WASHINGTON, August 27, 2026 — The U.S. Securities and Exchange Commission charged 38 entities over alleged material misrepresentations in Forms ADV filed between 2025 and 2026, accusing them of using the filings to falsely portray themselves as legitimate advisory firms to U.S. investors.
The complaints describe several ways the defendants allegedly created that appearance of legitimacy. They include listing places of business at Colorado addresses where the entities had no presence, providing phone numbers that were disconnected or belonged to unrelated businesses, and making claims involving audits of private-fund financial statements by accounting firms that could not be found in public federal or state registries.
Certain defendants were also marketed on websites that displayed fake certificates indicating SEC registration, according to the agency. The complaints further allege that the defendants disclosed an ownership structure and numerical data that were identical or nearly identical to those of numerous other purported exempt reporting advisers.
Foreign connections and emerging-technology interest
A number of the defendants used IP addresses traced to foreign jurisdictions to connect to the SEC’s filing system, according to the complaints. The defendants also allegedly failed to respond to requests from Commission counsel for records substantiating information contained in their Forms ADV.
“Our complaints allege large-scale abuse of SEC adviser filings by persons, several of whom are likely located overseas, exploiting interest in emerging technologies,” said Laura D’Allaird, chief of the SEC Enforcement Division’s Cyber and Emerging Technologies Unit. She added that the agency would act to disrupt operations using fraudulent SEC filings to create an appearance of legitimacy with retail investors.
Injunctions and civil penalties among SEC remedies
The complaints, filed in the U.S. District Court for the District of Colorado, charge the defendants with violating Sections 204(a) and 207 of the Investment Advisers Act of 1940.
The SEC is seeking permanent injunctions against violations of the charged provisions of federal securities laws, conduct-based injunctions prohibiting the defendants from filing Forms ADV as exempt reporting advisers, and civil penalties.
Separately, the Commission removed the exempt reporting adviser filings of all 38 entities from its website. The SEC also acknowledged assistance from the FBI and its Operation Level Up.
Investor warning over misuse of SEC adviser filings
The SEC’s Office of Investor Education and Assistance issued an investor alert warning that scammers are using exempt reporting adviser filings to create a false impression of legitimacy and lure investors into scams.
The agency cautioned investors to be wary of a purported exempt reporting adviser that offers investment advice directly to individual investors or claims to be registered with the SEC.
The warning highlights a central feature of the alleged conduct: regulatory filings themselves can be used to create an appearance of legitimacy. In these cases, the SEC alleges that the defendants made material misrepresentations or statements that could not be substantiated in Forms ADV, while certain defendants were marketed through websites displaying fake certificates indicating SEC registration.
Why it matters
The enforcement action highlights a potential vulnerability in a disclosure-based regulatory system when official filings themselves are used to support an allegedly false appearance of legitimacy. The SEC’s allegations go beyond misleading external marketing: they involve information submitted through the Commission’s adviser filing system and, in certain cases, websites displaying fake certificates indicating SEC registration.
The cases also bring the SEC’s Cyber and Emerging Technologies Unit into an enforcement action involving alleged misuse of regulatory filings to create an appearance of legitimacy with retail investors. The unit’s chief said the alleged conduct involved persons, several of whom are likely located overseas, exploiting interest in emerging technologies.
