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Securities Administrative Orders Issued

The following orders were issued by the Division pursuant to Wis. Stat. §551.605 with respect to various securities filing requirements under the Wisconsin Uniform Securities Law and may modify or supplement the requirements of Chapter 551. For orders relating to enforcement matters, see below.

Crowdfunding Orders

Adobe PDF Document Order Regarding Periodic Reporting

Adobe PDF Document Order Regarding Commissions

Private Fund Adviser Orders

Adobe PDF Document Private Fund Adviser Exemption Order

Reg A Orders

Adobe PDF Document Order Regarding Regulation A Tier 2 Notice Filing

Reg D Orders

Adobe PDF Document Reg D Delinquent Filing Order

Enforcement Orders

The following orders were issued by the Division to enforce various provisions of the Wisconsin Uniform Securities Law as found in Chapter 551. Signed copies of Petitions for Order and Orders associated with the following persons or entities are available in the PDF format.

See Links to Archives below

Jason J. Ellingson and Elm Capital Partners, LLC (f/k/a JASA International, LLC) - Case No. S-230964(EX) – A Consent Order to Cease and Desist was issued against Jason J Ellingson and Elm Capital Partners, LLC (f/k/a JASA International, LLC) for violating Wis. Stat. § 551.41(2) (2005-06) when, in connection with the offer and sale of securities to persons in Wisconsin, he omitted to state material facts necessary in order to make the statement made, in the light of the circumstances under which they were made, not misleading.

Order issued November 14, 2016

 

Accelerated Wealth LLC, Tobey Ryon Waggoner, and Dallas Hamilton Tall - DFI File No. S-225969(EX) - A summary order to cease and desist, including restitution and interest, was issued against the respondents for the following violations of Wis. Stat. Ch. 551:

  • Tall violated Wis. Stat. § 551.402(1) when he transacted business as an agent for Accelerated Wealth without being registered with the Division.
  • Accelerated Wealth and Waggoner violated Wis. Stat. § 551.402(4) by employing Tall as an agent for issuer without Tall being registered with the Division.
  • The Respondents violated Wis. Stat. § 551.501(2) when, in connection with the offer and sale of a security:
    • They omitted to state material facts necessary in order to make statements made, in light of the circumstances under which they made, not misleading.
    • They made untrue statements of material facts to the Wisconsin investors.
  • The Respondents violated Wis. Stat. § 551.501(3) by engaging in an act, practice, or course of business that operates or would operate as a fraud upon another person.

The order included a proposed order to be issued against the Respondents jointly and severally for restitution and interest be paid to the Wisconsin investors suffering a loss as the result of the violations.

Order was issued on October 25, 2016

 

1. Michael G. Peterson - File No. S-231331(EX) - A Consent Order to Cease and Desist including Disgorgement was issued against Michael G. Peterson for violating Wis. Stat. § 551.402(1) when he transacted business as an agent on behalf of an issuer without being registered with the Division or exempt from registration as an agent.

2. The Fiscal Concierge, LLC, The Fiscon Manager, Inc., James A. Nickels, and Gregory A. Anderson - File No. S-231331(EX) - A Summary Order to Cease and Desist Including Restitution and Civil Penalties was issued against the respondents for numerous violations of the Wisconsin Uniform Securities Law, Wis. Stat. Ch. 551 ("Ch. 551"), including:

  • The Respondents violated Wis. Stat. § 551.301 when they offered and sold promissory notes which were not federally covered, exempt from registration, or registered under Ch. 551.
  • Nickels and Fiscal Concierge violated Wis. Stat. § 551.402(4) when they associated with Anderson and an insurance agent, who acted as agents of Fiscal Concierge without being registered or exempt from registration.
  • Nickels violated:
    • Wis. Stat. § 551.403(1) and the terms of the Division's 2006 Order (See DFI File No. S-05122 (LX)) when he acted as an investment adviser to several Wisconsin residents without being registered with the Division, or exempted from registration.
    • Wis. Stat. § 551.501(2) when, in connection with the offer and sale of a security, he made numerous misrepresentations and omitted material facts to prospective and current investors about Fiscal Concierge.
  • Anderson violated:
    • Wis. Stat. § 551.402(1) and the terms of the 2002 Order (See File No. S-00262 (EX)) issued against him by the Division when he transacted business as an agent on behalf of Fiscal Concierge without being registered with the Division or exempt from registration as an agent.
    • Wis. Stat. § 551.501(2) when, in connection with the offer and sale of a security, he made numerous misrepresentations and failed to disclose material facts to prospective investors about Fiscal Concierge.
  • Nickels and Anderson violated Wis. Stat. § 551.501(3) when, in connection with the offer and sale of securities, they engaged in an act, practice, or course of business that operated as a fraud or deceit upon other persons by selling promissory notes in Fiscal Concierge as a Ponzi scheme.

The Respondents are ordered to cease and desist from further violations of Ch. 551, and it is further proposed that a final order be issued against the Respondents including restitution and civil penalties.

Order was issued on October 24, 2016

 

Bags, LLC d/b/a National Business Management Consultants and Frank George Bagniefski - File No. S-228329(EX) - A Cease and Desist Order was issued against the respondents for violations of Wis. Stat. §§ 551.501(2) and (3) for making untrue statements of fact and omitting to state material facts necessary in order to make the statements made, in the light of the circumstances under which they are made, not misleading in connection with the offer and sale of securities to a person in Wisconsin; and for engaging in an act, practice, or course of business that operated or would operate as a fraud and deceit on another person, in connection with the offer and sale of securities to a person in Wisconsin.

Order was issued on October 19, 2016. Final Order issued November 28, 2016

 

Jean Walsh-Josephson - Case No. S-233148(LX) - A Summary Order to Permanently Bar Broker-Dealer Agent Registration and Notice of Proposed Order to Revoke Broker-Dealer Agent Registration was issued against Jean Walsh-Josephson. The Respondent is permanently barred from becoming registered as an agent of a broker-dealer under Wis. Stat. Ch. 551, as the result of her conduct and pursuant to Wis. Stat. §§ 551.412(4)(e)(5), 551.412(4)(e)(3) and 551.412(4)(m). The Respondent is prohibited from any further violations of Wis. Stat. Ch. 551, from making or causing to be made to any person or entity in Wisconsin any further offers or sales of securities unless and until such securities qualify as covered securities or are registered under Ch. 551, or successor statute, or properly exempted therefrom, pursuant to Wis. Stat. §§ 551.604(1)(a) and (2), and all exemptions from registration set forth in Ch. 551, that may otherwise apply to any sale or offer to sale of securities by Respondent are hereby revoked, pursuant to Wis. Stat. §§ 551.604(1)(b)(2). It is further proposed that a final order revoking the Respondent's broker-dealer agent registration be issued pursuant to Wis. Stat. §§ 551.412(2) and (7).

Order was issued September 30, 2016. Final Order issued November 14, 2016

 

Gregory P. Handel and Advisors Insurance Group, LLC d/b/a Senior Advisors Insurance Group - File No. S-234064(EX) - A Summary Order to Cease and Desist including Restitution and Interest was issued pursuant to Wis. Stat. § 551.604 against Gregory P. Handel and his company, Advisors Insurance Group, LLC for violating Wis. Stat. § 551.403(1) when Handel, through Advisors Insurance Group, LLC, acted as an unregistered investment adviser, and for violating Wis. Stat. §§ 551.501(2) and (3) when he made misrepresentations and omitted to state material facts in connection with the sale of securities. The Respondents are ordered to cease and desist from further violating Wis. Stat. Ch. 551 and it is further proposed that a final order, including the payment of restitution and interest to the investor suffering a loss as the result of the violations, be issued against the Respondents, jointly and severally.

Order was issued September 30, 2016. Final Order issued November 21, 2016

 

Pivotpoint Advisors, LLC and John M. Norquay - File No. S-235546(LX) - A Summary Order to Cease and Desist, Denying Application for Investment Adviser Registration and Imposing Disgorgement and Interest was issued against Pivotpoint Advisors, LLC and John M. Norquay for violating Wis. Stat. §§ 551.403 and 551.404 respectively, when they transacted business in Wisconsin as an investment adviser and investment adviser representative without being registered or exempted for registration with the Division. Respondents violated Wis. Stat. § 551.412(4)(a) and Wis. Admin. Code § DFI-Sec 5.01 by failing to complete the application for investment adviser registration within 6 months after it was initially received by the Division. The Respondents are ordered to disgorge the advisory fees they collected while unregistered, along with interest calculated at the legal rate prescribed by Wis. Stat. § 138.04.

Order was issued September 28, 2016. Final Order issued November 8, 2016

 

3E Tennessee, Inc. and Jason W. Towe - Case No. S-235298(EX) – A Consent Cease and Desist Order was issued against Jason W Towe and 3E Tennessee Inc. for two violations of Wis. Stats § 551.501(2) by omitting material facts prior to a Wisconsin resident investing more than $50,000 in a security offered by the Respondents. The Respondents are ordered to cease and desist from offering or selling unregistered securities or those not qualified as federal covered securities. All state law exemptions from registration are revoked and Respondents are prohibited from violating Wis. Stat. Ch. 551 in the future.

Order issued September 16, 2016

 

Lucky Taco, Inc. and Timothy P. McQuiston - File No. S-233500(EX) - A Summary Order to Cease and Desist was issued to the Respondents for violation of Wis. Stats. § 551.501(2) by omitting to state material facts necessary in order to make the statements made, in the light of the circumstances under which they are made, not misleading, in the offer and sale of securities.

Order issued September 8, 2016. Final Order issued November 8, 2016

 

The Investment Counsel LLC and Brandon M. Adkins - File No. S-233356(LX) - A Summary Order Restricting and Suspending Investment Adviser and Investment Adviser Representative Registrations, Imposing Cease and Desist, and Revoking Registration Exemptions and Notice of Proposed Order to Revoke Investment Adviser and Investment Adviser Representative Registrations, and Impose Civil Penalties, Restitution, Interest and Cost was issued against The Investment Counsel LLC and Brandon M Adkins for violation of numerous Wis. Stat. ch. 551 violations as a result of conduct involving engaging in dishonest or unethical practices in securities and improperly borrowing $30,000 from an elderly client.

Order issued September 2, 2016. Final Order issued October 14, 2016

 

Maxine Gehrt - Case No. S-233148(EX) – An Order of Permanent Bar was issued for violation of Wis. Stats. § 551.412(4)(m). Maxine Gehrt is hereby permanently barred from becoming registered as an agent of a broker-dealer under Wis. State. Ch. 551 as the result of her misconduct in aiding Jean Walsh Josephson in misappropriating at least $300,000 in client funds, and her willful failure to comply with Thrivent’s notification policy concerning Josephson’s acceptance of cash from clients.

Order issued August 30, 2016

 

Premier Funding & Investments LLC and David J Lambert - Case No. S-230624 (EX) – A Cease and Desist Order was issued against Premier Funding & Investments, LLC and David J Lambert for violation of Wis. Stats. § 551.41(2) by omitting to state material facts necessary in order to make the statements made, in the light of the circumstances under which they are made, not misleading.

Order issued March 24, 2016. Affidavit of Compliance with Service of Process signed October 14, 2016.

 

Dine In 2Nite North America, Inc., Dine In 2Nite North America, LLC and Leo Kats - Case No. S-233571 (FX) – A Summary Order of Prohibition was issued against Dine In 2Nite North America, Inc., Dine In 2Nite North America, LLC and Leo Kats for violation of Wis. Stat. §553.21 by selling a franchise in Wisconsin without registering under Wis. Stat. Ch. 553 or being exempted under Wis. Stat. § § 553.23, 553.235 or 553.25 and violation of Wis. Stat. §553.41(5) for willfully representing to prospective franchisees that the franchise was registered in Wisconsin when that was not the case.

March 15, 2016.

 

Pivotpoint Advisors, LLC and John M. Norquay - Case No. S-228781 (EX) – Following the issuance of a Summary Order on June 3, 2015, the Respondents petitioned for a hearing to void or modify the Summary Order. The Respondents subsequently agreed to the issuance of a Consent Order as final resolution. Respondents consented to an Order for violations of Wis. Stat. §551.301 for selling an unregistered promissory note and of Wis. Stat. §551.501(2) for omitting to state material facts necessary in order to make the statements, in light of the circumstances under which they were made, not misleading. The Respondents also violated various sections of the Wisconsin Administrative Code as it applies to registered investment advisors. Respondents are suspended for 30 calendar days, and shall pay restitution of $2,521.61.

Order was issued on January 14, 2016 and supersedes a prior Summary Order issued on June 3, 2015.

 

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