Securities and Exchange Commission v. Yin, et al.

 
 
 UNITED STATES OF AMERICA 
 Before the 
 SECURITIES AND EXCHANGE COMMISSION 
 
INVESTMENT ADVISERS ACT OF 1940 
Release No. 6109 / September 8, 2022 
 
ADMINISTRATIVE PROCEEDING 
File No. 3-21045 
 
 
 
In the Matter of 
 
BENJAMIN BIN CHOW,   
 
Respondent. 
 
 
 
 
ORDER INSTITUTING  
ADMINISTRATIVE PROCEEDINGS 
PURSUANT TO SECTION 203(f) OF THE 
INVESTMENT ADVISERS ACT OF 1940, 
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 pursuant to 
Section 203(f) of the Investment Advisers Act of 1940 (“Advisers Act”) against Benjamin Bin 
Chow (“Respondent”).   
 
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 
Commission,  or  to  which  the  Commission  is  a  party,  Respondent  admits  the  Commission’s 
jurisdiction  over  him  and  the  subject  matter  of  these  proceedings,  and  the  findings  contained  in 
paragraphs   III(2)   and   III(4)   below, and   consents   to   the   entry   of   this Order   Instituting 
Administrative  Proceedings  Pursuant  to  Section  203(f)  of  the  Investment  Advisers  Act  of  1940, 
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: 

 2 
 
1. Chow, age 48, formed Canyon Bridge Management Corp. (“Canyon Bridge 
Management”) in 2016.  Canyon Bridge Management was a Commission-registered investment 
adviser that provided non-discretionary advice to Canyon Bridge Fund I, LP (“Canyon Bridge 
Fund”), a private investment fund organized in Delaware.    
 
2. On August 25, 2022, a final judgment was entered by consent against Chow, 
permanently enjoining him from future violations of Sections 10(b) of the Exchange Act and Rule 
10b-5 thereunder, in the civil action entitled Securities and Exchange Commission v. Yin, et al., 
Civil Action Number 1:17-cv-00972-JPO, in the United States District Court for the Southern 
District of New York.  
 
3. The Commission’s complaint alleged that while working as the lead negotiator for 
Canyon Bridge Fund during talks to acquire Lattice Semiconductor Corp. (“Lattice”), Chow tipped 
a friend and former colleague, Shaohua Michael Yin, with material non-public information about 
the impending deal in violation of the antifraud provisions of the federal securities laws. 
 
4. On April 24, 2018, Chow was convicted of one count of conspiracy to commit 
securities fraud in violation of Title 18 United States Code Section 371 and six counts of securities 
fraud in violation of Title 18 United States Code, Sections 78j(b) and 78ff and Title 17 of the Code 
of Federal Regulations, Section 240.10b-5 before the United States District Court for the Southern 
District of New York, in United States v. Benjamin Bin Chow, Case No. 1:17-cr-00667-GHW.  On 
July 2, 2019, an amended judgment in the criminal case was entered against Chow.  He was 
sentenced to a term of incarceration of 3 months, 2 years of supervised release, and ordered to pay 
restitution in the amount of $1,383,477.18. 
 
 5. In connection with that conviction, the jury found that Chow had violated 18 U.S.C. 
§ 371, conspiracy to commit securities fraud, and 18 U.S.C. §§ 78j(b) and 78ff and 17 C.F.R. § 
2401.10b-5, securities fraud.   
 
IV. 
 
 In view of the foregoing, the Commission deems it appropriate and in the public interest to 
impose the sanctions agreed to in Respondent Chow’s Offer. 
 
 Accordingly, it is hereby ORDERED pursuant to Section 203(f) of the Advisers Act, that 
Respondent Chow be, and hereby is barred from association with any broker, dealer, investment 
adviser, municipal securities dealer, municipal advisor, transfer agent, or nationally recognized 
statistical rating organization. 
 
Any reapplication for association by the Respondent will be subject to the applicable laws and 
regulations governing the reentry process, and reentry may be conditioned upon a number of 
factors, including, but not limited to, compliance with the Commission’s order and payment of any 
or all of the following:  (a) any disgorgement or civil penalties ordered by a Court against the 
Respondent in any action brought by the Commission; (b) any disgorgement amounts ordered 

 3 
against the Respondent for which the Commission waived payment; (c) any arbitration award 
related to the conduct that served as the basis for the Commission order; (d) any self-regulatory 
organization arbitration award to a customer, whether or not related to the conduct that served as 
the basis for the Commission order; and (e) any restitution order by a self-regulatory organization, 
whether or not related to the conduct that served as the basis for the Commission order. 
 
 By the Commission. 
 
  
 
 
 
Vanessa A. Countryman 
Secretary 
 
  
 
 

UNITED STATES OF AMERICA 

 Before the 

 SECURITIES AND EXCHANGE COMMISSION 

 

INVESTMENT ADVISERS ACT OF 1940 

Release No. 6109 / September 8, 2022 

 

ADMINISTRATIVE PROCEEDING 

File No. 3-21045 

 

 

 

In the Matter of 

 

BENJAMIN BIN CHOW,   

 

Respondent. 

 

 

 

 

ORDER INSTITUTING  

ADMINISTRATIVE PROCEEDINGS 

PURSUANT TO SECTION 203(f) OF THE 

INVESTMENT ADVISERS ACT OF 1940, 

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 pursuant to 

Section 203(f) of the Investment Advisers Act of 1940 (“Advisers Act”) against Benjamin Bin 

Chow (“Respondent”).   

 

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 

Commission, or to which the Commission is a party, Respondent admits the Commission’s 

jurisdiction over him and the subject matter of these proceedings, and the findings contained in 

paragraphs III(2) and III(4) below, and consents to the entry of this Order Instituting 

Administrative Proceedings Pursuant to Section 203(f) of the Investment Advisers Act of 1940, 

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: 



 2 

 

1. Chow, age 48, formed Canyon Bridge Management Corp. (“Canyon Bridge 

Management”) in 2016.  Canyon Bridge Management was a Commission-registered investment 

adviser that provided non-discretionary advice to Canyon Bridge Fund I, LP (“Canyon Bridge 

Fund”), a private investment fund organized in Delaware.    

 

2. On August 25, 2022, a final judgment was entered by consent against Chow, 

permanently enjoining him from future violations of Sections 10(b) of the Exchange Act and Rule 

10b-5 thereunder, in the civil action entitled Securities and Exchange Commission v. Yin, et al., 

Civil Action Number 1:17-cv-00972-JPO, in the United States District Court for the Southern 

District of New York.  

 

3. The Commission’s complaint alleged that while working as the lead negotiator for 

Canyon Bridge Fund during talks to acquire Lattice Semiconductor Corp. (“Lattice”), Chow tipped 

a friend and former colleague, Shaohua Michael Yin, with material non-public information about 

the impending deal in violation of the antifraud provisions of the federal securities laws. 

 

4. On April 24, 2018, Chow was convicted of one count of conspiracy to commit 

securities fraud in violation of Title 18 United States Code Section 371 and six counts of securities 

fraud in violation of Title 18 United States Code, Sections 78j(b) and 78ff and Title 17 of the Code 

of Federal Regulations, Section 240.10b-5 before the United States District Court for the Southern 

District of New York, in United States v. Benjamin Bin Chow, Case No. 1:17-cr-00667-GHW.  On 

July 2, 2019, an amended judgment in the criminal case was entered against Chow.  He was 

sentenced to a term of incarceration of 3 months, 2 years of supervised release, and ordered to pay 

restitution in the amount of $1,383,477.18. 

 

 5. In connection with that conviction, the jury found that Chow had violated 18 U.S.C. 

§ 371, conspiracy to commit securities fraud, and 18 U.S.C. §§ 78j(b) and 78ff and 17 C.F.R. § 

2401.10b-5, securities fraud.   

 

IV. 

 

 In view of the foregoing, the Commission deems it appropriate and in the public interest to 

impose the sanctions agreed to in Respondent Chow’s Offer. 

 

 Accordingly, it is hereby ORDERED pursuant to Section 203(f) of the Advisers Act, that 

Respondent Chow be, and hereby is barred from association with any broker, dealer, investment 

adviser, municipal securities dealer, municipal advisor, transfer agent, or nationally recognized 

statistical rating organization. 

 

Any reapplication for association by the Respondent will be subject to the applicable laws and 

regulations governing the reentry process, and reentry may be conditioned upon a number of 

factors, including, but not limited to, compliance with the Commission’s order and payment of any 

or all of the following:  (a) any disgorgement or civil penalties ordered by a Court against the 

Respondent in any action brought by the Commission; (b) any disgorgement amounts ordered 



 3 

against the Respondent for which the Commission waived payment; (c) any arbitration award 

related to the conduct that served as the basis for the Commission order; (d) any self-regulatory 

organization arbitration award to a customer, whether or not related to the conduct that served as 

the basis for the Commission order; and (e) any restitution order by a self-regulatory organization, 

whether or not related to the conduct that served as the basis for the Commission order. 

 

 By the Commission. 

 

  

 

 

 

Vanessa A. Countryman 

Secretary