 1933 Release No. 10603, 2019 SEC LEXIS 37, 

at *1 (Jan. 30, 2019). Respondent did not submit its answer or proposal. I 

therefore ordered it to show cause why the registration of its securities should 

not be revoked by default due to its failure to file an answer or otherwise 

defend this proceeding. Changda Int’l Holdings, Inc., Admin. Proc. Rulings 

Release No. 6457, 2019 SEC LEXIS 177, at *1 (ALJ Feb. 14, 2019). To date, 

Respondent has failed to answer, submit a proposal for the conduct of further 

proceedings, respond to the show cause order, or otherwise defend this 

proceeding.

FINDINGS OF FACT

Respondent is in default for failing to file an answer, file a proposal for 

the conduct of further proceedings, or otherwise defend the proceeding. See

OIP at 2; 17 C.F.R. §§ 201.155(a)(2), .220(f); Pending Admin. Proc., 2018 SEC 

LEXIS 2058, at *4. Accordingly, as authorized by Rule of Practice 155(a), 17 

C.F.R. § 201.155(a), I find the following allegations in the OIP to be true.

Changda International Holdings, Inc., Central Index Key No. 1417624 

and ticker symbol CIHD, is a revoked Nevada corporation located in Weifang, 

Shandong, China, with a class of securities registered with the Commission 

pursuant to Exchange Act Section 12(g). The company is delinquent in its 

periodic filings with the Commission, having not filed any periodic reports 

since it filed a Form 10-Q for the period ended June 30, 2012. As of 

December 15, 2015, the company’s common stock was quoted on OTC Link 

operated by OTC Markets Group, Inc., had seven market makers, and was 

eligible for the “piggyback” exception of Exchange Act Rule 15c2-11(f)(3).
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In addition to its repeated failures to file timely periodic reports, 

Respondent failed to heed the delinquency letter sent to it by the 

Commission’s Division of Corporation Finance requesting compliance with its

periodic filing obligations or, through its failure to maintain a valid address 

on file with the Commission as required by Commission rules, did not receive 

such letter.

CONCLUSIONS OF LAW

Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 require issuers 

of securities registered with the Commission pursuant to Exchange Act 

Section 12 to file with the Commission current and accurate information in 

annual and quarterly reports, even if the registration is voluntary under 

Exchange Act Section 12(g). 17 C.F.R. §§ 240.13a-1, .13a-13. Compliance 

with these reporting requirements is mandatory. America’s Sports Voice, 

Inc., Exchange Act Release No. 55511, 2007 SEC LEXIS 1241, at *12 (Mar. 

22, 2007), recons. denied, Exchange Act Release No. 55867, 2007 SEC LEXIS 

1239 (June 6, 2007). Scienter is not required to establish violations of 

Exchange Act Section 13(a) and rules thereunder. SEC v. McNulty, 137 F.3d 

732, 740-41 (2d Cir. 1998). By failing to timely file required annual and 

quarterly reports, Respondent violated Exchange Act Section 13(a) and Rules 

13a-1 and 13a-13.

SANCTION

Under Exchange Act Section 12(j), the Commission is authorized, “as it 

deems necessary or appropriate for the protection of investors,” to revoke the 

registration of a security or suspend the registration for a period not 

exceeding twelve months if it finds, after notice and an opportunity for 

hearing, that the issuer of the security has failed to comply with any 

provision of the Exchange Act or rules thereunder. 15 U.S.C. § 78l(j). In 

determining what sanctions will adequately protect investors, the 

Commission “consider[s], among other things, the seriousness of the issuer’s 

violations, the isolated or recurrent nature of the violations, the degree of 

culpability involved, the extent of the issuer’s efforts to remedy its past 

violations and ensure future compliance, and the credibility of its assurances, 

if any, against further violations.” Gateway Int’l Holdings, Inc., Exchange 

Act Release No. 53907, 2006 SEC LEXIS 1288, at *19-20 (May 31, 2006).

Respondent’s failures to file required periodic reports are serious because 

they violate a central provision of the Exchange Act. The purpose of periodic 

reporting is “to supply investors with current and accurate financial 

information about an issuer so that they may make sound [investment] 

decisions.” Id. at *26. The reporting requirements are the primary tool that 
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Congress “fashioned for the protection of investors from negligent, careless, 

and deliberate misrepresentations” in the sale of securities. Eagletech 

Commc’ns, Inc., Exchange Act Release No. 54095, 2006 SEC LEXIS 1534, at 

*12 (July 5, 2006) (quoting SEC v. Beisinger Indus. Corp., 552 F.2d 15, 18 

(1st Cir. 1977)). The violations are recurrent in that Respondent failed to file 

any periodic reports since 2012. See Nature’s Sunshine Prods., Inc., 

Exchange Act Release No. 59268, 2009 SEC LEXIS 81, at *20 (Jan. 21, 2009); 

Impax Labs., Inc., Exchange Act Release No. 57864, 2008 SEC LEXIS 1197, 

at *25-26 (May 23, 2008). Respondent is culpable because it knew, or should 

have known, of its obligation to file periodic reports. It further failed to heed 

the delinquency letter sent to it by the Division of Corporation Finance. Even 

if Respondent did not receive such a letter due to its failure to maintain a 

valid address on file with the Commission as required by Commission rules, 

the other factors weigh in favor of revocation, and scienter is not necessary to 

establish grounds for revocation. See China-Biotics, Inc., Exchange Act 

Release No. 70800, 2013 SEC LEXIS 3451, at *37 & n.60 (Nov. 4, 2013). In 

any event, there is no indication that its violations were inadvertent or 

accidental. Id. Finally, Respondent has not answered the OIP, submitted a

proposal for the further conduct of this proceeding, responded to the show 

cause order, or otherwise participated in the proceeding to address whether it

has made any efforts to remedy its past violations.

It is therefore necessary and appropriate for the protection of investors 

to revoke the registration of each class of Respondent’s registered securities.

ORDER

I ORDER that, pursuant to Section 12(j) of the Securities Exchange Act 

of 1934, the registration of each class of registered securities of Changda 

International Holdings, Inc., is REVOKED.1

This initial decision shall become effective in accordance with and 

subject to the provisions of Rule of Practice 360. 17 C.F.R. § 201.360. 

Pursuant to that Rule, I FURTHER ORDER that, a party may file a petition 

for review of this initial decision within twenty-one days after service of the 

initial decision. 17 C.F.R. § 201.360(b). A party may also file a motion to 

correct a manifest error of fact within ten days of the initial decision, 

pursuant to Rule of Practice 111. 17 C.F.R. § 201.111. If a motion to correct 

 

1 This order applies to all classes of Respondent’s securities registered 

under Section 12 of the Exchange Act, whether or not such securities are 

specifically identified by ticker symbol or otherwise in this initial decision.
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a manifest error of fact is filed by a party, then a party shall have twenty-one 

days to file a petition for review from the date of the order resolving such 

motion to correct a manifest error of fact. This initial decision will not 

become final until the Commission enters an order of finality. The 

Commission will enter an order of finality unless a party files a petition for 

review or motion to correct a manifest error of fact or the Commission 

determines on its own initiative to review the initial decision as to a party. If 

any of these events occur, the initial decision shall not become final as to that 

party. 

A respondent has the right to file a motion to set aside a default within a 

reasonable time, stating the reasons for the failure to appear or defend and 

specifying the nature of the proposed defense. 17 C.F.R. § 201.155(b). The 

Commission can set aside a default at any time for good cause. Id.

_______________________________

Cameron Elliot

Administrative Law Judge