More On Legal & Compliancefrom The Advisor's Professional Library
- Scope of the Fiduciary Duty Owed by Investment Advisors A fiduciary obligation goes beyond the suitability standard typically owed by registered representatives of broker-dealer firms to clients. The relationship is built on the premise that the advisor will always do the right thing for the person or entity receiving advice.
- Using Solicitors to Attract Clients Rule 206(4)-3 under the Investment Advisors Act establishes requirements governing cash payments to solicitors. The rule permits payment of cash referral fees to individuals and companies recommending clients to an RIA, but requires four conditions are first satisfied.
Citigroup agreed Wednesday to pay $285 million to settle charges brought by the Securities and Exchange Commission, which charged that Citigroup’s principal U.S. broker-dealer subsidiary mislead investors in a $1 billion collateralized debt obligation transaction tied to the U.S. housing market. The SEC says that Citigroup bet against investors as the housing market showed signs of distress.
The CDO defaulted within months, leaving investors with losses while Citigroup made $160 million in fees and trading profits, the SEC said.
Citigroup consented to settle the SEC’s charges without admitting or denying the SEC’s allegations, the SEC said. The settlement, which is subject to court approval, requires Citigroup to pay $160 million in disgorgement plus $30 million in prejudgment interest and a $95 million penalty for a total of $285 million that will be returned to investors through a Fair Fund distribution.
The SEC alleges that Citigroup Global Markets structured and marketed a CDO called Class V Funding III and exercised significant influence over the selection of $500 million of the assets included in the CDO portfolio. Citigroup, the SEC said, "then took a proprietary short position against those mortgage-related assets from which it would profit if the assets declined in value. Citigroup did not disclose to investors its role in the asset selection process or that it took a short position against the assets it helped select.”
The SEC also charged Brian Stoker, the Citigroup employee that it said was primarily responsible for structuring the CDO transaction.
The agency brought separate settled charges against Credit Suisse’s asset management unit, which served as the collateral manager for the CDO transaction, as well as the Credit Suisse portfolio manager primarily responsible for the transaction, Samir H. Bhatt.
“The securities laws demand that investors receive more care and candor than Citigroup provided to these CDO investors,” said Robert Khuzami, director of the SEC’s Division of Enforcement, in a statement announcing the enforcement action. “Investors were not informed that Citgroup had decided to bet against them and had helped choose the assets that would determine who won or lost.”
Kenneth R. Lench, chief of the Structured and New Products Unit in the SEC Division of Enforcement, added, “As the collateral manager, Credit Suisse also was responsible for the disclosure failures and breached its fiduciary duty to investors when it allowed Citigroup to significantly influence the portfolio selection process.”