SEC Charges Salespersons in Unregistered Oil and Gas Offerings
Jan. 21, 2022
File Nos. 3-20707; 3-20708
January 21, 2022 - The Securities and Exchange Commission today charged Benjamin Williams and Cody Biggs for selling securities in unregistered oil and gas securities offerings and acting as unregistered brokers. The SEC also charged Williams, who owned and operated a Nevada-based investment adviser, with breaching his fiduciary duty to clients by failing to disclose his financial conflicts of interest.
As stated in the SEC's orders, between 2016 and 2018, both Williams and Biggs sold investors securities in unregistered oil and gas securities offerings sponsored by Resolute Capital Partners LTD, LLC and Homebound Resources, LLC, which were subjects of a prior Commission action, In the Matter of Resolute Capital Partners, LTD, LLC, et al., AP File No 3-20597 (Sept. 24, 2021). According to the SEC's orders, no registration was in effect as to these offerings. The SEC's orders further find that Williams and Biggs received commissions from the sale of these securities and Williams also owned an equity stake in certain of the issuers of the securities. In addition, the SEC's orders find that neither Williams nor Biggs was registered as a broker-dealer or associated with a registered broker-dealer while selling these securities and that Williams breached his fiduciary duty to clients of his investment adviser by failing to disclose certain material facts about the transactions, including his financial conflicts of interest.
The SEC orders find that Williams and Biggs violated Sections 5(a) and 5(c) of the Securities Act of 1933 and Section 15(a) of the Securities Exchange Act of 1934. The SEC's order against Williams further finds that he violated Section 206(2) of the Investment Advisers Act of 1940. Williams and Biggs consented to the SEC orders without admitting or denying the findings and agreed to cease and desist from future violations. Williams is ordered to pay disgorgement and pre-judgment interest of $97,093 and a civil penalty of $50,000, and is subject to collateral and penny stock bars, as well as investment company prohibitions, with the right to re-apply after three years. Biggs is ordered to pay disgorgement and pre-judgment interest of $86,865 and a civil penalty of $25,000, and is subject to the same bars and prohibitions, with the right to re-apply after two years.
The SEC's investigation was conducted by Brian Fitzsimons and Brian Vann with assistance from Joshua Braunstein, James Smith, Dean Conway, Jan Folena, Donato Furlano, and Deborah Russell. The investigation was supervised by Carolyn M. Welshhans and Brian O. Quinn. The SEC appreciates the assistance of the Nevada Securities Division, the Securities Division of the Washington State Department of Financial Institutions, and the Financial Industry Regulatory Authority.