SEC: 38 Entities Feigned Legitimacy as U.S. Advisers Through False Filings to Lure Retail Investors

Washington, D.C.--(Newsfile Corp. - August 27, 2026) - The Securities and Exchange Commission today charged 38 entities alleging that they made material misrepresentations in Forms ADV filed with the Commission between 2025 and 2026 to falsely portray themselves as legitimate advisory firms to U.S. investors. The complaints also allege that the defendants, a number of whom used IP addresses that were tracked to foreign jurisdictions to connect to the Commissions filing system, failed to respond to requests by Commission counsel to provide records to substantiate information on their Forms ADV.

Our complaintsallege large-scale abuse of SEC adviser filings by persons,severalof whom arelikely located overseas, exploiting interest in emerging technologies, said Laura DAllaird, Chief of the SEC Enforcement Division's Cyber and Emerging Technologies Unit. When we find bad actors using fraudulent SEC filings to feign legitimacy with retail investors, we will actdecisivelyto disrupt these operations.

According to the complaints, the defendantsmade material misrepresentations and statements that could not be substantiated inForms ADVfilings,including listing placesof business at addresses in Coloradowhere the defendants had no presenceandprovidingphone numbers that are disconnected or belong to unrelated businesses.The SEC complaintsalsoallege that thedefendantsdisclosed an ownership structure and numerical data that was identical ornearly identicalto a multitude of other purported exempt reporting advisers (ERA)and claimedthatthe financial statements oftheprivate fundsthey purportedly advisedhadbeen audited by one of two independent public accounting firms, neither of which can be found in any public registry of federal or state accountancy firms.The SEC also allegesthatcertaindefendantshave been marketed on websites,some of whichdisplayed a fakecertificateindicatingthat the defendant was registered with the SEC, even though it was not.

The complaints, filed in the United States District Court for the District of Colorado, charge the defendants with violating Sections 204(a) and 207 of the Investment Advisers Act of 1940. The SEC seeks permanent injunctions enjoining them from violating the charged provisions of the federal securities laws,conduct-based injunctions prohibiting them from filing Forms ADV as exempt reporting advisers, andcivil penalties.

The SECs Office of Investor Education and Assistance has issued an/investor alert/warning investors thatscammers are using SEC ERA filings to create a false impression of legitimacy and to lure investors intoscams.Investors should be wary ofa purported ERAthat offers investment advice directly to individual investors or claims to be registered with the SEC.

Separately,the ERA filings of the 38 entities have been removed from the Commission website.

The SEC appreciates theassistanceof the FBI anditsOperation Level Up.

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