SEC v. Nishad Singh, No. 1:23-cv-01691, Southern District of New York (Feb. 28, 2023) — Complaint

UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
___________________________________________
)
SECURITIES            AND                                                               )
EXCHANGE COMMISSION,   )
          )
Plaintiff,   )  Civil Action No. 23-cv-1691
)
v.         )
         ) JURY TRIAL DEMANDED
NISHAD            SINGH,                                                               )
          )
          )
                                    Defendant.                                       )
___________________________________________ )

COMPLAINT
Plaintiff Securities and Exchange Commission (the “Commission”), for its complaint
against Nishad Singh (“Singh” or “Defendant”), alleges as follows:
SUMMARY
1. Singh, together with Samuel Bankman-Fried (“Bankman-Fried”), Caroline
Ellison (“Ellison”), and Zixiao “Gary” Wang (“Wang”), engaged in a scheme to defraud equity
investors in FTX Trading Ltd. (“FTX”), a crypto asset trading platform, at the same time that
they were also defrauding the platform’s customers.
1
  FTX raised more than $1.8 billion from
investors, including U.S. investors, who bought an equity stake in FTX believing that FTX had
appropriate controls and risk management measures.  Unbeknownst to those investors (and to
FTX’s customers), Bankman-Fried was orchestrating a massive, years-long fraud, diverting
billions of dollars of the trading platform’s customer funds for his own personal benefit and to

1
 Bankman-Fried was charged by the Commission on December 13, 2022, in SEC v. Bankman-Fried, 22-cv-10501
(S.D.N.Y.).  Ellison and Wang were charged by the Commission on December 21, 2022, in SEC v. Ellison et al., 22-
cv-10794 (S.D.N.Y.).  The Court entered consent judgments against Ellison and Wang on December 23, 2022.  As
described in paragraph 22, FTX refers to FTX Trading Ltd. and various subsidiary entities, including FTX Digital
Markets, a Bahamas company.

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help grow his crypto empire.  At various times from May 2019 through November 2022 (the
“Relevant Period”), Singh, Ellison, and Wang were active participants in the scheme and
engaged in conduct that was critical to its success.
2. Singh grew up in California and was a childhood friend of Bankman-Fried’s
brother.  Singh and Bankman-Fried shared a strong interest in a philosophical and social
movement known as “effective altruism.”  In 2017, Bankman-Fried and Wang founded Alameda
Research LLC, a crypto asset hedge fund, and Bankman-Fried invited Singh to assist them with
engineering projects.  In December 2017, Singh joined a subsidiary of Alameda full-time as a
software engineer.
2
  In or around March 2018, Ellison joined Alameda as a trader, and became
Alameda’s co-CEO in October 2021.
3
  Singh became the Engineering Manager at Alameda in or
around June 2018 and was promoted to Head of Engineering less than a year later.
3. In or around April 2019, Singh began working with Wang to build FTX, which
launched in May of that year.  Although he worked primarily as an FTX engineer beginning in
the spring of 2019, Singh retained his role and title as Alameda’s Head of Engineering, and
continued to work on Alameda projects.  Singh’s responsibilities and profile within both
Alameda and FTX grew significantly over time, and he ultimately held the role and title of Head
of Engineering at both companies.  Wang’s title at FTX was Chief Technology Officer.
4. At both FTX and Alameda, the corporate structure was loose and informal.  While
they had different titles and roles, functionally, Singh and Wang were the lead engineers at FTX.
Wang was a talented programmer who directly handled sophisticated coding projects.  Singh
continued to work directly on coding as well, but he also managed a group of software engineers

2
 As set forth in paragraph 23, Alameda Research LLC and its various subsidiaries, including Alameda Research
Ltd. and Alameda Research (Bahamas) Ltd. are referred to collectively herein as “Alameda.”
3
 Ellison served as CEO of Alameda Research Ltd. and Alameda Research (Bahamas) Ltd.

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to implement high-priority projects at Bankman-Fried’s direction.  Singh was a trusted confidant
of Bankman-Fried, and, along with Ellison and Wang, was part of Bankman-Fried’s inner circle.
As a result, Singh’s involvement in FTX and Alameda was not limited to engineering and
programming.  Singh regularly participated in discussions with Bankman-Fried, Ellison, and
Wang about significant strategic and financial decisions that affected both FTX and Alameda.
5. Bankman-Fried was the public face of FTX and portrayed himself as a
responsible leader of the crypto community.  He touted the importance of regulation and
accountability.  He told the public, including investors, that FTX was both innovative and
responsible.  Customers around the world
 believed his lies, and sent billions of dollars to FTX,
believing their assets were secure on the FTX trading platform.  But the entire time, FTX was
improperly diverting customer assets to Alameda.  Wang and Singh created and participated in
the creation of the software code that ultimately allowed Alameda to misappropriate FTX
customer funds.  Ellison, in turn, used the misappropriated FTX customer funds for Alameda’s
trading activity, and, later, venture investments.  And Bankman-Fried used those customer funds
to make undisclosed venture investments, lavish real estate purchases, and large political
donations.
6. From the inception of FTX in May 2019 until it ceased operations in November
2022, FTX sought to raise billions of dollars from equity investors, including U.S. investors.
Bankman-Fried repeatedly cast FTX to investors and the public as an innovative and
conservative trailblazer in the crypto markets.  He told investors and prospective investors that
FTX had sophisticated automated risk measures in place to protect customer assets, that those
assets were safe and secure, and that Alameda was just another platform customer with no
special privileges.  Singh, like Ellison and Wang, knew or was reckless in not knowing that these

4
statements were false and misleading.  In truth, Bankman-Fried, Wang, and Singh, with Ellison’s
knowledge and consent, had exempted Alameda from the risk mitigation measures and had
provided Alameda with significant special treatment on the FTX platform, including a virtually
unlimited “line of credit” funded by the platform’s customers.
7. Singh, Ellison, and Wang were all aware of and participated in different aspects
of the scheme at different times.  From the inception of FTX, each of them knew or was reckless
in not knowing critical facts that made the overall scheme possible, and each came to understand
the full scope and extent of the misappropriation of FTX customer funds.  For instance, Singh
was aware from the beginning that—despite Bankman-Fried’s claims to the contrary—Alameda
received special treatment on the FTX platform.  He also became increasingly aware over time
that the portrait that Bankman-Fried painted publicly of FTX as a mature, trustworthy company
was not accurate, and that Alameda was misappropriating customer funds at Bankman-Fried’s
direction.
8. Singh also knew or was reckless in not knowing that, more generally, Bankman-
Fried often operated the companies without regard for responsible corporate controls and
appropriate conduct.  For example, in late 2021, when Bankman-Fried realized that FTX was
$50 million short of his goal of earning one billion dollars in annual revenue, he instructed Singh
to transfer funds from another entity that he controlled, and to falsely characterize the $50
million as revenue that FTX earned throughout 2021.  Singh then backdated a series of
fraudulent transfers, and later lied to auditors about the transfers and created false documentation
to support those lies.  He did so knowing that this information would later also be presented to
investors and potential investors.
9. While Bankman-Fried spent lavishly on office space and condominiums in The

5
Bahamas, and sank billions of dollars of customer funds into speculative venture investments, his
house of cards began to crumble.  When prices of crypto assets plummeted in May 2022,
Alameda’s lenders demanded repayment on billions of dollars of loans.  Despite the fact that
Alameda had, by this point, already taken billions of dollars of FTX customer assets, it was
unable to satisfy its loan obligations.  Bankman-Fried directed FTX to divert billions more in
customer assets to Alameda to ensure that Alameda maintained its lending relationships, and that
money could continue to flow in from lenders and other investors.  Ellison then used FTX’s
customer assets to pay Alameda’s debts.  Singh knew or was reckless in not knowing that
Alameda was using FTX customer funds for this purpose.
10. Even as it was increasingly clear that Alameda and FTX could not make
customers whole, Bankman-Fried, Singh, Ellison, and Wang continued to misappropriate FTX
customer funds.  Through the summer of 2022, Bankman-Fried, with Singh’s knowledge,
directed hundreds of millions more in FTX customer funds to Alameda, which Bankman-Fried
then used for additional venture investments and for “loans” to himself and other FTX
executives, including Singh.  And despite his awareness by the summer of 2022 of the dire
financial condition of FTX and Alameda, Singh later withdrew millions of dollars using his line
of credit from FTX for personal use and expenditures, including a multi-million-dollar house and
donations to charitable campaigns.
11. All the while, Bankman-Fried continued to make misleading statements to
investors about FTX’s financial condition and risk mitigation measures.  Singh knew or was
reckless in not knowing that Bankman-Fried was making these statements, and further knew or
was reckless in not knowing that they were false and misleading.  Even in November 2022, faced
with billions of dollars in customer withdrawal demands that FTX could not fulfill, Bankman-

6
Fried and Ellison, with Singh’s knowledge and assistance, misled investors from whom they
needed money to plug a multi-billion-dollar hole.  This brazen, multi-year scheme finally came
to an end when FTX, Alameda, and their tangled web of affiliated entities filed for bankruptcy
on November 11, 2022.
VIOLATIONS
12. By engaging in the conduct set forth in this Complaint, Defendant violated
Sections 17(a)(1) and (3) of the Securities Act of 1933 (“Securities Act”) [15 U.S.C. § 77q(a)(1)
and (3)]; and Section 10(b) of the Securities Exchange Act of 1934 (“Exchange Act”) [15 U.S.C.
§ 78j(b)] and Rules 10b-5(a) and (c) thereunder [17 C.F.R. § 240.10b-5(a) and (c)].
13. Unless Defendant is permanently restrained and enjoined, he will continue to
engage in the acts, practices, transactions and courses of business set forth in this Complaint and
in acts, practices, transactions and courses of business of similar type and object.
NATURE OF THE PROCEEDING AND RELIEF SOUGHT
14. The Commission brings this action pursuant to the authority conferred upon it by
Section 20(b) of the Securities Act [15 U.S.C. § 77t(b)] and Section 21(d)(1) of the Exchange
Act [15 U.S.C. § 78u(d)(1)].
15. The Commission seeks a final judgment:  (i) permanently enjoining Defendant
from engaging in the acts, practices, transactions and courses of business alleged herein;
(ii) ordering Defendant to disgorge his ill-gotten gains and to pay prejudgment interest thereon
pursuant to Section 21(d)(3), (5) and (7) of the Exchange Act [15 U.S.C. §§ 78u(d)(3), (5) and
(7)]; (iii) imposing civil money penalties on Defendant pursuant to Section 20(d) of the
Securities Act [15 U.S.C. § 77t(d)] and Section 21(d)(3) of the Exchange Act [15 U.S.C.
§ 78u(d)(3)]; (iv) imposing an officer and director bar on Defendant pursuant to Section 20(e) of

7
the Securities Act [15 U.S.C. § 77t(e)] and Section 21(d)(2) of the Exchange Act [15 U.S.C.
§ 78u(d)(2)]; (v) prohibiting Defendant from participating in the issuance, purchase, offer or sale
of any securities, including crypto asset securities, pursuant to Section 21(d)(5) of the Exchange
Act [15 U.S.C. § 78u(d)(5)]; and (vi) ordering such other and further relief the Court may find
appropriate pursuant to Section 21(d)(5) of the Exchange Act [15 U.S.C. § 78u(d)(5)].
JURISDICTION AND VENUE
16. This Court has jurisdiction over this action pursuant to Sections 20(b), 20(d) and
22 of the Securities Act [15 U.S.C. §§ 77t(b), 77t(d), and 77v], and Sections 21(d), 21(e), and 27
of the Exchange Act [15 U.S.C. §§ 78u(d), 78u(e), and 78aa].  In connection with the conduct
alleged in this Complaint, Defendant, directly or indirectly, made use of the means or
instruments of transportation or communication in, and the means or instrumentalities of,
interstate commerce, or of the mails.
17. Venue is proper in the Southern District of New York pursuant to Section 22(a) of
the Securities Act [15 U.S.C. § 77v(a)] and Section 27 of the Exchange Act [15 U.S.C. § 78aa].
Among other acts, false and misleading statements that were part of the fraudulent scheme
alleged herein were made to investors residing in this District.
DEFENDANT
18. Nishad Singh, age 27, was the Head of Engineering at Alameda and, later, at
FTX.  Singh, a United States citizen, resided in Hong Kong and The Bahamas during the
Relevant Period.
RELEVANT PARTIES AND ENTITIES
19. Samuel Bankman-Fried, age 30, was a co-founder and majority owner of FTX
and, prior to stepping down on November 11, 2022, its CEO.  He was also a co-founder and

8
majority owner of Alameda.  He is a United States citizen and resided in Hong Kong and The
Bahamas during the Relevant Period.
20. Caroline Ellison, age 28, was employed at Alameda beginning in or around
March 2018.  Ellison was the co-CEO at Alameda from in or around October 2021 to in or
around August 2022, when she became the sole CEO.  Ellison’s employment at Alameda was
terminated on or about November 18, 2022.  Ellison, a United States citizen, resided in Hong
Kong and The Bahamas during the Relevant Period.
21. Zixiao “Gary” Wang, age 29, was a co-founder and the Chief Technology
Officer of FTX and co-founder and 10% owner of Alameda.  Wang’s employment at FTX was
terminated on or about November 18, 2022.  Wang, a United States citizen, resided in Hong
Kong and The Bahamas during the Relevant Period.
22. FTX Trading Ltd. (d/b/a FTX.com) is an Antigua and Barbuda limited
corporation.  FTX Trading Ltd. and its subsidiary entities, including FTX Digital Markets (a
Bahamas company), are referred to collectively as “FTX.”  FTX’s principal place of business
was in Hong Kong and The Bahamas.  FTX operated a global crypto asset trading platform and
began operations in or around May 2019.  FTX was available to customers in most countries, but
stated that it would not provide services to customers in the United States and several other
countries.  Bankman-Fried and Wang first began developing the FTX platform in 2018.  Singh
began working at FTX in April 2019, before the platform launched.  Employees at FTX often
referred to Bankman-Fried, Wang, and Singh collectively as the founders of FTX.  On or about
November 11, 2022, FTX and certain of its affiliates filed Chapter 11 bankruptcy petitions in the
United States Bankruptcy Court for the District of Delaware, Case No. 22-11068 (Bankr. Del.).
23. Alameda Research LLC is a Delaware company that had operations in the

9
United States, Hong Kong, and The Bahamas.  Alameda Research LLC and its subsidiaries,
including Alameda Research Ltd. (a British Virgin Islands company), are collectively referred to
herein as “Alameda.”  Alameda was a quantitative trading firm specializing in crypto assets (a
“crypto hedge fund”).  Bankman-Fried and Wang co-founded Alameda in or around October
2017, and, prior to Alameda’s bankruptcy filing, had been its sole equity owners, with Bankman-
Fried owning 90% and Wang owning 10% of the company.  Bankman-Fried was CEO of
Alameda from its inception until in or around October 2021, at which time Ellison and Sam
Trabucco (“Trabucco”) became co-CEOs.  In or around August 2022, Ellison became the sole
CEO.  Alameda has filed for Chapter 11 bankruptcy in the United States Bankruptcy Court for
the District of Delaware, Case No. 22-11068 (Bankr. Del.).
FACTS
A. Bankman-Fried, Actively Supported by Singh, Wang, and Ellison, Created a
Complex Web of Entities, with FTX and Alameda at Its Center.
24. In or around October 2017, Bankman-Fried and Wang founded Alameda, a
quantitative trading firm specializing in crypto assets.
4

25. At inception, Alameda was focused on arbitrage trading strategies, but went on to
employ other strategies including market making, yield farming (pooling of crypto assets in
exchange for interest or other rewards), and volatility trading.  Alameda also offered over-the-
counter trading services, and made and managed other debt and equity investments.
26. At first, Bankman-Fried was responsible for trading operations, and Wang
handled the engineering and programming functions.  Singh joined in December 2017, in part

4
 Crypto assets are digital assets reflected or recorded on a cryptographically-secured blockchain.  A blockchain or
distributed ledger is a peer-to-peer database spread across a network of computers that records all transactions in
theoretically unchangeable, digitally recorded data packages.  The system relies on cryptographic techniques for
secure recording of transactions.  Crypto assets may be traded on crypto asset trading platforms in exchange for
other crypto assets or fiat currency (legal tender issued by a country).

10
because he was interested in working with Bankman-Fried and others at Alameda who were
proponents of effective altruism.  Bankman-Fried was a prominent supporter of effective
altruism, a philosophy that advocates describe as applying data, evidence, and reason to doing
the “most good” for society.  Bankman-Fried had stated his intention to make a large amount of
money and donate it to effective altruism causes.  Singh, who was passionate about effective
altruism, decided to pursue the same goal by working with Bankman-Fried.  Singh’s role at
Alameda grew quickly, and he became Head of Engineering in or about April 2018.
27. Over time, Alameda hired additional employees, including Ellison (in or around
March 2018) and Trabucco (in or around 2019).  By the end of 2021, Alameda had
approximately 30 employees.
28. Bankman-Fried remained the ultimate decision-maker at Alameda, even after
Ellison and Trabucco became co-CEOs in or around October 2021.  Bankman-Fried directed
investment and operational decisions, frequently communicated with Alameda employees,
including Ellison, and, like Singh and Wang, had full access to Alameda’s records and databases.
29. Ellison was a trader at Alameda during the time Bankman-Fried acted as CEO.
When Ellison became co-CEO in 2021, and continuing through November 2022, Ellison was
responsible for Alameda’s day-to-day operations.  Though Ellison made some trading decisions,
she frequently consulted with Bankman-Fried, particularly about strategic issues and significant
trades.
30. In or around 2018, Bankman-Fried began building a crypto asset trading platform,
which would eventually become FTX.  Singh joined the effort to create FTX in or around April
2019.  Singh worked with Wang on the foundational code for FTX.  FTX began operations in or
around May 2019.

11
31. FTX offered its customers a number of services.  For example:
a. FTX offered a “spot market,” a trading platform through which customers
could trade crypto assets with other FTX customers in exchange for fiat
currency (i.e., government-issued currency such as U.S. Dollars) or other
crypto assets.
b. FTX offered “spot margin trading” services, which allowed FTX
customers to trade using assets they did not have (i.e., to trade “on
margin”) by posting collateral in their FTX accounts and borrowing crypto
assets through the “spot market” on the FTX platform.  FTX also allowed
customers to lend their crypto assets to other FTX customers who would
then use those crypto assets to spot trade.
c. FTX offered an off-platform (over-the-counter or “OTC”) portal that
enabled customers to connect and request quotes for spot crypto assets and
to conduct trades.
32. Bankman-Fried was the ultimate decision-maker at FTX from the platform’s
inception in or around May 2019 until he resigned as CEO on or about November 11, 2022.
Wang and Singh were the lead engineers responsible for writing the software code for FTX,
including the code that allowed for the services described above.
33. In 2019, seeking to avoid United States regulatory requirements, including the
requirements of the United States securities laws, Bankman-Fried and Wang moved to Hong
Kong.  Ellison joined Bankman-Fried, Wang, and others in Hong Kong in November 2019, and
Singh moved to Hong Kong in 2020.  In Hong Kong, FTX and Alameda shared office space,
employees, and other resources.  In November 2021, both FTX and Alameda relocated to The

12
Bahamas.  The two companies continued to share office space, employees, and resources.
Moreover, Bankman-Fried, Ellison, Singh, Wang, and other employees lived together in a luxury
penthouse apartment in The Bahamas.
34. Both Wang and Singh continued to take direction from Bankman-Fried regarding
high-priority projects.  Wang, the Chief Technology Officer of FTX, often handled the more
technical and difficult coding projects, while Singh, the Head of Engineering, often handled
project management and personnel issues within the engineering team as well as various coding
projects.  As FTX grew, additional engineers joined the company, and Singh eventually managed
approximately 20 engineers.  Because of his close relationship with Bankman-Fried, and Singh’s
own interpersonal skills, FTX employees often viewed Singh as a conduit to Bankman-Fried.
Moreover, as a general matter, Singh, Ellison, and Wang comprised Bankman-Fried’s inner
circle, and were involved in discussions outside of their official roles and responsibilities at the
companies.  Each of them was also a proponent of effective altruism, and/or worked on projects
related to that cause.
35. At both Alameda and FTX, at Bankman-Fried’s direction, most company
communications occurred using the office messaging service Slack or the encrypted messaging
application Signal.  Employees understood from Bankman-Fried that communications should not
be retained, and most messages were set by default to auto-delete after a limited period.
Communications on critical strategic issues were often shared in restricted group messaging
channels or chats that were named to indicate specific participants or topics.  Singh participated
in many of the most important channels or chats at FTX, generally with Bankman-Fried, Wang,
Ellison, and other key employees, both individually and in small groups (e.g., a Signal chat
named “SBF Caroline Nishad”).  Some of these chats were focused on particular high-priority

13
issues, including Signal chats with names such as “PR super sensitive” and “#private-alameda-
ftx.”
36. In or around January 2020, Bankman-Fried, Wang, and Singh founded FTX US, a
crypto asset trading platform designed primarily for customers in the United States.
5

37. Over time, Bankman-Fried expanded his holdings to include a number of
companies focused on making and managing private (or “venture”) investments.
38. This interconnected web of companies grew to include over 100 separate entities,
with Bankman-Fried at the top and Alameda, his crypto hedge fund, at the center.
39. Throughout the Relevant Period, in multiple public statements, Bankman-Fried
held himself out as a visionary leader in the crypto industry, and touted his efforts to create a
regulated and thriving crypto asset market.  He conducted an intensive public relations campaign
to brand himself and his companies as honest stewards of crypto.
40. The reality was very different:  From the start, contrary to what FTX investors
and trading customers were told, Bankman-Fried diverted FTX customer funds to Alameda and
then used those funds to continue to grow his empire, using billions of dollars to make
undisclosed private venture investments, political contributions, and real estate purchases.
Ultimately, Singh, Ellison, and Wang all supported aspects of Bankman-Fried’s scheme and
participated in the use of FTX customer funds for these purposes.
41. At the same time, throughout the Relevant Period, Bankman-Fried, with Singh,
Ellison, and Wang’s knowledge, solicited equity investors by touting FTX’s controls and risk
management, ultimately raising at least $1.8 billion from investors in exchange for various
classes of stock in FTX through multiple fundraising rounds, including raising:

5
 FTX US is the d/b/a for a subsidiary of West Realm Shires Inc., a separate legal entity from FTX Trading Ltd. that
provided different services.  FTX US’s conduct is not the subject of the allegations in this complaint.

14
(1) approximately $8 million from the sale of shares of FTX Series A preferred stock, with
fundraising completed in or around August 2019; (2) approximately $1 billion from the sale of
shares of FTX Series B preferred stock, with fundraising completed in or around July 2021;
(3) approximately $420 million from the sale of shares of FTX Series B-1 stock, with fundraising
completed in or around October 2021; and (4) approximately $500 million from the sale of
shares of FTX Series C stock, with fundraising completed in or around January 2022.  Of this
total, approximately $1.1 billion was invested in FTX by approximately 90 investors based in the
United States.  Bankman-Fried continued to offer FTX securities to investors, including U.S.
investors, in the summer and fall of 2022.
42. For the entire span of the Relevant Period, while raising money from equity
investors, Bankman-Fried and those speaking at his direction and on his behalf, with Singh’s
knowledge, claimed in widely distributed public forums and directly to investors that:  FTX was
a safe crypto asset trading platform; FTX had a comparative advantage due to its automated risk
mitigation procedures; and FTX and its customers were protected from other customers’ losses
due to FTX’s automated liquidation process.  As discussed further herein, these statements and
others were misleading in light of Bankman-Fried’s failure to disclose to FTX investors the
diversion of FTX customer funds to Alameda, which he then used for his own purposes,
including loans to himself.  Similarly, Bankman-Fried’s statements concerning the separation of
FTX and Alameda, made throughout the Relevant Period, were misleading because he did not
disclose, among other things, the special treatment afforded to Alameda on FTX, including its
virtually unlimited “line of credit” at FTX, its ability to carry a negative balance in its FTX
customer account, and its exemption from FTX’s automated liquidation process.  No other
customer on the platform enjoyed these special privileges, which changed the risk profile of FTX

15
as an investment.  Singh, Wang, and Ellison were aware of the diversion of FTX customer funds
to Alameda and of the special treatment afforded to Alameda, and they were aware that
Bankman-Fried was making false or misleading statements in order to raise money for FTX from
equity investors.
43. Singh participated in meetings with certain investors in which false and
misleading statements were made.  He also participating in preparing financial documents that he
knew would be provided to investors, and knew or was reckless in not knowing that these
documents contained information that was false and/or materially misleading.
44. Bankman-Fried also misrepresented the risk profile of investing in FTX by failing
to disclose FTX’s exposure to Alameda and, relatedly, that the collateral Alameda deposited on
FTX consisted largely of illiquid, FTX-affiliated tokens, including FTT, a crypto asset security
that was issued by FTX and provided to Alameda at no cost.  Moreover, Bankman-Fried failed to
disclose that Ellison, at his direction, caused Alameda to borrow billions of dollars from third-
party lenders, backed in significant part by Alameda’s FTT holdings.
45. In addition to these material omissions, Bankman-Fried also made material
misrepresentations to FTX investors about FTX’s risk management and its relationship with
Alameda.  As detailed below, Bankman-Fried made these material misstatements throughout the
Relevant Period, and the entire time he was raising or attempting to raise funds for FTX—from
the time FTX began operations in May 2019 through it ceased operations in November 2022.
Again, Singh, among others, knew or was reckless in not knowing that Bankman-Fried was
making these false or misleading statements and that he was doing so in order to raise money
from equity investors.
B. Alameda Was Used to Carry Out the Fraudulent Scheme.
46. Alameda (including its many subsidiaries) served a number of essential functions

16
in Bankman-Fried’s growing web of companies.  For example, Alameda was the primary market
maker on FTX at the time of FTX’s inception in 2019.  In this capacity, Alameda, at Bankman-
Fried’s direction, was tasked with creating liquidity on FTX to allow the platform to function
more efficiently.  Bankman-Fried also made venture investments through an Alameda
subsidiary.  Most crucially, Bankman-Fried used Alameda to house FTX customer assets and to
deploy those assets, under Bankman-Fried’s direction, to help grow his empire.
47. From the inception of FTX, Bankman-Fried diverted FTX customer funds to
Alameda, and continued to do so until FTX’s collapse in November 2022.
48. FTX diverted customer funds to Alameda in essentially two ways:  (1) by
directing FTX customers to deposit fiat currency (e.g., U.S. Dollars) into bank accounts
controlled by Alameda; and (2) by enabling Alameda to draw down from a virtually limitless
“line of credit” at FTX, which was funded by FTX customer assets.
49. As a result, there was no meaningful distinction between FTX customer funds and
Alameda’s own funds.  Alameda therefore effectively had carte blanche to use FTX customer
assets for Alameda’s trading operations and for whatever other purposes Bankman-Fried and
Ellison saw fit.
50. In essence, FTX placed billions of dollars of its customer funds into Alameda.
Bankman-Fried then used Alameda as his personal piggy bank to buy luxury condominiums,
support political campaigns and causes, and make private investments, among other uses.
Ellison used these funds for Alameda’s operations, including speculative trading strategies and
servicing Alameda’s debt to third-party lenders.  Singh, Ellison, and Wang were aware of the
diversion of FTX customer funds to Alameda and the above-described uses of those funds, and

17
they knew that none of this was disclosed to FTX equity investors or to the platform’s trading
customers.
51. From the inception of FTX, Singh knew that Alameda had a special role, and
received special treatment, on the platform.  Specifically, he was aware that Alameda used FTX
customer fiat currency for its own trading purposes.  He also knew that, as a result of its trusted
relationship with FTX, Alameda was allowed to bypass certain security measures when
accessing the FTX platform, allowing it to do so more quickly than other customers.
6
  Singh also
knew that Alameda obtained an additional speed advantage over other customers because it
could engage in transactions on the FTX platform without collateral verifications that other
customers were required to pass before a transaction would be processed.  Moreover, Singh
knew that Bankman-Fried sometimes required Alameda to receive unfavorable treatment on the
platform, when Bankman-Fried thought that doing so would present a better overall picture of
FTX’s financial health.  Singh, along with Wang and Ellison, knew that this special relationship
was not disclosed to FTX equity investors or customers.  Ultimately, Singh came to understand
in or around the summer of 2022 that, in addition to the special privileges and relationship
described above, Alameda’s misappropriation of FTX customer funds had grown to billions of
dollars.
i. FTX Customers Deposited Billions of Dollars into Alameda-Owned
Bank Accounts, and Alameda Spent the Money on Its Own Trading
Operations and to Expand Bankman-Fried’s Empire.
52. From the start of FTX’s operations in or around May 2019 until at least 2021,
FTX customers deposited billions of dollars in fiat currency into bank accounts controlled by

6
 At a later point, other FTX customers were also provided trusted, faster access.

18
Alameda.  Singh and others were aware that Alameda was receiving FTX customer funds in this
manner.
53. At least some of these bank accounts were not in Alameda’s name, but rather in
the name of North Dimension Inc. (“North Dimension”), an Alameda subsidiary.  Singh created
the website for North Dimension, which did not disclose any connection to Alameda.  Singh
knew or was reckless in not knowing that Bankman-Fried had directed FTX to have customers
send funds to North Dimension in an effort to hide the fact that the funds were being sent to an
account controlled by Alameda.
54. Alameda did not segregate these customer funds, but instead commingled them
with its other assets and used them indiscriminately to fund its trading operations and Bankman-
Fried’s other ventures.
55. This multi-billion-dollar liability was reflected in an internal account in the FTX
database that was not tied to Alameda but was instead called “[email protected].”  Characterizing the
amount of customer funds sent to Alameda as an internal FTX account had the effect of
concealing Alameda’s liability in FTX’s internal systems.  Singh knew that FTX customer funds
were being sent to Alameda-controlled bank accounts and that Alameda’s liability was reflected
in the “[email protected]” account.  Alameda was not required to pay interest on the liability
reflected in the “[email protected]” account.
56. In or around mid-2022, FTX began trying to separate Alameda’s portion of the
liability in the “[email protected]” account from the portion that was attributable to FTX (i.e., to
separate out customer deposits sent to Alameda-controlled bank accounts from deposits sent to
FTX-controlled bank accounts).  Singh was integral to this project and oversaw the work of other
software engineers who were contributing to the effort.  Alameda’s portion of the liability—

19
which amounted to more than $8 billion in FTX customer assets that had been deposited into
Alameda-controlled bank accounts—was initially moved to a different account in the FTX
database.  However, because this change caused FTX’s internal systems to automatically charge
Alameda interest on the more than $8 billion liability, Singh was directed to move the Alameda
liability to an account that would not be charged interest.  This account was associated with an
individual that had no apparent connection to Alameda.  As a result, this change had the effect of
further concealing Alameda’s liability in FTX’s internal systems.
ii. The FTX Platform, By Design, Granted Special Treatment to Alameda,
Including Features that Allowed Alameda to Divert FTX Customer
Assets.
57. In addition to receiving cash deposits directly from FTX customers, Alameda
benefited from undisclosed features of the FTX platform, which were embedded in software
code developed by Wang and Singh, and which allowed Alameda to divert FTX customer assets.
For example:
a. Negative Balance:  Alameda was able to maintain a negative balance in its
customer account at FTX.  Bankman-Fried directed FTX engineers, including
Wang and Singh, to write software code in or around August 2019, and to update
it in or around May 2020, ultimately allowing Alameda to maintain a negative
balance in its account, untethered from any collateral requirements.  Only
Alameda and a small number of other accounts also controlled by Bankman-Fried
were permitted to maintain a negative balance.
b. Line of Credit:  Bankman-Fried directed FTX engineers, including Wang and
Singh, to give an unofficial “line of credit” to Alameda, allowing Alameda to
draw down on its FTX customer account and use those funds—which were
actually the funds deposited by other FTX customers—for its own trading and

20
investments.  At Bankman-Fried’s direction, Wang and Singh repeatedly raised
the limit on Alameda’s “line of credit” to the point where it grew to more than
$65 billion dollars and effectively became limitless.  No other FTX customer had
a similar “line of credit.”
c. Liquidation Exemption:  In or around May and August 2020, Bankman-Fried
directed FTX engineers, including Wang and Singh, to exempt Alameda from the
“auto-liquidation” feature of FTX’s spot margin trading services.  As a result,
Alameda’s collateral could fall below the requisite margin levels without
triggering the automatic liquidation of its account.  Alameda was the only
customer exempted entirely from FTX’s automatic account liquidation.
58. When Singh and Wang initially created the code described above, it was not with
the goal of enabling Alameda to misappropriate FTX customer assets from the FTX platform.
For example, the code that Singh created allowing accounts to carry a negative balance was
initially applied to non-trading accounts, to reflect money owed to FTX.  Some of the code
provisions described above may also have ultimately been redundant, providing alternate ways
for Alameda to withdraw customer assets from the FTX platform.  However, as a whole, the
code described above, which was created by Singh and Wang at Bankman-Fried’s direction, is
what collectively allowed Alameda’s unfettered withdrawals from the FTX platform to occur.
Over time, Singh became aware of how these privileges were being applied to Alameda’s trading
accounts and that Alameda was taking advantage of these privileges, at Bankman-Fried’s
direction, to draw on FTX customer assets to a virtually unlimited extent for its own uses.
iii. In 2022, Alameda Diverted Billions More in FTX Customer Assets.
59. Starting in or around 2021, Bankman-Fried directed Ellison to have Alameda
borrow billions of dollars from third-party crypto asset lending firms in order to fund Bankman-

21
Fried’s venture investments and for his personal use.  Certain of these loans included provisions
permitting the lenders to demand repayment at any time.
60. In or around May 2022, as prices of crypto assets were dropping precipitously,
several of Alameda’s lenders demanded repayment.  Because Alameda did not have sufficient
assets to cover all of these obligations, Bankman-Fried directed Ellison to draw on Alameda’s
“line of credit” from FTX, which, based on the software code that Wang and Singh had
previously created, allowed Alameda to borrow virtually limitless funds from FTX.  Billions of
dollars of FTX customer funds were thus diverted to Alameda and used by Alameda to repay its
third-party loan obligations.
61. Because Alameda now had billions of dollars more in liability to FTX (on top of
the billions of dollars reflected in the “[email protected]” account), Bankman-Fried—concerned that
this enormous liability would alarm Alameda’s lenders—directed Ellison to hide this “line of
credit” in Alameda’s balance sheet.  Ellison did so and presented this information to lenders,
knowing that it was materially misleading.
62. Despite the fact that Alameda now owed FTX billions of dollars with no
immediate prospects of raising capital to pay off its “line of credit,” Bankman-Fried continued to
direct Ellison to draw on the Alameda “line of credit” in the summer of 2022.  The customer
funds diverted to Alameda were used, among other things, to provide hundreds of millions of
dollars in “loans” to Bankman-Fried and other FTX executives, including Singh, as well as
hundreds of millions more to fund additional venture investments.
iv. Bankman-Fried, Supported by Singh, Assured Investors that FTX
Customer Assets Were Secure, and Hid Alameda’s Close Relationship
with FTX.
63. Throughout the Relevant Period, Bankman-Fried was directly involved in
soliciting potential investors in FTX.  Bankman-Fried met, and otherwise communicated with,

22
FTX investors, including investors based in the United States.  Along with another FTX
employee, Bankman-Fried was the point person for investor relations at FTX.  Singh knew that
Bankman-Fried was meeting with and soliciting funds from equity investors.  At times, Singh
also met with investors or provided others with information and materials to share with investors.
64. FTX’s Terms of Service, which were publicly available on FTX’s website and
accessible to investors, assured FTX customers that their assets were secure, providing:  “you
control the Digital Assets held in your Account;” “[t]itle to your Digital Assets shall at all times
remain with you and shall not transfer to FTX;” and “none of the digital assets in your account
are the property of, or shall or may be loaned to, FTX Trading.”
7
  The Terms of Service further
provided:  “Once we receive fiat currency we may issue you an equivalent amount of electronic
money (“E-Money”)...which represents the fiat currency that you have loaded,” and “[y]ou may
redeem all or part of any E-Money held in your Account at any time.”
65. Similarly, FTX posted on one of its websites a document entitled, “FTX’s Key
Principles for Ensuring Investor Protections on Digital-Asset Platforms,” in which FTX
represented that it “segregates customer assets from its own assets across our platforms.”  FTX
further represented in that document that it maintained “liquid assets for customer
withdrawals...[to] ensure a customer without losses can redeem its assets from the platform on
demand.”
66. In addition to making this document available to the public, FTX provided it to
potential investors, including a U.S. investor who had invested $35 million in FTX’s Series B
fundraising round in July 2021.  As described above, these statements to the public, customers,

7
 These Terms of Service, dated May 2022, also referenced customers lending and borrowing their assets on the
platform in connection with margin trading, but did not disclose that FTX’s affiliate (Alameda) could use FTX
customer assets indiscriminately for any purpose.

23
and investors were false—FTX did not segregate its customer assets from its own assets, and, as
events would later demonstrate, did not maintain sufficient liquidity to allow customer
withdrawals on demand.
67. FTX investors were also provided with FTX’s audited financial statements, and
FTX represented in its purchase agreements that those financial statements “fairly present in all
material respects the financial condition and operating results of” FTX.  These audited financial
statements, which did not include information about Alameda’s undocumented “line of credit”
from FTX and other information discussed herein, were materially misleading.  Moreover,
Singh, at Bankman-Fried’s direction, backdated transactions in order to inflate FTX’s 2021
revenue by more than $50 million.  Singh then presented false documentation of those
transactions to FTX’s auditor, and when he spoke to the auditor, he lied about the nature and
timing of the transactions.
68. Throughout the Relevant Period, Bankman-Fried made statements assuring the
public that customer assets were safe at FTX.  For example, he stated in a tweet on or about June
27, 2022:  “Backstopping customer assets should always be primary.  Everything else is
secondary.”  He likewise tweeted on or about August 9, 2021:  “As always, our users’ funds and
safety comes first.  We will always allow withdrawals (except in cases of suspected money
laundering/theft/etc.).”
69. Bankman-Fried also told investors, and directed other FTX and Alameda
employees to tell investors, that Alameda received no preferential treatment from FTX.  For
example, Bankman-Fried told the Wall Street Journal in or around July 2022:  “There are no
parties that have privileged access.”  Likewise, in a Bloomberg article published in or about
September 2022, Bankman-Fried claimed that “Alameda is a wholly separate entity” from FTX.

24
In the same article, Ellison is quoted as stating about Alameda:  “We’re at arm’s length and don’t
get any different treatment from other market makers.”  Similarly, in an interview in or about
August 2022, Ellison claimed that FTX and Alameda were separate companies, that Alameda
received no special treatment on the FTX platform, and that there was an ethical wall between
them preventing sharing of customer information between FTX and Alameda.  Bankman-Fried
made similar statements directly to investors.
70. Singh was aware of the substance of Bankman-Fried’s statements about FTX
customer assets—including the security of the assets and the manner in which they would be
handled—and about the relationship between Alameda and FTX.  Singh further knew or was
reckless in not knowing that these statements to equity investors, customers, and the public were
false and misleading, and that they were important to FTX’s investors.  Singh likewise knew or
was reckless in not knowing that these statements were intended to make FTX more attractive to
investors and potential investors.
C. Singh Knew that FTX Had Poor Controls and Deeply Inadequate Risk
Management Procedures, in Stark Contrast to Bankman-Fried’s Claims that
It Was a Mature, Conservative Company.
71.  From its inception, FTX had poor controls and fundamentally deficient risk
management procedures.  Assets and liabilities of all forms were generally treated as
interchangeable, and there were insufficient distinctions between the assignment of debts and
credits to Alameda, FTX, and executives, including Bankman-Fried, Wang, and Singh.  This
reality was in sharp contrast to the image of FTX that Bankman-Fried consistently portrayed to
the public and to investors—a mature company that managed funds and risk in a conservative,
rigorous manner.
72. FTX invested significant resources to develop and promote its brand as a
trustworthy company.  For example, in materials provided to one investor in or around June

25
2022, FTX cultivated and promoted its reputation:
FTX has an industry-leading brand, endorsed by some of the most
trustworthy public figures, including Tom Brady, MLB, Gisele
Bundchen, Steph Curry, and the Miami Heat, and backed by an
industry-leading set of investors.  FTX has the cleanest brand in
crypto.

73. FTX also promoted itself as a company that was willing to work collaboratively
with regulators and lawmakers.  In the same materials, FTX claimed:  “FTX is also the only
major digital asset venue to maintain positive, constructive relationships with regulators and
lawmakers.”
74. Singh knew or was reckless in not knowing that the reality was far different from
what Bankman-Fried presented to FTX’s investors and customers.  During the course of his time
at FTX, Singh became increasingly concerned about the manner in which FTX operated,
including the ambitious projects undertaken without sufficient resources, all while spending
lavishly on marketing, endorsements, and acquisitions, some of which Singh opposed.  Singh’s
concerns stemmed in part from his awareness of Alameda’s significant liability to FTX, and the
illiquid assets Alameda carried on its balance sheet that would potentially endanger the financial
stability of both Alameda and FTX.  Nevertheless, despite these concerns, Singh continued to
work at FTX and to support Bankman-Fried.
i. The FTX Automated Risk Engine
75. Bankman-Fried repeatedly touted FTX’s automated risk mitigation protocols—
which he called FTX’s “risk engine”—to the public and prospective investors as a safe and
reliable way for crypto asset trading platforms to manage risk.  FTX engineers, including Wang
and Singh, developed the software code that created the “risk engine.”  In essence, the software
code implemented a series of rules that were designed to reduce risk to the platform posed by an

26
individual client’s account by automatically triggering certain actions (e.g., to sell collateral in an
account when an account was overly extended).
76. Bankman-Fried promoted the concept of “24/7” automated risk monitoring as an
innovative benefit of crypto asset markets, including at a hearing before the U.S. House of
Representatives Committee on Financial Services on or about December 8, 2021, where
Bankman-Fried concluded his remarks by stating:
And the last thing I will say is if you look at what precipitated
some of the 2008 financial crisis, you will see a number of
bilateral, bespoke, non-reported transactions happening between
financial counterparties, which then got repackaged and
releveraged again and again and again, such that no one knew how
much risk was in that system until it all fell apart.  If you compare
that to what happened on FTX or other major cryptocurrencies in
use today, there is complete transparency about the full open
interest.  There is complete transparency about the positions that
are held.  There is a robust, consistent risk framework applied.

77. In addition to generally promoting the benefits of automated risk engines,
Bankman-Fried repeatedly claimed that FTX’s own risk engine was especially sophisticated and
carefully calibrated.
78. FTX also highlighted the benefits of its risk engine in written materials provided
to investors and prospective investors.  In the fall of 2022, for example, the company pointed to
its risk engine as a competitive advantage:   “FTX’s risk engine has been operating 24/7/365, in
real time, since launch.”  FTX claimed that “[u]nlike almost any other models,” the FTX risk
engine offered a variety of features including “[i]nsulat[ing] users from the risk management of
any other counterparties by custodying collateral.”  In the same document, FTX emphasized the
safety and security of customer assets, stating, “We have custodied tens of billions of dollars of
assets globally with no significant security incidents, customer losses, or wallet downtime.”
FTX shared this and other documents with investors and prospective investors in an online file

27
sharing location (a “data room” or “data center”).  FTX began maintaining this data room
continuously in or around July 2021, which allowed FTX to share documents with investors and
prospective investors who were conducting due diligence during FTX’s various fundraising
rounds.
79. Investors were interested in the FTX risk engine and Bankman-Fried’s
representations about how it worked.  In a communication with an investor in late June 2022,
FTX highlighted the engine as a key “competitive edge,” claiming “FTX’s risk and liquidation
engine are well-designed and extremely user friendly.”  The information FTX provided about
risk management and controls, and the automatic liquidation engine generally, was important to
prospective investors.
80. The above-described statements about FTX’s risk engine were materially false
and misleading because of a critical omission:  Bankman-Fried did not reveal that the automatic
risk engine did not apply to the accounts of its most important customer—Alameda.  As
discussed above, Wang and Singh had created a series of special features in the software code
that exempted Alameda from the rules of the “risk engine.”  This was a critical special benefit
that Bankman-Fried and FTX afforded Alameda:  Alameda’s collateral on deposit was allowed
to fall below FTX’s required margin level without FTX liquidating any part of Alameda’s
portfolio.
81. Singh knew or was reckless in not knowing that Bankman-Fried’s statements
regarding FTX’s risk engine misled FTX’s investors by representing that its risk engine would
protect FTX customer funds and would limit FTX’s exposure to any single customer, while
failing to disclose that Bankman-Fried had directed Wang and Singh to ensure that the engine
did not apply to one of its largest customers, which was also the platform’s largest market maker.

28
82. As Bankman-Fried acknowledged in a network television interview on or about
December 1, 2022:  “I wasn’t even trying, like, I wasn’t spending any time or effort trying to
manage risk on FTX.”  Bankman-Fried continued:  “What happened, happened—and, if I had
been spending an hour a day thinking about risk management on FTX, I don’t think that would
have happened.”
ii. The Valuation of Alameda’s Collateral
83. Alameda’s collateral consisted largely of enormous positions in illiquid crypto
assets issued by FTX and Bankman-Fried (including FTT, the “exchange token” for FTX, as
described below), compounding the undisclosed risk to FTX’s investors.
84. FTX valued Alameda’s FTX-affiliated tokens at market prices, but the collateral
held by Alameda was not worth the value assigned to it.  Alameda and FTX collectively owned
the majority of these tokens, and only a small portion of the FTX-affiliated tokens were in
circulation.  As such, the tokens were illiquid, and, Singh, Bankman-Fried, and others knew or
were reckless in not knowing—based in part on their significant experience in crypto asset
trading markets—that if Alameda or FTX tried to sell Alameda’s holdings, market prices for the
tokens would fall, thereby driving down the value of Alameda’s remaining assets.  As a result,
even if FTX had liquidated Alameda’s portfolio, the sales of those thinly traded tokens would not
have generated sufficient funds to cover the amount Alameda had withdrawn from FTX.
85. Singh, Bankman-Fried, and others were well aware of the impact of Alameda’s
positions on FTX’s risk profile.  On or about October 12, 2022, for example, Bankman-Fried, in
a series of tweets, analyzed the manipulation of a digital asset on an unrelated crypto platform.
In explaining what occurred, Bankman-Fried distinguished between an asset’s “current price”
and its “fair price,” and recognized that “large positions – especially in illiquid tokens – can have
a lot of impact.”  Bankman-Fried asserted that FTX’s risk engine required customers to “fully

29
collateralize a position” when the customer’s position is “large and illiquid enough.”  But
Bankman-Fried knew, or was reckless in not knowing, that by not mitigating the impact of large
and illiquid tokens posted as collateral by Alameda, FTX was engaging in precisely the same
conduct, and creating the same risk, that he was warning against.  Singh likewise knew that
Alameda was drawing down on a virtually unlimited line of credit from FTX, purportedly
backed by what he knew or was reckless in not knowing were large stakes in illiquid assets.
86. The reality of FTX’s exposure to the risk created by the valuation of Alameda’s
positions stood in stark contrast to Bankman-Fried’s assertions about risk management at FTX in
his October 2022 Twitter analysis, in which he described FTX’s approach and claimed that
constructing the rules for FTX’s risk engine in a manner that is “conservative, and handles
apparent large moves gracefully” is “probably the most important thing we do at FTX.”
Bankman-Fried further claimed, contrasting FTX to the failed endeavor:  “There are a bunch of
other risk engine protection and sanity checks, too, which would have caught something like
this.”
87. Not only did Bankman-Fried fail to tell investors that he had exempted Alameda
from FTX’s risk engine, he also falsely told certain investors that FTX had no exposure to FTT
at all.  In late summer 2021, for example, Bankman-Fried told a potential U.S. investor in FTX’s
Series B fundraising round that FTX did not hold FTT and, consequently, the investor would not
have any exposure to FTT.  The investor ultimately invested $30 million.  For the reasons
described above, Bankman-Fried knew or was reckless in not knowing that at the time that he
made those representations, they were false and misleading.  Specifically, Bankman-Fried knew
or was reckless in not knowing that any investment in FTX carried significant exposure to FTT,
as the token was one the largest assets Alameda held, and Alameda owed FTX billions of dollars.

30
88. Singh knew or was reckless in not knowing that Bankman-Fried was making false
and misleading representations to investors about FTX’s exposure to large positions in illiquid
crypto assets issued by FTX and Bankman-Fried.
iii. Bankman-Fried Schemed with Singh To Inflate FTX’s Revenues in
FTX’s Audited Financial Statements Provided to Investors.
89. In late 2021, Bankman-Fried learned that FTX’s revenue for 2021 would be
approximately $950 million.  He told Singh and others that he wanted to publicly tout FTX’s
revenue for the year as exceeding $1 billion.  Bankman-Fried further intended to provide audited
financial statements for 2021 to potential investors demonstrating that FTX’s revenue in fact
exceeded $1 billion.
90. To close the $50 million revenue gap, Bankman-Fried hatched a scheme to have
an entity that he controlled make backdated payments to FTX, so that FTX could falsely claim
that these payments constituted revenue earned throughout the course of 2021.  Specifically,
Bankman-Fried controlled EcoSerum, which was part of Project Serum—a financial platform on
the Solana blockchain.  Serum tokens (also referred to as SRM) were a part of the Serum
ecosystem, and customers could earn rewards for “staking” their SRM.
8
  FTX also offered a
similar rewards structure for its customers holding SRM, with EcoSerum paying out the rewards
to FTX customers.  In December 2021, Bankman-Fried decided that in order to claim that FTX
had generated an additional $50 million over the course of the past year, he would make it appear
that EcoSerum had actually been paying FTX a commission in connection with FTX customers
“staking” their SRM.  To accomplish this, Bankman-Fried instructed Singh to transfer more than

8
 Project Serum’s website described “staking” in this context as “the process by which you can temporarily lock up
your tokens in exchange for a protocol-specific reward”—in this case, four percent in additional SRM rewards per
year.  Internally within FTX and externally in the broader crypto community, SRM was among several tokens
referred to as “Sam Coins,” i.e., crypto assets associated with Bankman-Fried.

31
$50 million from EcoSerum’s account on FTX to an FTX-controlled account in a series of
backdated installments designed to make it appear as though EcoSerum had been paying FTX
regularly throughout 2021.  Bankman-Fried then signed a contract in which FTX claimed it was
to receive monthly payments throughout 2021 equal in value to 25 percent of all SRM rewards
that had been distributed to FTX customers.  The 25 percent commission was, according to
Singh’s calculations at the time, sufficient to cover the $50 million revenue gap.
91. Singh then knowingly provided this false information, along with false
documentation of EcoSerum payments to FTX, to FTX’s auditor, resulting in the inflation of
FTX’s 2021 revenue by more than $50 million in FTX’s audited financial statements.  Singh
further knew that Bankman-Fried and others provided these audited financial statements, based
on falsified information, to investors, including investors in the United States.
iv. Loans to FTX Executives and Real Estate Purchases
92. The FTX funds transferred to Alameda were used not only for Alameda’s
proprietary trading, but also to fund loans to FTX executives, including Bankman-Fried himself,
and to fund personal real estate purchases.  Between March 2020 and September 2022,
Bankman-Fried executed promissory notes for loans from Alameda totaling more than $1.338
billion, including at least two instances in which Bankman-Fried was both the borrower in his
individual capacity and the lender in his capacity as CEO of Alameda.
93. Bankman-Fried also used commingled funds from Alameda to make large
political donations and to purchase tens of millions of dollars in Bahamian real estate for himself,
his parents, and other FTX executives.
94. In 2020 and 2021, Singh executed promissory notes with Alameda totaling
approximately $577.5 million.  The funds borrowed under the promissory notes (referred to
internally at FTX as “Founders Loans”) in Singh’s name were generally not intended for Singh’s

32
personal use but were instead used by Bankman-Fried for other purposes, including additional
venture investments and acquisitions.  Singh also borrowed millions to donate to political
campaigns and causes, as well as philanthropic causes associated with effective altruism.  Some
of these donations were funded through a line of credit that Bankman-Fried authorized Singh to
provide himself on his personal FTX account.  In 2021, Singh also borrowed $10 million in an
undocumented loan and provided the funds to friends and family.  This enabled Singh to make
donations and expenditures without having to sell his FTT tokens, which Bankman-Fried
instructed him to hold to avoid downward pressure on the price of FTT.
95. Moreover, in September and October of 2022, when Singh was already aware that
FTX customer funds had been used by Alameda and that Alameda was unable to repay the debt,
Singh withdrew approximately $6 million from FTX for personal use and expenditures,
including the purchase of a multi-million-dollar house and donations to charitable causes.
96. The loans to Bankman-Fried, Singh, and other individuals were often poorly
documented, and at times not documented at all.  Similarly, the record keeping regarding the
purchase and ownership of real estate was poorly organized and documented.  Singh knew or
was reckless in not knowing that neither the fact of the loans and purchases, nor the poor
documentation of significant company liabilities and expenditures, was disclosed to investors.
D. Despite the Precarious Financial Position of FTX and Alameda, Bankman-
Fried, Singh, Wang, and Ellison Continued to Use FTX Customer Assets in
the Summer of 2022.
97. In May 2022, prices in the crypto markets plummeted due to a significant loss in
value of certain crypto assets and networks, and the collateral effects on the interrelated markets.
Bankman-Fried characterized FTX, and himself, as playing an important role in stabilizing the
industry.  Bankman-Fried entered into a series of transactions with other members of the
industry, providing credit to and taking over other failing firms.  On or about June 21, 2022, after

33
giving a $250 million line of revolving credit to BlockFi, a global crypto financial services
company, to provide the company with access to capital to ease liquidity concerns, Bankman-
Fried tweeted:  “We take our duty seriously to protect the digital asset ecosystem and its
customers.”
98. At the same time that Bankman-Fried was positioning himself as a hero in the
industry, however, the plummeting value of crypto assets was impacting Alameda, and as a
result, impacting FTX.  As discussed above, as a result of the same market conditions impacting
BlockFi’s liquidity, many of Alameda’s lenders demanded repayment of loans they had made to
Alameda.  Ellison, at the direction of Bankman-Fried, drew down billions of dollars from FTX to
repay some of Alameda’s loans.
99. Thus, in the summer of 2022, Singh, Bankman-Fried, and others knew or were
reckless in not knowing that FTX was in a precarious financial condition.  By that time, Alameda
had taken billions from FTX through spending customer fiat deposits and withdrawing customer
assets from the platform.  Singh discussed his concerns about the magnitude of this liability and
potential effect on the solvency of FTX with Bankman-Fried and others.  Based on further
conversations with Ellison, Wang, Bankman-Fried, and others, Singh harbored doubts that
Alameda would be able to replace the assets that it had misappropriated.
100. Nonetheless, Bankman-Fried and Ellison, with the knowledge of Wang and
Singh, continued to spend hundreds of millions of dollars to purchase and support other crypto
companies, and allowed Alameda to use FTX customer funds to repay its debts.  In addition,
Bankman-Fried, Singh, Wang, and other FTX executives continued to withdraw customer funds
in the form of the poorly documented and undisclosed “loans” described above.  Moreover,
Singh and Bankman-Fried knew or were reckless in not knowing that these loans were funded

34
with customer assets that Alameda withdrew from the FTX platform.  Collectively, the actions of
Bankman-Fried, Wang, Singh, and Ellison in the summer of 2022 further imperiled FTX’s
financial condition.
101. Singh knew or was reckless in not knowing that Bankman-Fried continued to
present a false and misleading positive account of FTX to investors, despite FTX’s tenuous
financial condition at this time.  In a meeting with FTX’s U.S. investors in September 2022, for
example, an FTX presentation included the claim that:  “Outside of BlockFi, we didn’t increase
our exposure to crypto.”  This statement was false and misleading:  the customer funds that FTX
diverted to Alameda, including customer funds that Ellison used to repay Alameda’s lenders,
were collateralized in part by Alameda’s FTT holdings.  Singh, Ellison, Wang, and Bankman-
Fried knew or were reckless in not knowing that, as a result, FTX’s exposure to crypto, including
its own FTT token, increased substantially as Alameda increased its borrowing, backed in part by
FTT as collateral, in the second quarter of 2022.
102. In that same meeting with investors, FTX also represented that certain
investments did not involve the assets of FTX or its customers.  Contrary to that representation,
two $100 million investments made by FTX’s affiliated investment vehicle, FTX Ventures Ltd.,
were funded with FTX customer funds that had been diverted to Alameda.
103. Singh also knew or was reckless in not knowing that FTX continued to falsely
claim to investors and prospective investors that it was a wholly separate entity from Alameda.
For instance, in late September 2022, in advance of a due diligence call with a U.S. investor,
FTX provided the investor a document that included the following question:  “What is the nature
of interaction between Alameda and FTX?  Is there any relationship other than as a market
maker and exchange?”  FTX falsely responded:  “Alameda and FTX are two separate entities,

35
with the same majority UBO [ultimate beneficial owner].  Outside of this, Alameda runs
completely separate from FTX.  There is also no shared information access between the two
entities.”  Singh knew or was reckless in not knowing that FTX continued to present false and
misleading information to potential investors through and including November 2022.
E. Even as the Scheme Was Spiraling Out of Control, Bankman-Fried and
Ellison, with Wang and Singh’s Knowledge, Continued to Mislead Investors
and the Public About FTX’s True Financial Condition.
104. On or about November 2, 2022, CoinDesk, a crypto news website, published an
article stating that based on its review of an Alameda balance sheet it had obtained, Alameda
held a large position in FTT and other FTX-associated tokens.  At Bankman-Fried’s direction,
Ellison responded on Twitter to reassure investors and the public that Alameda was financially
sound.  Ellison did so on or about November 6, 2022, tweeting that the balance sheet referenced
in the CoinDesk article (and elsewhere by that point) “is for a subset of our corporate entities, we
have > $10 billion of assets that aren’t reflected there.”  Ellison continued:  “...given the
tightening in the crypto credit space this year we’ve returned most of our loans by now.”  The
tweet was designed to provide false reassurance to customers by implying that Alameda had
additional assets that meant its financial condition was stronger than the balance sheet suggested.
At the same time, the tweet omitted the fact that the balance sheet did not accurately reflect the
significant debt that Alameda owed to FTX.  In contrast to the positive message in her tweet, at
that point, Ellison knew, or was reckless in not knowing, that Alameda was insolvent.
105. On or about November 6, 2022, the CEO of Binance, a crypto asset trading
platform, announced that “[d]ue to recent revelations that have came [sic] to light,” Binance
would liquidate its FTT holdings.  Binance held FTT then valued at more than $500 million,
which it had received from FTX as part of Bankman-Fried’s buyout of Binance’s equity in FTX
as an early round investor.

36
106. Binance’s announcement caused many FTX customers to withdraw their funds
from FTX.  Singh, Wang, Ellison, and Bankman-Fried knew or were reckless in not knowing
that given Alameda’s large FTT holdings, any further drop in the value of FTT threatened the
solvency of FTX, given Alameda’s multi-billion-dollar liabilities.  Bankman-Fried engaged in a
frantic campaign to prevent this outcome by assuring investors and the public that FTX was
financially sound.
107. Specifically, to prevent a collapse in the market price of FTT that Binance’s sales
might cause, Ellison, at Bankman-Fried’s direction, tweeted an offer to buy Binance’s entire
stake, for $22 per token (“@cz_binance if you’re looking to minimize the market impact on your
FTT sales, Alameda will happily buy it all from you today at $22!”).  When Ellison sent this
message she knew, or was reckless in not knowing, that in order for Alameda to be able to
actually purchase Binance’s FTT for $22 per token, Alameda would have to draw down
additional funds from FTX itself, further extending its line of credit, or obtain funds from third-
party lenders without disclosing its own tenuous financial condition.  Despite this, Ellison posted
the tweet in an effort to support and increase the price of FTT, again using Alameda to impact
the price of FTT in furtherance of the scheme.
108. Similarly, attempting to maintain public and investor confidence in FTX,
Bankman-Fried tweeted on or about November 7, 2022:  “FTX is fine.  Assets are fine ... FTX
has enough to cover all client holdings.  We don’t invest client assets (even in treasuries).  We
have been processing all withdrawals, and will continue to be ....”  That tweet was false and
misleading, and Bankman-Fried later deleted it.  Singh, Wang, Ellison, and Bankman-Fried
knew that FTX, at Bankman-Fried’s direction, had allowed Alameda to invest “client assets” and
that Alameda had in fact done so, using FTX customer funds to make investments far riskier than

37
“treasuries.”
109. On or about November 7, 2022, Singh, along with Wang and other key FTX
employees, gathered with Bankman-Fried in his apartment and engaged in a desperate attempt to
raise money from current and potential investors, including U.S. investors.  Singh was present
while Bankman-Fried and others made numerous calls to investors, and was aware that FTX
employees were portraying the problem as a “liquidity crisis.”  Singh knew that this depiction
was materially misleading, because the solvency crisis facing FTX was due to a significant and
irrecoverable loss of FTX customer funds by Alameda.  Singh was emotionally distressed, but
continued to remain at the apartment, where he participated in discussions about public tweets
and provided other employees with information about FTX technology when requested by
potential investors.
110. The next day, November 8, 2022, FTX paused all customer withdrawals, and the
price of FTT plummeted by approximately 80%.  Alameda’s collateral was worth far less than
the amount Alameda had borrowed from FTX.  FTX was left with billions of dollars in
effectively unrecoverable loans.
111. On or about November 8, 2022, the CEO of Binance tweeted:  “FTX asked for
our help.  There is a significant liquidity crunch.  To protect users, we signed a non-binding LOI,
intending to fully acquire http://FTX.com and help cover the liquidity crunch.  We will be
conducting a full DD [due diligence] in the coming days.”
112. It only took one day, however, for Binance to decide not to acquire FTX.  On or
about November 9, Binance announced:  “As a result of corporate due diligence, as well as the
latest news reports regarding mishandled customer funds and alleged US agency investigations,
we have decided that we will not pursue the potential acquisition of http://FTX.com.”

38
113. FTX customers withdrew approximately $5 billion from the platform that day.
114. At the same time, Bankman-Fried continued to seek emergency funding from
other investors, including U.S. investors, to cover a shortfall at FTX of approximately $8 billion.
As part of this effort, Bankman-Fried circulated a balance sheet to potential investors that listed a
negative $8 billion entry labeled as a “hidden, poorly internally labeled ‘fiat@ account.’”  This
entry was a reference to the above-described “[email protected]” account and reflected FTX
customer funds deposited in Alameda’s bank accounts.
115. During a meeting with Alameda employees on or about November 9, 2022,
Ellison admitted that she, Bankman-Fried, Wang, and Singh were aware that FTX customer
funds had been used by Alameda.
116. On the morning of November 10, 2022, confronting the implosion of FTX and
Alameda, Bankman-Fried tweeted:  “1) I’m sorry.  That’s the biggest thing.  I f*cked up, and
should have done better.”
9
  In the same Twitter thread, Bankman-Fried announced that Alameda
was “winding down trading” and soon would not trade on FTX at all.  Bankman-Fried
maintained that “FTX International currently has a total market value of assets/collateral higher
than client deposits (moves with prices!).”  And he stated, among other things, that he was trying
to “raise liquidity,” claiming “[t]here are a number of players who we are in talks with, LOIs
[letters of intent], term sheets, etc.”
117. Singh resigned from FTX on or about November 10, 2022.  The next day,
November 11, 2022, Bankman-Fried resigned from FTX.  Shortly thereafter, FTX and
approximately 100 affiliated entities, including FTX US, filed for Chapter 11 bankruptcy
protection.

9
 Expletives have been redacted in part with asterisks.

39
FIRST CLAIM FOR RELIEF
FRAUD IN THE OFFER OR SALE OF SECURITIES
(Violations of Sections 17(a)(1) and (3) of the Securities Act)
118. The Commission re-alleges and incorporates by reference the allegations
contained in paragraphs 1 through 117.
119. By reason of the conduct described above, Defendant, in connection with the offer
or sale of securities, by the use of the means or instrumentalities of interstate commerce or of the
mails, directly or indirectly, acting knowingly, recklessly, or, as to (ii), negligently, (i) employed
devices, schemes, or artifices to defraud; and (ii) engaged in acts, practices, or courses of
business which operated or would operate as a fraud or deceit upon any persons, including
purchasers or sellers of the securities.
120. By reason of the conduct described above, Defendant violated Securities Act
Sections 17(a)(1) and (a)(3) [15 U.S.C. § 77q(a)(1) and (a)(3)].
SECOND CLAIM FOR RELIEF
FRAUD IN CONNECTION WITH THE PURCHASE OR SALE OF SECURITIES
 (Violations of Section 10(b) of the Exchange Act and Rules 10b-5(a) and (c) Thereunder)
121. The Commission re-alleges and incorporates by reference the allegations
contained in paragraphs 1 through 117.
122. By reason of the conduct described above, Defendant, directly or indirectly, in
connection with the purchase or sale of securities, by the use of the means or instrumentalities of
interstate commerce or of the mails, or of any facility of any national securities exchange,
knowingly or recklessly, (i) employed devices, schemes, or artifices to defraud; and (ii) engaged
in acts, practices, or courses of business which operated or would operate as a fraud or deceit
upon any persons, including purchasers of the securities.

40
123. By reason of the conduct described above, Defendant violated Exchange Act
Section 10(b) [15 U.S.C. § 78j(b)] and Rules 10b-5(a) and (c) [17 C.F.R. § 240.10b-5(a) and (c)]
thereunder.
PRAYER FOR RELIEF
WHEREFORE, the Commission respectfully requests that this Court enter a Final
Judgment:
A. Permanently restraining and enjoining Defendant, his officers, agents, servants,
employees and attorneys, and those persons in active concert or participation with him who
receive actual notice of the injunction by personal service or otherwise, and each of them, from
violating Section 17(a) of the Securities Act [15 U.S.C. § 77q(a)], and Section 10(b) of the
Exchange Act [15 U.S.C. 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. 240.10b-5];
B. Ordering Defendant to pay disgorgement plus prejudgment interest of all ill-
gotten gains obtained by reason of the unlawful conduct alleged in this Complaint, pursuant to
Exchange Act Sections 21(d)(3), (5), and (7) [15 U.S.C. §§ 78u(d)(3), (5), and (7)];
C. Ordering Defendant to pay civil monetary penalties pursuant to Section 20(d) of
the Securities Act [15 U.S.C. § 77t(d)] and Section 21(d)(3) of the Exchange Act [15 U.S.C.
§ 78u(d)(3)];
D. Ordering Defendant barred from acting as an officer or director pursuant to
Section 20(e) of the Securities Act [15 U.S.C. § 77t(e)] and Section 21(d)(2) of the Exchange
Act [15 U.S.C. § 78u(d)(2)];
E.         Prohibiting         Defendant         from         participating, directly or indirectly, including, but not
limited to, through any entity controlled by him, in the issuance, purchase, offer, or sale of any
securities, including crypto asset securities, provided, however, that such injunction shall not

41
prevent Defendant from purchasing or selling securities, including crypto asset securities, for his
own personal account; and
F. Granting such other and further relief as this Court may deem just and proper.
JURY DEMAND
The Commission demands trial by jury.
DATED:  New York, New York
February 28, 2022
                                                                                    Respectfully            submitted,

       _/s/ Jorge G. Tenreiro
Jorge G. Tenreiro
David L. Hirsch (not admitted in SDNY)
Ladan F. Stewart
Amy Harman Burkart
David J. D’Addio
SECURITIES AND EXCHANGE
  COMMISSION
                                                                        100            Pearl            Street,            Suite            20-100
New York, New York 10004
(212) 336-0153 (Stewart)
Email: [email protected]

Attorneys for the Plaintiff

UNITED STATES DISTRICT COURT 
SOUTHERN DISTRICT OF NEW YORK 

___________________________________________ 
) 

SECURITIES AND     )  
EXCHANGE COMMISSION,   ) 
       )   

Plaintiff,   )  Civil Action No. 23-cv-1691 
)   

v.      ) 
      ) JURY TRIAL DEMANDED  

NISHAD SINGH,     ) 
       )   
       ) 
   Defendant.   )   
___________________________________________ ) 
 

COMPLAINT 

Plaintiff Securities and Exchange Commission (the “Commission”), for its complaint 

against Nishad Singh (“Singh” or “Defendant”), alleges as follows: 

SUMMARY   

1. Singh, together with Samuel Bankman-Fried (“Bankman-Fried”), Caroline 

Ellison (“Ellison”), and Zixiao “Gary” Wang (“Wang”), engaged in a scheme to defraud equity 

investors in FTX Trading Ltd. (“FTX”), a crypto asset trading platform, at the same time that 

they were also defrauding the platform’s customers.1  FTX raised more than $1.8 billion from 

investors, including U.S. investors, who bought an equity stake in FTX believing that FTX had 

appropriate controls and risk management measures.  Unbeknownst to those investors (and to 

FTX’s customers), Bankman-Fried was orchestrating a massive, years-long fraud, diverting 

billions of dollars of the trading platform’s customer funds for his own personal benefit and to 

                                                 
1 Bankman-Fried was charged by the Commission on December 13, 2022, in SEC v. Bankman-Fried, 22-cv-10501 
(S.D.N.Y.).  Ellison and Wang were charged by the Commission on December 21, 2022, in SEC v. Ellison et al., 22-
cv-10794 (S.D.N.Y.).  The Court entered consent judgments against Ellison and Wang on December 23, 2022.  As 
described in paragraph 22, FTX refers to FTX Trading Ltd. and various subsidiary entities, including FTX Digital 
Markets, a Bahamas company.     

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2 

help grow his crypto empire.  At various times from May 2019 through November 2022 (the 

“Relevant Period”), Singh, Ellison, and Wang were active participants in the scheme and 

engaged in conduct that was critical to its success.     

2. Singh grew up in California and was a childhood friend of Bankman-Fried’s 

brother.  Singh and Bankman-Fried shared a strong interest in a philosophical and social 

movement known as “effective altruism.”  In 2017, Bankman-Fried and Wang founded Alameda 

Research LLC, a crypto asset hedge fund, and Bankman-Fried invited Singh to assist them with 

engineering projects.  In December 2017, Singh joined a subsidiary of Alameda full-time as a 

software engineer.2  In or around March 2018, Ellison joined Alameda as a trader, and became 

Alameda’s co-CEO in October 2021.3  Singh became the Engineering Manager at Alameda in or 

around June 2018 and was promoted to Head of Engineering less than a year later.  

3. In or around April 2019, Singh began working with Wang to build FTX, which 

launched in May of that year.  Although he worked primarily as an FTX engineer beginning in 

the spring of 2019, Singh retained his role and title as Alameda’s Head of Engineering, and 

continued to work on Alameda projects.  Singh’s responsibilities and profile within both 

Alameda and FTX grew significantly over time, and he ultimately held the role and title of Head 

of Engineering at both companies.  Wang’s title at FTX was Chief Technology Officer.     

4. At both FTX and Alameda, the corporate structure was loose and informal.  While 

they had different titles and roles, functionally, Singh and Wang were the lead engineers at FTX.  

Wang was a talented programmer who directly handled sophisticated coding projects.  Singh 

continued to work directly on coding as well, but he also managed a group of software engineers 

                                                 
2 As set forth in paragraph 23, Alameda Research LLC and its various subsidiaries, including Alameda Research 
Ltd. and Alameda Research (Bahamas) Ltd. are referred to collectively herein as “Alameda.” 
3 Ellison served as CEO of Alameda Research Ltd. and Alameda Research (Bahamas) Ltd.   

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3 

to implement high-priority projects at Bankman-Fried’s direction.  Singh was a trusted confidant 

of Bankman-Fried, and, along with Ellison and Wang, was part of Bankman-Fried’s inner circle.  

As a result, Singh’s involvement in FTX and Alameda was not limited to engineering and 

programming.  Singh regularly participated in discussions with Bankman-Fried, Ellison, and 

Wang about significant strategic and financial decisions that affected both FTX and Alameda.     

5. Bankman-Fried was the public face of FTX and portrayed himself as a 

responsible leader of the crypto community.  He touted the importance of regulation and 

accountability.  He told the public, including investors, that FTX was both innovative and 

responsible.  Customers around the world believed his lies, and sent billions of dollars to FTX, 

believing their assets were secure on the FTX trading platform.  But the entire time, FTX was 

improperly diverting customer assets to Alameda.  Wang and Singh created and participated in 

the creation of the software code that ultimately allowed Alameda to misappropriate FTX 

customer funds.  Ellison, in turn, used the misappropriated FTX customer funds for Alameda’s 

trading activity, and, later, venture investments.  And Bankman-Fried used those customer funds 

to make undisclosed venture investments, lavish real estate purchases, and large political 

donations.   

6. From the inception of FTX in May 2019 until it ceased operations in November 

2022, FTX sought to raise billions of dollars from equity investors, including U.S. investors.  

Bankman-Fried repeatedly cast FTX to investors and the public as an innovative and 

conservative trailblazer in the crypto markets.  He told investors and prospective investors that 

FTX had sophisticated automated risk measures in place to protect customer assets, that those 

assets were safe and secure, and that Alameda was just another platform customer with no 

special privileges.  Singh, like Ellison and Wang, knew or was reckless in not knowing that these 

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4 

statements were false and misleading.  In truth, Bankman-Fried, Wang, and Singh, with Ellison’s 

knowledge and consent, had exempted Alameda from the risk mitigation measures and had 

provided Alameda with significant special treatment on the FTX platform, including a virtually 

unlimited “line of credit” funded by the platform’s customers. 

7. Singh, Ellison, and Wang were all aware of and participated in different aspects 

of the scheme at different times.  From the inception of FTX, each of them knew or was reckless 

in not knowing critical facts that made the overall scheme possible, and each came to understand 

the full scope and extent of the misappropriation of FTX customer funds.  For instance, Singh 

was aware from the beginning that—despite Bankman-Fried’s claims to the contrary—Alameda 

received special treatment on the FTX platform.  He also became increasingly aware over time 

that the portrait that Bankman-Fried painted publicly of FTX as a mature, trustworthy company 

was not accurate, and that Alameda was misappropriating customer funds at Bankman-Fried’s 

direction.   

8. Singh also knew or was reckless in not knowing that, more generally, Bankman-

Fried often operated the companies without regard for responsible corporate controls and 

appropriate conduct.  For example, in late 2021, when Bankman-Fried realized that FTX was 

$50 million short of his goal of earning one billion dollars in annual revenue, he instructed Singh 

to transfer funds from another entity that he controlled, and to falsely characterize the $50 

million as revenue that FTX earned throughout 2021.  Singh then backdated a series of 

fraudulent transfers, and later lied to auditors about the transfers and created false documentation 

to support those lies.  He did so knowing that this information would later also be presented to 

investors and potential investors.      

9. While Bankman-Fried spent lavishly on office space and condominiums in The 

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5 

Bahamas, and sank billions of dollars of customer funds into speculative venture investments, his 

house of cards began to crumble.  When prices of crypto assets plummeted in May 2022, 

Alameda’s lenders demanded repayment on billions of dollars of loans.  Despite the fact that 

Alameda had, by this point, already taken billions of dollars of FTX customer assets, it was 

unable to satisfy its loan obligations.  Bankman-Fried directed FTX to divert billions more in 

customer assets to Alameda to ensure that Alameda maintained its lending relationships, and that 

money could continue to flow in from lenders and other investors.  Ellison then used FTX’s 

customer assets to pay Alameda’s debts.  Singh knew or was reckless in not knowing that 

Alameda was using FTX customer funds for this purpose.   

10. Even as it was increasingly clear that Alameda and FTX could not make 

customers whole, Bankman-Fried, Singh, Ellison, and Wang continued to misappropriate FTX 

customer funds.  Through the summer of 2022, Bankman-Fried, with Singh’s knowledge, 

directed hundreds of millions more in FTX customer funds to Alameda, which Bankman-Fried 

then used for additional venture investments and for “loans” to himself and other FTX 

executives, including Singh.  And despite his awareness by the summer of 2022 of the dire 

financial condition of FTX and Alameda, Singh later withdrew millions of dollars using his line 

of credit from FTX for personal use and expenditures, including a multi-million-dollar house and 

donations to charitable campaigns.     

11. All the while, Bankman-Fried continued to make misleading statements to 

investors about FTX’s financial condition and risk mitigation measures.  Singh knew or was 

reckless in not knowing that Bankman-Fried was making these statements, and further knew or 

was reckless in not knowing that they were false and misleading.  Even in November 2022, faced 

with billions of dollars in customer withdrawal demands that FTX could not fulfill, Bankman-

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6 

Fried and Ellison, with Singh’s knowledge and assistance, misled investors from whom they 

needed money to plug a multi-billion-dollar hole.  This brazen, multi-year scheme finally came 

to an end when FTX, Alameda, and their tangled web of affiliated entities filed for bankruptcy 

on November 11, 2022. 

VIOLATIONS 

12. By engaging in the conduct set forth in this Complaint, Defendant violated 

Sections 17(a)(1) and (3) of the Securities Act of 1933 (“Securities Act”) [15 U.S.C. § 77q(a)(1) 

and (3)]; and Section 10(b) of the Securities Exchange Act of 1934 (“Exchange Act”) [15 U.S.C. 

§ 78j(b)] and Rules 10b-5(a) and (c) thereunder [17 C.F.R. § 240.10b-5(a) and (c)]. 

13. Unless Defendant is permanently restrained and enjoined, he will continue to 

engage in the acts, practices, transactions and courses of business set forth in this Complaint and 

in acts, practices, transactions and courses of business of similar type and object. 

NATURE OF THE PROCEEDING AND RELIEF SOUGHT 

14. The Commission brings this action pursuant to the authority conferred upon it by 

Section 20(b) of the Securities Act [15 U.S.C. § 77t(b)] and Section 21(d)(1) of the Exchange 

Act [15 U.S.C. § 78u(d)(1)].  

15. The Commission seeks a final judgment:  (i) permanently enjoining Defendant 

from engaging in the acts, practices, transactions and courses of business alleged herein; 

(ii) ordering Defendant to disgorge his ill-gotten gains and to pay prejudgment interest thereon 

pursuant to Section 21(d)(3), (5) and (7) of the Exchange Act [15 U.S.C. §§ 78u(d)(3), (5) and 

(7)]; (iii) imposing civil money penalties on Defendant pursuant to Section 20(d) of the 

Securities Act [15 U.S.C. § 77t(d)] and Section 21(d)(3) of the Exchange Act [15 U.S.C. 

§ 78u(d)(3)]; (iv) imposing an officer and director bar on Defendant pursuant to Section 20(e) of 

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7 

the Securities Act [15 U.S.C. § 77t(e)] and Section 21(d)(2) of the Exchange Act [15 U.S.C. 

§ 78u(d)(2)]; (v) prohibiting Defendant from participating in the issuance, purchase, offer or sale 

of any securities, including crypto asset securities, pursuant to Section 21(d)(5) of the Exchange 

Act [15 U.S.C. § 78u(d)(5)]; and (vi) ordering such other and further relief the Court may find 

appropriate pursuant to Section 21(d)(5) of the Exchange Act [15 U.S.C. § 78u(d)(5)]. 

JURISDICTION AND VENUE 

16. This Court has jurisdiction over this action pursuant to Sections 20(b), 20(d) and 

22 of the Securities Act [15 U.S.C. §§ 77t(b), 77t(d), and 77v], and Sections 21(d), 21(e), and 27 

of the Exchange Act [15 U.S.C. §§ 78u(d), 78u(e), and 78aa].  In connection with the conduct 

alleged in this Complaint, Defendant, directly or indirectly, made use of the means or 

instruments of transportation or communication in, and the means or instrumentalities of, 

interstate commerce, or of the mails. 

17. Venue is proper in the Southern District of New York pursuant to Section 22(a) of 

the Securities Act [15 U.S.C. § 77v(a)] and Section 27 of the Exchange Act [15 U.S.C. § 78aa].  

Among other acts, false and misleading statements that were part of the fraudulent scheme 

alleged herein were made to investors residing in this District. 

DEFENDANT 

18. Nishad Singh, age 27, was the Head of Engineering at Alameda and, later, at 

FTX.  Singh, a United States citizen, resided in Hong Kong and The Bahamas during the 

Relevant Period. 

RELEVANT PARTIES AND ENTITIES 

19. Samuel Bankman-Fried, age 30, was a co-founder and majority owner of FTX 

and, prior to stepping down on November 11, 2022, its CEO.  He was also a co-founder and 

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8 

majority owner of Alameda.  He is a United States citizen and resided in Hong Kong and The 

Bahamas during the Relevant Period.   

20. Caroline Ellison, age 28, was employed at Alameda beginning in or around 

March 2018.  Ellison was the co-CEO at Alameda from in or around October 2021 to in or 

around August 2022, when she became the sole CEO.  Ellison’s employment at Alameda was 

terminated on or about November 18, 2022.  Ellison, a United States citizen, resided in Hong 

Kong and The Bahamas during the Relevant Period.   

21. Zixiao “Gary” Wang, age 29, was a co-founder and the Chief Technology 

Officer of FTX and co-founder and 10% owner of Alameda.  Wang’s employment at FTX was 

terminated on or about November 18, 2022.  Wang, a United States citizen, resided in Hong 

Kong and The Bahamas during the Relevant Period. 

22. FTX Trading Ltd. (d/b/a FTX.com) is an Antigua and Barbuda limited 

corporation.  FTX Trading Ltd. and its subsidiary entities, including FTX Digital Markets (a 

Bahamas company), are referred to collectively as “FTX.”  FTX’s principal place of business 

was in Hong Kong and The Bahamas.  FTX operated a global crypto asset trading platform and 

began operations in or around May 2019.  FTX was available to customers in most countries, but 

stated that it would not provide services to customers in the United States and several other 

countries.  Bankman-Fried and Wang first began developing the FTX platform in 2018.  Singh 

began working at FTX in April 2019, before the platform launched.  Employees at FTX often 

referred to Bankman-Fried, Wang, and Singh collectively as the founders of FTX.  On or about 

November 11, 2022, FTX and certain of its affiliates filed Chapter 11 bankruptcy petitions in the 

United States Bankruptcy Court for the District of Delaware, Case No. 22-11068 (Bankr. Del.).    

23. Alameda Research LLC is a Delaware company that had operations in the 

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9 

United States, Hong Kong, and The Bahamas.  Alameda Research LLC and its subsidiaries, 

including Alameda Research Ltd. (a British Virgin Islands company), are collectively referred to 

herein as “Alameda.”  Alameda was a quantitative trading firm specializing in crypto assets (a 

“crypto hedge fund”).  Bankman-Fried and Wang co-founded Alameda in or around October 

2017, and, prior to Alameda’s bankruptcy filing, had been its sole equity owners, with Bankman-

Fried owning 90% and Wang owning 10% of the company.  Bankman-Fried was CEO of 

Alameda from its inception until in or around October 2021, at which time Ellison and Sam 

Trabucco (“Trabucco”) became co-CEOs.  In or around August 2022, Ellison became the sole 

CEO.  Alameda has filed for Chapter 11 bankruptcy in the United States Bankruptcy Court for 

the District of Delaware, Case No. 22-11068 (Bankr. Del.). 

FACTS 

A. Bankman-Fried, Actively Supported by Singh, Wang, and Ellison, Created a 
Complex Web of Entities, with FTX and Alameda at Its Center. 

24. In or around October 2017, Bankman-Fried and Wang founded Alameda, a 

quantitative trading firm specializing in crypto assets.4  

25. At inception, Alameda was focused on arbitrage trading strategies, but went on to 

employ other strategies including market making, yield farming (pooling of crypto assets in 

exchange for interest or other rewards), and volatility trading.  Alameda also offered over-the-

counter trading services, and made and managed other debt and equity investments. 

26. At first, Bankman-Fried was responsible for trading operations, and Wang 

handled the engineering and programming functions.  Singh joined in December 2017, in part 

                                                 
4 Crypto assets are digital assets reflected or recorded on a cryptographically-secured blockchain.  A blockchain or 
distributed ledger is a peer-to-peer database spread across a network of computers that records all transactions in 
theoretically unchangeable, digitally recorded data packages.  The system relies on cryptographic techniques for 
secure recording of transactions.  Crypto assets may be traded on crypto asset trading platforms in exchange for 
other crypto assets or fiat currency (legal tender issued by a country). 

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because he was interested in working with Bankman-Fried and others at Alameda who were 

proponents of effective altruism.  Bankman-Fried was a prominent supporter of effective 

altruism, a philosophy that advocates describe as applying data, evidence, and reason to doing 

the “most good” for society.  Bankman-Fried had stated his intention to make a large amount of 

money and donate it to effective altruism causes.  Singh, who was passionate about effective 

altruism, decided to pursue the same goal by working with Bankman-Fried.  Singh’s role at 

Alameda grew quickly, and he became Head of Engineering in or about April 2018.   

27. Over time, Alameda hired additional employees, including Ellison (in or around 

March 2018) and Trabucco (in or around 2019).  By the end of 2021, Alameda had 

approximately 30 employees.   

28. Bankman-Fried remained the ultimate decision-maker at Alameda, even after 

Ellison and Trabucco became co-CEOs in or around October 2021.  Bankman-Fried directed 

investment and operational decisions, frequently communicated with Alameda employees, 

including Ellison, and, like Singh and Wang, had full access to Alameda’s records and databases.  

29. Ellison was a trader at Alameda during the time Bankman-Fried acted as CEO.  

When Ellison became co-CEO in 2021, and continuing through November 2022, Ellison was 

responsible for Alameda’s day-to-day operations.  Though Ellison made some trading decisions, 

she frequently consulted with Bankman-Fried, particularly about strategic issues and significant 

trades. 

30. In or around 2018, Bankman-Fried began building a crypto asset trading platform, 

which would eventually become FTX.  Singh joined the effort to create FTX in or around April 

2019.  Singh worked with Wang on the foundational code for FTX.  FTX began operations in or 

around May 2019.   

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11 

31. FTX offered its customers a number of services.  For example:  

a. FTX offered a “spot market,” a trading platform through which customers 

could trade crypto assets with other FTX customers in exchange for fiat 

currency (i.e., government-issued currency such as U.S. Dollars) or other 

crypto assets.   

b. FTX offered “spot margin trading” services, which allowed FTX 

customers to trade using assets they did not have (i.e., to trade “on 

margin”) by posting collateral in their FTX accounts and borrowing crypto 

assets through the “spot market” on the FTX platform.  FTX also allowed 

customers to lend their crypto assets to other FTX customers who would 

then use those crypto assets to spot trade.   

c. FTX offered an off-platform (over-the-counter or “OTC”) portal that 

enabled customers to connect and request quotes for spot crypto assets and 

to conduct trades. 

32. Bankman-Fried was the ultimate decision-maker at FTX from the platform’s 

inception in or around May 2019 until he resigned as CEO on or about November 11, 2022.  

Wang and Singh were the lead engineers responsible for writing the software code for FTX, 

including the code that allowed for the services described above.   

33. In 2019, seeking to avoid United States regulatory requirements, including the 

requirements of the United States securities laws, Bankman-Fried and Wang moved to Hong 

Kong.  Ellison joined Bankman-Fried, Wang, and others in Hong Kong in November 2019, and 

Singh moved to Hong Kong in 2020.  In Hong Kong, FTX and Alameda shared office space, 

employees, and other resources.  In November 2021, both FTX and Alameda relocated to The 

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Bahamas.  The two companies continued to share office space, employees, and resources.  

Moreover, Bankman-Fried, Ellison, Singh, Wang, and other employees lived together in a luxury 

penthouse apartment in The Bahamas.    

34. Both Wang and Singh continued to take direction from Bankman-Fried regarding 

high-priority projects.  Wang, the Chief Technology Officer of FTX, often handled the more 

technical and difficult coding projects, while Singh, the Head of Engineering, often handled 

project management and personnel issues within the engineering team as well as various coding 

projects.  As FTX grew, additional engineers joined the company, and Singh eventually managed 

approximately 20 engineers.  Because of his close relationship with Bankman-Fried, and Singh’s 

own interpersonal skills, FTX employees often viewed Singh as a conduit to Bankman-Fried.  

Moreover, as a general matter, Singh, Ellison, and Wang comprised Bankman-Fried’s inner 

circle, and were involved in discussions outside of their official roles and responsibilities at the 

companies.  Each of them was also a proponent of effective altruism, and/or worked on projects 

related to that cause.   

35. At both Alameda and FTX, at Bankman-Fried’s direction, most company 

communications occurred using the office messaging service Slack or the encrypted messaging 

application Signal.  Employees understood from Bankman-Fried that communications should not 

be retained, and most messages were set by default to auto-delete after a limited period.  

Communications on critical strategic issues were often shared in restricted group messaging 

channels or chats that were named to indicate specific participants or topics.  Singh participated 

in many of the most important channels or chats at FTX, generally with Bankman-Fried, Wang, 

Ellison, and other key employees, both individually and in small groups (e.g., a Signal chat 

named “SBF Caroline Nishad”).  Some of these chats were focused on particular high-priority 

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13 

issues, including Signal chats with names such as “PR super sensitive” and “#private-alameda-

ftx.”  

36. In or around January 2020, Bankman-Fried, Wang, and Singh founded FTX US, a 

crypto asset trading platform designed primarily for customers in the United States.5 

37. Over time, Bankman-Fried expanded his holdings to include a number of 

companies focused on making and managing private (or “venture”) investments.  

38. This interconnected web of companies grew to include over 100 separate entities, 

with Bankman-Fried at the top and Alameda, his crypto hedge fund, at the center. 

39. Throughout the Relevant Period, in multiple public statements, Bankman-Fried 

held himself out as a visionary leader in the crypto industry, and touted his efforts to create a 

regulated and thriving crypto asset market.  He conducted an intensive public relations campaign 

to brand himself and his companies as honest stewards of crypto. 

40. The reality was very different:  From the start, contrary to what FTX investors 

and trading customers were told, Bankman-Fried diverted FTX customer funds to Alameda and 

then used those funds to continue to grow his empire, using billions of dollars to make 

undisclosed private venture investments, political contributions, and real estate purchases.  

Ultimately, Singh, Ellison, and Wang all supported aspects of Bankman-Fried’s scheme and 

participated in the use of FTX customer funds for these purposes.     

41. At the same time, throughout the Relevant Period, Bankman-Fried, with Singh, 

Ellison, and Wang’s knowledge, solicited equity investors by touting FTX’s controls and risk 

management, ultimately raising at least $1.8 billion from investors in exchange for various 

classes of stock in FTX through multiple fundraising rounds, including raising:  

                                                 
5 FTX US is the d/b/a for a subsidiary of West Realm Shires Inc., a separate legal entity from FTX Trading Ltd. that 
provided different services.  FTX US’s conduct is not the subject of the allegations in this complaint.   

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(1) approximately $8 million from the sale of shares of FTX Series A preferred stock, with 

fundraising completed in or around August 2019; (2) approximately $1 billion from the sale of 

shares of FTX Series B preferred stock, with fundraising completed in or around July 2021; 

(3) approximately $420 million from the sale of shares of FTX Series B-1 stock, with fundraising 

completed in or around October 2021; and (4) approximately $500 million from the sale of 

shares of FTX Series C stock, with fundraising completed in or around January 2022.  Of this 

total, approximately $1.1 billion was invested in FTX by approximately 90 investors based in the 

United States.  Bankman-Fried continued to offer FTX securities to investors, including U.S. 

investors, in the summer and fall of 2022.   

42. For the entire span of the Relevant Period, while raising money from equity 

investors, Bankman-Fried and those speaking at his direction and on his behalf, with Singh’s 

knowledge, claimed in widely distributed public forums and directly to investors that:  FTX was 

a safe crypto asset trading platform; FTX had a comparative advantage due to its automated risk 

mitigation procedures; and FTX and its customers were protected from other customers’ losses 

due to FTX’s automated liquidation process.  As discussed further herein, these statements and 

others were misleading in light of Bankman-Fried’s failure to disclose to FTX investors the 

diversion of FTX customer funds to Alameda, which he then used for his own purposes, 

including loans to himself.  Similarly, Bankman-Fried’s statements concerning the separation of 

FTX and Alameda, made throughout the Relevant Period, were misleading because he did not 

disclose, among other things, the special treatment afforded to Alameda on FTX, including its 

virtually unlimited “line of credit” at FTX, its ability to carry a negative balance in its FTX 

customer account, and its exemption from FTX’s automated liquidation process.  No other 

customer on the platform enjoyed these special privileges, which changed the risk profile of FTX 

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as an investment.  Singh, Wang, and Ellison were aware of the diversion of FTX customer funds 

to Alameda and of the special treatment afforded to Alameda, and they were aware that 

Bankman-Fried was making false or misleading statements in order to raise money for FTX from 

equity investors.   

43. Singh participated in meetings with certain investors in which false and 

misleading statements were made.  He also participating in preparing financial documents that he 

knew would be provided to investors, and knew or was reckless in not knowing that these 

documents contained information that was false and/or materially misleading.  

44. Bankman-Fried also misrepresented the risk profile of investing in FTX by failing 

to disclose FTX’s exposure to Alameda and, relatedly, that the collateral Alameda deposited on 

FTX consisted largely of illiquid, FTX-affiliated tokens, including FTT, a crypto asset security 

that was issued by FTX and provided to Alameda at no cost.  Moreover, Bankman-Fried failed to 

disclose that Ellison, at his direction, caused Alameda to borrow billions of dollars from third-

party lenders, backed in significant part by Alameda’s FTT holdings.   

45. In addition to these material omissions, Bankman-Fried also made material 

misrepresentations to FTX investors about FTX’s risk management and its relationship with 

Alameda.  As detailed below, Bankman-Fried made these material misstatements throughout the 

Relevant Period, and the entire time he was raising or attempting to raise funds for FTX—from 

the time FTX began operations in May 2019 through it ceased operations in November 2022.  

Again, Singh, among others, knew or was reckless in not knowing that Bankman-Fried was 

making these false or misleading statements and that he was doing so in order to raise money 

from equity investors.    

B. Alameda Was Used to Carry Out the Fraudulent Scheme.  

46. Alameda (including its many subsidiaries) served a number of essential functions 

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in Bankman-Fried’s growing web of companies.  For example, Alameda was the primary market 

maker on FTX at the time of FTX’s inception in 2019.  In this capacity, Alameda, at Bankman-

Fried’s direction, was tasked with creating liquidity on FTX to allow the platform to function 

more efficiently.  Bankman-Fried also made venture investments through an Alameda 

subsidiary.  Most crucially, Bankman-Fried used Alameda to house FTX customer assets and to 

deploy those assets, under Bankman-Fried’s direction, to help grow his empire. 

47. From the inception of FTX, Bankman-Fried diverted FTX customer funds to 

Alameda, and continued to do so until FTX’s collapse in November 2022. 

48. FTX diverted customer funds to Alameda in essentially two ways:  (1) by 

directing FTX customers to deposit fiat currency (e.g., U.S. Dollars) into bank accounts 

controlled by Alameda; and (2) by enabling Alameda to draw down from a virtually limitless 

“line of credit” at FTX, which was funded by FTX customer assets.   

49. As a result, there was no meaningful distinction between FTX customer funds and 

Alameda’s own funds.  Alameda therefore effectively had carte blanche to use FTX customer 

assets for Alameda’s trading operations and for whatever other purposes Bankman-Fried and 

Ellison saw fit.   

50. In essence, FTX placed billions of dollars of its customer funds into Alameda.  

Bankman-Fried then used Alameda as his personal piggy bank to buy luxury condominiums, 

support political campaigns and causes, and make private investments, among other uses.  

Ellison used these funds for Alameda’s operations, including speculative trading strategies and 

servicing Alameda’s debt to third-party lenders.  Singh, Ellison, and Wang were aware of the 

diversion of FTX customer funds to Alameda and the above-described uses of those funds, and 

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they knew that none of this was disclosed to FTX equity investors or to the platform’s trading 

customers.   

51. From the inception of FTX, Singh knew that Alameda had a special role, and 

received special treatment, on the platform.  Specifically, he was aware that Alameda used FTX 

customer fiat currency for its own trading purposes.  He also knew that, as a result of its trusted 

relationship with FTX, Alameda was allowed to bypass certain security measures when 

accessing the FTX platform, allowing it to do so more quickly than other customers.6  Singh also 

knew that Alameda obtained an additional speed advantage over other customers because it 

could engage in transactions on the FTX platform without collateral verifications that other 

customers were required to pass before a transaction would be processed.  Moreover, Singh 

knew that Bankman-Fried sometimes required Alameda to receive unfavorable treatment on the 

platform, when Bankman-Fried thought that doing so would present a better overall picture of 

FTX’s financial health.  Singh, along with Wang and Ellison, knew that this special relationship 

was not disclosed to FTX equity investors or customers.  Ultimately, Singh came to understand 

in or around the summer of 2022 that, in addition to the special privileges and relationship 

described above, Alameda’s misappropriation of FTX customer funds had grown to billions of 

dollars.    

i. FTX Customers Deposited Billions of Dollars into Alameda-Owned 
Bank Accounts, and Alameda Spent the Money on Its Own Trading 
Operations and to Expand Bankman-Fried’s Empire. 

52. From the start of FTX’s operations in or around May 2019 until at least 2021, 

FTX customers deposited billions of dollars in fiat currency into bank accounts controlled by 

                                                 
6 At a later point, other FTX customers were also provided trusted, faster access.   

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Alameda.  Singh and others were aware that Alameda was receiving FTX customer funds in this 

manner.   

53. At least some of these bank accounts were not in Alameda’s name, but rather in 

the name of North Dimension Inc. (“North Dimension”), an Alameda subsidiary.  Singh created 

the website for North Dimension, which did not disclose any connection to Alameda.  Singh 

knew or was reckless in not knowing that Bankman-Fried had directed FTX to have customers 

send funds to North Dimension in an effort to hide the fact that the funds were being sent to an 

account controlled by Alameda.  

54. Alameda did not segregate these customer funds, but instead commingled them 

with its other assets and used them indiscriminately to fund its trading operations and Bankman-

Fried’s other ventures. 

55. This multi-billion-dollar liability was reflected in an internal account in the FTX 

database that was not tied to Alameda but was instead called “[email protected].”  Characterizing the 

amount of customer funds sent to Alameda as an internal FTX account had the effect of 

concealing Alameda’s liability in FTX’s internal systems.  Singh knew that FTX customer funds 

were being sent to Alameda-controlled bank accounts and that Alameda’s liability was reflected 

in the “[email protected]” account.  Alameda was not required to pay interest on the liability 

reflected in the “[email protected]” account.   

56. In or around mid-2022, FTX began trying to separate Alameda’s portion of the 

liability in the “[email protected]” account from the portion that was attributable to FTX (i.e., to 

separate out customer deposits sent to Alameda-controlled bank accounts from deposits sent to 

FTX-controlled bank accounts).  Singh was integral to this project and oversaw the work of other 

software engineers who were contributing to the effort.  Alameda’s portion of the liability—

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which amounted to more than $8 billion in FTX customer assets that had been deposited into 

Alameda-controlled bank accounts—was initially moved to a different account in the FTX 

database.  However, because this change caused FTX’s internal systems to automatically charge 

Alameda interest on the more than $8 billion liability, Singh was directed to move the Alameda 

liability to an account that would not be charged interest.  This account was associated with an 

individual that had no apparent connection to Alameda.  As a result, this change had the effect of 

further concealing Alameda’s liability in FTX’s internal systems.   

ii. The FTX Platform, By Design, Granted Special Treatment to Alameda, 
Including Features that Allowed Alameda to Divert FTX Customer 
Assets. 

57. In addition to receiving cash deposits directly from FTX customers, Alameda 

benefited from undisclosed features of the FTX platform, which were embedded in software 

code developed by Wang and Singh, and which allowed Alameda to divert FTX customer assets.  

For example: 

a. Negative Balance:  Alameda was able to maintain a negative balance in its 

customer account at FTX.  Bankman-Fried directed FTX engineers, including 

Wang and Singh, to write software code in or around August 2019, and to update 

it in or around May 2020, ultimately allowing Alameda to maintain a negative 

balance in its account, untethered from any collateral requirements.  Only 

Alameda and a small number of other accounts also controlled by Bankman-Fried 

were permitted to maintain a negative balance.   

b. Line of Credit:  Bankman-Fried directed FTX engineers, including Wang and 

Singh, to give an unofficial “line of credit” to Alameda, allowing Alameda to 

draw down on its FTX customer account and use those funds—which were 

actually the funds deposited by other FTX customers—for its own trading and 

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investments.  At Bankman-Fried’s direction, Wang and Singh repeatedly raised 

the limit on Alameda’s “line of credit” to the point where it grew to more than 

$65 billion dollars and effectively became limitless.  No other FTX customer had 

a similar “line of credit.” 

c. Liquidation Exemption:  In or around May and August 2020, Bankman-Fried 

directed FTX engineers, including Wang and Singh, to exempt Alameda from the 

“auto-liquidation” feature of FTX’s spot margin trading services.  As a result, 

Alameda’s collateral could fall below the requisite margin levels without 

triggering the automatic liquidation of its account.  Alameda was the only 

customer exempted entirely from FTX’s automatic account liquidation.   

58. When Singh and Wang initially created the code described above, it was not with 

the goal of enabling Alameda to misappropriate FTX customer assets from the FTX platform.  

For example, the code that Singh created allowing accounts to carry a negative balance was 

initially applied to non-trading accounts, to reflect money owed to FTX.  Some of the code 

provisions described above may also have ultimately been redundant, providing alternate ways 

for Alameda to withdraw customer assets from the FTX platform.  However, as a whole, the 

code described above, which was created by Singh and Wang at Bankman-Fried’s direction, is 

what collectively allowed Alameda’s unfettered withdrawals from the FTX platform to occur.  

Over time, Singh became aware of how these privileges were being applied to Alameda’s trading 

accounts and that Alameda was taking advantage of these privileges, at Bankman-Fried’s 

direction, to draw on FTX customer assets to a virtually unlimited extent for its own uses.     

iii. In 2022, Alameda Diverted Billions More in FTX Customer Assets. 

59. Starting in or around 2021, Bankman-Fried directed Ellison to have Alameda 

borrow billions of dollars from third-party crypto asset lending firms in order to fund Bankman-

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Fried’s venture investments and for his personal use.  Certain of these loans included provisions 

permitting the lenders to demand repayment at any time.  

60. In or around May 2022, as prices of crypto assets were dropping precipitously, 

several of Alameda’s lenders demanded repayment.  Because Alameda did not have sufficient 

assets to cover all of these obligations, Bankman-Fried directed Ellison to draw on Alameda’s 

“line of credit” from FTX, which, based on the software code that Wang and Singh had 

previously created, allowed Alameda to borrow virtually limitless funds from FTX.  Billions of 

dollars of FTX customer funds were thus diverted to Alameda and used by Alameda to repay its 

third-party loan obligations. 

61. Because Alameda now had billions of dollars more in liability to FTX (on top of 

the billions of dollars reflected in the “[email protected]” account), Bankman-Fried—concerned that 

this enormous liability would alarm Alameda’s lenders—directed Ellison to hide this “line of 

credit” in Alameda’s balance sheet.  Ellison did so and presented this information to lenders, 

knowing that it was materially misleading.   

62. Despite the fact that Alameda now owed FTX billions of dollars with no 

immediate prospects of raising capital to pay off its “line of credit,” Bankman-Fried continued to 

direct Ellison to draw on the Alameda “line of credit” in the summer of 2022.  The customer 

funds diverted to Alameda were used, among other things, to provide hundreds of millions of 

dollars in “loans” to Bankman-Fried and other FTX executives, including Singh, as well as 

hundreds of millions more to fund additional venture investments. 

iv. Bankman-Fried, Supported by Singh, Assured Investors that FTX 
Customer Assets Were Secure, and Hid Alameda’s Close Relationship 
with FTX.  

63. Throughout the Relevant Period, Bankman-Fried was directly involved in 

soliciting potential investors in FTX.  Bankman-Fried met, and otherwise communicated with, 

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FTX investors, including investors based in the United States.  Along with another FTX 

employee, Bankman-Fried was the point person for investor relations at FTX.  Singh knew that 

Bankman-Fried was meeting with and soliciting funds from equity investors.  At times, Singh 

also met with investors or provided others with information and materials to share with investors.     

64. FTX’s Terms of Service, which were publicly available on FTX’s website and 

accessible to investors, assured FTX customers that their assets were secure, providing:  “you 

control the Digital Assets held in your Account;” “[t]itle to your Digital Assets shall at all times 

remain with you and shall not transfer to FTX;” and “none of the digital assets in your account 

are the property of, or shall or may be loaned to, FTX Trading.”7  The Terms of Service further 

provided:  “Once we receive fiat currency we may issue you an equivalent amount of electronic 

money (“E-Money”)…which represents the fiat currency that you have loaded,” and “[y]ou may 

redeem all or part of any E-Money held in your Account at any time.”   

65. Similarly, FTX posted on one of its websites a document entitled, “FTX’s Key 

Principles for Ensuring Investor Protections on Digital-Asset Platforms,” in which FTX 

represented that it “segregates customer assets from its own assets across our platforms.”  FTX 

further represented in that document that it maintained “liquid assets for customer 

withdrawals…[to] ensure a customer without losses can redeem its assets from the platform on 

demand.”   

66. In addition to making this document available to the public, FTX provided it to 

potential investors, including a U.S. investor who had invested $35 million in FTX’s Series B 

fundraising round in July 2021.  As described above, these statements to the public, customers, 

                                                 
7 These Terms of Service, dated May 2022, also referenced customers lending and borrowing their assets on the 
platform in connection with margin trading, but did not disclose that FTX’s affiliate (Alameda) could use FTX 
customer assets indiscriminately for any purpose.   

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and investors were false—FTX did not segregate its customer assets from its own assets, and, as 

events would later demonstrate, did not maintain sufficient liquidity to allow customer 

withdrawals on demand. 

67. FTX investors were also provided with FTX’s audited financial statements, and 

FTX represented in its purchase agreements that those financial statements “fairly present in all 

material respects the financial condition and operating results of” FTX.  These audited financial 

statements, which did not include information about Alameda’s undocumented “line of credit” 

from FTX and other information discussed herein, were materially misleading.  Moreover, 

Singh, at Bankman-Fried’s direction, backdated transactions in order to inflate FTX’s 2021 

revenue by more than $50 million.  Singh then presented false documentation of those 

transactions to FTX’s auditor, and when he spoke to the auditor, he lied about the nature and 

timing of the transactions.     

68. Throughout the Relevant Period, Bankman-Fried made statements assuring the 

public that customer assets were safe at FTX.  For example, he stated in a tweet on or about June 

27, 2022:  “Backstopping customer assets should always be primary.  Everything else is 

secondary.”  He likewise tweeted on or about August 9, 2021:  “As always, our users’ funds and 

safety comes first.  We will always allow withdrawals (except in cases of suspected money 

laundering/theft/etc.).” 

69. Bankman-Fried also told investors, and directed other FTX and Alameda 

employees to tell investors, that Alameda received no preferential treatment from FTX.  For 

example, Bankman-Fried told the Wall Street Journal in or around July 2022:  “There are no 

parties that have privileged access.”  Likewise, in a Bloomberg article published in or about 

September 2022, Bankman-Fried claimed that “Alameda is a wholly separate entity” from FTX.  

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In the same article, Ellison is quoted as stating about Alameda:  “We’re at arm’s length and don’t 

get any different treatment from other market makers.”  Similarly, in an interview in or about 

August 2022, Ellison claimed that FTX and Alameda were separate companies, that Alameda 

received no special treatment on the FTX platform, and that there was an ethical wall between 

them preventing sharing of customer information between FTX and Alameda.  Bankman-Fried 

made similar statements directly to investors.   

70. Singh was aware of the substance of Bankman-Fried’s statements about FTX 

customer assets—including the security of the assets and the manner in which they would be 

handled—and about the relationship between Alameda and FTX.  Singh further knew or was 

reckless in not knowing that these statements to equity investors, customers, and the public were 

false and misleading, and that they were important to FTX’s investors.  Singh likewise knew or 

was reckless in not knowing that these statements were intended to make FTX more attractive to 

investors and potential investors. 

C. Singh Knew that FTX Had Poor Controls and Deeply Inadequate Risk 
Management Procedures, in Stark Contrast to Bankman-Fried’s Claims that 
It Was a Mature, Conservative Company. 

71.  From its inception, FTX had poor controls and fundamentally deficient risk 

management procedures.  Assets and liabilities of all forms were generally treated as 

interchangeable, and there were insufficient distinctions between the assignment of debts and 

credits to Alameda, FTX, and executives, including Bankman-Fried, Wang, and Singh.  This 

reality was in sharp contrast to the image of FTX that Bankman-Fried consistently portrayed to 

the public and to investors—a mature company that managed funds and risk in a conservative, 

rigorous manner.   

72. FTX invested significant resources to develop and promote its brand as a 

trustworthy company.  For example, in materials provided to one investor in or around June 

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25 

2022, FTX cultivated and promoted its reputation: 

FTX has an industry-leading brand, endorsed by some of the most 
trustworthy public figures, including Tom Brady, MLB, Gisele 
Bundchen, Steph Curry, and the Miami Heat, and backed by an 
industry-leading set of investors.  FTX has the cleanest brand in 
crypto.   
 

73. FTX also promoted itself as a company that was willing to work collaboratively 

with regulators and lawmakers.  In the same materials, FTX claimed:  “FTX is also the only 

major digital asset venue to maintain positive, constructive relationships with regulators and 

lawmakers.”   

74. Singh knew or was reckless in not knowing that the reality was far different from 

what Bankman-Fried presented to FTX’s investors and customers.  During the course of his time 

at FTX, Singh became increasingly concerned about the manner in which FTX operated, 

including the ambitious projects undertaken without sufficient resources, all while spending 

lavishly on marketing, endorsements, and acquisitions, some of which Singh opposed.  Singh’s 

concerns stemmed in part from his awareness of Alameda’s significant liability to FTX, and the 

illiquid assets Alameda carried on its balance sheet that would potentially endanger the financial 

stability of both Alameda and FTX.  Nevertheless, despite these concerns, Singh continued to 

work at FTX and to support Bankman-Fried.           

i. The FTX Automated Risk Engine 

75. Bankman-Fried repeatedly touted FTX’s automated risk mitigation protocols—

which he called FTX’s “risk engine”—to the public and prospective investors as a safe and 

reliable way for crypto asset trading platforms to manage risk.  FTX engineers, including Wang 

and Singh, developed the software code that created the “risk engine.”  In essence, the software 

code implemented a series of rules that were designed to reduce risk to the platform posed by an 

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individual client’s account by automatically triggering certain actions (e.g., to sell collateral in an 

account when an account was overly extended). 

76. Bankman-Fried promoted the concept of “24/7” automated risk monitoring as an 

innovative benefit of crypto asset markets, including at a hearing before the U.S. House of 

Representatives Committee on Financial Services on or about December 8, 2021, where 

Bankman-Fried concluded his remarks by stating: 

And the last thing I will say is if you look at what precipitated 
some of the 2008 financial crisis, you will see a number of 
bilateral, bespoke, non-reported transactions happening between 
financial counterparties, which then got repackaged and 
releveraged again and again and again, such that no one knew how 
much risk was in that system until it all fell apart.  If you compare 
that to what happened on FTX or other major cryptocurrencies in 
use today, there is complete transparency about the full open 
interest.  There is complete transparency about the positions that 
are held.  There is a robust, consistent risk framework applied.   

 
77. In addition to generally promoting the benefits of automated risk engines, 

Bankman-Fried repeatedly claimed that FTX’s own risk engine was especially sophisticated and 

carefully calibrated.   

78. FTX also highlighted the benefits of its risk engine in written materials provided 

to investors and prospective investors.  In the fall of 2022, for example, the company pointed to 

its risk engine as a competitive advantage:   “FTX’s risk engine has been operating 24/7/365, in 

real time, since launch.”  FTX claimed that “[u]nlike almost any other models,” the FTX risk 

engine offered a variety of features including “[i]nsulat[ing] users from the risk management of 

any other counterparties by custodying collateral.”  In the same document, FTX emphasized the 

safety and security of customer assets, stating, “We have custodied tens of billions of dollars of 

assets globally with no significant security incidents, customer losses, or wallet downtime.”  

FTX shared this and other documents with investors and prospective investors in an online file 

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sharing location (a “data room” or “data center”).  FTX began maintaining this data room 

continuously in or around July 2021, which allowed FTX to share documents with investors and 

prospective investors who were conducting due diligence during FTX’s various fundraising 

rounds. 

79. Investors were interested in the FTX risk engine and Bankman-Fried’s 

representations about how it worked.  In a communication with an investor in late June 2022, 

FTX highlighted the engine as a key “competitive edge,” claiming “FTX’s risk and liquidation 

engine are well-designed and extremely user friendly.”  The information FTX provided about 

risk management and controls, and the automatic liquidation engine generally, was important to 

prospective investors.      

80. The above-described statements about FTX’s risk engine were materially false 

and misleading because of a critical omission:  Bankman-Fried did not reveal that the automatic 

risk engine did not apply to the accounts of its most important customer—Alameda.  As 

discussed above, Wang and Singh had created a series of special features in the software code 

that exempted Alameda from the rules of the “risk engine.”  This was a critical special benefit 

that Bankman-Fried and FTX afforded Alameda:  Alameda’s collateral on deposit was allowed 

to fall below FTX’s required margin level without FTX liquidating any part of Alameda’s 

portfolio.     

81. Singh knew or was reckless in not knowing that Bankman-Fried’s statements 

regarding FTX’s risk engine misled FTX’s investors by representing that its risk engine would 

protect FTX customer funds and would limit FTX’s exposure to any single customer, while 

failing to disclose that Bankman-Fried had directed Wang and Singh to ensure that the engine 

did not apply to one of its largest customers, which was also the platform’s largest market maker.   

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82. As Bankman-Fried acknowledged in a network television interview on or about 

December 1, 2022:  “I wasn’t even trying, like, I wasn’t spending any time or effort trying to 

manage risk on FTX.”  Bankman-Fried continued:  “What happened, happened—and, if I had 

been spending an hour a day thinking about risk management on FTX, I don’t think that would 

have happened.”  

ii. The Valuation of Alameda’s Collateral 

83. Alameda’s collateral consisted largely of enormous positions in illiquid crypto 

assets issued by FTX and Bankman-Fried (including FTT, the “exchange token” for FTX, as 

described below), compounding the undisclosed risk to FTX’s investors. 

84. FTX valued Alameda’s FTX-affiliated tokens at market prices, but the collateral 

held by Alameda was not worth the value assigned to it.  Alameda and FTX collectively owned 

the majority of these tokens, and only a small portion of the FTX-affiliated tokens were in 

circulation.  As such, the tokens were illiquid, and, Singh, Bankman-Fried, and others knew or 

were reckless in not knowing—based in part on their significant experience in crypto asset 

trading markets—that if Alameda or FTX tried to sell Alameda’s holdings, market prices for the 

tokens would fall, thereby driving down the value of Alameda’s remaining assets.  As a result, 

even if FTX had liquidated Alameda’s portfolio, the sales of those thinly traded tokens would not 

have generated sufficient funds to cover the amount Alameda had withdrawn from FTX.   

85. Singh, Bankman-Fried, and others were well aware of the impact of Alameda’s 

positions on FTX’s risk profile.  On or about October 12, 2022, for example, Bankman-Fried, in 

a series of tweets, analyzed the manipulation of a digital asset on an unrelated crypto platform.  

In explaining what occurred, Bankman-Fried distinguished between an asset’s “current price” 

and its “fair price,” and recognized that “large positions – especially in illiquid tokens – can have 

a lot of impact.”  Bankman-Fried asserted that FTX’s risk engine required customers to “fully 

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collateralize a position” when the customer’s position is “large and illiquid enough.”  But 

Bankman-Fried knew, or was reckless in not knowing, that by not mitigating the impact of large 

and illiquid tokens posted as collateral by Alameda, FTX was engaging in precisely the same 

conduct, and creating the same risk, that he was warning against.  Singh likewise knew that 

Alameda was drawing down on a virtually unlimited line of credit from FTX, purportedly 

backed by what he knew or was reckless in not knowing were large stakes in illiquid assets.   

86. The reality of FTX’s exposure to the risk created by the valuation of Alameda’s 

positions stood in stark contrast to Bankman-Fried’s assertions about risk management at FTX in 

his October 2022 Twitter analysis, in which he described FTX’s approach and claimed that 

constructing the rules for FTX’s risk engine in a manner that is “conservative, and handles 

apparent large moves gracefully” is “probably the most important thing we do at FTX.”  

Bankman-Fried further claimed, contrasting FTX to the failed endeavor:  “There are a bunch of 

other risk engine protection and sanity checks, too, which would have caught something like 

this.” 

87. Not only did Bankman-Fried fail to tell investors that he had exempted Alameda 

from FTX’s risk engine, he also falsely told certain investors that FTX had no exposure to FTT 

at all.  In late summer 2021, for example, Bankman-Fried told a potential U.S. investor in FTX’s 

Series B fundraising round that FTX did not hold FTT and, consequently, the investor would not 

have any exposure to FTT.  The investor ultimately invested $30 million.  For the reasons 

described above, Bankman-Fried knew or was reckless in not knowing that at the time that he 

made those representations, they were false and misleading.  Specifically, Bankman-Fried knew 

or was reckless in not knowing that any investment in FTX carried significant exposure to FTT, 

as the token was one the largest assets Alameda held, and Alameda owed FTX billions of dollars.   

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88. Singh knew or was reckless in not knowing that Bankman-Fried was making false 

and misleading representations to investors about FTX’s exposure to large positions in illiquid 

crypto assets issued by FTX and Bankman-Fried.   

iii. Bankman-Fried Schemed with Singh To Inflate FTX’s Revenues in 
FTX’s Audited Financial Statements Provided to Investors. 

89. In late 2021, Bankman-Fried learned that FTX’s revenue for 2021 would be 

approximately $950 million.  He told Singh and others that he wanted to publicly tout FTX’s 

revenue for the year as exceeding $1 billion.  Bankman-Fried further intended to provide audited 

financial statements for 2021 to potential investors demonstrating that FTX’s revenue in fact 

exceeded $1 billion.   

90. To close the $50 million revenue gap, Bankman-Fried hatched a scheme to have 

an entity that he controlled make backdated payments to FTX, so that FTX could falsely claim 

that these payments constituted revenue earned throughout the course of 2021.  Specifically, 

Bankman-Fried controlled EcoSerum, which was part of Project Serum—a financial platform on 

the Solana blockchain.  Serum tokens (also referred to as SRM) were a part of the Serum 

ecosystem, and customers could earn rewards for “staking” their SRM.8  FTX also offered a 

similar rewards structure for its customers holding SRM, with EcoSerum paying out the rewards 

to FTX customers.  In December 2021, Bankman-Fried decided that in order to claim that FTX 

had generated an additional $50 million over the course of the past year, he would make it appear 

that EcoSerum had actually been paying FTX a commission in connection with FTX customers 

“staking” their SRM.  To accomplish this, Bankman-Fried instructed Singh to transfer more than 

                                                 
8 Project Serum’s website described “staking” in this context as “the process by which you can temporarily lock up 
your tokens in exchange for a protocol-specific reward”—in this case, four percent in additional SRM rewards per 
year.  Internally within FTX and externally in the broader crypto community, SRM was among several tokens 
referred to as “Sam Coins,” i.e., crypto assets associated with Bankman-Fried. 

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$50 million from EcoSerum’s account on FTX to an FTX-controlled account in a series of 

backdated installments designed to make it appear as though EcoSerum had been paying FTX 

regularly throughout 2021.  Bankman-Fried then signed a contract in which FTX claimed it was 

to receive monthly payments throughout 2021 equal in value to 25 percent of all SRM rewards 

that had been distributed to FTX customers.  The 25 percent commission was, according to 

Singh’s calculations at the time, sufficient to cover the $50 million revenue gap.   

91. Singh then knowingly provided this false information, along with false 

documentation of EcoSerum payments to FTX, to FTX’s auditor, resulting in the inflation of 

FTX’s 2021 revenue by more than $50 million in FTX’s audited financial statements.  Singh 

further knew that Bankman-Fried and others provided these audited financial statements, based 

on falsified information, to investors, including investors in the United States.  

iv. Loans to FTX Executives and Real Estate Purchases 

92. The FTX funds transferred to Alameda were used not only for Alameda’s 

proprietary trading, but also to fund loans to FTX executives, including Bankman-Fried himself, 

and to fund personal real estate purchases.  Between March 2020 and September 2022, 

Bankman-Fried executed promissory notes for loans from Alameda totaling more than $1.338 

billion, including at least two instances in which Bankman-Fried was both the borrower in his 

individual capacity and the lender in his capacity as CEO of Alameda.   

93. Bankman-Fried also used commingled funds from Alameda to make large 

political donations and to purchase tens of millions of dollars in Bahamian real estate for himself, 

his parents, and other FTX executives.   

94. In 2020 and 2021, Singh executed promissory notes with Alameda totaling 

approximately $577.5 million.  The funds borrowed under the promissory notes (referred to 

internally at FTX as “Founders Loans”) in Singh’s name were generally not intended for Singh’s 

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personal use but were instead used by Bankman-Fried for other purposes, including additional 

venture investments and acquisitions.  Singh also borrowed millions to donate to political 

campaigns and causes, as well as philanthropic causes associated with effective altruism.  Some 

of these donations were funded through a line of credit that Bankman-Fried authorized Singh to 

provide himself on his personal FTX account.  In 2021, Singh also borrowed $10 million in an 

undocumented loan and provided the funds to friends and family.  This enabled Singh to make 

donations and expenditures without having to sell his FTT tokens, which Bankman-Fried 

instructed him to hold to avoid downward pressure on the price of FTT.   

95. Moreover, in September and October of 2022, when Singh was already aware that 

FTX customer funds had been used by Alameda and that Alameda was unable to repay the debt, 

Singh withdrew approximately $6 million from FTX for personal use and expenditures, 

including the purchase of a multi-million-dollar house and donations to charitable causes.    

96. The loans to Bankman-Fried, Singh, and other individuals were often poorly 

documented, and at times not documented at all.  Similarly, the record keeping regarding the 

purchase and ownership of real estate was poorly organized and documented.  Singh knew or 

was reckless in not knowing that neither the fact of the loans and purchases, nor the poor 

documentation of significant company liabilities and expenditures, was disclosed to investors. 

D. Despite the Precarious Financial Position of FTX and Alameda, Bankman-
Fried, Singh, Wang, and Ellison Continued to Use FTX Customer Assets in 
the Summer of 2022.  

97. In May 2022, prices in the crypto markets plummeted due to a significant loss in 

value of certain crypto assets and networks, and the collateral effects on the interrelated markets.  

Bankman-Fried characterized FTX, and himself, as playing an important role in stabilizing the 

industry.  Bankman-Fried entered into a series of transactions with other members of the 

industry, providing credit to and taking over other failing firms.  On or about June 21, 2022, after 

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giving a $250 million line of revolving credit to BlockFi, a global crypto financial services 

company, to provide the company with access to capital to ease liquidity concerns, Bankman-

Fried tweeted:  “We take our duty seriously to protect the digital asset ecosystem and its 

customers.”  

98. At the same time that Bankman-Fried was positioning himself as a hero in the 

industry, however, the plummeting value of crypto assets was impacting Alameda, and as a 

result, impacting FTX.  As discussed above, as a result of the same market conditions impacting 

BlockFi’s liquidity, many of Alameda’s lenders demanded repayment of loans they had made to 

Alameda.  Ellison, at the direction of Bankman-Fried, drew down billions of dollars from FTX to 

repay some of Alameda’s loans.     

99. Thus, in the summer of 2022, Singh, Bankman-Fried, and others knew or were 

reckless in not knowing that FTX was in a precarious financial condition.  By that time, Alameda 

had taken billions from FTX through spending customer fiat deposits and withdrawing customer 

assets from the platform.  Singh discussed his concerns about the magnitude of this liability and 

potential effect on the solvency of FTX with Bankman-Fried and others.  Based on further 

conversations with Ellison, Wang, Bankman-Fried, and others, Singh harbored doubts that 

Alameda would be able to replace the assets that it had misappropriated.   

100. Nonetheless, Bankman-Fried and Ellison, with the knowledge of Wang and 

Singh, continued to spend hundreds of millions of dollars to purchase and support other crypto 

companies, and allowed Alameda to use FTX customer funds to repay its debts.  In addition, 

Bankman-Fried, Singh, Wang, and other FTX executives continued to withdraw customer funds 

in the form of the poorly documented and undisclosed “loans” described above.  Moreover, 

Singh and Bankman-Fried knew or were reckless in not knowing that these loans were funded 

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34 

with customer assets that Alameda withdrew from the FTX platform.  Collectively, the actions of 

Bankman-Fried, Wang, Singh, and Ellison in the summer of 2022 further imperiled FTX’s 

financial condition.   

101. Singh knew or was reckless in not knowing that Bankman-Fried continued to 

present a false and misleading positive account of FTX to investors, despite FTX’s tenuous 

financial condition at this time.  In a meeting with FTX’s U.S. investors in September 2022, for 

example, an FTX presentation included the claim that:  “Outside of BlockFi, we didn’t increase 

our exposure to crypto.”  This statement was false and misleading:  the customer funds that FTX 

diverted to Alameda, including customer funds that Ellison used to repay Alameda’s lenders, 

were collateralized in part by Alameda’s FTT holdings.  Singh, Ellison, Wang, and Bankman-

Fried knew or were reckless in not knowing that, as a result, FTX’s exposure to crypto, including 

its own FTT token, increased substantially as Alameda increased its borrowing, backed in part by 

FTT as collateral, in the second quarter of 2022.   

102. In that same meeting with investors, FTX also represented that certain 

investments did not involve the assets of FTX or its customers.  Contrary to that representation, 

two $100 million investments made by FTX’s affiliated investment vehicle, FTX Ventures Ltd., 

were funded with FTX customer funds that had been diverted to Alameda.   

103. Singh also knew or was reckless in not knowing that FTX continued to falsely 

claim to investors and prospective investors that it was a wholly separate entity from Alameda.  

For instance, in late September 2022, in advance of a due diligence call with a U.S. investor, 

FTX provided the investor a document that included the following question:  “What is the nature 

of interaction between Alameda and FTX?  Is there any relationship other than as a market 

maker and exchange?”  FTX falsely responded:  “Alameda and FTX are two separate entities, 

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35 

with the same majority UBO [ultimate beneficial owner].  Outside of this, Alameda runs 

completely separate from FTX.  There is also no shared information access between the two 

entities.”  Singh knew or was reckless in not knowing that FTX continued to present false and 

misleading information to potential investors through and including November 2022.     

E. Even as the Scheme Was Spiraling Out of Control, Bankman-Fried and 
Ellison, with Wang and Singh’s Knowledge, Continued to Mislead Investors 
and the Public About FTX’s True Financial Condition. 

104. On or about November 2, 2022, CoinDesk, a crypto news website, published an 

article stating that based on its review of an Alameda balance sheet it had obtained, Alameda 

held a large position in FTT and other FTX-associated tokens.  At Bankman-Fried’s direction, 

Ellison responded on Twitter to reassure investors and the public that Alameda was financially 

sound.  Ellison did so on or about November 6, 2022, tweeting that the balance sheet referenced 

in the CoinDesk article (and elsewhere by that point) “is for a subset of our corporate entities, we 

have > $10 billion of assets that aren’t reflected there.”  Ellison continued:  “…given the 

tightening in the crypto credit space this year we’ve returned most of our loans by now.”  The 

tweet was designed to provide false reassurance to customers by implying that Alameda had 

additional assets that meant its financial condition was stronger than the balance sheet suggested.  

At the same time, the tweet omitted the fact that the balance sheet did not accurately reflect the 

significant debt that Alameda owed to FTX.  In contrast to the positive message in her tweet, at 

that point, Ellison knew, or was reckless in not knowing, that Alameda was insolvent.   

105. On or about November 6, 2022, the CEO of Binance, a crypto asset trading 

platform, announced that “[d]ue to recent revelations that have came [sic] to light,” Binance 

would liquidate its FTT holdings.  Binance held FTT then valued at more than $500 million, 

which it had received from FTX as part of Bankman-Fried’s buyout of Binance’s equity in FTX 

as an early round investor.   

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106. Binance’s announcement caused many FTX customers to withdraw their funds 

from FTX.  Singh, Wang, Ellison, and Bankman-Fried knew or were reckless in not knowing 

that given Alameda’s large FTT holdings, any further drop in the value of FTT threatened the 

solvency of FTX, given Alameda’s multi-billion-dollar liabilities.  Bankman-Fried engaged in a 

frantic campaign to prevent this outcome by assuring investors and the public that FTX was 

financially sound.    

107. Specifically, to prevent a collapse in the market price of FTT that Binance’s sales 

might cause, Ellison, at Bankman-Fried’s direction, tweeted an offer to buy Binance’s entire 

stake, for $22 per token (“@cz_binance if you’re looking to minimize the market impact on your 

FTT sales, Alameda will happily buy it all from you today at $22!”).  When Ellison sent this 

message she knew, or was reckless in not knowing, that in order for Alameda to be able to 

actually purchase Binance’s FTT for $22 per token, Alameda would have to draw down 

additional funds from FTX itself, further extending its line of credit, or obtain funds from third-

party lenders without disclosing its own tenuous financial condition.  Despite this, Ellison posted 

the tweet in an effort to support and increase the price of FTT, again using Alameda to impact 

the price of FTT in furtherance of the scheme.    

108. Similarly, attempting to maintain public and investor confidence in FTX, 

Bankman-Fried tweeted on or about November 7, 2022:  “FTX is fine.  Assets are fine … FTX 

has enough to cover all client holdings.  We don’t invest client assets (even in treasuries).  We 

have been processing all withdrawals, and will continue to be ….”  That tweet was false and 

misleading, and Bankman-Fried later deleted it.  Singh, Wang, Ellison, and Bankman-Fried 

knew that FTX, at Bankman-Fried’s direction, had allowed Alameda to invest “client assets” and 

that Alameda had in fact done so, using FTX customer funds to make investments far riskier than 

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37 

“treasuries.”    

109. On or about November 7, 2022, Singh, along with Wang and other key FTX 

employees, gathered with Bankman-Fried in his apartment and engaged in a desperate attempt to 

raise money from current and potential investors, including U.S. investors.  Singh was present 

while Bankman-Fried and others made numerous calls to investors, and was aware that FTX 

employees were portraying the problem as a “liquidity crisis.”  Singh knew that this depiction 

was materially misleading, because the solvency crisis facing FTX was due to a significant and 

irrecoverable loss of FTX customer funds by Alameda.  Singh was emotionally distressed, but 

continued to remain at the apartment, where he participated in discussions about public tweets 

and provided other employees with information about FTX technology when requested by 

potential investors.   

110. The next day, November 8, 2022, FTX paused all customer withdrawals, and the 

price of FTT plummeted by approximately 80%.  Alameda’s collateral was worth far less than 

the amount Alameda had borrowed from FTX.  FTX was left with billions of dollars in 

effectively unrecoverable loans.     

111. On or about November 8, 2022, the CEO of Binance tweeted:  “FTX asked for 

our help.  There is a significant liquidity crunch.  To protect users, we signed a non-binding LOI, 

intending to fully acquire http://FTX.com and help cover the liquidity crunch.  We will be 

conducting a full DD [due diligence] in the coming days.”   

112. It only took one day, however, for Binance to decide not to acquire FTX.  On or 

about November 9, Binance announced:  “As a result of corporate due diligence, as well as the 

latest news reports regarding mishandled customer funds and alleged US agency investigations, 

we have decided that we will not pursue the potential acquisition of http://FTX.com.” 

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113. FTX customers withdrew approximately $5 billion from the platform that day.   

114. At the same time, Bankman-Fried continued to seek emergency funding from 

other investors, including U.S. investors, to cover a shortfall at FTX of approximately $8 billion.  

As part of this effort, Bankman-Fried circulated a balance sheet to potential investors that listed a 

negative $8 billion entry labeled as a “hidden, poorly internally labeled ‘fiat@ account.’”  This 

entry was a reference to the above-described “[email protected]” account and reflected FTX 

customer funds deposited in Alameda’s bank accounts.   

115. During a meeting with Alameda employees on or about November 9, 2022, 

Ellison admitted that she, Bankman-Fried, Wang, and Singh were aware that FTX customer 

funds had been used by Alameda.   

116. On the morning of November 10, 2022, confronting the implosion of FTX and 

Alameda, Bankman-Fried tweeted:  “1) I’m sorry.  That’s the biggest thing.  I f*cked up, and 

should have done better.”9  In the same Twitter thread, Bankman-Fried announced that Alameda 

was “winding down trading” and soon would not trade on FTX at all.  Bankman-Fried 

maintained that “FTX International currently has a total market value of assets/collateral higher 

than client deposits (moves with prices!).”  And he stated, among other things, that he was trying 

to “raise liquidity,” claiming “[t]here are a number of players who we are in talks with, LOIs 

[letters of intent], term sheets, etc.”   

117. Singh resigned from FTX on or about November 10, 2022.  The next day, 

November 11, 2022, Bankman-Fried resigned from FTX.  Shortly thereafter, FTX and 

approximately 100 affiliated entities, including FTX US, filed for Chapter 11 bankruptcy 

protection.   

                                                 
9 Expletives have been redacted in part with asterisks.   

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FIRST CLAIM FOR RELIEF 

FRAUD IN THE OFFER OR SALE OF SECURITIES  

(Violations of Sections 17(a)(1) and (3) of the Securities Act) 

118. The Commission re-alleges and incorporates by reference the allegations 

contained in paragraphs 1 through 117. 

119. By reason of the conduct described above, Defendant, in connection with the offer 

or sale of securities, by the use of the means or instrumentalities of interstate commerce or of the 

mails, directly or indirectly, acting knowingly, recklessly, or, as to (ii), negligently, (i) employed 

devices, schemes, or artifices to defraud; and (ii) engaged in acts, practices, or courses of 

business which operated or would operate as a fraud or deceit upon any persons, including 

purchasers or sellers of the securities.   

120. By reason of the conduct described above, Defendant violated Securities Act 

Sections 17(a)(1) and (a)(3) [15 U.S.C. § 77q(a)(1) and (a)(3)]. 

SECOND CLAIM FOR RELIEF 

FRAUD IN CONNECTION WITH THE PURCHASE OR SALE OF SECURITIES  

 (Violations of Section 10(b) of the Exchange Act and Rules 10b-5(a) and (c) Thereunder) 

121. The Commission re-alleges and incorporates by reference the allegations 

contained in paragraphs 1 through 117. 

122. By reason of the conduct described above, Defendant, directly or indirectly, in 

connection with the purchase or sale of securities, by the use of the means or instrumentalities of 

interstate commerce or of the mails, or of any facility of any national securities exchange, 

knowingly or recklessly, (i) employed devices, schemes, or artifices to defraud; and (ii) engaged 

in acts, practices, or courses of business which operated or would operate as a fraud or deceit 

upon any persons, including purchasers of the securities. 

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40 

123. By reason of the conduct described above, Defendant violated Exchange Act 

Section 10(b) [15 U.S.C. § 78j(b)] and Rules 10b-5(a) and (c) [17 C.F.R. § 240.10b-5(a) and (c)] 

thereunder. 

PRAYER FOR RELIEF 

WHEREFORE, the Commission respectfully requests that this Court enter a Final 

Judgment: 

A. Permanently restraining and enjoining Defendant, his officers, agents, servants, 

employees and attorneys, and those persons in active concert or participation with him who 

receive actual notice of the injunction by personal service or otherwise, and each of them, from 

violating Section 17(a) of the Securities Act [15 U.S.C. § 77q(a)], and Section 10(b) of the 

Exchange Act [15 U.S.C. 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. 240.10b-5]; 

B. Ordering Defendant to pay disgorgement plus prejudgment interest of all ill-

gotten gains obtained by reason of the unlawful conduct alleged in this Complaint, pursuant to 

Exchange Act Sections 21(d)(3), (5), and (7) [15 U.S.C. §§ 78u(d)(3), (5), and (7)]; 

C. Ordering Defendant to pay civil monetary penalties pursuant to Section 20(d) of 

the Securities Act [15 U.S.C. § 77t(d)] and Section 21(d)(3) of the Exchange Act [15 U.S.C. 

§ 78u(d)(3)];  

D. Ordering Defendant barred from acting as an officer or director pursuant to 

Section 20(e) of the Securities Act [15 U.S.C. § 77t(e)] and Section 21(d)(2) of the Exchange 

Act [15 U.S.C. § 78u(d)(2)];  

E. Prohibiting Defendant from participating, directly or indirectly, including, but not 

limited to, through any entity controlled by him, in the issuance, purchase, offer, or sale of any 

securities, including crypto asset securities, provided, however, that such injunction shall not 

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41 

prevent Defendant from purchasing or selling securities, including crypto asset securities, for his 

own personal account; and 

F. Granting such other and further relief as this Court may deem just and proper. 

JURY DEMAND 

The Commission demands trial by jury. 

DATED:  New York, New York 
February 28, 2022 

       Respectfully submitted, 

 
       _/s/ Jorge G. Tenreiro  

Jorge G. Tenreiro 
David L. Hirsch (not admitted in SDNY)  
Ladan F. Stewart 
Amy Harman Burkart 
David J. D’Addio 
SECURITIES AND EXCHANGE  
  COMMISSION 

      100 Pearl Street, Suite 20-100 
New York, New York 10004 
(212) 336-0153 (Stewart) 
Email: [email protected] 

 
Attorneys for the Plaintiff 

 

Case 1:23-cv-01691   Document 1   Filed 02/28/23   Page 41 of 41