In re Truist Securities

 
 1 
 UNITED STATES OF AMERICA 
 Before the 
 SECURITIES AND EXCHANGE COMMISSION 
 
SECURITIES EXCHANGE ACT OF 1934 
Release No. 100703 / August 14, 2024 
 
INVESTMENT ADVISERS ACT OF 1940 
Release No. 6653 / August 14, 2024 
 
ADMINISTRATIVE PROCEEDING 
File No. 3-22000 
 
 
In the Matter of 
 
Truist Securities, Inc.; Truist 
Investment Services, Inc.; and 
Truist Advisory Services, Inc. 
 
Respondents. 
 
 
 
 
ORDER INSTITUTING ADMINISTRATIVE 
AND CEASE-AND-DESIST PROCEEDINGS, 
PURSUANT TO SECTIONS 15(b) AND 21C 
OF THE SECURITIES EXCHANGE ACT OF 
1934 AND SECTIONS 203(e) AND 203(k) 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 Sections 203(e) and 203(k) of the Investment Advisers Act of 1940 (“Advisers Act”) 
against Truist Securities, Inc. (“TSI”), Truist Investment Services, Inc. (“TIS”), and Truist 
Advisory Services, Inc. (“TAS”) (collectively, “Respondents” or “Truist”). 
 
II. 
 
 In anticipation of the institution of these proceedings, Respondents have submitted an Offer 
of Settlement (the “Offer”), which the Commission has determined to accept.  Respondents admit 
the facts set forth in Section III below, acknowledge that their conduct violated the federal 
securities laws, admit the Commission’s jurisdiction over them and the subject matter of these 
proceedings, and consent 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 

 
 2 
Sections 203(e) and 203(k) of the Investment Advisers Act of 1940, Making Findings, and 
Imposing Remedial Sanctions and a Cease-and-Desist Order. 
 
III. 
 
 On the basis of this Order and Respondents’ Offer, the Commission finds
1
 that: 
 
Summary 
 
1. The federal securities laws impose recordkeeping requirements on broker-dealers 
and registered investment advisers to ensure that they responsibly discharge their crucial role in our 
markets.  The Commission has long said that compliance with these requirements is essential to 
investor protection and the Commission’s efforts to further its mandate of protecting investors, 
maintaining fair, orderly, and efficient markets, and facilitating capital formation.  These 
proceedings arise out of Truist’s identification—and self-report—of widespread and longstanding 
failures of certain Truist employees, including at senior levels, to adhere to certain of these 
essential requirements and Truist’s own policies.  Using their personal devices, these employees 
communicated both internally and externally by personal text messages or WhatsApp, which were 
not approved written communications platforms (“off-channel communications”). 
2. From at least January 2021, TSI and TIS employees sent and received off-channel 
communications that related to the businesses of these broker-dealers, and TAS employees sent 
and received off-channel communications related to recommendations made or proposed to be 
made and advice given or proposed to be given in their advisory business.  Respondents did not 
maintain or preserve the substantial majority of these written communications.  Respondents’ 
failures were widespread, and involved employees at various levels of authority.  As a result, TSI 
and TIS violated Section 17(a) of the Exchange Act and Rule 17a-4(b)(4) thereunder, and TAS 
violated Section 204 of the Advisers Act and Rule 204-2(a)(7) thereunder. 
3. Truist’s supervisors, who were responsible for supervising junior employees, 
communicated off-channel using their personal devices.  In fact, senior management and managing 
directors across each firm, including those responsible for supervising junior employees, failed to 
comply with Truist policies by communicating using non-firm approved methods on their personal 
devices about Truist’s broker-dealer and/or investment adviser businesses, as applicable. 
4. Truist’s widespread failure to implement its policies and procedures that prohibit 
such communications led to its failure to reasonably supervise its employees within the meaning of 
Section 15(b)(4)(E) of the Exchange Act as to TSI and TIS and Section 203(e)(6) of the Advisers 
Act as to TAS. 
 
1
  The findings herein are made pursuant to Respondents’ Offer of Settlement and are not binding on any 
other person or entity in this or any other proceeding. 
 

 
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5. During the time period that Truist failed to maintain and preserve off-channel 
communications its employees sent and received related to the broker-dealer and investment 
adviser businesses, Truist received and responded to Commission subpoenas for documents and 
records requests in numerous Commission investigations.  As a result, Truist’s recordkeeping 
failures likely impacted the Commission’s ability to carry out its regulatory functions and 
investigate violations of the federal securities laws across these investigations. 
6. In 2022, Truist voluntarily began an internal investigation of its off-channel 
communications practices and subsequently self-reported the facts to Commission staff.  
Respondents proactively identified key documents and facts, which assisted the Commission staff 
in efficiently investigating the conduct.  Prior to and after contacting the Division of Enforcement, 
Respondents undertook significant remedial measures relating to their recordkeeping obligations; 
enhanced surveillance capabilities; and issued firm-owned devices on which only firm-approved 
platforms are permitted to customer-facing or client-facing staff, as applicable. 
7. After self-reporting its conduct, Truist initiated a review of its recordkeeping 
failures and further enhanced its program of remediation.  As set forth in the Undertakings below, 
Truist will retain a compliance consultant to review and assess Truist’s remedial steps relating to 
its recordkeeping practices, policies and procedures, related supervisory practices, and employment 
actions. 
Respondents 
 
8. Truist Securities, Inc. (“TSI”) is a Tennessee corporation with its principal place of 
business in Atlanta, Georgia and is registered with the Commission as a broker-dealer.  It is a 
wholly-owned subsidiary of Truist Financial Corporation (“TFC”), a financial services firm 
incorporated in North Carolina and headquartered in Charlotte, North Carolina. 
9. Truist Investment Services, Inc. (“TIS”) is a Georgia corporation with its principal 
place of business in Atlanta, Georgia and is registered with the Commission as broker-dealer.  It is 
a wholly-owned subsidiary of TFC. 
10. Truist Advisory Services, Inc. (“TAS”) is a Delaware corporation with its principal 
place of business in Atlanta, Georgia and is registered with the Commission as an investment 
adviser.  It is a wholly-owned subsidiary of TFC. 
Recordkeeping Requirements under the Exchange Act and the Advisers Act 
 
11. Section 17(a)(1) of the Exchange Act and Section 204 of the Advisers Act authorize 
the Commission to issue rules requiring, respectively, broker-dealers and investment advisers, to 
make and keep for prescribed periods, and furnish copies of, such records as necessary or 
appropriate in the public interest, for the protection of investors, or, with respect to the Exchange 
Act, otherwise in furtherance of the purposes of the Exchange Act. 

 
 4 
12. The Commission adopted Rule 17a-4 under the Exchange Act and Rule 204-2 
under the Advisers Act pursuant to this authority.  These rules specify the manner and length of 
time that the records created in accordance with Commission rules, and certain other records 
produced by broker-dealers or investment advisers, must be maintained and produced promptly to 
Commission representatives. 
13. The rules adopted under Section 17(a)(1) of the Exchange Act, including Rule 17a-
4(b)(4), require that broker-dealers preserve in an easily accessible place originals of all 
communications received and copies of all communications sent relating to the broker-dealer’s 
business as such.  These rules impose minimum recordkeeping requirements that are based on 
standards a prudent broker-dealer should follow in the normal course of business. 
14. The Commission previously has stated that these and other recordkeeping 
requirements “are an integral part of the investor protection function of the Commission, and other 
securities regulators, in that the preserved records are the primary means of monitoring compliance 
with applicable securities laws, including antifraud provisions and financial responsibility 
standards.”  Commission Guidance to Broker-Dealers on the Use of Electronic Storage Media 
under the Electronic Signatures in Global and National Commerce Act of 2000 with Respect to 
Rule 17a-4(f), 17 C.F.R. Part 241, Exchange Act Rel. No. 44238 (May 1, 2001). 
15. The rules adopted under Advisers Act Section 204, including Advisers Act Rule 
204-2(a)(7), require that investment advisers preserve in an easily accessible place originals of all 
communications received and copies of all written communications sent relating to, among other 
things, any recommendation made or proposed to be made and any advice given or proposed to be 
given. 
Truist’s Policies and Procedures 
 
16. Truist maintained certain policies and procedures designed to ensure the retention 
of business-related records, including electronic communications, in compliance with the relevant 
recordkeeping provisions. 
17. Truist employees were advised that the use of unapproved electronic 
communications methods, including on their personal devices, was not permitted, and they should 
not use personal email, chats or text messaging applications for business purposes, or forward 
work-related communications to unapproved software applications on their personal devices. 
18. Messages sent through Truist-approved communications methods were monitored, 
subject to review, and, when appropriate, archived.  Messages sent through unapproved 
communications methods, such as text messages and WhatsApp messages, were not monitored, 
subject to review, or archived. 
19. Truist’s policies were designed to address supervisors’ supervision of employees’ 
training in Truist’s communications policies and adherence to Truist’s books and recordkeeping 
requirements.  Supervisory policies notified employees that electronic communications were 

 
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subject to surveillance by Truist.  Truist had procedures for all employees, including supervisors, 
requiring annual self-attestations of compliance. 
20. Truist, however, failed adequately to implement a system of follow-up and review 
to determine that all personnel, including supervisors, were reasonably following Truist’s policies.  
While permitting employees to use approved communications methods, including on personal 
phones, for business communications, Truist failed to implement sufficient monitoring to assure 
that its recordkeeping and communications policies were being followed. 
Truist’s Recordkeeping Failures Across Its Brokerage and Investment Advisory Businesses 
 
21. In September 2021, the Commission staff commenced a risk-based initiative to 
investigate whether broker-dealers were properly retaining business-related messages sent and 
received on personal devices.  In June 2023, Truist voluntarily contacted the staff regarding certain 
off-channel communications activity that it had identified related to the businesses of TSI and TIS. 
Truist cooperated with the staff’s investigation by proactively gathering communications from the 
personal devices of its personnel and responding to the staff’s requests for additional information. 
As reported to the Commission staff, Truist personnel who had engaged in the use of off-channel 
communications included senior leadership and managing directors. 
22. Truist alerted the Commission staff to pervasive off-channel communications at 
various seniority levels of TSI and TIS.  TSI and TIS collected data from a sampling of broker-
dealer personnel and found that all of the broker-dealer personnel sampled had engaged in at least 
some level of off-channel communications.  Overall, these personnel sent and received numerous 
off-channel communications, involving other TSI and TIS personnel and TSI and TIS’s broker-
dealer customers or other participants in the securities industry.  As disclosed to the Commission 
staff, within TSI and TIS, senior leadership and managing directors across each firm participated in 
off-channel communications. 
23. From at least January 1, 2021, TSI and TIS personnel sent and received off-channel 
messages that concerned the broker-dealer businesses. 
24. For example, a member of TSI senior management had off-channel 
communications with numerous other Truist employees, including employees he supervised, and 
numerous TSI customers or other participants in the securities industry. 
25. Similarly, a TIS senior manager communicated by text message with approximately 
two dozen other Truist employees, including employees he supervised. 
26. In addition, from at least January 1, 2021, TAS personnel sent and received off-
channel communications subject to the record-keeping requirements of Advisers Act Rule 204-2. 
27. For example, in October 2021, TAS personnel exchanged off-channel 
communications with a third party by providing them with investment advice. 
 

 
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Respondents’ Failure to Preserve Required Records 
Potentially Compromised and Delayed Commission Investigations 
 
28. Between January 2021 and July 2023, TSI and TIS received and responded to 
Commission subpoenas for documents and records requests in numerous Commission 
investigations.  By failing to maintain and preserve required records relating to its broker-dealer 
and investment adviser businesses, TSI and TIS likely deprived the Commission of these off-
channel communications in various investigations. 
Respondents’ Violations and Failure to Supervise 
 
29. As a result of the conduct described above, from at least January 2021 through the 
date of this Order, TSI and TIS willfully
2
 violated Section 17(a) of the Exchange Act and Rule 
17a-4(b)(4) thereunder, which require broker-dealers to preserve in an easily accessible place 
originals of all communications received and copies of all communications sent relating to its 
business as such. 
30. As a result of the conduct described above, from at least January 2021 through the 
date of this Order, TAS willfully violated Section 204 of the Advisers Act and Rule 204-2(a)(7) 
thereunder, which require investment advisers to preserve in an easily accessible place originals of 
all written communications received and copies of all written communications sent relating to, 
among other things, any recommendation made or proposed to be made and any advice given or 
proposed to be given. 
31. As a result of the conduct described above, TSI and TIS failed reasonably to 
supervise their employees with a view to preventing or detecting certain of their employees’ aiding 
and abetting violations of Section 17(a) of the Exchange Act and Rule 17a-4(b)(4) thereunder, 
within the meaning of Section 15(b)(4)(E) of the Exchange Act. 
32. As a result of the conduct described above, TAS failed reasonably to supervise its 
employees with a view to preventing or detecting certain of its employees’ aiding and abetting 
violations of Section 204 of the Advisers Act and Rule 204-2(a)(7) thereunder, within the meaning 
of Section 203(e)(6) of the Advisers Act. 
Truist’s Self-Report, Cooperation, and Remedial Efforts 
 
33. In determining to accept the Offer, the Commission considered Truist’s self-report, 
cooperation afforded to Commission staff, and remediation.  Respondents undertook an internal 
investigation and self-reported the facts to Commission staff.  Prior to approaching Commission 
staff in June 2023, Truist had begun a program of remediation, which included issuing firm-owned 
devices to customer-facing or client-facing personnel; strengthening its self-policing procedures, 
including by making investments in new technologies to improve surveillance efforts and 
 
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)). 

 
 7 
enhancing internal certifications; and conducting trainings and sending firm-wide reminders that 
emphasized the importance of complying with recordkeeping obligations.  Truist also took 
proactive steps to onboard and preserve off-channel communications.  In determining the penalty 
amount, the Commission considered Truist’s self-report, cooperation, and remediation. 
Undertakings 
 
34. Prior to this action, Truist enhanced its policies and procedures, and increased 
training concerning the use of approved communications methods, including on personal devices. 
In addition, Respondents have undertaken to: 
35. Compliance Consultant: 
a. TSI, TIS, and TAS shall each retain, within thirty (30) days of the entry of this 
Order, the services of a compliance consultant (“Compliance Consultant”) that is 
not unacceptable to the Commission staff.  The Compliance Consultant’s 
compensation and expenses shall be borne exclusively by Truist. 
b. Truist will oversee the work of the Compliance Consultant. 
c. Truist shall provide to the Commission staff, within sixty (60) days of the entry of 
this Order, a copy of the engagement letter detailing the Compliance Consultant’s 
responsibilities, which shall include a comprehensive compliance review as 
described below.  Truist shall require that, within ninety (90) days of the date of the 
engagement letter, the Compliance Consultant conduct: 
i. A comprehensive review of Truist’s supervisory, compliance, and other 
policies and procedures designed to ensure that Truist’s electronic 
communications, including those found on personal electronic devices, 
including without limitation, cellular phones (“Personal Devices”), are 
preserved in accordance with the requirements of the federal securities laws. 
ii. A comprehensive review of training conducted by Truist to ensure 
personnel are complying with the requirements regarding the preservation 
of electronic communications, including those found on Personal Devices, 
in accordance with the requirements of the federal securities laws, including 
by ensuring that Truist personnel certify in writing on a quarterly basis that 
they are complying with preservation requirements. 
iii. An assessment of the surveillance program measures implemented by Truist 
to ensure compliance, on an ongoing basis, with the requirements found in 
the federal securities laws to preserve electronic communications, including 
those found on Personal Devices. 
iv. An assessment of the technological solutions that Truist has begun 
implementing to meet the record retention requirements of the federal 

 
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securities laws, including an assessment of the likelihood that Truist 
personnel will use the technological solutions going forward and a review of 
the measures employed by Truist to track employee usage of new 
technological solutions. 
v. An assessment of the measures used by Truist to prevent the use of 
unauthorized communications methods for business communications by 
employees.  This assessment should include, but not be limited to, a review 
of Truist’s policies and procedures to ascertain if they provide for any 
significant technology and/or behavioral restrictions that help prevent the 
risk of the use of unapproved communications methods on Personal 
Devices (e.g., trading floor restrictions). 
vi. A review of Truist’s electronic communications surveillance routines to 
ensure that electronic communications through approved communications 
methods found on Personal Devices are incorporated into Truist’s overall 
communications surveillance program. 
vii. A comprehensive review of the framework adopted by Truist to address 
instances of non-compliance by Truist employees with Truist’s policies and 
procedures concerning the use of Personal Devices to communicate about 
Truist business in the past.  This review shall include a survey of how Truist 
determined which employees failed to comply with Truist policies and 
procedures, the corrective action carried out, an evaluation of who violated 
policies and why, what penalties were imposed, and whether penalties were 
handed out consistently across business lines and seniority levels. 
d. Truist shall require that, within forty-five (45) days after completion of the review 
set forth in sub-paragraphs c.i. through c.vii. above, the Compliance Consultant 
shall submit a detailed written report of its findings to each of TSI, TIS, and TAS 
and to the Commission staff (the “Report”).  Truist shall require that the Report 
include a description of the review performed, the names of the individuals who 
performed the review, the conclusions reached, the Compliance Consultant’s 
recommendations for changes in or improvements to Truist’s respective policies 
and procedures, and a summary of the plan for implementing the recommended 
changes in or improvements to such policies and procedures. 
e. Truist shall adopt all recommendations contained in the Report within ninety (90) 
days of the date of each Report; provided, however, that within forty-five (45) days 
after the date of such Report, Truist shall advise the Compliance Consultant and the 
Commission staff in writing of any recommendations that Truist considers to be 
unduly burdensome, impractical, or inappropriate.  With respect to any 
recommendation that Truist considers unduly burdensome, impractical, or 
inappropriate, Truist need not adopt such recommendation at that time, but shall 

 
 9 
propose in writing an alternative policy, procedure, or disclosure designed to 
achieve the same objective or purpose. 
f. As to any recommendation concerning Truist’s policies or procedures on which 
Truist and the Compliance Consultant do not agree, Truist and the Compliance 
Consultant shall attempt in good faith to reach an agreement within sixty (60) days 
after the date of the Report.  Within fifteen (15) days after the conclusion of the 
discussion and evaluation by Truist and the Compliance Consultant, Truist shall 
require that the Compliance Consultant inform Truist and the Commission staff in 
writing of the Compliance Consultant’s final determination concerning any 
recommendation that Truist considers to be unduly burdensome, impractical, or 
inappropriate.  Truist shall abide by the determinations of the Compliance 
Consultant and, within sixty (60) days after final agreement between Truist and the 
Compliance Consultant or final determination by the Compliance Consultant, 
whichever occurs first, Truist shall adopt and implement all of the 
recommendations that the Compliance Consultant deems appropriate. 
g. Truist shall cooperate fully with the Compliance Consultant and shall provide the 
Compliance Consultant with access to Truist’s files, books, records, and personnel 
as are reasonably requested by the Compliance Consultant for review. 
h. Truist shall not have the authority to terminate the Compliance Consultant or 
substitute another compliance consultant for the initial Compliance Consultant, 
without the prior written approval of the Commission staff.  Truist shall compensate 
the Compliance Consultant and persons engaged to assist the Compliance 
Consultant for services rendered under this Order at their reasonable and customary 
rates. 
i. For the period of engagement and for a period of two (2) years from completion of 
the engagement, Truist shall not (i) retain the Compliance Consultant for any other 
professional services outside of the services described in this Order; (ii) enter into 
any other professional relationship with the Compliance Consultant, including any 
employment, consultant, attorney-client, auditing or other professional relationship; 
or (iii) enter, without prior written consent of the Commission staff, into any such 
professional relationship with any of the Compliance Consultant’s present or 
former affiliates, employers, directors, officers, employees, or agents acting in their 
capacity as such. 
j. The Report by the Compliance Consultant will likely include confidential financial, 
proprietary, competitive business or commercial information.  Public disclosure of 
the Report could discourage cooperation, impede pending or potential government 
investigations or undermine the objectives of the reporting requirement.  For these 
reasons, among others, the Report and the contents thereof are intended to remain 
and shall remain non-public, except (1) pursuant to court order, (2) as agreed to by 
the parties in writing, (3) to the extent that the Commission determines in its sole 

 
 10 
discretion that disclosure would be in furtherance of the Commission’s discharge of 
its duties and responsibilities, or (4) as otherwise required by law. 
36. One-Year Evaluation. TSI, TIS, and TAS shall each require the Compliance 
Consultant to assess Truist’s respective programs for the preservation, as required under the federal 
securities laws, of electronic communications, including those found on Personal Devices, 
commencing one year after submitting the report required by Paragraph 35.d above.  Truist shall 
require this review to evaluate Truist’s progress in the areas described in Paragraph 35.c.i-vii 
above.  After this review, Truist shall require the Compliance Consultant to submit a report (the 
“One Year Report”) to each of TSI, TIS, and TAS and the Commission staff and shall ensure that 
the One Year Report includes an updated assessment of Truist’s respective policies and procedures 
with regard to the preservation of electronic communications (including those found on Personal 
Devices), training, surveillance programs, and technological solutions implemented in the prior 
year period. 
37. Reporting Discipline Imposed. For two (2) years following the entry of this Order, 
Truist shall notify the Commission staff as follows upon the imposition of any discipline imposed 
by Truist, including, but not limited to, written warnings, loss of any pay, bonus, or incentive 
compensation, or the termination of employment, with respect to any employee found to have 
violated Truist’s respective policies and procedures concerning the preservation of electronic 
communications, including those found on Personal Devices: at least forty-eight (48) hours before 
the filing of a Form U-5, or within ten (10) days of the imposition of other discipline. 
38. Internal Audit. In addition to the Compliance Consultant’s review and issuance of 
the One Year Report, TSI, TIS, and TAS will each also have their respective Internal Audit 
function(s) conduct separate audit(s) to assess Truist’s respective progress in the areas described in 
Paragraph 35.c.i-vii above. After completion of this audit(s), Truist shall ensure that Internal Audit 
submits a report to each of TSI, TIS, and TAS and to the Commission staff. 
39. Recordkeeping. TSI and TIS shall each preserve, for a period of not less than six (6) 
years from the end of the fiscal year last used, the first two (2) years in an easily accessible place, 
any record of compliance with these undertakings. TAS shall preserve any record of compliance 
with these undertakings in an easily accessible place for a period of not less than five (5) years 
from the end of the fiscal year during which the entry was made on such record, the first two (2) 
years in appropriate offices of TAS. 
40. Deadlines. For good cause shown, the Commission staff may extend any of the 
procedural dates relating to the undertakings. Deadlines for procedural dates shall be counted in 
calendar days, except that if the last day falls on a weekend or federal holiday, the next business 
day shall be considered to be the last day. 
41. Certification. TSI, TIS, and TAS shall each certify, in writing, compliance with the 
undertakings set forth above.  The certification shall identify the undertakings, provide written 
evidence of compliance in the form of a narrative, and be supported by exhibits sufficient to 
demonstrate compliance.  The Commission staff may make reasonable requests for further 

 
 11 
evidence of compliance, and Respondents agree to provide such evidence. The certification and 
supporting material shall be submitted to Carolyn Welshhans, Associate Director, Division of 
Enforcement, Securities and Exchange Commission, 100 F St., NE, Washington, DC, 20549, or 
such other person as the Commission staff may request, with a copy to the Office of Chief Counsel 
of the Enforcement Division, no later than sixty (60) days from the date of the completion of the 
undertakings. 
IV. 
 In view of the foregoing, the Commission deems it appropriate, in the public interest to 
impose the sanctions agreed to in Respondents’ Offer. 
 
 Accordingly, pursuant to Sections 15(b) and 21C of the Exchange Act as to TSI and TIS 
and Sections 203(e) and 203(k) of the Advisers Act as to TAS, it is hereby ORDERED that: 
 
 A. TSI and TIS cease and desist from committing or causing any violations and any 
future violations of Section 17(a) of the Exchange Act and Rule 17a-4 thereunder. 
 
B. TAS cease and desist from committing or causing any violations and any future 
violations of Section 204 of the Advisers Act and Rule 204-2 thereunder. 
 
C. Respondents are censured. 
  
D.  Respondents shall comply with the undertakings enumerated in paragraphs 34 
through 41 above. 
 
E. Respondents, jointly and severally, shall, within 14 days of the entry of this Order, 
pay a civil money penalty in the amount of $5,500,000 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.   
 
Payment must be made in one of the following ways:   
 
(1) Respondents may transmit payment electronically to the Commission, 
which will provide detailed ACH transfer/Fedwire instructions upon 
request;  
 
(2) Respondents 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) Respondents 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:  
 

 
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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 
Truist Securities, Inc., Truist Investment Services, Inc., and Truist Advisory Services, Inc. as 
Respondents 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 Carolyn Welshhans, Division of Enforcement, 
Securities and Exchange Commission, 100 F St., NE, Washington, DC 20549.   
 
 F. 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, Respondents agree that in any Related Investor 
Action, they shall not argue that they are entitled to, nor shall they benefit by, offset or reduction of 
any award of compensatory damages by the amount of any part of Respondents’ payment of a civil 
penalty in this action ("Penalty Offset").  If the court in any Related Investor Action grants such a 
Penalty Offset, Respondents agree that they 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 Respondents 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. 100703 / August 14, 2024 

 

INVESTMENT ADVISERS ACT OF 1940 

Release No. 6653 / August 14, 2024 

 

ADMINISTRATIVE PROCEEDING 

File No. 3-22000 

 

 

In the Matter of 

 

Truist Securities, Inc.; Truist 

Investment Services, Inc.; and 

Truist Advisory Services, Inc. 

 

Respondents. 

 

 

 

 

ORDER INSTITUTING ADMINISTRATIVE 

AND CEASE-AND-DESIST PROCEEDINGS, 

PURSUANT TO SECTIONS 15(b) AND 21C 

OF THE SECURITIES EXCHANGE ACT OF 

1934 AND SECTIONS 203(e) AND 203(k) 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 Sections 203(e) and 203(k) of the Investment Advisers Act of 1940 (“Advisers Act”) 

against Truist Securities, Inc. (“TSI”), Truist Investment Services, Inc. (“TIS”), and Truist 

Advisory Services, Inc. (“TAS”) (collectively, “Respondents” or “Truist”). 

 

II. 

 

 In anticipation of the institution of these proceedings, Respondents have submitted an Offer 

of Settlement (the “Offer”), which the Commission has determined to accept.  Respondents admit 

the facts set forth in Section III below, acknowledge that their conduct violated the federal 

securities laws, admit the Commission’s jurisdiction over them and the subject matter of these 

proceedings, and consent 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 



 

 2 

Sections 203(e) and 203(k) of the Investment Advisers Act of 1940, Making Findings, and 

Imposing Remedial Sanctions and a Cease-and-Desist Order. 

 

III. 

 

 On the basis of this Order and Respondents’ Offer, the Commission finds1 that: 

 

Summary 

 

1. The federal securities laws impose recordkeeping requirements on broker-dealers 

and registered investment advisers to ensure that they responsibly discharge their crucial role in our 

markets.  The Commission has long said that compliance with these requirements is essential to 

investor protection and the Commission’s efforts to further its mandate of protecting investors, 

maintaining fair, orderly, and efficient markets, and facilitating capital formation.  These 

proceedings arise out of Truist’s identification—and self-report—of widespread and longstanding 

failures of certain Truist employees, including at senior levels, to adhere to certain of these 

essential requirements and Truist’s own policies.  Using their personal devices, these employees 

communicated both internally and externally by personal text messages or WhatsApp, which were 

not approved written communications platforms (“off-channel communications”). 

2. From at least January 2021, TSI and TIS employees sent and received off-channel 

communications that related to the businesses of these broker-dealers, and TAS employees sent 

and received off-channel communications related to recommendations made or proposed to be 

made and advice given or proposed to be given in their advisory business.  Respondents did not 

maintain or preserve the substantial majority of these written communications.  Respondents’ 

failures were widespread, and involved employees at various levels of authority.  As a result, TSI 

and TIS violated Section 17(a) of the Exchange Act and Rule 17a-4(b)(4) thereunder, and TAS 

violated Section 204 of the Advisers Act and Rule 204-2(a)(7) thereunder. 

3. Truist’s supervisors, who were responsible for supervising junior employees, 

communicated off-channel using their personal devices.  In fact, senior management and managing 

directors across each firm, including those responsible for supervising junior employees, failed to 

comply with Truist policies by communicating using non-firm approved methods on their personal 

devices about Truist’s broker-dealer and/or investment adviser businesses, as applicable. 

4. Truist’s widespread failure to implement its policies and procedures that prohibit 

such communications led to its failure to reasonably supervise its employees within the meaning of 

Section 15(b)(4)(E) of the Exchange Act as to TSI and TIS and Section 203(e)(6) of the Advisers 

Act as to TAS. 

 
1  The findings herein are made pursuant to Respondents’ Offer of Settlement and are not binding on any 

other person or entity in this or any other proceeding. 

 



 

 3 

5. During the time period that Truist failed to maintain and preserve off-channel 

communications its employees sent and received related to the broker-dealer and investment 

adviser businesses, Truist received and responded to Commission subpoenas for documents and 

records requests in numerous Commission investigations.  As a result, Truist’s recordkeeping 

failures likely impacted the Commission’s ability to carry out its regulatory functions and 

investigate violations of the federal securities laws across these investigations. 

6. In 2022, Truist voluntarily began an internal investigation of its off-channel 

communications practices and subsequently self-reported the facts to Commission staff.  

Respondents proactively identified key documents and facts, which assisted the Commission staff 

in efficiently investigating the conduct.  Prior to and after contacting the Division of Enforcement, 

Respondents undertook significant remedial measures relating to their recordkeeping obligations; 

enhanced surveillance capabilities; and issued firm-owned devices on which only firm-approved 

platforms are permitted to customer-facing or client-facing staff, as applicable. 

7. After self-reporting its conduct, Truist initiated a review of its recordkeeping 

failures and further enhanced its program of remediation.  As set forth in the Undertakings below, 

Truist will retain a compliance consultant to review and assess Truist’s remedial steps relating to 

its recordkeeping practices, policies and procedures, related supervisory practices, and employment 

actions. 

Respondents 

 

8. Truist Securities, Inc. (“TSI”) is a Tennessee corporation with its principal place of 

business in Atlanta, Georgia and is registered with the Commission as a broker-dealer.  It is a 

wholly-owned subsidiary of Truist Financial Corporation (“TFC”), a financial services firm 

incorporated in North Carolina and headquartered in Charlotte, North Carolina. 

9. Truist Investment Services, Inc. (“TIS”) is a Georgia corporation with its principal 

place of business in Atlanta, Georgia and is registered with the Commission as broker-dealer.  It is 

a wholly-owned subsidiary of TFC. 

10. Truist Advisory Services, Inc. (“TAS”) is a Delaware corporation with its principal 

place of business in Atlanta, Georgia and is registered with the Commission as an investment 

adviser.  It is a wholly-owned subsidiary of TFC. 

Recordkeeping Requirements under the Exchange Act and the Advisers Act 

 

11. Section 17(a)(1) of the Exchange Act and Section 204 of the Advisers Act authorize 

the Commission to issue rules requiring, respectively, broker-dealers and investment advisers, to 

make and keep for prescribed periods, and furnish copies of, such records as necessary or 

appropriate in the public interest, for the protection of investors, or, with respect to the Exchange 

Act, otherwise in furtherance of the purposes of the Exchange Act. 



 

 4 

12. The Commission adopted Rule 17a-4 under the Exchange Act and Rule 204-2 

under the Advisers Act pursuant to this authority.  These rules specify the manner and length of 

time that the records created in accordance with Commission rules, and certain other records 

produced by broker-dealers or investment advisers, must be maintained and produced promptly to 

Commission representatives. 

13. The rules adopted under Section 17(a)(1) of the Exchange Act, including Rule 17a-

4(b)(4), require that broker-dealers preserve in an easily accessible place originals of all 

communications received and copies of all communications sent relating to the broker-dealer’s 

business as such.  These rules impose minimum recordkeeping requirements that are based on 

standards a prudent broker-dealer should follow in the normal course of business. 

14. The Commission previously has stated that these and other recordkeeping 

requirements “are an integral part of the investor protection function of the Commission, and other 

securities regulators, in that the preserved records are the primary means of monitoring compliance 

with applicable securities laws, including antifraud provisions and financial responsibility 

standards.”  Commission Guidance to Broker-Dealers on the Use of Electronic Storage Media 

under the Electronic Signatures in Global and National Commerce Act of 2000 with Respect to 

Rule 17a-4(f), 17 C.F.R. Part 241, Exchange Act Rel. No. 44238 (May 1, 2001). 

15. The rules adopted under Advisers Act Section 204, including Advisers Act Rule 

204-2(a)(7), require that investment advisers preserve in an easily accessible place originals of all 

communications received and copies of all written communications sent relating to, among other 

things, any recommendation made or proposed to be made and any advice given or proposed to be 

given. 

Truist’s Policies and Procedures 

 

16. Truist maintained certain policies and procedures designed to ensure the retention 

of business-related records, including electronic communications, in compliance with the relevant 

recordkeeping provisions. 

17. Truist employees were advised that the use of unapproved electronic 

communications methods, including on their personal devices, was not permitted, and they should 

not use personal email, chats or text messaging applications for business purposes, or forward 

work-related communications to unapproved software applications on their personal devices. 

18. Messages sent through Truist-approved communications methods were monitored, 

subject to review, and, when appropriate, archived.  Messages sent through unapproved 

communications methods, such as text messages and WhatsApp messages, were not monitored, 

subject to review, or archived. 

19. Truist’s policies were designed to address supervisors’ supervision of employees’ 

training in Truist’s communications policies and adherence to Truist’s books and recordkeeping 

requirements.  Supervisory policies notified employees that electronic communications were 



 

 5 

subject to surveillance by Truist.  Truist had procedures for all employees, including supervisors, 

requiring annual self-attestations of compliance. 

20. Truist, however, failed adequately to implement a system of follow-up and review 

to determine that all personnel, including supervisors, were reasonably following Truist’s policies.  

While permitting employees to use approved communications methods, including on personal 

phones, for business communications, Truist failed to implement sufficient monitoring to assure 

that its recordkeeping and communications policies were being followed. 

Truist’s Recordkeeping Failures Across Its Brokerage and Investment Advisory Businesses 

 

21. In September 2021, the Commission staff commenced a risk-based initiative to 

investigate whether broker-dealers were properly retaining business-related messages sent and 

received on personal devices.  In June 2023, Truist voluntarily contacted the staff regarding certain 

off-channel communications activity that it had identified related to the businesses of TSI and TIS. 

Truist cooperated with the staff’s investigation by proactively gathering communications from the 

personal devices of its personnel and responding to the staff’s requests for additional information. 

As reported to the Commission staff, Truist personnel who had engaged in the use of off-channel 

communications included senior leadership and managing directors. 

22. Truist alerted the Commission staff to pervasive off-channel communications at 

various seniority levels of TSI and TIS.  TSI and TIS collected data from a sampling of broker-

dealer personnel and found that all of the broker-dealer personnel sampled had engaged in at least 

some level of off-channel communications.  Overall, these personnel sent and received numerous 

off-channel communications, involving other TSI and TIS personnel and TSI and TIS’s broker-

dealer customers or other participants in the securities industry.  As disclosed to the Commission 

staff, within TSI and TIS, senior leadership and managing directors across each firm participated in 

off-channel communications. 

23. From at least January 1, 2021, TSI and TIS personnel sent and received off-channel 

messages that concerned the broker-dealer businesses. 

24. For example, a member of TSI senior management had off-channel 

communications with numerous other Truist employees, including employees he supervised, and 

numerous TSI customers or other participants in the securities industry. 

25. Similarly, a TIS senior manager communicated by text message with approximately 

two dozen other Truist employees, including employees he supervised. 

26. In addition, from at least January 1, 2021, TAS personnel sent and received off-

channel communications subject to the record-keeping requirements of Advisers Act Rule 204-2. 

27. For example, in October 2021, TAS personnel exchanged off-channel 

communications with a third party by providing them with investment advice. 

 



 

 6 

Respondents’ Failure to Preserve Required Records 

Potentially Compromised and Delayed Commission Investigations 

 

28. Between January 2021 and July 2023, TSI and TIS received and responded to 

Commission subpoenas for documents and records requests in numerous Commission 

investigations.  By failing to maintain and preserve required records relating to its broker-dealer 

and investment adviser businesses, TSI and TIS likely deprived the Commission of these off-

channel communications in various investigations. 

Respondents’ Violations and Failure to Supervise 

 

29. As a result of the conduct described above, from at least January 2021 through the 

date of this Order, TSI and TIS willfully2 violated Section 17(a) of the Exchange Act and Rule 

17a-4(b)(4) thereunder, which require broker-dealers to preserve in an easily accessible place 

originals of all communications received and copies of all communications sent relating to its 

business as such. 

30. As a result of the conduct described above, from at least January 2021 through the 

date of this Order, TAS willfully violated Section 204 of the Advisers Act and Rule 204-2(a)(7) 

thereunder, which require investment advisers to preserve in an easily accessible place originals of 

all written communications received and copies of all written communications sent relating to, 

among other things, any recommendation made or proposed to be made and any advice given or 

proposed to be given. 

31. As a result of the conduct described above, TSI and TIS failed reasonably to 

supervise their employees with a view to preventing or detecting certain of their employees’ aiding 

and abetting violations of Section 17(a) of the Exchange Act and Rule 17a-4(b)(4) thereunder, 

within the meaning of Section 15(b)(4)(E) of the Exchange Act. 

32. As a result of the conduct described above, TAS failed reasonably to supervise its 

employees with a view to preventing or detecting certain of its employees’ aiding and abetting 

violations of Section 204 of the Advisers Act and Rule 204-2(a)(7) thereunder, within the meaning 

of Section 203(e)(6) of the Advisers Act. 

Truist’s Self-Report, Cooperation, and Remedial Efforts 

 

33. In determining to accept the Offer, the Commission considered Truist’s self-report, 

cooperation afforded to Commission staff, and remediation.  Respondents undertook an internal 

investigation and self-reported the facts to Commission staff.  Prior to approaching Commission 

staff in June 2023, Truist had begun a program of remediation, which included issuing firm-owned 

devices to customer-facing or client-facing personnel; strengthening its self-policing procedures, 

including by making investments in new technologies to improve surveillance efforts and 

 
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)). 



 

 7 

enhancing internal certifications; and conducting trainings and sending firm-wide reminders that 

emphasized the importance of complying with recordkeeping obligations.  Truist also took 

proactive steps to onboard and preserve off-channel communications.  In determining the penalty 

amount, the Commission considered Truist’s self-report, cooperation, and remediation. 

Undertakings 

 

34. Prior to this action, Truist enhanced its policies and procedures, and increased 

training concerning the use of approved communications methods, including on personal devices. 

In addition, Respondents have undertaken to: 

35. Compliance Consultant: 

a. TSI, TIS, and TAS shall each retain, within thirty (30) days of the entry of this 

Order, the services of a compliance consultant (“Compliance Consultant”) that is 

not unacceptable to the Commission staff.  The Compliance Consultant’s 

compensation and expenses shall be borne exclusively by Truist. 

b. Truist will oversee the work of the Compliance Consultant. 

c. Truist shall provide to the Commission staff, within sixty (60) days of the entry of 

this Order, a copy of the engagement letter detailing the Compliance Consultant’s 

responsibilities, which shall include a comprehensive compliance review as 

described below.  Truist shall require that, within ninety (90) days of the date of the 

engagement letter, the Compliance Consultant conduct: 

i. A comprehensive review of Truist’s supervisory, compliance, and other 

policies and procedures designed to ensure that Truist’s electronic 

communications, including those found on personal electronic devices, 

including without limitation, cellular phones (“Personal Devices”), are 

preserved in accordance with the requirements of the federal securities laws. 

ii. A comprehensive review of training conducted by Truist to ensure 

personnel are complying with the requirements regarding the preservation 

of electronic communications, including those found on Personal Devices, 

in accordance with the requirements of the federal securities laws, including 

by ensuring that Truist personnel certify in writing on a quarterly basis that 

they are complying with preservation requirements. 

iii. An assessment of the surveillance program measures implemented by Truist 

to ensure compliance, on an ongoing basis, with the requirements found in 

the federal securities laws to preserve electronic communications, including 

those found on Personal Devices. 

iv. An assessment of the technological solutions that Truist has begun 

implementing to meet the record retention requirements of the federal 



 

 8 

securities laws, including an assessment of the likelihood that Truist 

personnel will use the technological solutions going forward and a review of 

the measures employed by Truist to track employee usage of new 

technological solutions. 

v. An assessment of the measures used by Truist to prevent the use of 

unauthorized communications methods for business communications by 

employees.  This assessment should include, but not be limited to, a review 

of Truist’s policies and procedures to ascertain if they provide for any 

significant technology and/or behavioral restrictions that help prevent the 

risk of the use of unapproved communications methods on Personal 

Devices (e.g., trading floor restrictions). 

vi. A review of Truist’s electronic communications surveillance routines to 

ensure that electronic communications through approved communications 

methods found on Personal Devices are incorporated into Truist’s overall 

communications surveillance program. 

vii. A comprehensive review of the framework adopted by Truist to address 

instances of non-compliance by Truist employees with Truist’s policies and 

procedures concerning the use of Personal Devices to communicate about 

Truist business in the past.  This review shall include a survey of how Truist 

determined which employees failed to comply with Truist policies and 

procedures, the corrective action carried out, an evaluation of who violated 

policies and why, what penalties were imposed, and whether penalties were 

handed out consistently across business lines and seniority levels. 

d. Truist shall require that, within forty-five (45) days after completion of the review 

set forth in sub-paragraphs c.i. through c.vii. above, the Compliance Consultant 

shall submit a detailed written report of its findings to each of TSI, TIS, and TAS 

and to the Commission staff (the “Report”).  Truist shall require that the Report 

include a description of the review performed, the names of the individuals who 

performed the review, the conclusions reached, the Compliance Consultant’s 

recommendations for changes in or improvements to Truist’s respective policies 

and procedures, and a summary of the plan for implementing the recommended 

changes in or improvements to such policies and procedures. 

e. Truist shall adopt all recommendations contained in the Report within ninety (90) 

days of the date of each Report; provided, however, that within forty-five (45) days 

after the date of such Report, Truist shall advise the Compliance Consultant and the 

Commission staff in writing of any recommendations that Truist considers to be 

unduly burdensome, impractical, or inappropriate.  With respect to any 

recommendation that Truist considers unduly burdensome, impractical, or 

inappropriate, Truist need not adopt such recommendation at that time, but shall 



 

 9 

propose in writing an alternative policy, procedure, or disclosure designed to 

achieve the same objective or purpose. 

f. As to any recommendation concerning Truist’s policies or procedures on which 

Truist and the Compliance Consultant do not agree, Truist and the Compliance 

Consultant shall attempt in good faith to reach an agreement within sixty (60) days 

after the date of the Report.  Within fifteen (15) days after the conclusion of the 

discussion and evaluation by Truist and the Compliance Consultant, Truist shall 

require that the Compliance Consultant inform Truist and the Commission staff in 

writing of the Compliance Consultant’s final determination concerning any 

recommendation that Truist considers to be unduly burdensome, impractical, or 

inappropriate.  Truist shall abide by the determinations of the Compliance 

Consultant and, within sixty (60) days after final agreement between Truist and the 

Compliance Consultant or final determination by the Compliance Consultant, 

whichever occurs first, Truist shall adopt and implement all of the 

recommendations that the Compliance Consultant deems appropriate. 

g. Truist shall cooperate fully with the Compliance Consultant and shall provide the 

Compliance Consultant with access to Truist’s files, books, records, and personnel 

as are reasonably requested by the Compliance Consultant for review. 

h. Truist shall not have the authority to terminate the Compliance Consultant or 

substitute another compliance consultant for the initial Compliance Consultant, 

without the prior written approval of the Commission staff.  Truist shall compensate 

the Compliance Consultant and persons engaged to assist the Compliance 

Consultant for services rendered under this Order at their reasonable and customary 

rates. 

i. For the period of engagement and for a period of two (2) years from completion of 

the engagement, Truist shall not (i) retain the Compliance Consultant for any other 

professional services outside of the services described in this Order; (ii) enter into 

any other professional relationship with the Compliance Consultant, including any 

employment, consultant, attorney-client, auditing or other professional relationship; 

or (iii) enter, without prior written consent of the Commission staff, into any such 

professional relationship with any of the Compliance Consultant’s present or 

former affiliates, employers, directors, officers, employees, or agents acting in their 

capacity as such. 

j. The Report by the Compliance Consultant will likely include confidential financial, 

proprietary, competitive business or commercial information.  Public disclosure of 

the Report could discourage cooperation, impede pending or potential government 

investigations or undermine the objectives of the reporting requirement.  For these 

reasons, among others, the Report and the contents thereof are intended to remain 

and shall remain non-public, except (1) pursuant to court order, (2) as agreed to by 

the parties in writing, (3) to the extent that the Commission determines in its sole 



 

 10 

discretion that disclosure would be in furtherance of the Commission’s discharge of 

its duties and responsibilities, or (4) as otherwise required by law. 

36. One-Year Evaluation. TSI, TIS, and TAS shall each require the Compliance 

Consultant to assess Truist’s respective programs for the preservation, as required under the federal 

securities laws, of electronic communications, including those found on Personal Devices, 

commencing one year after submitting the report required by Paragraph 35.d above.  Truist shall 

require this review to evaluate Truist’s progress in the areas described in Paragraph 35.c.i-vii 

above.  After this review, Truist shall require the Compliance Consultant to submit a report (the 

“One Year Report”) to each of TSI, TIS, and TAS and the Commission staff and shall ensure that 

the One Year Report includes an updated assessment of Truist’s respective policies and procedures 

with regard to the preservation of electronic communications (including those found on Personal 

Devices), training, surveillance programs, and technological solutions implemented in the prior 

year period. 

37. Reporting Discipline Imposed. For two (2) years following the entry of this Order, 

Truist shall notify the Commission staff as follows upon the imposition of any discipline imposed 

by Truist, including, but not limited to, written warnings, loss of any pay, bonus, or incentive 

compensation, or the termination of employment, with respect to any employee found to have 

violated Truist’s respective policies and procedures concerning the preservation of electronic 

communications, including those found on Personal Devices: at least forty-eight (48) hours before 

the filing of a Form U-5, or within ten (10) days of the imposition of other discipline. 

38. Internal Audit. In addition to the Compliance Consultant’s review and issuance of 

the One Year Report, TSI, TIS, and TAS will each also have their respective Internal Audit 

function(s) conduct separate audit(s) to assess Truist’s respective progress in the areas described in 

Paragraph 35.c.i-vii above. After completion of this audit(s), Truist shall ensure that Internal Audit 

submits a report to each of TSI, TIS, and TAS and to the Commission staff. 

39. Recordkeeping. TSI and TIS shall each preserve, for a period of not less than six (6) 

years from the end of the fiscal year last used, the first two (2) years in an easily accessible place, 

any record of compliance with these undertakings. TAS shall preserve any record of compliance 

with these undertakings in an easily accessible place for a period of not less than five (5) years 

from the end of the fiscal year during which the entry was made on such record, the first two (2) 

years in appropriate offices of TAS. 

40. Deadlines. For good cause shown, the Commission staff may extend any of the 

procedural dates relating to the undertakings. Deadlines for procedural dates shall be counted in 

calendar days, except that if the last day falls on a weekend or federal holiday, the next business 

day shall be considered to be the last day. 

41. Certification. TSI, TIS, and TAS shall each certify, in writing, compliance with the 

undertakings set forth above.  The certification shall identify the undertakings, provide written 

evidence of compliance in the form of a narrative, and be supported by exhibits sufficient to 

demonstrate compliance.  The Commission staff may make reasonable requests for further 



 

 11 

evidence of compliance, and Respondents agree to provide such evidence. The certification and 

supporting material shall be submitted to Carolyn Welshhans, Associate Director, Division of 

Enforcement, Securities and Exchange Commission, 100 F St., NE, Washington, DC, 20549, or 

such other person as the Commission staff may request, with a copy to the Office of Chief Counsel 

of the Enforcement Division, no later than sixty (60) days from the date of the completion of the 

undertakings. 

IV. 

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

impose the sanctions agreed to in Respondents’ Offer. 

 

 Accordingly, pursuant to Sections 15(b) and 21C of the Exchange Act as to TSI and TIS 

and Sections 203(e) and 203(k) of the Advisers Act as to TAS, it is hereby ORDERED that: 

 

 A. TSI and TIS cease and desist from committing or causing any violations and any 

future violations of Section 17(a) of the Exchange Act and Rule 17a-4 thereunder. 

 

B. TAS cease and desist from committing or causing any violations and any future 

violations of Section 204 of the Advisers Act and Rule 204-2 thereunder. 

 

C. Respondents are censured. 

  

D.  Respondents shall comply with the undertakings enumerated in paragraphs 34 

through 41 above. 

 

E. Respondents, jointly and severally, shall, within 14 days of the entry of this Order, 

pay a civil money penalty in the amount of $5,500,000 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.   

 

Payment must be made in one of the following ways:   

 

(1) Respondents may transmit payment electronically to the Commission, 

which will provide detailed ACH transfer/Fedwire instructions upon 

request;  

 

(2) Respondents 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) Respondents 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:  

 

http://www.sec.gov/about/offices/ofm.htm


 

 12 

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 

Truist Securities, Inc., Truist Investment Services, Inc., and Truist Advisory Services, Inc. as 

Respondents 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 Carolyn Welshhans, Division of Enforcement, 

Securities and Exchange Commission, 100 F St., NE, Washington, DC 20549.   

 

 F. 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, Respondents agree that in any Related Investor 

Action, they shall not argue that they are entitled to, nor shall they benefit by, offset or reduction of 

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

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

Penalty Offset, Respondents agree that they 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 Respondents 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