UNITED STATES OF AMERICA

UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934

Release No. 99904 / April 3, 2024

ADMINISTRATIVE PROCEEDING

File No. 3-16729

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In the Matter of

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Miller Energy Resources, Inc., Paul :

W. Boyd, CPA, David M. Hall, and :

Carlton W. Vogt, III, CPA,

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Respondents.

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CORRECTED ORDER APPROVING

PLAN OF DISTRIBUTION

ADMINISTRATIVE PROCEEDING

File No. 3-18110

In the Matter of

KPMG LLP and John Riordan,

CPA,

Respondents.

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On August 6, 2015, the Commission issued an Order Instituting Public Administrative

and Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act of 1933, Sections

4C and 21C of the Securities Exchange Act of 1934, and Rule 102(e) of the Commission's Rules

of Practice (the “Miller Energy AP”) 1 against Miller Energy Resources, Inc. (“Miller Energy”);

two former officers, Paul W. Boyd, CPA (“Boyd”) and David M. Hall (“Hall”); and Carlton W.

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Securities Act Rel. No. 9881 (Aug. 6, 2015).

Vogt, III, CPA (“Vogt”), the engagement partner at a now defunct independent audit firm who

audited the company’s fiscal 2010 financial statements. The proceedings were later resolved by

separate settled orders (collectively, the “Orders”), as to Miller Energy 2 on January 12, 2016, and

as to Boyd, 3 Hall, 4 and Vogt 5 on June 7, 2016.

In the Orders, the Commission found financial accounting and reporting fraud, as well as

audit failures, related to the valuation of certain oil and gas assets in Alaska (the “Alaska

Assets”) acquired by Miller Energy. Miller Energy, an oil and gas company headquartered in

Houston, Texas, purchased these assets for $2.25 million in cash – along with the assumption of

certain liabilities it valued at approximately $2 million – during a competitive bid in a

bankruptcy proceeding in December 2009. Miller Energy subsequently reported those assets at

an overstated value of $480 million and recognized a one-time “bargain purchase” gain of $277

million for its third fiscal quarter ended January 2010 and fiscal year ended April 2010.

The Commission ordered Miller Energy to pay a $5,000,000 civil money penalty which

could be satisfied by a grant to the Commission of an unsecured claim in Miller Energy’s Joint

Plan of Reorganization, Case No. 15-00236, pending in the United States Bankruptcy Court for

the District of Alaska (the “Bankruptcy Case”). Any funds collected were to be held pending a

decision whether the Commission, in its discretion, would seek to distribute the funds or transfer

Order Making Findings and Imposing a Cease-and-Desist Order and Penalties Pursuant to Section 8A of the

Securities Act of 1933 and Section 21C of the Securities Exchange Act of 1934 as to Miller Energy Resources, Inc.,

Securities Act Rel. No. 10002 (Jan. 12, 2016).

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Order Making Findings and Imposing Remedial Sanctions Pursuant to Section 8A of the Securities Act of 1933,

Sections 4C and 21C of the Securities Exchange Act of 1934 and Rule 102(e) of the Commission’s Rules of Practice

as to Paul W. Boyd, CPA, Securities Act Rel. No. 10089 (June 7, 2016).

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Order Making Findings and Imposing Remedial Sanctions Pursuant to Section 8A of the Securities Act of 1933

and Section 21C of the Securities Exchange Act of 1934 as to David M. Hall, Securities Act Rel. No. 10090 (June 7,

2016).

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Order Making Findings and Imposing Remedial Sanctions Pursuant to Sections 4C and 21C of the Securities

Exchange Act of 1934 and Rule 102(e) of the Commission’s Rules of Practice as to Carlton W. Vogt, III, CPA,

Securities Act Rel. No. 10091 (June 7, 2016).

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them to the general fund of the U.S. Treasury. Hall and Boyd were each ordered to pay a

$125,000 civil penalty to the Commission for transfer to the U.S. Department of the Treasury

(“U.S. Treasury”). 6

On August 15, 2017, in a related matter (the “KPMG AP”), the Commission issued the

KPMG Order 7 against Miller Energy’s successor auditor, KPMG LLP (“KPMG”), and

engagement partner, John Riordan, CPA (“Riordan”) in which the Commission found that they

engaged in improper professional conduct and committed violations of the federal securities law

in connection with their audit of Miller Energy’s financial statements.

In the KPMG Order, among other things, the Commission ordered KPMG to pay

disgorgement of $4,675,680, prejudgment interest of $558,319, and a $1,000,000 civil money

penalty, and Riordan was ordered to pay a $25,000 civil penalty, which would be held pending a

decision whether the Commission, in its discretion, would seek to distribute the funds or transfer

them to the general fund of the U.S. Treasury. KPMG and Riordan have paid in full.

On February 23, 2022, the Commission issued an order that created a single Fair Fund,

pursuant to Section 308(a) of the Sarbanes-Oxley Act of 2002, for the funds collected in the

KPMG AP and Miller Energy AP, including any future funds collected in the Miller Energy AP,

for the purpose of distribution to harmed investors (the “Fair Fund”). The Commission further

ordered the civil money penalties collected from Hall and Boyd be recovered from the U.S.

Treasury and be added to the Fair Fund.

The Fair Fund consists of $7,239,670.05 in disgorgement, prejudgment interest, and civil

money penalties, and any additional monies received, pursuant to the Orders, will be added to the

No monetary sanctions were ordered against Vogt.

Order Instituting Public Administrative and Cease-and-Desist Proceedings Pursuant to Sections 4C and 21C of the

Securities Exchange Act of 1934 and Rule 102(e) of the Commission’s Rules of Practice, Making Findings, and

Imposing Remedial Sanctions and a Cease-and-Desist Order, Exchange Act Rel. No. 81396 (Aug. 15, 2017).

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Fair Fund. 8 The assets of the Fair Fund are subject to the continuing jurisdiction and control of

the Commission. The Fair Fund has been deposited in a Commission-designated account at the

U.S. Treasury, and any accrued interest will be added to the Fair Fund.

On February 5, 2024, the Division of Enforcement, pursuant to delegated authority,

published a Notice of Proposed Plan of Distribution and Opportunity for Comment (“Notice”), 9

pursuant to Rule 1103 of the Commission’s Rules on Fair Fund and Disgorgement Plans

(“Commission’s Rules”); 10 and simultaneously posted the Proposed Plan of Distribution (the

“Proposed Plan”). The Notice advised interested persons that they could obtain a copy of the

Proposed Plan from the Commission’s public website or by submitting a written request to

Keshia W. Ellis, United States Securities and Exchange Commission, 100 F Street, NE,

Washington, DC 20549-5876. The Notice also advised that all persons desiring to comment on

the Proposed Plan could submit their comments, in writing, within 30 days of the Notice. The

Commission received no comments on the Proposed Plan during the comment period.

The Proposed Plan provides for the distribution of the Fair Fund, plus any accrued

interest or earnings, less taxes, fees, and expenses, to compensate investors for their losses on

shares of Miller Energy common stock purchased or acquired on March 22, 2010 through April

29, 2015, inclusive, due to the misconduct described in the Orders.

The Division of Enforcement now requests that the Commission approve the Proposed

Plan.

Order Establishing a Fair Fund, Exchange Act Rel. No. 94300 (Feb. 23, 2022).

Exchange Act Rel. No. 99469 (Feb. 5, 2024).

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17 C.F.R. § 201.1103.

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Accordingly, it is hereby ORDERED, pursuant to Rule 1104 of the Commission’s

Rules, 11 that the Proposed Plan is approved, and the approved Plan of Distribution shall be

posted simultaneously with this order on the Commission’s website at www.sec.gov.

For the Commission, by the Division of Enforcement, pursuant to delegated authority. 12

Vanessa A. Countryman

Secretary

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17 C.F.R. § 201.1104.

17 C.F.R. § 200.30-4(a)(21)(iv).

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