In its complaint, NASD charges that the firm failed to adequately implement and enforce procedures to detect and report suspicious transactions that the firm had reason to suspect involved possible securities fraud. Specifically, the complaint charges that the firm failed to conduct adequate due diligence and file appropriate Suspicious Activity Reports (SARs) in connection with highly suspicious transactions by a customer of the firm. NASD alleges that, during the relevant period, the customer opened 32 accounts at NevWest and sold more than 250 billion shares of a sub-penny stock, which generated total sales proceeds of over $53 million. NASD alleged that NevWest earned commission revenue on the sales totaling $2.5 million - 36 percent of the firm's total revenues during the relevant period.
"Suspicious Activity Reports provide law enforcement with information that's critical for investigating and prosecuting money laundering, terrorist financing and other financial crimes," said James S. Shorris, NASD Executive Vice President and Head of Enforcement. "Broker-dealers have an obligation to investigate 'red flags' indicating suspicious activity and, where appropriate, to file SARs. Despite a multitude of very obvious red flags, NevWest chose to look the other way, earning millions for itself in the process."
NASD's complaint charges that between January 2003 and May 2005, NevWest, through Rumyanstev and Santos, failed to adequately perform due diligence, file SARs or cease trading in multiple accounts controlled by one of NevWest's customers in connection with more than 500 sale transactions. The transactions involved a sub-penny stock issued by CMKM Diamonds, Inc. (CMKM) that traded in the Pink Sheets until the Securities and Exchange Commission (SEC) revoked the stock's registration in 2005. The complaint further charges that the firm and its officers ignored numerous red flags which reasonably should have caused them to suspect that the customer was violating federal securities laws. The complaint charges that the firm should have filed suspicious activity reports with the U.S. Treasury Department's Financial Crimes Enforcement Network (FinCEN).
Those red flags included:
- The massive volume of CMKM stock that was being sold through NevWest by this customer, which constituted as much as 36.7% of CMKM's total outstanding shares;
- Publicly available information about CMKM's financials indicating that CMKM had almost no assets. CMKM's last quarterly report, filed with the SEC on Nov. 18, 2002, showed that for the quarter ending September 2002, it had total assets of only $344 cash and total liabilities of $1,672;
- CMKM's failure to file annual reports with the SEC for the fiscal years 2002, 2003 and 2004.
- Information showing a relationship between the NevWest customer engaging in the suspicious transactions and a former officer of CMKM;
- The SEC's temporary suspension of over-the-counter trading in CMKM securities from March 3, 2005 through March 16, 2005 and the SEC's action on May 10, 2005 to revoke the registration of each class of CMKM stock. From March 17, 2005 until May 11, 2005, NevWest continued to sell at least 22 billion shares for its customer's account.
NASD also alleges that NevWest, through Santos, failed to comply with escrow account requirements and contingency offering terms, in violation of the federal securities laws and NASD rules; failed to timely report customer complaints and disclosure events pursuant to NASD rules, and failed to establish and maintain a supervisory system and procedures that were reasonably designed to detect and prevent these violations.
Under NASD rules, a firm or individual named in a complaint can file a response and request a hearing before an NASD disciplinary panel. Possible remedies include a fine, censure, suspension, or bar from the securities industry, disgorgement of gains associated with the violations, and payment of restitution. The issuance of a disciplinary complaint represents the initiation of a formal proceeding by NASD in which findings as to the allegations in the complaint have not been made and does not represent a decision as to any of the allegations contained in the complaint. Because this complaint is unadjudicated, interested persons may wish to contact the respondent before drawing any conclusions regarding the allegations in the complaint.
Investors can obtain more information about, and the disciplinary record of, any NASD-registered broker or brokerage firm by using NASD's BrokerCheck. NASD makes BrokerCheck available at no charge to the public. In 2005, members of the public used this service to conduct more than 4.3 million searches for existing brokers or firms and requested more than 194,000 reports in cases where disclosable information existed on a broker or firm. Investors can link directly to BrokerCheck at www.nasdbrokercheck.com. Investors can also access this service by calling (800) 289-9999.
NASD is the leading private-sector provider of financial regulatory services, dedicated to investor protection and market integrity through effective and efficient regulation and complementary compliance and technology-based services. NASD touches virtually every aspect of the securities business - from registering and educating all industry participants, to examining securities firms, enforcing both NASD rules and the federal securities laws, and administering the largest dispute resolution forum for investors and registered firms. For more information, please visit our Web site at www.nasd.com.