In re DEUTSCHE BANK

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1 
 
UNITED STATES OF AMERICA 
Before the 
SECURITIES AND EXCHANGE COMMISSION 
 
SECURITIES EXCHANGE ACT OF 1934 
Release No. 102011 / December 20, 2024 
 
INVESTMENT ADVISERS ACT OF 1940 
Release No. 6801 / December 20, 2024 
 
ADMINISTRATIVE PROCEEDING 
File No. 3-22375 
 
 
In the Matter of 
 
 DEUTSCHE BANK 
 SECURITIES INC. 
 
Respondent. 
 
 
 
ORDER INSTITUTING ADMINISTRATIVE 
AND CEASE-AND-DESIST PROCEEDINGS, 
PURSUANT TO SECTIONS 15(b) AND 21C OF 
THE SECURITIES EXCHANGE ACT OF 1934 
AND SECTION 203(e) OF THE INVESTMENT 
ADVISERS ACT OF 1940, MAKING FINDINGS, 
AND IMPOSING REMEDIAL SANCTIONS AND 
A CEASE-AND-DESIST ORDER  
 
 
 
I. 
 
 The Securities and Exchange Commission (“Commission”) deems it appropriate and in 
the public interest that public administrative and cease-and-desist proceedings be, and hereby 
are, instituted pursuant to Sections 15(b) and 21C of the Securities Exchange Act of 1934 
(“Exchange Act”) and Section 203(e) of the Investment Advisers Act of 1940 (“Advisers Act”) 
against Deutsche Bank Securities Inc. (“DBSI” or “Respondent”).  
 
II. 
 
 In anticipation of the institution of these proceedings, Respondent has submitted an Offer 
of Settlement (“Offer”) which the Commission has determined to accept.  Solely for the purpose 
of these proceedings and any other proceedings brought by or on behalf of the Commission, or to 
which the Commission is a party, and without admitting or denying the findings herein, except as 
to the Commission’s jurisdiction over it and the subject matter of these proceedings, which are 
admitted, Respondent consents to the entry of this Order Instituting Administrative and Cease-
and-Desist Proceedings, Pursuant to Sections 15(b) and 21C of the Securities Exchange Act of 
1934 and Section 203(e) of the Investment Advisers Act of 1940, Making Findings, and 
Imposing Remedial Sanctions and a Cease-and-Desist Order (“Order”), as set forth below. 
 

2 
 
III. 
 
 On the basis of this Order and the Respondent’s Offer, the Commission finds that: 
 
Summary 
 
1. These proceedings arise out of DBSI’s failure to timely file certain suspicious 
activity reports (“SARs”) that were filed between April 2019 and March 2024 (the “Relevant 
Period”) as required by Section 17(a) of the Exchange Act and Rule 17a-8 thereunder.  DBSI, as a 
registered broker-dealer, was required to file SARs on transactions conducted or attempted by, at, 
or through DBSI involving or aggregating at least $5,000 that it knew, suspected, or had reason to 
suspect were suspicious as defined in 31 C.F.R. § 1023.320 (the “SAR Rule”) within 30 calendar 
days after the date of the initial detection (or within 60 calendar days where no suspect is identified 
on the date of the initial detection) of facts that may have constituted a basis for filing a SAR.  
 
2. DBSI’s anti-money laundering (“AML”) policies and procedures required that 
SARs be filed within 30 days after an “appropriate review” determined that particular activity 
involved facts that may constitute a basis for filing a SAR.  In certain instances, however, DBSI 
received requests in connection with law enforcement or regulatory investigations or litigation and 
failed to promptly conduct or complete related SAR investigations of potentially suspicious 
activity within a reasonable period of time.
1
  In at least two such instances, DBSI took more than 
two years to file SARs where the underlying AML investigation and subsequent SAR filing were 
prompted by receipt of law enforcement or regulatory requests.  As a result, DBSI failed to timely 
file certain SARs as required by the SAR Rule.  DBSI therefore violated Section 17(a) of the 
Exchange Act and Rule 17a-8 thereunder.   
   
Respondent 
 
3. Deutsche Bank Securities Inc. is a Delaware corporation with its principal 
executive offices in New York, New York.  DBSI is dually registered with the Commission as a 
broker-dealer and investment adviser.  It is an indirect, wholly-owned subsidiary of Deutsche Bank 
AG, a foreign corporation headquartered in Frankfurt, Germany. 
 
Background 
 
4. The Bank Secrecy Act (“BSA”) and its implementing regulations (including the 
SAR Rule), promulgated by the U.S. Department of the Treasury’s Financial Crimes Enforcement 
Network (“FinCEN”), require broker-dealers such as DBSI to file SARs with FinCEN.  These 
SARs must report, among other things, a transaction (or a pattern of transactions of which the 
transaction is a part) conducted or attempted by, at, or through the broker-dealer involving or 
aggregating funds or other assets of at least $5,000 that the broker-dealer knows, suspects, or has 
reason to suspect: (1) involves funds derived from illegal activities or is intended or conducted to 
disguise or hide funds or assets derived from illegal activity; (2) is designed to evade any 
requirement of the BSA; (3) has no business or apparent lawful purpose or is not the sort in which 
 
1
 It is not alleged herein that there is any deficiency with respect to the substance or timeliness of DBSI’s responses 
to law enforcement or regulatory requests (separate from the SAR filings). 

3 
 
the particular customer would normally be expected to engage and the broker-dealer knows of no 
reasonable explanation for the transaction after examining the available facts; or (4) involves the 
use of the broker-dealer to facilitate criminal activity. 
 
5. The BSA’s implementing regulations require the filing of a SAR within 30 calendar 
days after the date of the broker-dealer’s initial detection of facts that may constitute a basis for 
filing a SAR unless no suspect has yet been identified, in which case the broker-dealer has an 
additional 30 days to file the SAR.  See 31 C.F.R. § 1023.320(b)(3).  Broker-dealers are generally 
permitted a period of time for an “appropriate review” before the 30-day clock begins to run, but 
are directed to begin that review “promptly” and complete it within a “reasonable period of time.”  
The SAR Activity Review – Trends, Tips & Issues, Issue 15 – In Focus: The Securities and Futures 
Industry, FinCEN (May 2009).  The deadline exists to preserve the value of the reported 
information for law enforcement or other regulators and reduce the chance that the reported 
information will become stale, while affording financial institutions time to review and understand 
the activity in question.    
   
6. Exchange Act Rule 17a-8 requires Commission-registered broker-dealers to comply 
with the reporting, record-keeping, and record-retention requirements of the BSA.  The failure to 
timely file a SAR under the SAR Rule is a violation of Exchange Act Section 17(a) and Rule 17a-8 
thereunder.  See SEC v. Alpine Sec. Corp., 308 F. Supp. 3d 775, 809–812 (S.D.N.Y. 2018), aff’d 
982 F.3d 68 (2d Cir. 2020), cert. denied, Alpine Sec. Corp. v. SEC, 595 U.S. __ (2021). 
      
DBSI’s Untimely SAR Filings During the Relevant Period 
 
7. DBSI failed to promptly conduct reviews of certain potentially suspicious activity 
during the Relevant Period resulting in untimely SAR filings on multiple occasions.  
 
8. DBSI’s policies and procedures imposed a “standard timeframe” for investigation 
on its primary AML investigations group, the Financial Crime Operations (“FCO”) group.  This 
timeframe required the completion of investigations of potentially suspicious activity in “no longer 
than 60 calendar days” from the date on which the activity entered FCO’s review queue.  FCO was 
responsible under DBSI’s policies and procedures for determining whether potentially suspicious 
activity merited a SAR filing.  
   
9. One way that cases entered FCO’s queue for SAR-filing consideration was through 
escalation by a separate DBSI Anti Financial Crime (“AFC”) team tasked with reviewing law 
enforcement or regulatory outreach to assess whether such outreach potentially involved suspicious 
activity for purposes of SAR filing.  However, DBSI did not apply the “standard” timeframe of 60 
days in this context.  During the Relevant Period, DBSI’s policies and procedures placed no limit 
on how long this separate AFC team’s investigation of activity related to law enforcement or 
regulatory requests, such as subpoenas, could take.         
 
10. DBSI engaged in unreasonable delays in commencing or completing SAR-related 
inquiries following requests involving law enforcement or other regulators, including instances 
where information – such as an indictment of a transaction participant – was publicly available and 
raised questions concerning, among other things, the source of funds.  These failures during the 

4 
 
Relevant Period resulted in untimely SAR filings.  One SAR was filed almost nine months after 
receipt of a single-subject subpoena.  In at least two additional instances, DBSI took more than two 
years to file law enforcement or regulatory request-related SARs. 
 
11. In one such example of an untimely filed SAR, DBSI filed a SAR in November 
2023 identifying as suspicious 68 transactions totaling nearly $2 billion related to an entity 
associated with a request from a regulator that DBSI received more than two years earlier.   
 
12. In another example, in November 2021, DBSI received a request from law 
enforcement in connection with a former client who was also sued in March 2022 in a private civil 
fraud case, but DBSI nevertheless failed to file a SAR identifying 28 transactions as suspicious 
until March 2024.  
 
13. Furthermore, certain of these examples occurred in connection with multi-year 
understaffing in DBSI’s AML monitoring function.  At multiple points during the Relevant Period, 
Deutsche Bank failed to hire adequate compliance staff to manage its suspicious activity caseload.  
These staffing inadequacies resulted in a backlog of cases DBSI itself identified as “aged,” i.e. 
potentially suspicious transactions that often sat for months without review.    
 
Violations 
 
14. As a result of the conduct described above, DBSI willfully
2
 violated Section 17(a) 
of the Exchange Act and Rule 17a-8 thereunder, which require broker-dealers to comply with the 
reporting, record-keeping, and record retention requirements of the BSA, including filing SARs as 
required by the SAR Rule.  Specifically, DBSI willfully failed to timely report suspicious 
transactions to FinCEN, in violation of 31 U.S.C. § 5318(g) and 31 C.F.R. § 1020.320. 
 
DBSI’s Cooperation and Remedial Efforts 
 
 In determining to accept the Offer, the Commission considered cooperation afforded the 
Commission staff by DBSI, including by voluntarily conducting certain lookback reviews of 
historical transactional activity, as well as remedial acts undertaken by DBSI.  DBSI increased 
headcount and other resources for investigations carried out by the FCO group.  Furthermore, 
DBSI also created a dedicated team responsible for conducting investigations triggered by 
subpoenas and other regulatory contact, and this team completed the outstanding, aged 
investigations related to law enforcement or regulatory matters.  In addition, DBSI introduced 
written guidelines and technical upgrades for SAR inquiries that begin with law enforcement and 
regulatory requests to allow DBSI to prioritize and expedite such inquiries.  Among other policy 
changes, DBSI has adopted timeframes governing these investigations. 
 
 
2
 “Willfully,” for purposes of imposing relief under Section 15(b) of the Exchange Act and Section 203(e) of the 
Advisers Act, “‘means no more than that the person charged with the duty knows what he is doing.’”  Wonsover v. 
SEC, 205 F.3d 408, 414 (D.C. Cir. 2000) (quoting Hughes v. SEC, 174 F.2d 969, 977 (D.C. Cir. 1949)).  There is no 
requirement that the actor “also be aware that he is violating one of the Rules or Acts.”  Tager v. SEC, 344 F.2d 5, 8 
(2d Cir. 1965). 

5 
 
IV. 
 
In view of the foregoing, the Commission deems it appropriate and in the public interest 
to impose the sanctions agreed to in Respondent DBSI’s Offer.  
 
 Accordingly, pursuant to Sections 15(b) and 21C of the Exchange Act and Section 203(e) 
of the Advisers Act, it is hereby ORDERED that: 
 
A. Respondent DBSI cease and desist from committing or causing any violations and 
any future violations of Section 17(a) of the Exchange Act and Rule 17a-8 promulgated 
thereunder.  
 
B. Respondent DBSI is censured.  
 
C. Respondent DBSI shall, within 30 days of the entry of this Order, pay a civil 
money penalty in the amount of $4 million to the Securities and Exchange Commission for 
transfer to the general fund of the United States Treasury, subject to Exchange Act Section 
21F(g)(3).  If timely payment is not made, additional interest shall accrue pursuant to 31 U.S.C. 
§ 3717.  
 
D. Payment must be made in one of the following ways:  
 
1) Respondent may transmit payment electronically to the Commission, 
which will provide detailed ACH transfer/Fedwire instructions upon 
request;  
 
2) Respondent may make direct payment from a bank account via Pay.gov 
through the SEC website at http://www.sec.gov/about/offices/ofm.htm; or 
 
3) Respondent may pay by certified check, bank cashier’s check, or United 
States postal money order, made payable to the Securities and Exchange 
Commission and hand-delivered or mailed to:  
 
Enterprise Services Center 
Accounts Receivable Branch  
HQ Bldg., Room 181, AMZ-341  
6500 South MacArthur Boulevard  
Oklahoma City, OK 73169  
 
Payments by check or money order must be accompanied by a cover letter identifying 
DBSI as a Respondent in these proceedings, and the file number of these proceedings; a copy of 
the cover letter and check or money order must be sent to Sheldon Pollock, Associate Regional 
Director, New York Regional Office, Securities and Exchange Commission, 100 Pearl Street, 
Suite 20-100, New York, NY 10004, or such other address the Commission staff may provide. 
 

6 
 
E. Amounts ordered to be paid as civil money penalties pursuant to this Order shall 
be treated as penalties paid to the government for all purposes, including all tax purposes. To 
preserve the deterrent effect of the civil penalty, Respondent agrees that in any Related Investor 
Action, it shall not argue that it is entitled to, nor shall it benefit by, offset or reduction of any 
award of compensatory damages by the amount of any part of Respondent’s payment of a civil 
penalty in this action (“Penalty Offset”). If the court in any Related Investor Action grants such a 
Penalty Offset, Respondent agrees that it shall, within 30 days after entry of a final order 
granting the Penalty Offset, notify the Commission's counsel in this action and pay the amount of 
the Penalty Offset to the Securities and Exchange Commission.  Such a payment shall not be 
deemed an additional civil penalty and shall not be deemed to change the amount of the civil 
penalty imposed in this proceeding.  For purposes of this paragraph, a “Related Investor Action” 
means a private damages action brought against Respondent by or on behalf of one or more 
investors based on substantially the same facts as alleged in the Order instituted by the 
Commission in this proceeding. 
 
 By the Commission 
       Vanessa A. Countryman 
      Secretary  

1 
 

UNITED STATES OF AMERICA 

Before the 

SECURITIES AND EXCHANGE COMMISSION 

 

SECURITIES EXCHANGE ACT OF 1934 

Release No. 102011 / December 20, 2024 

 

INVESTMENT ADVISERS ACT OF 1940 

Release No. 6801 / December 20, 2024 

 

ADMINISTRATIVE PROCEEDING 

File No. 3-22375 

 

 

In the Matter of 

 

 DEUTSCHE BANK 

 SECURITIES INC. 

 

Respondent. 

 

 

 
ORDER INSTITUTING ADMINISTRATIVE 

AND CEASE-AND-DESIST PROCEEDINGS, 

PURSUANT TO SECTIONS 15(b) AND 21C OF 

THE SECURITIES EXCHANGE ACT OF 1934 

AND SECTION 203(e) OF THE INVESTMENT 

ADVISERS ACT OF 1940, MAKING FINDINGS, 

AND IMPOSING REMEDIAL SANCTIONS AND 

A CEASE-AND-DESIST ORDER  

 
 

 

I. 

 

 The Securities and Exchange Commission (“Commission”) deems it appropriate and in 

the public interest that public administrative and cease-and-desist proceedings be, and hereby 

are, instituted pursuant to Sections 15(b) and 21C of the Securities Exchange Act of 1934 

(“Exchange Act”) and Section 203(e) of the Investment Advisers Act of 1940 (“Advisers Act”) 

against Deutsche Bank Securities Inc. (“DBSI” or “Respondent”).  

 

II. 

 

 In anticipation of the institution of these proceedings, Respondent has submitted an Offer 

of Settlement (“Offer”) which the Commission has determined to accept.  Solely for the purpose 

of these proceedings and any other proceedings brought by or on behalf of the Commission, or to 

which the Commission is a party, and without admitting or denying the findings herein, except as 

to the Commission’s jurisdiction over it and the subject matter of these proceedings, which are 

admitted, Respondent consents to the entry of this Order Instituting Administrative and Cease-

and-Desist Proceedings, Pursuant to Sections 15(b) and 21C of the Securities Exchange Act of 

1934 and Section 203(e) of the Investment Advisers Act of 1940, Making Findings, and 

Imposing Remedial Sanctions and a Cease-and-Desist Order (“Order”), as set forth below. 

 



2 
 

III. 

 

 On the basis of this Order and the Respondent’s Offer, the Commission finds that: 

 

Summary 

 

1. These proceedings arise out of DBSI’s failure to timely file certain suspicious 

activity reports (“SARs”) that were filed between April 2019 and March 2024 (the “Relevant 

Period”) as required by Section 17(a) of the Exchange Act and Rule 17a-8 thereunder.  DBSI, as a 

registered broker-dealer, was required to file SARs on transactions conducted or attempted by, at, 

or through DBSI involving or aggregating at least $5,000 that it knew, suspected, or had reason to 

suspect were suspicious as defined in 31 C.F.R. § 1023.320 (the “SAR Rule”) within 30 calendar 

days after the date of the initial detection (or within 60 calendar days where no suspect is identified 

on the date of the initial detection) of facts that may have constituted a basis for filing a SAR.  

 

2. DBSI’s anti-money laundering (“AML”) policies and procedures required that 

SARs be filed within 30 days after an “appropriate review” determined that particular activity 

involved facts that may constitute a basis for filing a SAR.  In certain instances, however, DBSI 

received requests in connection with law enforcement or regulatory investigations or litigation and 

failed to promptly conduct or complete related SAR investigations of potentially suspicious 

activity within a reasonable period of time.1  In at least two such instances, DBSI took more than 

two years to file SARs where the underlying AML investigation and subsequent SAR filing were 

prompted by receipt of law enforcement or regulatory requests.  As a result, DBSI failed to timely 

file certain SARs as required by the SAR Rule.  DBSI therefore violated Section 17(a) of the 

Exchange Act and Rule 17a-8 thereunder.   

   

Respondent 

 

3. Deutsche Bank Securities Inc. is a Delaware corporation with its principal 

executive offices in New York, New York.  DBSI is dually registered with the Commission as a 

broker-dealer and investment adviser.  It is an indirect, wholly-owned subsidiary of Deutsche Bank 

AG, a foreign corporation headquartered in Frankfurt, Germany. 

 

Background 

 

4. The Bank Secrecy Act (“BSA”) and its implementing regulations (including the 

SAR Rule), promulgated by the U.S. Department of the Treasury’s Financial Crimes Enforcement 

Network (“FinCEN”), require broker-dealers such as DBSI to file SARs with FinCEN.  These 

SARs must report, among other things, a transaction (or a pattern of transactions of which the 

transaction is a part) conducted or attempted by, at, or through the broker-dealer involving or 

aggregating funds or other assets of at least $5,000 that the broker-dealer knows, suspects, or has 

reason to suspect: (1) involves funds derived from illegal activities or is intended or conducted to 

disguise or hide funds or assets derived from illegal activity; (2) is designed to evade any 

requirement of the BSA; (3) has no business or apparent lawful purpose or is not the sort in which 

 
1 It is not alleged herein that there is any deficiency with respect to the substance or timeliness of DBSI’s responses 

to law enforcement or regulatory requests (separate from the SAR filings). 



3 
 

the particular customer would normally be expected to engage and the broker-dealer knows of no 

reasonable explanation for the transaction after examining the available facts; or (4) involves the 

use of the broker-dealer to facilitate criminal activity. 

 

5. The BSA’s implementing regulations require the filing of a SAR within 30 calendar 

days after the date of the broker-dealer’s initial detection of facts that may constitute a basis for 

filing a SAR unless no suspect has yet been identified, in which case the broker-dealer has an 

additional 30 days to file the SAR.  See 31 C.F.R. § 1023.320(b)(3).  Broker-dealers are generally 

permitted a period of time for an “appropriate review” before the 30-day clock begins to run, but 

are directed to begin that review “promptly” and complete it within a “reasonable period of time.”  

The SAR Activity Review – Trends, Tips & Issues, Issue 15 – In Focus: The Securities and Futures 

Industry, FinCEN (May 2009).  The deadline exists to preserve the value of the reported 

information for law enforcement or other regulators and reduce the chance that the reported 

information will become stale, while affording financial institutions time to review and understand 

the activity in question.    

   

6. Exchange Act Rule 17a-8 requires Commission-registered broker-dealers to comply 

with the reporting, record-keeping, and record-retention requirements of the BSA.  The failure to 

timely file a SAR under the SAR Rule is a violation of Exchange Act Section 17(a) and Rule 17a-8 

thereunder.  See SEC v. Alpine Sec. Corp., 308 F. Supp. 3d 775, 809–812 (S.D.N.Y. 2018), aff’d 

982 F.3d 68 (2d Cir. 2020), cert. denied, Alpine Sec. Corp. v. SEC, 595 U.S. __ (2021). 

      

DBSI’s Untimely SAR Filings During the Relevant Period 

 

7. DBSI failed to promptly conduct reviews of certain potentially suspicious activity 

during the Relevant Period resulting in untimely SAR filings on multiple occasions.  

 

8. DBSI’s policies and procedures imposed a “standard timeframe” for investigation 

on its primary AML investigations group, the Financial Crime Operations (“FCO”) group.  This 

timeframe required the completion of investigations of potentially suspicious activity in “no longer 

than 60 calendar days” from the date on which the activity entered FCO’s review queue.  FCO was 

responsible under DBSI’s policies and procedures for determining whether potentially suspicious 

activity merited a SAR filing.  

   

9. One way that cases entered FCO’s queue for SAR-filing consideration was through 

escalation by a separate DBSI Anti Financial Crime (“AFC”) team tasked with reviewing law 

enforcement or regulatory outreach to assess whether such outreach potentially involved suspicious 

activity for purposes of SAR filing.  However, DBSI did not apply the “standard” timeframe of 60 

days in this context.  During the Relevant Period, DBSI’s policies and procedures placed no limit 

on how long this separate AFC team’s investigation of activity related to law enforcement or 

regulatory requests, such as subpoenas, could take.         

 

10. DBSI engaged in unreasonable delays in commencing or completing SAR-related 

inquiries following requests involving law enforcement or other regulators, including instances 

where information – such as an indictment of a transaction participant – was publicly available and 

raised questions concerning, among other things, the source of funds.  These failures during the 



4 
 

Relevant Period resulted in untimely SAR filings.  One SAR was filed almost nine months after 

receipt of a single-subject subpoena.  In at least two additional instances, DBSI took more than two 

years to file law enforcement or regulatory request-related SARs. 

 

11. In one such example of an untimely filed SAR, DBSI filed a SAR in November 

2023 identifying as suspicious 68 transactions totaling nearly $2 billion related to an entity 

associated with a request from a regulator that DBSI received more than two years earlier.   

 

12. In another example, in November 2021, DBSI received a request from law 

enforcement in connection with a former client who was also sued in March 2022 in a private civil 

fraud case, but DBSI nevertheless failed to file a SAR identifying 28 transactions as suspicious 

until March 2024.  

 

13. Furthermore, certain of these examples occurred in connection with multi-year 

understaffing in DBSI’s AML monitoring function.  At multiple points during the Relevant Period, 

Deutsche Bank failed to hire adequate compliance staff to manage its suspicious activity caseload.  

These staffing inadequacies resulted in a backlog of cases DBSI itself identified as “aged,” i.e. 

potentially suspicious transactions that often sat for months without review.    

 

Violations 

 

14. As a result of the conduct described above, DBSI willfully2 violated Section 17(a) 

of the Exchange Act and Rule 17a-8 thereunder, which require broker-dealers to comply with the 

reporting, record-keeping, and record retention requirements of the BSA, including filing SARs as 

required by the SAR Rule.  Specifically, DBSI willfully failed to timely report suspicious 

transactions to FinCEN, in violation of 31 U.S.C. § 5318(g) and 31 C.F.R. § 1020.320. 

 

DBSI’s Cooperation and Remedial Efforts 

 

 In determining to accept the Offer, the Commission considered cooperation afforded the 

Commission staff by DBSI, including by voluntarily conducting certain lookback reviews of 

historical transactional activity, as well as remedial acts undertaken by DBSI.  DBSI increased 

headcount and other resources for investigations carried out by the FCO group.  Furthermore, 

DBSI also created a dedicated team responsible for conducting investigations triggered by 

subpoenas and other regulatory contact, and this team completed the outstanding, aged 

investigations related to law enforcement or regulatory matters.  In addition, DBSI introduced 

written guidelines and technical upgrades for SAR inquiries that begin with law enforcement and 

regulatory requests to allow DBSI to prioritize and expedite such inquiries.  Among other policy 

changes, DBSI has adopted timeframes governing these investigations. 

 

 
2 “Willfully,” for purposes of imposing relief under Section 15(b) of the Exchange Act and Section 203(e) of the 

Advisers Act, “‘means no more than that the person charged with the duty knows what he is doing.’”  Wonsover v. 

SEC, 205 F.3d 408, 414 (D.C. Cir. 2000) (quoting Hughes v. SEC, 174 F.2d 969, 977 (D.C. Cir. 1949)).  There is no 

requirement that the actor “also be aware that he is violating one of the Rules or Acts.”  Tager v. SEC, 344 F.2d 5, 8 

(2d Cir. 1965). 



5 
 

IV. 

 

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

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

 

 Accordingly, pursuant to Sections 15(b) and 21C of the Exchange Act and Section 203(e) 

of the Advisers Act, it is hereby ORDERED that: 

 

A. Respondent DBSI cease and desist from committing or causing any violations and 

any future violations of Section 17(a) of the Exchange Act and Rule 17a-8 promulgated 

thereunder.  

 

B. Respondent DBSI is censured.  

 

C. Respondent DBSI shall, within 30 days of the entry of this Order, pay a civil 

money penalty in the amount of $4 million to the Securities and Exchange Commission for 

transfer to the general fund of the United States Treasury, subject to Exchange Act Section 

21F(g)(3).  If timely payment is not made, additional interest shall accrue pursuant to 31 U.S.C. 

§ 3717.  

 

D. Payment must be made in one of the following ways:  

 

1) Respondent may transmit payment electronically to the Commission, 

which will provide detailed ACH transfer/Fedwire instructions upon 

request;  

 

2) Respondent may make direct payment from a bank account via Pay.gov 

through the SEC website at http://www.sec.gov/about/offices/ofm.htm; or 

 

3) Respondent may pay by certified check, bank cashier’s check, or United 

States postal money order, made payable to the Securities and Exchange 

Commission and hand-delivered or mailed to:  

 

Enterprise Services Center 

Accounts Receivable Branch  

HQ Bldg., Room 181, AMZ-341  

6500 South MacArthur Boulevard  

Oklahoma City, OK 73169  

 

Payments by check or money order must be accompanied by a cover letter identifying 

DBSI as a Respondent in these proceedings, and the file number of these proceedings; a copy of 

the cover letter and check or money order must be sent to Sheldon Pollock, Associate Regional 

Director, New York Regional Office, Securities and Exchange Commission, 100 Pearl Street, 

Suite 20-100, New York, NY 10004, or such other address the Commission staff may provide. 

 



6 
 

E. Amounts ordered to be paid as civil money penalties pursuant to this Order shall 

be treated as penalties paid to the government for all purposes, including all tax purposes. To 

preserve the deterrent effect of the civil penalty, Respondent agrees that in any Related Investor 

Action, it shall not argue that it is entitled to, nor shall it benefit by, offset or reduction of any 

award of compensatory damages by the amount of any part of Respondent’s payment of a civil 

penalty in this action (“Penalty Offset”). If the court in any Related Investor Action grants such a 

Penalty Offset, Respondent agrees that it shall, within 30 days after entry of a final order 

granting the Penalty Offset, notify the Commission's counsel in this action and pay the amount of 

the Penalty Offset to the Securities and Exchange Commission.  Such a payment shall not be 

deemed an additional civil penalty and shall not be deemed to change the amount of the civil 

penalty imposed in this proceeding.  For purposes of this paragraph, a “Related Investor Action” 

means a private damages action brought against Respondent by or on behalf of one or more 

investors based on substantially the same facts as alleged in the Order instituted by the 

Commission in this proceeding. 

 

 By the Commission 

       Vanessa A. Countryman 

      Secretary