Archive

March 8, 2018

The SEC announced settled charges against Merrill Lynch, Pierce, Fenner & Smith Inc. for its failure to perform required gatekeeping functions in the unregistered sales of securities on behalf of a China-based issuer and its affiliates. The SEC’s order found that Merrill Lynch sold almost three million shares of Longtop Financial Technological Limited’s securities into the market despite red flags indicating that the sales could be part of an unlawful unregistered distribution.  Ultimately, the distribution generated almost $38 million in proceeds for the overseas issuer and its affiliates. In settlement, without admitting or denying the SEC’s findings, the firm agreed to be censured and consented to the order requiring it to cease and desist from committing or causing any future violations of the registration provisions of the Securities Act.  The order also requires Merrill Lynch to pay a penalty of $1.25 million and more than $154,000 in disgorgement and prejudgment interest from commissions and fees earned on the improper sales. SEC

March 6, 2018

The SEC announced that it charged the New York Stock Exchange and two affiliated exchanges with regulatory failures in connection with multiple episodes, including several disruptive market events.  The charges arose from five separate investigations and include the first-ever charged violation of Regulation SCI.  The Commission adopted Reg SCI to strengthen the technology infrastructure and integrity of the U.S. securities markets, and today charged two NYSE exchanges with violating Reg SCI’s business continuity and disaster recovery requirement.  In settlement, the exchanges agreed to pay a $14 million penalty. According to the SEC’s order, the violations include erroneously implementing a market-wide regulatory halt, negligently misrepresenting stock prices as “automated” despite extensive system issues ahead of a total shutdown of two of the exchanges, and applying price collars during unusual market volatility on Aug. 24, 2015, without a rule in effect to permit them – a move that resulted in order imbalances being resolved more slowly. SEC

February 28, 2018

The SEC charged three-time recidivist Steven J. Muehler with operating an unregistered broker-dealer, facilitating an unregistered securities offering, and defrauding small businesses, while promising to help them raise money from investors.  Three companies under Muehler’s control, Muehler’s wife, Claudia M. Muehler, and his associate, Koorosh “Danny” Rahimi, were also charged.  Because the scheme is ongoing, the SEC is also seeking a preliminary injunction to stop Muehler’s ongoing violations of the securities laws, pending trial of the action. The SEC’s complaint, which was filed in federal court in Los Angeles, also charges Muehler with violating a cease-and-desist order issued by the Commission in 2016 barring Muehler from associating with any broker-dealer.  The SEC has filed a parallel action in the same court to enforce that Commission order. According to the complaint, Muehler’s companies are not registered as broker-dealers.  But since at least November 2015, Muehler and his companies have nonetheless agreed to provide broker-dealers services to more than 20 small businesses, including identifying and soliciting investors and utilizing a purportedly proprietary online securities exchange to help raise funds from investors.  In return, Muehler and his companies received fees, the right to a percentage of any funds raised from investors, and the right to an equity stake in each small business customer. SEC

February 28, 2018

The SEC announced that Minnesota-based broker-dealer and investment adviser Ameriprise Financial Services  has agreed to settle charges for recommending and selling higher-fee mutual fund shares to retail retirement account customers and for failing to provide sales charge waivers. According to the SEC’s order, Ameriprise Financial Services Inc. disadvantaged certain retirement account customers by failing to ascertain their eligibility for less expensive mutual fund share classes.  Ameriprise recommended and sold these customers more expensive mutual fund share classes when less expensive share classes were available.  Ameriprise also failed to disclose that it would receive greater compensation from the purchases and that the purchases would negatively impact the overall return on the customers’ investments. The SEC’s order instituted a settled administrative and cease-and-desist proceeding. Ameriprise consented to a cease-and-desist order, a censure, and a penalty of $230,000. SEC

February 21, 2018

The SEC charged BitFunder and its founder Jon E. Montroll with operating an unregistered securities exchange and defrauding users of that exchange.  The SEC also charged the operator with making false and misleading statements in connection with an unregistered offering of securities. The SEC alleges that BitFunder and its Montroll operated BitFunder as an unregistered online securities exchange and defrauded exchange users by misappropriating their bitcoins and failing to disclose a cyberattack on BitFunder’s system that resulted in the theft of more than 6,000 bitcoins. The SEC also alleges that Montroll sold unregistered securities that purported to be investments in the exchange and misappropriated funds from that investment as well. SEC

February 16, 2018

The SEC announced charges against three Israeli residents, a Washington DC attorney, and an Israeli auditor for a fraudulent scheme to create a large amount of shell companies. The three Israeli residents were SharonePerlstein, Aric Swartz, and Hadas Yaron. The three created at least 15 shell companies and filed false or misleading registration statements and reports with the SEC. Jonathan Strum was the DC attorney that helped the Israeli residents in establishing the shell companies and Baltimore-based Israeli auditor Alan Weinberg issued misleading audit reports for at least seven of the shell companies.  The SEC charges resulted in penny stock bars for the Israeli residents and prohibitions for Strum and Weinberg from appearing before the SEC. SEC

February 12, 2018

The SEC announced an enforcement action against Deutsche Bank Securities, Inc. that resulted in a repayment of more than $3.7 million to consumers, including $1.48 million in disgorgement payments. The enforcement action was based on an SEC investigation that found traders and salespeople making false and misleading statements when negotiating sales of commercial mortgage-backed securities. The false and misleading statements led customers to overpay  for the securities and Deutsche Bank failed to have an adequate compliance program to prevent and detect the misconduct by its employees. SEC

March 29, 2018

Barclays Capital, Inc. and several of its affiliates agreed to pay $2 billion to settle claims of violating  (together, Barclays) to settle claims of violating the Financial Institutions Reform, Recovery, and Enforcement Act of 1989 (FIRREA) relating to Barclays’ underwriting and issuance of residential mortgage-backed securities (RMBS) between 2005 and 2007.  Specifically, the government alleged that Barclays caused billions of dollars in losses to investors by engaging in a fraudulent scheme to sell 36 RMBS deals, and that it misled investors about the quality of the mortgage loans backing those deals. DOJ

February 7, 2018

Rabobank National Association, the California subsidiary of Netherlands-based Coöperatieve Rabobank U.A., pleaded guilty to concealing deficiencies in its anti-money laundering (AML) program and for obstructing the OCC’s examination of Rabobank. Rabobank will forfeit roughly $369 million as a result of allowing illicit funds to be processed through the bank without adequate Bank Secrecy Act or AML review. DOJ

April 20, 2018

The CFPB assessed a $1 billion penalty against Wells Fargo Bank, N.A. for violating the CFPA in how it administered a mandatory insurance program related to its auto loans and how it charged certain borrowers for mortgage interest rate-lock extensions. CFPB