| UNITED STATES OF AMERICA | |
| before the | |
| SECURITIES AND EXCHANGE COMMISSION | |
| SECURITIES EXCHANGE ACT OF 1934 | |
| Release No. 91131 / February 16, 2021 | |
| ACCOUNTING AND AUDITING ENFORCEMENT | |
| Release No. 4203 / February 16, 2021 | |
| ADMINISTRATIVE PROCEEDING | |
| File No. 3-20225 | |
| In the Matter of | |
| EDWARD T. KELLY, CPA, | |
| Respondent. | |
| ORDER INSTITUTING PUBLIC | |
| ADMINISTRATIVE PROCEEDINGS | |
| PURSUANT TO RULE 102(e) OF THE | |
| COMMISSION’S RULES OF PRACTICE, | |
| MAKING FINDINGS, AND IMPOSING | |
| REMEDIAL SANCTIONS | |
| I. | |
| The Securities and Exchange Commission (“Commission”) deems it appropriate and in the | |
| public interest that public administrative proceedings be, and hereby are, instituted against Edward | |
| T. Kelly (“Respondent” or “Kelly”) pursuant to Rule 102(e)(3)(i) of the Commission’s Rules of | |
| Practice.1 | |
| II. | |
| In anticipation of the institution of these proceedings, 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 | |
| 1 Rule 102(e)(3)(i) provides, in relevant part, that: | |
| The Commission, with due regard to the public interest and without preliminary hearing, | |
| may, by order, . . . suspend from appearing or practicing before it any . . . accountant . . . who has | |
| been by name . . . permanently enjoined by any court of competent jurisdiction, by reason of his | |
| or her misconduct in an action brought by the Commission, from violating or aiding and abetting | |
| the violation of any provision of the Federal securities laws or of the rules and regulations | |
| thereunder. | |
| 2 | |
| 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, and the findings contained in Section III.3. below, which are admitted, Respondent | |
| consents to the entry of this Order Instituting Public Administrative Proceedings Pursuant to Rule | |
| 102(e) of the Commission’s Rules of Practice, Making Findings, and Imposing Remedial | |
| Sanctions (“Order”), as set forth below. | |
| III. | |
| On the basis of this Order and Respondent’s Offer, the Commission finds that: | |
| 1. Kelly, age 63, was a certified public accountant licensed to practice in the | |
| State of New York from June 1981 until February 2019. He served as Controller of Aceto | |
| Corporation (“Aceto”) from 2001 until his retirement on March 7, 2018, and as a consultant to | |
| Aceto in April 2018. | |
| 2. Aceto was, at all relevant times, a New York corporation with its principal | |
| place of business in Port Washington, New York. At all relevant times, Aceto was in the business | |
| of marketing and selling generic pharmaceuticals, pharmaceutical ingredients, and chemicals. At | |
| all relevant times, Aceto’s common stock was registered pursuant to Section 12(b) of the Securities | |
| Exchange Act of 1934 (“Exchange Act”) and traded on the NASDAQ Global Select Market | |
| (ticker: ACET). | |
| 3. On December 9, 2020, a final judgment was entered against Kelly, | |
| permanently enjoining him from future violations of Section 10(b) of the Exchange Act and Rule | |
| 10b-5 thereunder, in the civil action entitled Securities and Exchange Commission v. Edward T. | |
| Kelly, Civil Action Number 20 Civ. 4479 (JMA), in the United States District Court for the | |
| Eastern District of New York. Kelly was also ordered to pay a $170,227.76 civil money penalty | |
| and was prohibited from acting as an officer or director of any issuer that has a class of securities | |
| registered pursuant to Section 12 of the Exchange Act or that is required to file reports pursuant to | |
| Section 15(d) of the Exchange Act. | |
| 4. The Commission’s complaint alleged, among other things, that Kelly | |
| traded securities issued by Aceto while owing a duty of trust and confidence to Aceto and its | |
| shareholders and while in possession of material, non-public information (“MNPI”). The | |
| Complaint alleged that following his March 7, 2018 retirement from Aceto, Kelly returned to | |
| Aceto as a consultant to assist his successor in closing Aceto’s books for the quarter ending | |
| March 31, 2018, during which he obtained MNPI regarding Aceto’s deteriorating financial | |
| condition. The Complaint alleged that in breach of his duty of trust and confidence, Kelly sold | |
| Aceto shares and exercised his in-the-money Aceto stock options in advance of an April 18, | |
| 2018 announcement containing news of Aceto’s deteriorating financial condition, which caused | |
| Aceto’s stock to decline by approximately 64 percent, and that by engaging in such conduct, | |
| Kelly avoided losses and made an unjust profit of more than $85,000 in the aggregate. | |
| 3 | |
| IV. | |
| In view of the foregoing, the Commission deems it appropriate and in the public interest to | |
| impose the sanction agreed to in Respondent Kelly’s Offer. | |
| Accordingly, it is hereby ORDERED, effective immediately, that Kelly is suspended from | |
| appearing or practicing before the Commission as an accountant. | |
| By the Commission. | |
| Vanessa A. Countryman | |
| Secretary |