Initial Decision Release No. 1312

Administrative Proceeding

File No. 3-18190

UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

In the Matter of

Immunoclin Corp.,

Intelligent Living America, Inc., 

and

Ivanhoe Energy, Inc.

Initial Decision on Default

November 27, 2018

Appearances: James M. Carlson and Neil J. Welch, Jr., for the Division 

of Enforcement, Securities and Exchange Commission

Before: Brenda P. Murray, Chief Administrative Law Judge

On September 19, 2017, 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 Respondents have securities 

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

are delinquent in their periodic filings. 

A different administrative law judge was originally assigned to this 

proceeding and issued an initial decision of default against Respondents. 

Immunoclin Corp., Initial Decision Release No. 1212, 2017 SEC LEXIS 3435

(ALJ Oct. 27, 2017). The Commission vacated that decision following the 

Supreme Court’s decision in Lucia v. SEC, 138 S. Ct. 2044 (2018); see 

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

LEXIS 2058, at *2-3 (Aug. 22, 2018). The matter was then reassigned to me 

to provide Respondents with the opportunity for a new hearing. Pending 

Admin. Proc., Admin. Proc. Rulings Release No. 5955, 2018 SEC LEXIS 2264, 

at *2, *4 (ALJ Sept. 12, 2018). Respondents were directed to submit 

proposals for the conduct of further proceedings. Immunoclin Corp., Admin. 

Proc. Rulings Release No. 6074, 2018 SEC LEXIS 2575, at *1 (ALJ Sept. 24, 

2018). None did. I have therefore proceeded under the Commission’s 
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directive to not give weight to or otherwise presume the correctness of any 

prior opinions, orders, or rulings issued by the prior administrative law 

judge. Pending Admin. Proc., 2018 SEC LEXIS 2058, at *4.

Previously, I independently reviewed the evidence submitted by the 

Division and determined that Respondents were served with the OIP, and 

their answers were due by October 9, 2017. Immunoclin Corp., Admin Proc. 

Rulings Release No. 6301, 2018 SEC LEXIS 3098, at *1-2 (ALJ Nov. 6, 2018). 

No Respondent filed an answer by that date. I ordered Respondents to show 

cause by November 16, 2018, why this proceeding should not be determined 

on default. Id. at *2-3.

To date, no Respondent has filed an answer, submitted a proposal for the 

conduct of further proceedings, or responded to the show cause order. 

Respondents are therefore in default for failing to file answers, file 

proposals for the conduct of further proceedings, or otherwise defend the 

proceeding. OIP at 3; 17 C.F.R. §§ 201.155(a)(1)-(2), .220(f); Pending Admin. 

Proc., 2018 SEC LEXIS 2058, at *4. Accordingly, I deem the allegations in 

the OIP to be true as to Respondents. 17 C.F.R. § 201.155(a). 

Findings of Fact

Immunoclin Corp., Central Index Key (CIK) No. 1520047 and ticker 

symbol IMCL, is a Nevada corporation located in Washington, D.C., 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 October 31, 2014, which reported a net loss of over $7.9 

million for the prior nine months. As of September 12, 2017, the company’s 

stock was quoted on OTC Link operated by OTC Markets Group, Inc., had 

four market makers, and was eligible for the “piggyback” exception of 

Exchange Act Rule 15c2-11(f)(3).

Intelligent Living America, Inc., CIK No. 1141673 and ticker symbol 

ILIV, is a revoked Nevada corporation located in Atlanta, Georgia, 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 September 30, 2014. As of September 12, 2017, the 

company’s common stock was quoted on OTC Link, had seven market 

makers, and was eligible for the “piggyback” exception of Exchange Act Rule 

15c2-11(f)(3).
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Ivanhoe Energy, Inc., CIK No. 1106935 and ticker symbol IVANF, is a 

Yukon corporation located in Vancouver, British Columbia, Canada, 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 September 30, 2014, which reported a net loss of over 

$111 million for the prior nine months. As of September 12, 2017, the 

company’s stock was quoted on OTC Link, had five market makers, and was 

eligible for the “piggyback” exception of Exchange Act Rule 15c2-11(f)(3).

In addition to their repeated failures to file timely periodic reports, 

Respondents failed to heed the delinquency letters, sent to them by the 

Commission’s Division of Corporation Finance, requesting compliance with 

their periodic filing obligations or, through their failures to maintain valid 

addresses on file with the Commission as required by Commission rules, did 

not receive such letters. 

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, Respondents 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 
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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). 

Respondents’ 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 

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. Respondents’ most recent 

periodic reports were for the period ended October 31, 2014, or earlier. 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). Respondents

are culpable because they knew, or should have known, of their obligation to 

file periodic reports. See China-Biotics, Inc., Exchange Act Release 

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

scienter is not necessary to establish grounds for revocation); Robert L. 

Burns, Investment Advisers Act of 1940 Release No. 3260, 2011 SEC LEXIS 

2722, at *41 n.60 (Aug. 5, 2011) (stating that the Commission has “repeatedly 

held that ignorance of the securities laws is not a defense to liability 

thereunder”). By not participating in this proceeding, Respondents forfeited 

an opportunity to show they made efforts to remedy their past violations or to 

offer any assurances against further violations.

On these facts, it is necessary and appropriate for the protection of 

investors to revoke the registrations of each class of Respondents’ registered 

securities. 

Order

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

of 1934, the registrations of each class of registered securities of Immunoclin 
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Corp., Intelligent Living America, Inc., and Ivanhoe Energy, Inc., are 

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 

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. 

_______________________________

Brenda P. Murray

Chief Administrative Law Judge

 

1 This order applies to all classes of Respondents’ 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.