SEC v. Income Collecting 1-3 Months T-Bills Mutual Fund (in Official Liquidation), No. 1:21-cv-05429, Southern District of New York (Feb. 28, 2022) — Judgment

UNITED STATES DISTRICT COURT
 SOUTHERN DISTRICT OF NEW YORK

SECURITIES AND EXCHANGE COMMISSION,

                                                              Plaintiff, Civil Action No. 21-CV-5429 (RA)

OFER ABARBANEL, et al.

Defendants.

FINAL JUDGMENT AS TO DEFENDANT INCOME COLLECTING
1-  3 MONTHS T-BILLS MUTUAL FUND (IN OFFICIAL LIQUIDATION)

The Securities and Exchange Commission having filed a Complaint and Defendant
Income Collecting 1-3 Months T-Bills Mutual Fund (in Official Liquidation) (“Defendant”)
having entered a general appearance; consented to entry of this Final Judgment without
admitting or denying the allegations of the Complaint (except as to jurisdiction); waived findings
of fact and conclusions of law; and waived any right to appeal from this Final Judgment:
I.
 IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant is
permanently restrained and enjoined from violating, directly or indirectly, Section 10(b) of the
Securities Exchange Act of 1934 (the “Exchange Act”) [15 U.S.C. § 78j(b)] and Rule 10b-5
promulgated thereunder [17 C.F.R. § 240.10b-5], by using any means or instrumentality of
interstate commerce, or of the mails, or of any facility of any national securities exchange, in
connection with the purchase or sale of any security:
(a) to employ any device, scheme, or artifice to defraud;
(b) to make any untrue statement of a material fact or to omit to state a material fact
 necessary in order to make the statements made, in the light of the circumstances
 under which they were made, not misleading; or

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(c) to engage in any act, practice, or course of business which operates or would
 operate as a fraud or deceit upon any person.
 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in
Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who
receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s
officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or
participation with Defendant or with anyone described in (a).
II.
 IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant
is permanently restrained and enjoined from violating Section 17(a) of the Securities Act of 1933
(the “Securities Act”) [15 U.S.C. § 77q(a)] in the offer or sale of any security by the use of any
means or instruments of transportation or communication in interstate commerce or by use of the
mails, directly or indirectly:
(a) to employ any device, scheme, or artifice to defraud;
(b) to obtain money or property by means of any untrue statement of a material fact
 or any omission of a material fact necessary in order to make the statements
 made, in light of the circumstances under which they were made, not misleading;
 or
 (c) to engage in any transaction, practice, or course of business which operates or
  would operate as a fraud or deceit upon the purchaser.
 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in
Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who
receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s

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officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or
participation with Defendant or with anyone described in (a).
III.
 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant shall pay
disgorgement in the amount of $106,530,000, plus prejudgment interest thereon in the amount of
$5,061,312.19, which amounts shall be deemed satisfied as with respect to the Defendant’s
disgorgement obligations (and not the disgorgement obligations of any other party, which may
be additionally liable) by the Defendant’s distribution in the Cayman Liquidation to Investor
Group A as defined in the complaint filed by the Commission in this matter, of no less than
$76,944,774.90 (USD) no later than twenty (20) days after entry of the Final Judgment, or some
other period as to which the parties may agree, which distribution has been approved by the
Cayman Court.
If Defendant fails to make a timely distribution to Investor Group A of no less than
$76,944,774.90 (USD) as set forth above, then the Commission may enforce the full Final
Judgment of disgorgement in the amount of $106,530,000, plus prejudgment interest thereon in
the amount of $5,061,312.19 by the use of all collection procedures authorized by law, including
the Federal Debt Collection Procedures Act, 28 U.S.C. § 3001 et seq., and moving for civil
contempt for the violation of any Court orders issued in this action.  If the Defendant pays any
portion of the Final Judgment to the Commission, then the Commission shall hold the funds,
together with any interest and income earned thereon (collectively, the “Fund”), pending further
order of the Court.  The Commission may propose a plan to distribute the Fund subject to the
Court’s approval.  Such a plan may provide that the Fund shall be distributed pursuant to the Fair
Fund provisions of Section 308(a) of the Sarbanes-Oxley Act of 2002.  The Court shall retain

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jurisdiction over the administration of any distribution of the Fund, and the Fund may only be
disbursed pursuant to an Order of the Court.
The Commission foregoes any right to collect post-judgment interest on this award.
Within 10 days of any cash payments made by Defendant to Investor Group A pursuant
to this Final Judgment, Defendant shall transmit evidence of payment and case-identifying
information to the Commission staff.
IV.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, within three (3) days
after being served with a copy of this Final Judgment, the following financial institutions shall
transfer the entire balances of the following accounts, which were frozen pursuant to the June 18,
2021 Order of this Court [ECF No. 4], and as amended, to Investor Group A:
Financial Institution Account Holder/Account Name Account Number(s)
Wells Fargo Bank, N.A. Income Collecting 1-3 Months T-Bills Mutual Fund -4905
Interactive Brokers LLC Income Collecting 1-3 Months T-Bills Mutual Fund -1002

The above payments shall be made in care of counsel for Investor Group A and deposited into
counsel’s attorney escrow account by wire transfer (to Walden Macht & Haran LLP, Attorney
Escrow, Citibank Account number -6012) or check ( made payable to Walden Macht & Haran –
Attorney Escrow), and mailed to:
 Attn:  Millie Quiroz
 Walden Macht & Haran LLP
 250 Vesey Street, 27th Floor
 New York, New York 10281

 The asset freeze entered in the June 18, 2021 Order shall be temporarily lifted for the
limited purpose of allowing the above transfers to take place.  All other terms and conditions in
the June 18, 2021 Order, as amended, shall remain in full effect pending further order of the

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Court.
V.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that t  he Consent is
incorporated herein with the same force and effect as if fully set    forth herein.
VI.
IT
IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court shall retain
jurisdiction of this matter for the purposes of enforcing the terms of this Final Judgment.
Dated:
January 31, 2022
             New York, New York
____________________________________
Hon. Ronnie Abrams
United States District Judge

UNITED STATES DISTRICT COURT
 SOUTHERN DISTRICT OF NEW YORK
SECURITIES AND EXCHANGE COMMISSION,
Plaintiff,
OFER ABARBANEL, et al.  Civil Action No. 21-CV-5429 (RA)
Defendants.
CONSENT OF DEFENDANT INCOME COLLECTING 1-3 MONTHS
T-   BILLS MUTUAL FUND (IN OFFICIAL LIQUIDATION)
1.Defendant Income Collecting 1-3 Months T-Bills Mutual Fund (in Official
Liquidation) (“Defendant”) has initiated formal liquidation proceedings, and Igal Wizman and
Keiran Hutchison have been appointed as Joint Official Liquidators to represent the interests of
the Defendant in this action.
2.Defendant, acting by and through Igal Wizman and Keiran Hutchison solely in
their capacities as Joint Official Liquidators of the Defendant, acknowledges having been served
with the complaint in this action, enters a general appearance, and admits the Court’s jurisdiction
over Defendant and over the subject matter of this action.
3.Without admitting or denying the allegations of the complaint (except as provided
herein in paragraph 16, and except as to personal and subject matter jurisdiction, which
Defendant admits), and expressly subject to and conditioned upon the prior approval of the
Grand Court of the Cayman Islands Financial Services Division (“Cayman Court”) in the
liquidation proceeding, In the Matter of Income Collecting 1-3 Months T-Bills Mutual Fund, et
al., Cause No:  FSD 188 of 2021 (DDJ) (the “Cayman Liquidation”), Defendant hereby consents
to the entry of the final Judgment in the form attached hereto (the “Final Judgment”) and

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incorporated by reference herein, which, among other things:
(a)permanently restrains and enjoins Defendant from violation of Section
10(b) of the Securities Exchange Act of 1934 (“Exchange Act”) [15
U.S.C. § 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. § 240.10b-5], and
Section 17(a) of the Securities Act of 1933 (“Securities Act”) [15 U.S.C.
§ 77q(a)];
(b)orders Defendant to pay disgorgement in the amount of $106,530,000,
plus prejudgment interest thereon in the amount of $5,061,312.19, which
amounts shall be deemed satisfied as with respect to the Defendant’s
disgorgement and prejudgment interest obligations (and not the
disgorgement obligations of any other party, which may be additionally
liable) by the Defendant’s distribution in the Cayman Liquidation to
Investor Group A, as defined in the complaint, of no less than
$76,944,774.90 (USD) no later than twenty (20) business days, or some
other period as to which the parties may agree, after entry of the Final
Judgment, so long as, and expressly conditioned upon the sanction of the
Cayman Court for the JOLs to enter into this Consent Order and the Final
Judgment;
(c)permanently restrains and enjoins Defendant from, directly or indirectly,
participating in the issuance, offer, or sale of any security other than in the
normal course of the liquidation of the Defendant in accordance with the
powers granted to the JOLs by and subject to the supervision of the
Cayman Court;

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(d)waives the issuance of a civil penalty, in light of the Defendant’s
liquidation and inability to pay other than out of investor assets;
(e)orders that within 3 days after being served with a copy of the Final
Judgment, the following financial institutions shall transfer the entire
balance of the following account(s) which were frozen pursuant to the
June 21, 2021 Order of this Court [ECF No. 4], and as amended (“Asset
Freeze”) to Investor Group A (c/o Walden Macht & Haran – Attorney
Escrow, Citibank account ending in -6012), as provided in the Final
Judgment:
Financial Institution Account Holder/Account Name Account Number(s)
Wells Fargo Bank, N.A. Income Collecting 1-3 Months T-Bills Mutual Fund -4905
Interactive Brokers LLC Income Collecting 1-3 Months T-Bills Mutual Fund -1002
4.Defendant agrees to provide timely written confirmation to SEC counsel of
approval by the Cayman Court of the terms of this Consent and Final Judgment, including:
i.the disgorgement terms set forth in paragraph 2(b); and
ii.all payments that Defendant makes to Investor Group A, as set forth in
paragraph 2(e).
5.Defendant agrees to transmit photocopies of evidence of any distribution
Defendant makes to Investor Group A in the Cayman Liquidation, along with case identifying
information, in a form acceptable to Commission staff no later than twenty (20) days, or some
other period as to which the parties may agree, after such distribution.
6.If Defendant fails to make a timely distribution to Investor Group A of no less
than $76,944,774.90 (USD) as set forth above, then the Commission may enforce the full Final
Judgment of disgorgement in the amount of $106,530,000, plus prejudgment interest thereon in

4
the amount of $5,061,312.19 by the use of all collection procedures authorized by law, including
the Federal Debt Collection Procedures Act, 28 U.S.C. § 3001 et seq., and moving for civil
contempt for the violation of any Court orders issued in this action.  If the Defendant pays any
portion of the Final Judgment to the Commission, then the Commission shall hold the funds,
together with any interest and income earned thereon (collectively, the “Fund”), pending further
order of the Court.  The Commission may propose a plan to distribute the Fund subject to the
Court’s approval.  Such a plan may provide that the Fund shall be distributed pursuant to the Fair
Fund provisions of Section 308(a) of the Sarbanes-Oxley Act of 2002.  In the event of a breach
of this paragraph 6, the Court shall be deemed to retain jurisdiction over the administration of
any distribution of those funds of the Fund that are frozen pursuant to the Asset Freeze, and such
funds may only be disbursed pursuant to an Order of the Court.  The Commission foregoes any
right to collect post-judgment interest on this award.
7.In connection with this action and any related judicial or administrative
proceeding or investigation commenced by the Commission or to which the Commission is a
party, Defendant (i) agrees to cooperate with the Commission, including by promptly sharing all
documents and information obtained by Defendants, and requested by the Commission, that are
relevant to the pending judicial proceeding; (ii) agrees to cooperate with the Commission in its
attempt to obtain documents, information, and interviews from fact witnesses, including but not
limited to former employees of Defendant; (iii) will accept service by mail or facsimile
transmission of notices or subpoenas issued by the Commission to Defendant for documents or
testimony at depositions, hearings, or trials, or in connection with any related investigation by
Commission staff; (iv) appoints Defendant’s undersigned attorney as agent to receive service of
such notices and subpoenas; (v) with respect to such notices and subpoenas, waives the territorial

5
limits on service contained in Rule 45 of the Federal Rules of Civil Procedure and any applicable
local rules, provided that the party requesting the testimony reimburses Defendant’s travel, lodging,
and subsistence expenses at the then-prevailing U.S. Government per diem rates; and (vi) consents
to personal jurisdiction over Defendant in any United States District Court for purposes of
enforcing any such subpoena.
8.Defendant waives the entry of findings of fact and conclusions of law pursuant to
Rule 52 of the Federal Rules of Civil Procedure.
9.Defendant waives the right, if any, to a jury trial and to appeal from the entry of
the Final Judgment.
10.Defendant agrees not to oppose the Commission’s (i) efforts to pursue claims and
remedies against, or obtain an order authorizing the release to Investor Group A of, the currently
frozen funds and assets of the Relief Defendants in the approximate amount of $4.8 million, that
are subject to the Asset Freeze (collectively the “Relief Defendant Frozen Assets”) or; (ii) release
to Investor Group A of the Relief Defendant Frozen Assets, or some portion thereof.  Defendant
agrees to waive any right, claim, or interest it may have with respect to such Relief Defendant
Frozen Assets; and will take such sums into account in the calculation of distributions to
creditors in the Cayman Liquidation.  For the avoidance of doubt, Defendant’s waiver shall be
with respect only to the Relief Defendant Frozen Assets and nothing in this provision or the
Consent shall be deemed to (x) waive or otherwise reduce or limit any right, claim, or interest
Defendant or the Joint Official Liquidators may have at any time against Abarbanel, Chilelli, the
above-named Relief Defendants; or (y) create any right, or third-party-beneficiary interest, for
Abarbanel, Chilelli, or the above-named Relief Defendants.
11.Defendant enters into this Consent voluntarily and represents that no threats,

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offers, promises, or inducements of any kind have been made by the Commission or any
member, officer, employee, agent, or representative of the Commission to induce Defendant to
enter into this Consent.
12.Defendant agrees that this Consent shall be incorporated into the Final Judgment
with the same force and effect as if fully set forth therein.
13.Defendant will not oppose the enforcement of the Final Judgment on the ground,
if any exists, that it fails to comply with Rule 65(d) of the Federal Rules of Civil Procedure, and
hereby waives any objection based thereon.
14.Defendant waives service of the Final Judgment and agrees that entry of the Final
Judgment by the Court and filing with the Clerk of the Court will constitute notice to Defendant
of its terms and conditions.
15.Consistent with 17 C.F.R. § 202.5(f), this Consent resolves only the claims
asserted against Defendant in this civil proceeding.  Defendant acknowledges that no promise or
representation has been made by the Commission or any member, officer, employee, agent, or
representative of the Commission with regard to any criminal liability that may have arisen or
may arise from the facts underlying this action or immunity from any such criminal liability.
Defendant waives any claim of Double Jeopardy based upon the settlement of this proceeding,
including the imposition of any remedy or civil penalty herein.  Defendant further acknowledges
that the Court’s entry of a permanent injunction may have collateral consequences under federal
or state law and the rules and regulations of self-regulatory organizations, licensing boards, and
other regulatory organizations.  Such collateral consequences include, but are not limited to, a
statutory disqualification with respect to membership or participation in, or association with a
member of, a self-regulatory organization.  This statutory disqualification has consequences that

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are separate from any sanction imposed in an administrative proceeding.  In addition, in any
disciplinary proceeding before the Commission based on the entry of the injunction in this
action, Defendant understands that it shall not be permitted to contest the factual allegations of
the complaint in this action.
16. Defendant understands and agrees to comply with the terms of 17 C.F.R.
§ 202.5(e), which provides in part that it is the Commission’s policy “not to permit a defendant
or respondent to consent to a judgment or order that imposes a sanction while denying the
allegations in the complaint or order for proceedings,” and “a refusal to admit the allegations is
equivalent to a denial, unless the defendant or respondent states that he neither admits nor denies
the allegations.”  As part of Defendant’s agreement to comply with the terms of Section 202.5(e),
Defendant:  (i) will not take any action or make or permit to be made any public statement
denying, directly or indirectly, any allegation in the complaint or creating the impression that the
complaint is without factual basis; (ii) will not make or permit to be made any public statement
to the effect that Defendant does not admit the allegations of the complaint, or that this Consent
contains no admission of the allegations, without also stating that Defendant does not deny the
allegations; and (iii) upon the filing of this Consent, Defendant hereby withdraws any papers
filed in this action to the extent that they deny any allegation in the complaint.  If Defendant
breaches this agreement, the Commission may petition the Court to vacate the Final Judgment
and restore this action to its active docket.  Nothing in this paragraph affects Defendant’s:
(i) testimonial obligations; or (ii) right to take legal or factual positions in litigation or other legal
proceedings in which the Commission is not a party.
17. Defendants hereby waive any rights under the Equal Access to Justice Act, the
Small Business Regulatory Enforcement Fairness Act of 1996, or any other provision of law to

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seek from the United States, or any agency, or any official of the United States acting in his or
her official capacity, directly or indirectly, reimbursement of attorney’s fees or other fees,
expenses, or costs expended by Defendant to defend against this action.  For these purposes,
Defendant agrees that Defendant is not the prevailing party in this action since the parties have
reached a good faith settlement.
18.Following, and expressly subject to and conditioned upon, the approval of the
Cayman Court, Defendant agrees that the Commission may present the Final Judgment to the
Court for signature and entry without further notice.
19.Defendant agrees that this Court shall retain jurisdiction over this matter for the
purpose of enforcing the terms of the Final Judgment.
20.The Undersigned represent that, by Order dated October 13, 2021 entered by the
Cayman Court in the Cayman Liquidation, each Undersigned is duly appointed Joint Official
Liquidator of the Defendant and has full authority to enter into this Consent and Final Judgment
on behalf of Defendant.  The Undersigned execute this agreement in their capacities as Joint
Official Liquidators for and on behalf of the Defendant and not in their personal capacities and
do so without personal liability.

UNITED STATES DISTRICT COURT 
 SOUTHERN DISTRICT OF NEW YORK   
 

SECURITIES AND EXCHANGE COMMISSION, 
 

 

                                                              Plaintiff, Civil Action No. 21-CV-5429 (RA) 
 

OFER ABARBANEL, et al. 
 

Defendants. 

 
  

  
 

FINAL JUDGMENT AS TO DEFENDANT INCOME COLLECTING  
1-3 MONTHS T-BILLS MUTUAL FUND (IN OFFICIAL LIQUIDATION) 

 
The Securities and Exchange Commission having filed a Complaint and Defendant 

Income Collecting 1-3 Months T-Bills Mutual Fund (in Official Liquidation) (“Defendant”) 

having entered a general appearance; consented to entry of this Final Judgment without 

admitting or denying the allegations of the Complaint (except as to jurisdiction); waived findings 

of fact and conclusions of law; and waived any right to appeal from this Final Judgment: 

I. 

 IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant is 

permanently restrained and enjoined from violating, directly or indirectly, Section 10(b) of the 

Securities Exchange Act of 1934 (the “Exchange Act”) [15 U.S.C. § 78j(b)] and Rule 10b-5 

promulgated thereunder [17 C.F.R. § 240.10b-5], by using any means or instrumentality of 

interstate commerce, or of the mails, or of any facility of any national securities exchange, in 

connection with the purchase or sale of any security: 

(a) to employ any device, scheme, or artifice to defraud; 

(b) to make any untrue statement of a material fact or to omit to state a material fact 

 necessary in order to make the statements made, in the light of the circumstances 

 under which they were made, not misleading; or 

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(c) to engage in any act, practice, or course of business which operates or would 

 operate as a fraud or deceit upon any person. 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in 

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who 

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s 

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or 

participation with Defendant or with anyone described in (a). 

II. 

 IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant 

is permanently restrained and enjoined from violating Section 17(a) of the Securities Act of 1933 

(the “Securities Act”) [15 U.S.C. § 77q(a)] in the offer or sale of any security by the use of any 

means or instruments of transportation or communication in interstate commerce or by use of the 

mails, directly or indirectly: 

(a) to employ any device, scheme, or artifice to defraud; 

(b) to obtain money or property by means of any untrue statement of a material fact 

 or any omission of a material fact necessary in order to make the statements 

 made, in light of the circumstances under which they were made, not misleading; 

 or 

 (c) to engage in any transaction, practice, or course of business which operates or  

  would operate as a fraud or deceit upon the purchaser. 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in 

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who 

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s 

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http://www.google.com/search?q=FRCP+65(d)(2)
http://www.google.com/search?q=15+u.s.c.++77q(a)


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officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or 

participation with Defendant or with anyone described in (a). 

III. 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant shall pay 

disgorgement in the amount of $106,530,000, plus prejudgment interest thereon in the amount of 

$5,061,312.19, which amounts shall be deemed satisfied as with respect to the Defendant’s 

disgorgement obligations (and not the disgorgement obligations of any other party, which may 

be additionally liable) by the Defendant’s distribution in the Cayman Liquidation to Investor 

Group A as defined in the complaint filed by the Commission in this matter, of no less than 

$76,944,774.90 (USD) no later than twenty (20) days after entry of the Final Judgment, or some 

other period as to which the parties may agree, which distribution has been approved by the 

Cayman Court. 

If Defendant fails to make a timely distribution to Investor Group A of no less than 

$76,944,774.90 (USD) as set forth above, then the Commission may enforce the full Final 

Judgment of disgorgement in the amount of $106,530,000, plus prejudgment interest thereon in 

the amount of $5,061,312.19 by the use of all collection procedures authorized by law, including 

the Federal Debt Collection Procedures Act, 28 U.S.C. § 3001 et seq., and moving for civil 

contempt for the violation of any Court orders issued in this action.  If the Defendant pays any 

portion of the Final Judgment to the Commission, then the Commission shall hold the funds, 

together with any interest and income earned thereon (collectively, the “Fund”), pending further 

order of the Court.  The Commission may propose a plan to distribute the Fund subject to the 

Court’s approval.  Such a plan may provide that the Fund shall be distributed pursuant to the Fair 

Fund provisions of Section 308(a) of the Sarbanes-Oxley Act of 2002.  The Court shall retain 

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4 
 

jurisdiction over the administration of any distribution of the Fund, and the Fund may only be 

disbursed pursuant to an Order of the Court.   

The Commission foregoes any right to collect post-judgment interest on this award. 

Within 10 days of any cash payments made by Defendant to Investor Group A pursuant 

to this Final Judgment, Defendant shall transmit evidence of payment and case-identifying 

information to the Commission staff. 

IV. 

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, within three (3) days 

after being served with a copy of this Final Judgment, the following financial institutions shall 

transfer the entire balances of the following accounts, which were frozen pursuant to the June 18, 

2021 Order of this Court [ECF No. 4], and as amended, to Investor Group A: 

Financial Institution Account Holder/Account Name Account Number(s) 
Wells Fargo Bank, N.A. Income Collecting 1-3 Months T-Bills Mutual Fund -4905 
Interactive Brokers LLC Income Collecting 1-3 Months T-Bills Mutual Fund -1002 

 

The above payments shall be made in care of counsel for Investor Group A and deposited into 

counsel’s attorney escrow account by wire transfer (to Walden Macht & Haran LLP, Attorney 

Escrow, Citibank Account number -6012) or check (made payable to Walden Macht & Haran – 

Attorney Escrow), and mailed to:   

 Attn:  Millie Quiroz 
 Walden Macht & Haran LLP 
 250 Vesey Street, 27th Floor 
 New York, New York 10281 
  
 The asset freeze entered in the June 18, 2021 Order shall be temporarily lifted for the 

limited purpose of allowing the above transfers to take place.  All other terms and conditions in 

the June 18, 2021 Order, as amended, shall remain in full effect pending further order of the 

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Court. 

V. 

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that the Consent is 

incorporated herein with the same force and effect as if fully set forth herein.  

VI. 

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court shall retain 

jurisdiction of this matter for the purposes of enforcing the terms of this Final Judgment. 

Dated:  January 31, 2022

             New York, New York ____________________________________ 
Hon. Ronnie Abrams
United States District Judge

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UNITED STATES DISTRICT COURT 
 SOUTHERN DISTRICT OF NEW YORK  

SECURITIES AND EXCHANGE COMMISSION, 

Plaintiff, 

OFER ABARBANEL, et al.  Civil Action No. 21-CV-5429 (RA) 

Defendants. 

CONSENT OF DEFENDANT INCOME COLLECTING 1-3 MONTHS 
T-BILLS MUTUAL FUND (IN OFFICIAL LIQUIDATION)

1. Defendant Income Collecting 1-3 Months T-Bills Mutual Fund (in Official

Liquidation) (“Defendant”) has initiated formal liquidation proceedings, and Igal Wizman and 

Keiran Hutchison have been appointed as Joint Official Liquidators to represent the interests of 

the Defendant in this action. 

2. Defendant, acting by and through Igal Wizman and Keiran Hutchison solely in

their capacities as Joint Official Liquidators of the Defendant, acknowledges having been served 

with the complaint in this action, enters a general appearance, and admits the Court’s jurisdiction 

over Defendant and over the subject matter of this action. 

3. Without admitting or denying the allegations of the complaint (except as provided

herein in paragraph 16, and except as to personal and subject matter jurisdiction, which 

Defendant admits), and expressly subject to and conditioned upon the prior approval of the 

Grand Court of the Cayman Islands Financial Services Division (“Cayman Court”) in the 

liquidation proceeding, In the Matter of Income Collecting 1-3 Months T-Bills Mutual Fund, et 

al., Cause No:  FSD 188 of 2021 (DDJ) (the “Cayman Liquidation”), Defendant hereby consents 

to the entry of the final Judgment in the form attached hereto (the “Final Judgment”) and 

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incorporated by reference herein, which, among other things: 

(a) permanently restrains and enjoins Defendant from violation of Section

10(b) of the Securities Exchange Act of 1934 (“Exchange Act”) [15

U.S.C. § 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. § 240.10b-5], and

Section 17(a) of the Securities Act of 1933 (“Securities Act”) [15 U.S.C.

§ 77q(a)];

(b) orders Defendant to pay disgorgement in the amount of $106,530,000,

plus prejudgment interest thereon in the amount of $5,061,312.19, which

amounts shall be deemed satisfied as with respect to the Defendant’s

disgorgement and prejudgment interest obligations (and not the

disgorgement obligations of any other party, which may be additionally

liable) by the Defendant’s distribution in the Cayman Liquidation to

Investor Group A, as defined in the complaint, of no less than

$76,944,774.90 (USD) no later than twenty (20) business days, or some

other period as to which the parties may agree, after entry of the Final

Judgment, so long as, and expressly conditioned upon the sanction of the

Cayman Court for the JOLs to enter into this Consent Order and the Final

Judgment;

(c) permanently restrains and enjoins Defendant from, directly or indirectly,

participating in the issuance, offer, or sale of any security other than in the

normal course of the liquidation of the Defendant in accordance with the

powers granted to the JOLs by and subject to the supervision of the

Cayman Court;

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(d) waives the issuance of a civil penalty, in light of the Defendant’s

liquidation and inability to pay other than out of investor assets;

(e) orders that within 3 days after being served with a copy of the Final

Judgment, the following financial institutions shall transfer the entire

balance of the following account(s) which were frozen pursuant to the

June 21, 2021 Order of this Court [ECF No. 4], and as amended (“Asset

Freeze”) to Investor Group A (c/o Walden Macht & Haran – Attorney

Escrow, Citibank account ending in -6012), as provided in the Final

Judgment:

Financial Institution Account Holder/Account Name Account Number(s) 
Wells Fargo Bank, N.A. Income Collecting 1-3 Months T-Bills Mutual Fund -4905
Interactive Brokers LLC Income Collecting 1-3 Months T-Bills Mutual Fund -1002

4. Defendant agrees to provide timely written confirmation to SEC counsel of

approval by the Cayman Court of the terms of this Consent and Final Judgment, including: 

i. the disgorgement terms set forth in paragraph 2(b); and

ii. all payments that Defendant makes to Investor Group A, as set forth in

paragraph 2(e).

5. Defendant agrees to transmit photocopies of evidence of any distribution

Defendant makes to Investor Group A in the Cayman Liquidation, along with case identifying 

information, in a form acceptable to Commission staff no later than twenty (20) days, or some 

other period as to which the parties may agree, after such distribution. 

6. If Defendant fails to make a timely distribution to Investor Group A of no less

than $76,944,774.90 (USD) as set forth above, then the Commission may enforce the full Final 

Judgment of disgorgement in the amount of $106,530,000, plus prejudgment interest thereon in 

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the amount of $5,061,312.19 by the use of all collection procedures authorized by law, including 

the Federal Debt Collection Procedures Act, 28 U.S.C. § 3001 et seq., and moving for civil 

contempt for the violation of any Court orders issued in this action.  If the Defendant pays any 

portion of the Final Judgment to the Commission, then the Commission shall hold the funds, 

together with any interest and income earned thereon (collectively, the “Fund”), pending further 

order of the Court.  The Commission may propose a plan to distribute the Fund subject to the 

Court’s approval.  Such a plan may provide that the Fund shall be distributed pursuant to the Fair 

Fund provisions of Section 308(a) of the Sarbanes-Oxley Act of 2002.  In the event of a breach 

of this paragraph 6, the Court shall be deemed to retain jurisdiction over the administration of 

any distribution of those funds of the Fund that are frozen pursuant to the Asset Freeze, and such 

funds may only be disbursed pursuant to an Order of the Court.  The Commission foregoes any 

right to collect post-judgment interest on this award. 

7. In connection with this action and any related judicial or administrative

proceeding or investigation commenced by the Commission or to which the Commission is a 

party, Defendant (i) agrees to cooperate with the Commission, including by promptly sharing all 

documents and information obtained by Defendants, and requested by the Commission, that are 

relevant to the pending judicial proceeding; (ii) agrees to cooperate with the Commission in its 

attempt to obtain documents, information, and interviews from fact witnesses, including but not 

limited to former employees of Defendant; (iii) will accept service by mail or facsimile 

transmission of notices or subpoenas issued by the Commission to Defendant for documents or 

testimony at depositions, hearings, or trials, or in connection with any related investigation by 

Commission staff; (iv) appoints Defendant’s undersigned attorney as agent to receive service of 

such notices and subpoenas; (v) with respect to such notices and subpoenas, waives the territorial 

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limits on service contained in Rule 45 of the Federal Rules of Civil Procedure and any applicable 

local rules, provided that the party requesting the testimony reimburses Defendant’s travel, lodging, 

and subsistence expenses at the then-prevailing U.S. Government per diem rates; and (vi) consents 

to personal jurisdiction over Defendant in any United States District Court for purposes of 

enforcing any such subpoena.  

8. Defendant waives the entry of findings of fact and conclusions of law pursuant to

Rule 52 of the Federal Rules of Civil Procedure. 

9. Defendant waives the right, if any, to a jury trial and to appeal from the entry of

the Final Judgment. 

10. Defendant agrees not to oppose the Commission’s (i) efforts to pursue claims and

remedies against, or obtain an order authorizing the release to Investor Group A of, the currently 

frozen funds and assets of the Relief Defendants in the approximate amount of $4.8 million, that 

are subject to the Asset Freeze (collectively the “Relief Defendant Frozen Assets”) or; (ii) release 

to Investor Group A of the Relief Defendant Frozen Assets, or some portion thereof.  Defendant 

agrees to waive any right, claim, or interest it may have with respect to such Relief Defendant 

Frozen Assets; and will take such sums into account in the calculation of distributions to 

creditors in the Cayman Liquidation.  For the avoidance of doubt, Defendant’s waiver shall be 

with respect only to the Relief Defendant Frozen Assets and nothing in this provision or the 

Consent shall be deemed to (x) waive or otherwise reduce or limit any right, claim, or interest 

Defendant or the Joint Official Liquidators may have at any time against Abarbanel, Chilelli, the 

above-named Relief Defendants; or (y) create any right, or third-party-beneficiary interest, for 

Abarbanel, Chilelli, or the above-named Relief Defendants. 

11. Defendant enters into this Consent voluntarily and represents that no threats,

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offers, promises, or inducements of any kind have been made by the Commission or any 

member, officer, employee, agent, or representative of the Commission to induce Defendant to 

enter into this Consent. 

12. Defendant agrees that this Consent shall be incorporated into the Final Judgment

with the same force and effect as if fully set forth therein. 

13. Defendant will not oppose the enforcement of the Final Judgment on the ground,

if any exists, that it fails to comply with Rule 65(d) of the Federal Rules of Civil Procedure, and 

hereby waives any objection based thereon. 

14. Defendant waives service of the Final Judgment and agrees that entry of the Final

Judgment by the Court and filing with the Clerk of the Court will constitute notice to Defendant 

of its terms and conditions.   

15. Consistent with 17 C.F.R. § 202.5(f), this Consent resolves only the claims

asserted against Defendant in this civil proceeding.  Defendant acknowledges that no promise or 

representation has been made by the Commission or any member, officer, employee, agent, or 

representative of the Commission with regard to any criminal liability that may have arisen or 

may arise from the facts underlying this action or immunity from any such criminal liability.  

Defendant waives any claim of Double Jeopardy based upon the settlement of this proceeding, 

including the imposition of any remedy or civil penalty herein.  Defendant further acknowledges 

that the Court’s entry of a permanent injunction may have collateral consequences under federal 

or state law and the rules and regulations of self-regulatory organizations, licensing boards, and 

other regulatory organizations.  Such collateral consequences include, but are not limited to, a 

statutory disqualification with respect to membership or participation in, or association with a 

member of, a self-regulatory organization.  This statutory disqualification has consequences that 

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are separate from any sanction imposed in an administrative proceeding.  In addition, in any 

disciplinary proceeding before the Commission based on the entry of the injunction in this 

action, Defendant understands that it shall not be permitted to contest the factual allegations of 

the complaint in this action. 

16. Defendant understands and agrees to comply with the terms of 17 C.F.R. 

§ 202.5(e), which provides in part that it is the Commission’s policy “not to permit a defendant 

or respondent to consent to a judgment or order that imposes a sanction while denying the 

allegations in the complaint or order for proceedings,” and “a refusal to admit the allegations is 

equivalent to a denial, unless the defendant or respondent states that he neither admits nor denies 

the allegations.”  As part of Defendant’s agreement to comply with the terms of Section 202.5(e),  

Defendant:  (i) will not take any action or make or permit to be made any public statement 

denying, directly or indirectly, any allegation in the complaint or creating the impression that the 

complaint is without factual basis; (ii) will not make or permit to be made any public statement 

to the effect that Defendant does not admit the allegations of the complaint, or that this Consent 

contains no admission of the allegations, without also stating that Defendant does not deny the 

allegations; and (iii) upon the filing of this Consent, Defendant hereby withdraws any papers 

filed in this action to the extent that they deny any allegation in the complaint.  If Defendant 

breaches this agreement, the Commission may petition the Court to vacate the Final Judgment 

and restore this action to its active docket.  Nothing in this paragraph affects Defendant’s:  

(i) testimonial obligations; or (ii) right to take legal or factual positions in litigation or other legal 

proceedings in which the Commission is not a party. 

17. Defendants hereby waive any rights under the Equal Access to Justice Act, the 

Small Business Regulatory Enforcement Fairness Act of 1996, or any other provision of law to 

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seek from the United States, or any agency, or any official of the United States acting in his or 

her official capacity, directly or indirectly, reimbursement of attorney’s fees or other fees, 

expenses, or costs expended by Defendant to defend against this action.  For these purposes, 

Defendant agrees that Defendant is not the prevailing party in this action since the parties have 

reached a good faith settlement. 

18. Following, and expressly subject to and conditioned upon, the approval of the

Cayman Court, Defendant agrees that the Commission may present the Final Judgment to the 

Court for signature and entry without further notice. 

19. Defendant agrees that this Court shall retain jurisdiction over this matter for the

purpose of enforcing the terms of the Final Judgment. 

20. The Undersigned represent that, by Order dated October 13, 2021 entered by the

Cayman Court in the Cayman Liquidation, each Undersigned is duly appointed Joint Official 

Liquidator of the Defendant and has full authority to enter into this Consent and Final Judgment 

on behalf of Defendant.  The Undersigned execute this agreement in their capacities as Joint 

Official Liquidators for and on behalf of the Defendant and not in their personal capacities and 

do so without personal liability. 

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