UNITED STATES OF AMERICA

UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934

Release No. 96738 / January 23, 2023

ADMINISTRATIVE PROCEEDING

File No. 3-20381

In the Matter of

Securities America Advisors, Inc.,

Respondent.

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ORDER APPROVING AMENDED

PLAN OF DISTRIBUTION

On June 30, 2021, the Commission issued an Order Instituting Administrative and Ceaseand-Desist Proceedings Pursuant to Sections 203(e) and 203(k) of the Investment Advisers Act

of 1940, Making Findings, and Imposing Remedial Sanctions and a Cease-and-Desist Order (the

“Order”)1 against Securities America Advisors, Inc. (the “Respondent”). In the Order, the

Commission found that, from November 2014 to March 2018, the Respondent failed to

implement policies and procedures for the review of automatically generated surveillance alerts

after client disbursements had occurred. The Respondent also failed to implement reasonably

designed policies and procedures for reviewing client disbursement requests for possible

misappropriation before the disbursements occurred. As a result of these failures, Hector May,

the owner of Executive Compensation Planners, Inc. (“ECP”), an independent state-registered

investment adviser whose clients participated in certain of the Respondent’s advisory programs,

misappropriated, without the Respondent’s detection, approximately $8 million from the

Respondent’s advisory accounts of certain of the Respondent’s advisory clients. The

Commission ordered the Respondent to pay a $1,750,000 civil money penalty to the

Commission. The Commission also created a Fair Fund (the “Fair Fund”) pursuant to Section

308(a) of the Sarbanes-Oxley Act of 2002, so the penalty paid can be distributed to harmed

investors.

The Fair Fund includes the $1,750,000.00 paid by the Respondent. The assets of the Fair

Fund are subject to the continuing jurisdiction and control of the Commission. The Fair Fund

and has been deposited in a Commission-designated account at the United States Department of

the Treasury, and any accrued interest will be added to the Fair Fund.

On May 26, 2022, the Division of Enforcement, pursuant to delegated authority,

published a Notice of Proposed Plan of Distribution and Opportunity for Comment (the

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Advisers Act Rel. No. 5762 (June 30, 2021).

“Notice”)2 pursuant to Rule 1103 of the Commission’s Rules on Fair Fund and Disgorgement

Plans (“Commission’s Rules”),3 and simultaneously posted the Proposed Plan of Distribution

(the “Proposed Plan”). The Notice advised interested persons that they could obtain a copy of

the Proposed Plan from the Commission’s public website at

http://www.sec.gov/litigation/fairfundlist.htm or by submitting a written request to Catherine E.

Pappas, United States Securities and Exchange Commission, One Penn Center, 1617 JFK Blvd.,

Ste. 520, Philadelphia, PA 19103. The Notice also advised that all persons desiring to comment

on the Proposed Plan could submit their comments, in writing, no later than thirty (30) days from

the publication of the Notice (1) to the Office of the Secretary, United States Securities and

Exchange Commission, 100 F Street, NE, Washington, DC 20549-1090; (2) by using the

Commission’s Internet comment form (http://www.sec.gov/litigation/admin.shtml); or (3) by

sending an e-mail to rulecomments@sec.gov. The Commission received two comments on the

Proposed Plan during the comment period.

On November 22, 2022, after thorough review and substantial consideration of the

comments received, the Commission published a Notice of Amended Proposed Plan of

Distribution and Opportunity for Comment (the “Notice of Amended Plan”)4 pursuant to Rule

1103 of the Commission’s Rules,5 and simultaneously posted the Amended Proposed Plan of

Distribution (the “Amended Proposed Plan”). The Notice of Amended Plan advised interested

persons that they could obtain a copy of the Amended Proposed Plan from the Commission’s

public website at http://www.sec.gov/litigation/fairfundlist.htm or by submitting a written

request to Catherine E. Pappas, United States Securities and Exchange Commission, One Penn

Center, 1617 JFK Blvd., Ste. 520, Philadelphia, PA 19103. The Notice of Amended Plan also

advised that all persons desiring to comment on the Amended Proposed Plan could submit their

comments, in writing, no later than thirty (30) days from the publication of the Notice of

Amended Plan (1) to the Office of the Secretary, United States Securities and Exchange

Commission, 100 F Street, NE, Washington, DC 20549-1090; (2) by using the Commission’s

Internet comment form (http://www.sec.gov/litigation/admin.shtml); or (3) by sending an e-mail

to rulecomments@sec.gov. The Commission received no comments on the Amended Proposed

Plan during the comment period.

The Amended Proposed Plan provides for the distribution of the Net Available Fair

Fund to investors who held advisory accounts at the Respondent during the Relevant Period and

who suffered losses as a result of the misconduct described in the Order.

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The Division of Enforcement now requests that the Commission approve the Amended

Proposed Plan.

2

Exchange Act Rel. No. 94995 (May 26, 2022).

17 C.F.R. § 201.1103.

4

Exchange Act Rel. No. 96379 (Nov. 22, 2022).

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17 C.F.R. § 201.1103.

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All capitalized terms used herein but not defined are used as defined in the Amended Proposed Plan.

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Accordingly, it is hereby ORDERED, pursuant to Rule 1104 of the Commission’s Rules,7

that the Amended Proposed Plan is approved, and the approved Amended Plan of Distribution

shall be posted simultaneously with this order on the Commission’s website at www.sec.gov.

For the Commission, by the Division of Enforcement, pursuant to delegated authority.8

Vanessa A. Countryman

Secretary

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17 C.F.R. § 201.1104.

17 C.F.R. § 200.30-4(a)(21)(iv).

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