July 29, 2008

SEC Issues “ComplianceAlert Letter” Citing Common Weaknesses and Deficiencies of Registered Firms

The Securities and Exchange Commission has issued a staff letter reporting on the “common weaknesses and deficiencies” shared by SEC-registered companies. The findings were based on examinations given to the firms.

The “ComplianceAlert Letter” is intended to provide key information, encourage compliance officer to address these issues, and foster “robust compliance” within the industry. The letter, the second one sent in as many years by the SEC, is sectioned into distinct areas focusing on broker-dealers, investment advisers/mutual funds, and transfer agents.

Among the deficiencies:

Failure to comply with procedures and polices
Questionable personal trading practices
• Proxy service provider issues
• Proxy voting
• Valuation and liquidity issues
• “Free lunch” seminars

Examiners recently finished a review of a number of big broker-dealers to evaluate their “valuation and collateral management practices” and how these impact subprime mortgage-related products. The SEC examiners noted that it had become increasingly difficult for firms to confirm inventory valuations because of insufficient market liquidity.

Issues of concern included:

• Inadequate staff and supervisory procedures
• Insufficient documentation standards
• Pricing inconsistencies
• Lack of margin call processes

The agency also expressed concern that transfer agents may be engaged in a conflict of interest because they receive a partial search fee related to the search process for “lost” security holders and using third-party search companies.

Related Web Resources:

Read the SEC ComplianceAlert, July 2008

SEC Compliance Alert Warns Investment Advisers on Ethics, Hedgeco.net

Continue reading "SEC Issues “ComplianceAlert Letter” Citing Common Weaknesses and Deficiencies of Registered Firms" »

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July 28, 2008

Auction-Rate Securities Crisis Impacts Hospital Industry

Hospitals across the US are experiencing the downside of depending on auction-rate securities to raise capital at a low rate. With the collapse of the auction-rate securities market, the interest rates that hospitals had to pay for capital increased from 2-3% to 9-15%.

While many hospitals tried to obtain letters of credit to refinance their debt, costs for these letters of credit also increased—even doubling in many instances—and fixed-rate loan expenses also grew. In the meantime, credit rating agencies downgraded bond insurers and banks.

One area in which hospitals may have to make cuts to help them get through the financial squeeze is in the areas of expansion and new construction. Investment income has suffered because of the market’s collapse, and many hospitals have had to decrease their bottom line.

While certain publicly traded hospitals systems, such as Universal Health Services and Tenet Healthcare, are able to access equity markets when they need to raise funds, this source of money has also been severely hampered by problems affecting the stock market.

This is the ‘flip side’ of the auction-rate securities debacle: Many issuers were persuaded to issue auction-rate securities and are now forced to pay higher rates on these securities than they would be paying if traditional bonds had instead been issued. If these issuers now attempt to refinance this debt they must do so at a rate much higher than when the auction-rate securities were issued. Furthermore, many of these issuers, including hospitals and municipalities, are being forced to pay Wall Street firms repeatedly for auctions they know will fail. Our law firm is currently reviewing the legal position of such issuers.

Related Web Resources:

Credit Crunch Begins To Squeeze Hospital Industry, Investors.com, July 25, 2008

Hospital bonds are latest credit casualty, JSOnline.com, March 1, 2008

Auction Rate Securities: What Happens When Auctions Fail, FINRA.org, April 30, 2008

Continue reading " Auction-Rate Securities Crisis Impacts Hospital Industry" »

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July 25, 2008

Judge Approves Citigroup Falcon Fund Investors’ Decision to Withdraw Lawsuit

In New York, a judge has approved the decision by investors of a Citigroup Falcon Fund to drop their lawsuit asking for more data about how the bank plans to liquidate the fund.

On February 22, Citigroup announced it was providing the Falcon Funds a $500 million line of credit and consolidating $10 billion in liabilities and assets.
Citigroup began suspending distributions and redeptions and started closing down the fund in March. The fund’s value dropped by 80% and Citigroup offered to pay investors 45 cents for every dollar.

The investors had been asked to tender shares of Falcon Strategies Two LLC, but they wanted corrections made to the offering memo because misleading and missing information made it impossible for them to value their stakes. U.S. District Judge Sidney Stein, who this week approved the withdrawal of the investors' class action suit, rejected their motion to push forward the lawsuit about the tender offer. He said the plaintiffs were trying to turn the securities laws' anti-fraud provisions into provisions of broad disclosure.

The Falcon Funds mainly invested in fixed-income securities and other debt instruments, and they may have been exposed to weaknesses in the mortgage, credit, and bond markets. Citigroup brokers are accused of recommending the funds to investors looking for conservative investments when, in fact, the funds may have been accompanied by a high level of risk.

Related Web Resources:

The Law Firm of Shepherd, Smith, Edwards & Kantas LLP Investigates Losses in Falcon Hedge Funds, Primenewswire.com, July 2, 2008

Citigroup Alternative Investments LLC : Falcon Strategies Two B LLC Hedge Fund, Stanford Law School

Continue reading "Judge Approves Citigroup Falcon Fund Investors’ Decision to Withdraw Lawsuit" »

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July 24, 2008

New York Attorney General Files Securities Fraud Lawsuit Against UBS

New York State Attorney General Andrew Cuomo filed a securities fraud lawsuit today against UBS AG related to what he is alleging was the firm’s fraudulent promotion of auction-rate securities as safe investments. He is reportedly seeking to make UBS offer to purchase back at face value approximately $25 billion in ARS instruments held by UBS clients in New York and across the United States.

Sources report that UBS is not the only entity that Cuomo may file charges against in the wake of his office’s investigation of auction-rate securities debacle. Thousands of investors have complained that they were told that the securities were like cash and would yield a little higher than a money market account.

Cuomo’s probe has focused on whether UBS and other investment firms notified investors of the risks involved with investing in auction-rate securities. He began his investigation in April when he subpoenaed 18 institutions. Since then, Cuomo has sent subpoenas to 100 individuals and 30 entities, including JP Morgan Chase & Co, Citigroup Inc., Goldman Sachs Group, Inc., and Merrill Lynch and Co.

Last week, UBS announced that it would repurchase up to $3.5 billion in tax-exempt auction rate securities from its clients. The plan includes packaging the securities and selling the new debt to money market funds. Cuomo announced today that this offer is not enough.

A UBS spokesperson said the firm plans to defend itself against the securities fraud charges.

Also today, the Texas securities regulator threatened to ban UBS from doing business in the state unless the investment firm repaid investors that bought auction-rate securities through the firm.

Related Web Resources:

UBS Faces New York Lawsuit Over Auction-Rate Sales, Bloomberg.com, July 24, 2008

Cuomo Sues UBS For Billions Over Securities Scandal, WNBC.com, July 24, 2008

Office of New York State Attorney General Cuomo

If you have lost an investment because of the misconduct or misrepresentation of a broker-dealer, contact Shepherd Smith Edwards and Kantas, LLP today.

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July 21, 2008

SEC Subpoenas Over 50 Hedge Fund Advisors in Probe of Whether Stock Price Manipulation Affected Bear Stearns and Lehman Brothers Shares

The Securities and Exchange Commission has subpoenaed over 50 hedge fund advisors, including SAC Capital Advisors, Goldman Sachs Group Inc., and Citadel Investment Group, as part of its probe into whether rumors affected the shares of Bear Stearns and Lehman Brothers.

The SEC is looking for information related to options trading and short-selling involving the two investment firms. The subpoenas are part of a wider investigation about trades in bank securities and the communications between the hedge funds and others. The SEC has reassured the parties being subpoenaed that they are not necessarily direct targets of the probe.

Last week, regulators announced that they are investigating whether certain managers had spread rumors to cause share prices to drop. Investigators are also trying to figure out whether correct policies and training procedures had been put in place to detect market manipulation.

The NYSE Euronext’s regulatory arm and the Financial Industry Regulatory Authority are also working together to find out about the compliance polices of certain large securities firms related to rumors and false information. The companies are being asked whether they executed internal probes about the rumors related to the sub-prime loan business, a potential federal government bailout affecting several financial institutions, and the use of the Federal reserve discount window.

As a result of the subpoenas, broker-dealers and hedge funds are rushing to provide regulators with trading records and e-mails.

If you believe that you are a victim of securities fraud, please contact Shepherd Smith Edwards and Kantas, LLP for your free consultation with one of our experienced stockbroker fraud lawyers today.

Related Web Resources:

Firms hurry to comply with SEC subpoenas, Boston.com, July 17, 2008

SEC Issues Subpoenas in Banking Probe, TheStreet.com, July 16, 2008

US Securities and Exchange Commission

July 17, 2008

Securities Regulators Arrive At Wachovia Securities Headquarters to Conduct Auction-Rate Securities Investigation

In St. Louis, Missouri, 10 securities regulators probing the auction-rate securities crisis arrived at Wachovia Securities today. The firm has reportedly failed to fully comply with requests related to the investigation, which is what prompted the onsite visit.

The investigators, from Missouri, Massachusetts, New Jersey, Illinois, Pennsylvania, and other US states, arrived to conduct interviews and demand documents regarding Wachovia’s marketing and sales practices.

The Missouri Securities Division investigation into Wachovia Securities began last April, and the office of Missouri Secretary of State Robert Carnahan has subpoenaed over a dozen Wachovia Securities executives and agents in search of more information related to the company’s auction-rate securities business. Carnahan says that hundreds of Missouri investors have contacted her office frustrated that they cannot access their money.

The Missouri Securities Division says it has received more than 70 formal complaints over the last 70 months from investors that believe they were misled when they bought auction-rate securities.

The Securities and Exchange Commission is also seeking information from the investment firm. Nationally, Wachovia has been hit by a class action lawsuit and a number of arbitration claims. Many investors say they were told that the securities they were purchasing were “equivalent to cash or money market funds.” The investors say that Wachovia knew but did not reveal key facts about the market to them.

No charges have been filed so far against Wachovia Securities.

In the last year, Wachovia Corp’s stock has dropped 80%. The company is expected to report a $2.6 to $2.8 billion loss for the second quarter.

If you cannot access your money because a broker-dealer told you to invest in the auction-securities market and that the securities were “equivalent to cash,” Shepherd Smith Edwards and Kantas, LLP would like to talk to you. Contact our stockbroker fraud law firm today.

Mo. regulators investigate St. Louis Wachovia Securities headquarters, St. Louis Business Journal, July 17, 2008

Wachovia Inspected by States Over Auction-Rate Sales, Bloomberg.com, July 17, 2008

Wachovia Securities

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July 16, 2008

Scottrade Agrees to $950,000 Civil Penalty To Resolve SEC Charges of Fraudulent Misrepresentation Regarding Nasdaq Pre-Open Order Executions

Scottrade Inc. agreed to pay a $950,000 civil penalty to settle Securities and Exchange Commission charges that it made fraudulent misrepresentations to clients related to the execution of Nasdaq pre-open orders. The brokerage firm is not admitting to or denying wrongdoing by settling the charges. Scottrade is, however, agreeing to cease and desist from committing future violations.

Pre-open orders are normally placed after the market closes for execution when the market opens next. The SEC alleges that Scottrade made fraudulent misrepresentations when Scottrade told customers it would direct their orders based on a number of factors, including liquidity at market opening.

The SEC says that when a broker-dealer accepts customer orders, the firm is impliedly representing that it will make sure to review the quality of execution on orders. SEC Enforcement Director Linda Thomsen says that Scottrade not only failed to regularly and properly review the execution process but it neglected to consider the way technological advances were impacting the orders.

In 2000, The SEC reported that certain market makers that were trading Nasdaq market securities were offering investors the chance to not have to pay a liquidity premium at the market opening. The SEC told broker-dealers to consider specific pricing options when looking for the best execution for their customers’ orders: 1) Midpoint pricing—a midpoint price between the national best bid and offer (NBBO) used to buy and sell orders and 2) Single Price—one price for buying or selling.

The SEC however, alleges that rather than adhere to this advice, Scottrade misrepresented in customer account opening documents and statements that it would direct customers’ orders based on liquidity at market opening to allow its customers to get executions that were “superior to any one market center.”

The SEC says that Scottrade did not have the policies and procedures to evaluate liquidity at market openings that market centers provided between 2001 and 2004, which is the time period under scrutiny. The broker-dealer consequently failed to consider executions that may have been superior to NBBO, including midpoint and single pricing, when executing Nasdaq pre-open orders.

If you are an investor that has lost money because of the fraudulent actions of a broker-dealer, Shepherd Smith Edwards and Kantas, LLP would like to talk to you. Contact our stockbroker fraud law firm and ask for your free consultation.


Related Web Resources:

Scottrade to Pay $950,000 to Settle SEC Charges, BusinessFirst.com, June 24, 2008

SEC Charges Scottrade for Misrepresentations to Customers, SEC.gov, June 24, 2008


Scottrade

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July 15, 2008

Senators’ Bill Calls for Added $50,000 Fine For Defrauding Elderly Investors

US Senators Herbert Kohl (Wisc) and Robert Casey (Pa) have introduced the Senior Investor Protections Enhancement Act, a bill that would add a $50,000 fine to any penalties that came with defrauding investors over 62 years of age. The legislation defines a senior as anyone 62 years of age or older. This is the age group that the majority of retirement savings can now be accessed for investments.

The two men emphasized that while seniors over 65 control about $15 trillion, over 50% of complaints made to state securities regulators come from this age group.

The bill proposes the additional penalty for every securities law violation that directly targets or is committed against a senior investor. However, it won’t intervene with situations involving legitimate investment advisors that make appropriate investment recommendations to their elderly clients.

Examples of actions that could result in the $50,000 penalty include failure to disclose fees, selling investment products that are unsuitable for seniors, switching investments sold with the investment that was marketed, and “locking-up” cash or penalty charges.

Senator Kohl is the head of the Senate Special Committee on Aging. The group is reporting that many seniors have lost their life savings because they were targeted by salespersons for investment schemes.

Last month, Financial Industry Regulatory Authority CEO Mary Schapiro says that FINRA is worried that senior investors that are facing financial or economic difficulties may become victims of investment schemes if they opt for high-stake investments to recover their losses. She stated that risks could be especially high for senior investors that may not have the luxury of time needed to recover if such losses do result.

If you are a senior investor that is a victim of investment fraud or because your broker-dealer made inappropriate product recommendations to you, contact Shepherd Smith Edwards and Kantas, LLP today.

Related Web Resources:

The Senior Investor Protections Enhancement Act of 2008, Washingtonwatch.com (Read the Bill)

United States Special Committee on Aging

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July 9, 2008

Deutsche Bank Securities Unit Must Defend Itself Against Xethanol Corp. Lawsuit Related to Auction-Rate Securities Losses

This week, U.S. District Judge Alvin K. Hellerstein announced that the securities arm of Deutsche Bank AG will have to defend itself against a lawsuit alleging that it lost almost $1.6 million in auction-rate securities.

Xethanol Corp., which filed the securities lawsuit, alleges that Deutsche Bank Securities let the alternative-energy company buy the securities even though it didn’t fulfill the requirements for the transaction to take place as a private investment. Xethanol says it ended up selling its positions in two auction-rate securities at a $1.59 million loss last September. The company claims it acquired the positions for $13.3 million last June.

However, Deutsche Bank Securities says it never interacted directly with Xethanol. A third-party broker bought the securities from Deutsche Bank before selling them to Xethanol. The broker is not named as a defendant in the case.

Hellerstein’s order allows for one claim of selling unregistered securities, which violated securities laws, to move forward against Deutsche Bank Securities. The federal judge, however, dismissed the claims of common law fraud and the claim that the firm's securities unit issued misleading and false statements related to the sale of auction-rate securities.

Our stockbroker fraud law firm is committed to helping individual and institutional investors recover losses that occur because of the inappropriate actions of investment firms and their employees. Contact Shepherd Smith Edwards and Kantas, LLP today, and ask for your free consultation.

Related Web Resources:

Deutsche Bank Securities

Xethanol Corporation

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July 7, 2008

Ex-Broker Files Whistle-Blower Complaint Against UBS Financial Services

Timothy P. Flynn, an ex-UBS broker, has filed a whistle-blower complaint. Flynn alleges that UBS Financial Services forced him to resign as part of the firm’s retaliation because he cooperated with regulators. Flynn, who sold $30 million in auction-rate securities to the Massachusetts municipalities, testified earlier this year at the request of Massachusetts Attorney General Martha Coakley. who was investigating the sale of auction-rate securities to Massachusetts municipalities.

Flynn told investigators that UBS had told its brokers that the auction-rate securities were safe alternatives to cash. Flynn claims that UBS shut him out of his office and work e-mail files soon after he gave testimony and he was told to resign or face termination.

In his lawsuit, Flynn alleges that UBS knew the market could be on the brink of collapse but kept telling brokers to inform customers that the securities were safe investments. He filed his whistle-blower complaint with the Occupational Safety and Health Administration in New York. The former broker’s lawyer says his client filed the complaint to preserve his reputation and enforce his rights.

As part of the firm’s settlement with Massachusetts municipalities, UBS agreed to purchase back some $37 million in auction-rate securities investments sold by UBS to the Massachusetts Turnpike Authority and 17 towns and cities. However, the Massachusetts Securities Division recently filed civil fraud charges accusing UBS of misrepresenting the risks involved with auction-rate securities and failing to disclose conflicts related to their sales. UBS plans to mount a defense against the charges.

The Wall Street firm also denies Flynn’s allegations and says that he resigned without being prompted by anyone to do so. The firm says it will defend itself against the ex-broker’s allegations.

The stockbroker fraud law firm of Shepherd Smith Edwards and Kantas, LLP represents not only investors with complaints against brokerage firms, but we also represent brokers against their former firms. Ask for your free consultation today.


Related Web Resources:

Ex-UBS broker files whistle-blower complaint, Boston.com, July 3, 2008

Massachusetts Securities Division

Office of the Massachusetts Attorney General

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July 2, 2008

Citigroup’s Smith Barney Draws Ire of Investors and Its Own Brokers Over ASTA/MAT and Falcon Funds

Citigroup is offering to cover some of the losses of investors involved with certain hedge funds sold by the firm’s Smith Barney brokerage unit. Citigroup and Smith Barney brokers allegedly recommended the funds, ASTA/MAT and Falcon, to investors looking for conservative investments.

Citigroup marketed the hedge funds as being ideal for retirees and other investors seeking safe investments, and Smith Barney raised hundreds of millions of dollars for the funds. The funds were reportedly marketed to investors as low-risk and accompanied by only a minimal probability of loss when, in fact, they came with high levels of risk—information that was kept from investors.

Last year, Citigroup told Smith Barney and Citigroup bankers to market the funds to their best clients. These clients were not informed that the new pitch initiative was an effort to inject new funds into Falcon, which had dropped by over 10%. The fund would be worth 25% of its original value by the end of March 2008.

In February, Citigroup disclosed to the SEC that it gave the Falcon funds a $500 million line of credit. The firm later said it would consolidate the funds’ $10 billion in assets and liabilities on its balance sheet. Citigroup said it would reimburse investors for part of their losses.

However, critics say that this complex partial compensation plan will allow each investor to get back about 25 cents for every dollar invested—only 28% of their losses. Smith Barney brokers have also voiced concerns that the plan is designed to give customers just enough so they won’t file lawsuits.

Last week, our securities fraud law firm announced that we are investigating claims for investors that lost money in Falcon and ASTA/MAT hedge funds. Any investors that accept Citigroup’s offers will forfeit their right to file a lawsuit against the company, so why not schedule a free consultation with our stockbroker fraud law firm for a free consultation to explore your legal options first? Contact Shepherd Smith Edwards and Kantas LLP today.


Related Web Resources:

The Law Firm of Shepherd, Smith, Edwards & Kantas LLP Investigates Losses in Falcon Hedge Funds, Primenewswire.com, July 2, 2008

Citigroup Acts to Bolster Hedge Funds, New York Times, March 11, 2008

Citigroup Smith Barney

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July 1, 2008

Investors Seek Arbitration Resolutions Against Charles Schwab for Alleged Securities Violations

Charles Schwab & Co. has recently been barraged with FINRA arbitration claims filed by investors alleging that the firm violated industry regulations and state securities laws. In their complaints, investors are accusing Charles Schwab of misleading them about the risks associated with certain mutual funds, including the degree to which the funds were exposed to the hazards of the sub-prime mortgage market. They say that rather than diversify the investments, the brokerage firm over-concentrated them in securities tied to the mortgage industry.

The claims cite numerous omissions and misrepresentations in mutual funds that the brokerage firm had underwritten, including those involving Schwab YieldPlus Funds Investor Shares (SWYPX) and the Schwab YieldPlus Fund Select Shares (SWYSX). The funds have undergone major losses recently, and investors claim these losses were not brought about by market events, but, rather, due to mismanagement by Schwab fund managers, including its failure to disclose key information to investors.

Investors say that in addition to Schwab’s alleged failure to diversify its fund assets, the brokerage firm also failed to reveal that Schwab’s leading broker-dealers issued most of the bonds that the funds held, there was no primary market for the majority of the bonds, and the firm’s credit and market analyst did not have the experience to evaluate the value and risk of mortgage backed securities.

Shepherd Smith Edwards and Kantas, LLP represents many of these investors, and we have helped thousands of people that have been the victim of broker-dealer misconduct across the United States recoup their losses. Contact Shepherd Smith Edwards and Kantas, LLP to schedule your free consultation.

Related Web Resources:

Shepherd Smith Edwards & Kantas LLP Files $700,000 Arbitration Claim Regarding Schwab California Tax-Free YieldPlus Fund, Primenewswire.com, June 24, 2008

Charles Schwab & Co.

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