UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES ACT OF 1933

Release No. 11281 / April 12, 2024

SECURITIES EXCHANGE ACT OF 1934

Release No. 99947 / April 12, 2024

ADMINISTRATIVE PROCEEDING

File No. 3-20898

In the Matter of

Petroteq Energy, Inc., and 

Aleksandr Blyumkin

 

Respondents.

ORDER MAKING FINDINGS AND 

IMPOSING DISGORGEMENT AND 

PREJUDGMENT INTEREST 

PURSUANT TO SECTION 8A OF THE 

SECURITIES ACT OF 1933 AND 

SECTION 21C OF THE SECURITIES 

EXCHANGE ACT OF 1934 AS TO 

ALEKSANDR BLYUMKIN

I.

On June 13, 2022, the Securities and Exchange Commission (“Commission”) issued 

an Order Instituting Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act of 

1933 and Section 21C of the Securities Exchange Act of 1934, Making Findings and Imposing a

Cease-and-Desist Order, and Notice Of Hearing (the “OIP”) against Respondents Petroteq Energy, 

Inc. (“Petroteq”) and Aleksandr Blyumkin. 

II.

In connection with these proceedings, Respondent Aleksandr Blyumkin (“Blyumkin” or

“Respondent”) has submitted an Offer of Settlement (the “Offer”), which the Commission has 

determined to accept. Solely for the purpose of these proceedings and any other proceedings 

brought by or on behalf of the Commission, or to which the Commission is a party, and without 

admitting or denying the findings herein, except as to the Commission’s jurisdiction over him and 

the subject matter of these proceedings, which are admitted, and except as provided herein in 

Section V, Respondent consents to the entry of this Order Making Findings and Imposing 

Disgorgement and Prejudgment Interest Pursuant to Section 8A of the Securities Act of 1933 and

Sections 15(b) and 21C of the Securities Exchange Act of 1934 as to Aleksandr Blyumkin (the 
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“Order”) as set forth below:1

III.

On the basis of this Order and Respondent’s Offer, the Commission finds2that:

1. Petroteq Energy, Inc., incorporated in Canada, has its principal executive offices in 

Sherman Oaks, California. Its primary business is developing proprietary tar-sands mining and 

processing technology. Since June 2017, its common stock has traded on the OTC Pink Market, 

OTCQX International Market, the TSX Venture Exchange in Canada, and on the Frankfurt Stock 

Exchange in Germany. On October 11, 2018, Petroteq registered its common stock with the 

Commission under Exchange Act Section 12(g). On May 5, 2023, Petroteq filed a Form 15 with 

the Commission to terminate such registration.

2. Blyumkin, age 51, resides in Beverly Hills, California. At various times, Blyumkin 

served as Petroteq’s chairman of the board, executive chairman, president, and chief executive 

officer (“CEO”) from November 2006 until his resignation on August 6, 2021.

3. The OIP contained factual findings, including:

a. This matter involves violations by Petroteq, a public company based 

in Sherman Oaks, California, and its former executive chairman, Blyumkin. First, 

Petroteq raised $7.39 million in an unregistered securities offering from September 

2017 to May 2019. Petroteq filed Form D notices with the Commission, signed by 

Blyumkin, falsely stating that the company paid no sales commissions in the 

offering. In reality, Petroteq paid commissions exceeding $2.89 million. Second, 

Blyumkin withdrew cash for himself from Petroteq’s bank accounts and directed 

company money to his companies, to his sister, and to companies owned by his 

brother-in-law and former domestic partner in transactions not disclosed in 

Petroteq’s Commission filings. As a result of these transactions, which totaled at 

least $3,065,595, Blyumkin received financial benefits from Petroteq exceeding his 

compensation described in Petroteq’s Commission filings. Third, in a transaction 

negotiated by Blyumkin, Petroteq reported paying $23.8 million in cash and stock 

to purchase certain mineral-lease operating rights, which accounted for 32.6% of 

the company’s total assets. Petroteq’s Commission filings failed to disclose that 

Petroteq purchased the assets from a related person, as defined in Exchange Act 

Regulation S-K, Item 404, and failed to disclose details concerning the lack of 

impairment analysis of the asset’s value.

1 The Securities Act of 1933 is herein referred to as the “Securities Act,” and the Securities Exchange Act of 

1934 is herein referred to as the “Exchange Act.”

2 The findings herein are made pursuant to Respondent’s Offer of Settlement. These findings are solely for 

the purpose of these proceedings and any other proceedings brought by or on behalf of the Commission, or to which 

the Commission is a party. The findings herein are not binding on any other person or entity in this or any other 

proceeding.
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b. In addition, from at least 2018 through 2020, Petroteq’s independent 

auditor identified material weaknesses in Petroteq’s internal control over financial 

reporting (“ICFR”), including that Blyumkin held single-signature authority over 

Petroteq’s bank accounts and that a material amount of Petroteq’s expenses were 

personal to Blyumkin. The auditor noted that these weaknesses increased the risk 

of misappropriation and financial misstatements. Despite these warnings, 

Blyumkin failed to implement internal accounting controls to address the material 

weaknesses that the auditor identified. The company failed to conduct an 

impairment analysis of Petroteq’s operating-rights assets, and the company’s 

financial statements failed to disclose certain other related-party transactions as 

required under generally accepted accounting principles (“GAAP”).

4. The OIP found a number of violations of the federal securities laws, including the 

following violations against Blyumkin:

As a result of the conduct described above, Blyumkin violated Securities Act 

Sections 5(a) and (c) and 17(a) and Exchange Act Sections 10(b) and 13(b)(5) and 

Rules 10b-5, 13a-14, 13b2-1, and 13b2-2, thereunder, and caused Petroteq’s 

violations of Securities Act Sections 5 and 17(a)(1), (2), and (3) and Exchange Act 

Sections 10(b), 13(a), 13(b)(2)(A), 13(b)(2)(B) and Rules 10b-5, 12b-20, 13a-1, 

13a-11, 13a-13, and 13a-15(a) thereunder.

5. As a result of the findings and violations set out in the OIP, and as summarized in 

Paragraphs III.3. and III.4. above, Blyumkin received unjust enrichment totaling $1,791,508.

Disgorgement

6. The disgorgement and prejudgment interest ordered in paragraph IV.A., below, is 

consistent with equitable principles, does not exceed Respondent’s net profits from his violations 

and will be distributed to harmed investors, if feasible. The Commission will hold funds paid 

pursuant to paragraph IV in an account at the United States Treasury pending a decision whether 

the Commission in its discretion will seek to distribute funds. If a distribution is determined 

feasible and the Commission makes a distribution, upon approval of the distribution final 

accounting by the Commission, any amounts remaining that are infeasible to return to investors, 

and any amounts returned to the Commission in the future that are infeasible to return to investors, 

may be transferred to the general fund of the U.S. Treasury, subject to Section 21F(g)(3) of the 

Exchange Act. 

IV.

In view of the foregoing, the Commission deems it appropriate to impose the sanctions 

agreed to in Respondent Blyumkin’s Offer.

Accordingly, it is hereby ORDERED that:

A. Respondent shall pay disgorgement of $1,791,508 and prejudgment interest of 
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$210,201.26, for a total of $2,001,709.26, to the Securities and Exchange Commission as directed 

below. Payment shall be made in the following installments: (1) $100,000 within 90 days of the 

entry of the Order; (2) $100,000 within 180 days of the entry of the Order; (3) $400,000 within 270 

days of the entry of the Order; and (4) the remaining balance within 364 days of the entry of the 

Order. Payments shall be applied first to post-order interest, which accrues pursuant to SEC Rule 

of Practice 600. Prior to making the final payment set forth herein, Respondent shall contact the 

staff of the Commission for the amount due. If Respondent fails to make any payment by the date 

agreed and/or in the amount agreed according to the schedule set forth above, all outstanding 

payments under this Order, including post-order interest, minus any payments made, shall become 

due and payable immediately at the discretion of the staff of the Commission without further 

application to the Commission.

Payment must be made in one of the following ways: 

(1) Respondent may transmit payment electronically to the Commission, which will 

provide detailed ACH transfer/Fedwire instructions upon request; 

(2) Respondent may make direct payment from a bank account via Pay.gov through the 

SEC website at http://www.sec.gov/about/offices/ofm.htm; or 

(3) Respondent may pay by certified check, bank cashier’s check, or United States 

postal money order, made payable to the Securities and Exchange Commission and 

hand-delivered or mailed to: 

Enterprise Services Center

Accounts Receivable Branch

HQ Bldg., Room 181, AMZ-341

6500 South MacArthur Boulevard

Oklahoma City, OK 73169

Payments by check or money order must be accompanied by a cover letter identifying 

Aleksandr Blyumkin as a Respondent in these proceedings, and the file number of these 

proceedings; a copy of the cover letter and check or money order must be sent to Eric R. Werner,

Regional Director, Division of Enforcement, Securities and Exchange Commission, Fort Worth 

Regional Office, Suite 1900, 801 Cherry Street, Fort Worth, Texas 76102.

V.

It is further Ordered that, solely for purposes of exceptions to discharge set forth in Section 

523 of the Bankruptcy Code, 11 U.S.C. §523, the findings in this Order are true and admitted by 

Respondent, and further, any debt for disgorgement, prejudgment interest, civil penalty or other 
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amounts due by Respondent under this Order or any other judgment, order, consent order, decree or 

settlement agreement entered in connection with this proceeding, is a debt for the violation by 

Respondent of the federal securities laws or any regulation or order issued under such laws, as set 

forth in Section 523(a)(19) of the Bankruptcy Code, 11 U.S.C. §523(a)(19).

By the Commission.

Vanessa A. Countryman

Secretary