# SECURITIES AND EXCHANGE COMMISSION

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URL: https://www.frixlaw.com/law-library/documents/agency%3Asec%3A47acda42dd34cf88

## Record

- **Collection:** Agency decision
- **Document type:** Agency decision

## Text

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
SECURITIES EXCHANGE ACT OF 1934
Release No. 106423 / September 21, 2026
INVESTMENT ADVISERS ACT OF 1940
Release No. 6998 / September 21, 2026
Admin. Proc. File No. 3-20795
In the Matter of
LAURENCE G. ALLEN
OPINION OF THE COMMISSION
BROKER-DEALER PROCEEDING
INVESTMENT ADVISER PROCEEDING
Grounds for Remedial Action
Injunction
Respondent was permanently enjoined from violations of the New York securities laws.
Held, it is in the public interest to bar respondent from association with any broker,
dealer, investment adviser, municipal securities dealer, municipal advisor, transfer agent,
or nationally recognized statistical rating organization.
APPEARANCES:
Jack Kaufman and Rhonda L. Jung for the Division of Enforcement.
John K. Wells of Greenberg Traurig, LLP, for Laurence G. Allen.

2
On March 14, 2022, the Securities and Exchange Commission instituted an
administrative proceeding against Laurence G. Allen under Section 15(b) of the Securities
Exchange Act of 1934 and Section 203(f) of the Investment Advisers Act of 1940. 1 The
Division of Enforcement and Allen have filed cross-motions for summary disposition, and the
Division seeks industry and penny stock bars, which Allen opposes. Based on our review of the
filings, we grant, in part, the Division’s motion, deny Allen’s motion, and bar Allen from
association in the securities industry in any capacity.
I.
A.

Background

Allen was enjoined under the New York securities laws.

Allen has worked in the securities industry since 1982. 2 In December 2019, the New
York Attorney General (the “NYAG”) filed a civil action in New York state court against Allen
and four entities he owned or controlled—Allen Capital Partners X, L.P. (“ACP X, LP” or the
“Partnership”); ACP Partners X, LLC, the Partnership’s general partner (the “General Partner”);
ACP Investment Group, LLC, an investment adviser; and NYPPEX Holdings, LLC—to enjoin
the defendants from violating the New York securities laws. After a bench trial, the court
granted summary judgment in the NYAG’s favor.
The court found that Allen engaged in “a shocking level of self-dealing, breaches of
fiduciary duty, misappropriation of enormous sums of [the Partnership’s] capital, and outright
fraud.” 3 Specifically, the court found that, from 2008 to 2018, Allen used “a maze of entities
[he] owned and/or controlled” to divert over $6.7 million of the Partnership’s assets to his
“failing broker-dealer,” NYPPEX, LLC, which used these funds to pay staff salaries, operating
expenses, and “exorbitant” annual salaries to Allen totaling approximately $6 million. 4 The
court additionally found that, from 2013 to 2018, Allen’s reports to investors “grossly
overstated” NYPPEX’s valuation and significantly understated the percentage of the
Partnership’s assets that were invested in NYPPEX. 5 The court also found that these
investments were contrary to Allen’s repeated statements that, during what he called the “winddown” period, any new investments would be for specific, limited purposes, such as to meet
capital calls. 6
The court further found that Allen falsely stated in reports to the limited partners that the
Partnership agreement permitted the General Partner to recover all of its “carried interest,” which
1

Laurence G. Allen, Exchange Act Release No. 94411, 2022 WL 770103 (Mar. 14, 2022).

2

See https://files.brokercheck.finra.org/individual/individual_1063970.pdf (BrokerCheck
report for Laurence Geoffrey Allen) (last visited July 20, 2026); Leon Vaccarelli, Exchange Act
Release No. 102101, 2025 WL 27974, at *1 n.2 (Jan. 3, 2025) (taking official notice of
BrokerCheck report).
3

People v. Allen, No. 452378/2019, 2021 WL 394821, at *1 (N.Y. Sup. Ct. Feb. 4, 2021).

4

Id. at *2–3, *8.

5

Id. at *6.

6

Id.

3
led the limited partners to approve amendments to the agreement that enabled the General
Partner to distribute $3.4 million in carried interest to Allen and entities he controlled. 7 In short,
the court found that Allen used the Partnership as his “private piggy bank” to fund “a failing
broker-dealer, its failing parent, and Mr. Allen.” 8
The court permanently enjoined Allen and other entities he controlled from “directly or
indirectly” violating New York’s Martin Act; 9 “employing any device, scheme or artifice to
defraud or to obtain money or property by means of false pretense, representation or promise”;
and “[f]acilitating, allowing or participating in the purchase, sale or transfer of any limited
partnership interest in” the Partnership. 10 The court also ordered the defendants to disgorge over
$7.8 million. 11 A state appellate court affirmed, 12 and the New York Court of Appeals dismissed
Allen’s appeal. 13
B.

The Commission instituted this proceeding against Allen.

The Commission initiated this proceeding against Allen to determine whether remedial
action was appropriate. Allen filed an answer, and the parties filed cross-motions for summary
disposition.
II.
A.

Analysis

Summary disposition is appropriate here.

Under Rule of Practice 250(b), a motion for summary disposition may be granted if
“there is no genuine issue with regard to any material fact” and the moving party is “entitled to
summary disposition as a matter of law.” 14 The Division’s motion for summary disposition
requests that the Commission bar Allen from association in the securities industry and from
participation in an offering of penny stock. Allen’s motion asserts that the Commission lacks
statutory authority to sanction him or, in the alternative, that he should not be sanctioned under
the public interest factors on which the Division bases its request to bar him. Neither party
requests an in-person hearing. As we explain below, we have statutory authority to sanction
Allen, and his arguments that sanctioning him is not in the public interest largely amount to
collateral attacks on the trial and appellate courts’ findings, to which we afford preclusive
7

Id. at *2.

8

Id. at *2, *7.

9

N.Y. Gen. Bus. L. art. 23-A, § 352 et seq.

10

Allen, 2021 WL 394821, at *7–8. The court also enjoined the defendants from taking
additional specified actions regarding the Partnership. Id.
11

This amount, which excludes investments in NYPPEX made outside the applicable
limitations period, id. at *8, is reflected in an amended opinion.

12

People v. Allen, 156 N.Y.S.3d 171 (N.Y. App. Div. 2021).

13

People v. Allen, 198 N.E.3d 477 (N.Y. 2022).

14

17 C.F.R. § 201.250(b).

4
effect. 15 For these reasons and the reasons below, we find that the Division has satisfied its
burden under the summary disposition standard, that summary disposition is appropriate, and
that an in-person hearing is unnecessary.
B.

The threshold requirements for imposing an industry bar are satisfied.

Exchange Act Section 15(b)(6)(A) and Advisers Act Section 203(f) authorize the
Commission to suspend or bar a person from associating in the securities industry if it finds, on
the record after notice and opportunity for hearing, that (1) the person is enjoined from engaging
in or continuing any conduct or practice in connection with the purchase or sale of any security
or in connection with acting as a broker or dealer (under the Exchange Act) or investment
adviser (under the Advisers Act); (2) the person was associated with a broker or dealer or
investment adviser, respectively, at the time of the alleged misconduct; and (3) such a sanction is
in the public interest. 16
No genuine issue of material fact exists as to the first two elements. Allen argues that we
lack statutory authority to impose sanctions predicated on injunctions issued by state courts or
violations of state law. But both the Exchange Act and Advisers Act authorize the Commission
to impose an industry bar on a respondent who is enjoined by “any court of competent
jurisdiction.” 17 The plain meaning of “any court” is a court “indiscriminately of whatever
kind.” 18 Moreover, other provisions within these statutes are explicitly limited to foreign or state
courts or state regulatory orders, 19 demonstrating that Congress “knew how to” limit the
15

See Gary Edward Haynes, Advisers Act Release No. 6461, 2023 WL 6793643, at *3 n.19
(Oct. 13, 2023) (applying state law to determine preclusive effect of state court conviction);
Plymouth Venture Partners, II, L.P. v. GTR Source, LLC, 988 F.3d 634, 642 (2d Cir. 2021)
(“Under New York law, collateral estoppel bars relitigation of an issue when (1) the identical
issue necessarily was decided in the prior action and is decisive of the present action, and (2) the
party to be precluded from relitigating the issue had a full and fair opportunity to litigate the
issue in the prior action.” (cleaned up)); Lopez v. Pompeo, 923 F.3d 444, 446 (5th Cir. 2019) (“If
an appeal is taken, preclusion should attach to every ground that is in fact reviewed and affirmed
by an appellate court . . . .” (cleaned up)); Restatement (Second) of Judgments § 27 cmt. o.
16

15 U.S.C. § 78o(b)(6)(A); id. § 80b-3(f); see also id. § 78o(b)(4)(C); id. § 80b-3(e)(4).

17

Id. §§ 78o(b)(4)(C), 80b-3(e)(4) (emphasis added).

18

Ali v. Fed. Bureau of Prisons, 552 U.S. 214, 219 (2008); see also id. at 216 (holding that
“the broad phrase ‘any other law enforcement officer’ covers all law enforcement officers”);
United States v. Gonzalez, 520 U.S. 1, 5 (1997) (concluding that “any other term of
imprisonment” was not limited to “only federal sentences” but encompassed “all terms of
imprisonment, including those imposed by state courts” (cleaned up)).
19

See 15 U.S.C. §§ 78o(b)(4)(B) (referencing criminal convictions by “a foreign court of
competent jurisdiction”), 80b-3(e)(2)–(3) (same), 78u(d)(1) (authorizing the Commission to
bring certain injunctive actions in a “district court of the United States”), 80b-9(d) (same),
78o(b)(4)(H) (referencing certain final orders of a “State securities commission . . . , State
authority that supervises or examines banks, savings associations, or credit unions, [or] State
insurance commission), 80b-3(e)(9) (same).

5
applicable jurisdiction when it “wanted to.” 20 Allen admits that the relevant provisions are not
explicitly limited to injunctions issued by federal courts against violating federal laws, and we
decline his invitation to “attribute words to Congress that it has not written.” 21 The statutes
unambiguously provide authority for the Commission to sanction individuals predicated on
injunctions issued by state courts against violations of state laws. 22
Allen also argues that an industry bar is inappropriate because the Commission has never
barred a broker or investment adviser in a follow-on proceeding predicated on a state court
injunction. But the Commission has barred broker-dealers and investment advisers in just such
circumstances. 23 Similarly, the Commission has barred individuals who were convicted in state
court for violations of state securities laws, including the Martin Act. 24 Allen also argues that
follow-on proceedings such as this one cannot be predicated on “mere[] ‘obey-the-law’”

20

Pugin v. Garland, 599 U.S. 600, 608 (2023); accord Sebelius v. Cloer, 569 U.S. 369, 378
(2013) (“We have long held that where Congress includes particular language in one section of a
statute but omits it in another section of the same Act, it is generally presumed that Congress acts
intentionally and purposely in the disparate inclusion or exclusion.” (cleaned up)); Barnhart v.
Sigmon Coal Co., Inc., 534 U.S. 438, 454 (2002) (“We refrain from concluding here that the
differing language in the two subsections has the same meaning in each. We would not presume
to ascribe this difference to a simple mistake in draftsmanship.” (quotation marks and citation
omitted)).
21

Atl. Sounding Co. v. Townsend, 557 U.S. 404, 424 (2009); accord Pit River Tribe v.
Bureau of Land Mgmt., 939 F.3d 962, 970 (9th Cir. 2019) (“[I]t is not our practice to read words
into statutory provisions.”).
22

See Nat’l Ass’nAss’n. of Mfrs. v. Dep’t of Def., 583 U.S. 109, 127 (2018) (“Because the
plain language is unambiguous, our inquiry begins with the statutory text, and ends there as
well.” (cleaned up)). Because the relevant provisions are unambiguous, Allen’s argument that
the statutes as applied to him violate the Equal Protection and Due Process Clauses also fails.
See VIP of Berlin, LLC v. Town of Berlin, 593 F.3d 179, 186, 191 (2d Cir. 2010) (rejecting an asapplied vagueness challenge where “the plain meeting and stated purpose” of the challenged
ordinance “provide[d] adequate notice” regarding the meaning of the terms in the ordinance and
noting that the degree of vagueness tolerated in economic regulations is higher than for criminal
laws or laws that might infringe on First Amendment rights).
23

See, e.g., Dean Mustaphalli, Advisers Act Release No. 6348, 2023 WL 4533808 (July 13,
2023) (barring investment adviser enjoined by New York state court); Wright & Co., Exchange
Act Release No. 3336, 1942 WL 33831 (Nov. 23, 1942) (revoking registration of broker-dealer
enjoined by state court); cf. Herbert A. Jacobs, 2 S.E.C. 740 (Sept. 13, 1937) (sanctioning
broker-dealer enjoined by New York court).
24

See Mustaphalli, 2023 WL 4533808, at *3 (respondent convicted in New York state court
for violations of state laws, including the Martin Act); Haynes, 2023 WL 6793643, at *3 (barring
investment adviser convicted in state court for state-law violations).

6
injunctions, but the Commission has statutory authority to sanction individuals predicated on
such injunctions. 25
Allen further contends that he was not enjoined from acting as a broker or investment
adviser or engaging in the purchase or sale of securities. But the trial court enjoined Allen from
violating the Martin Act, which “prohibits fraudulent practices relating to the ‘purchase,
exchange, investment advice or sale of securities,’” 26 and from “[f]acilitating, allowing or
participating in the purchase, sale or transfer of” limited partnership interests in the Partnership,
which is conduct in connection with the purchase or sale of securities. 27 And Allen is precluded
from challenging the trial and appellate courts’ findings that his conduct concerned the purchase
or sale of securities. 28
Allen does not dispute that he was associated with a broker-dealer (NYPPEX) and an
investment adviser (ACP Investment Group) at the time of the alleged misconduct. Thus, the
threshold requirements for imposing an industry bar are met.
C.

We find an industry bar to be in the public interest.

In determining whether any remedial action is in the public interest, we consider the
egregiousness of the respondent’s actions, the isolated or recurrent nature of the infraction, the
degree of scienter involved, the sincerity of the respondent’s assurances against future violations,
the respondent’s recognition of the wrongful nature of his conduct, and the likelihood that the
respondent’s occupation will present opportunities for future violations. 29 Our public interest
inquiry is flexible, and no one factor is dispositive. 30 The remedy is intended to “protect[] the
trading public from further harm,” not to punish the respondent. 31 For the reasons below, we
find that a full securities industry bar is warranted to protect the investing public.

25

15 U.S.C. §§ 78o(b)(6)(A), 80b-3(f); see also Matthew J. Skinner, Exchange Act Release
No. 102102, 2025 WL 27978 (Jan. 3, 2025) (barring broker enjoined from violations of antifraud
and registration provisions of federal securities laws); Gustavo A. Guzman, Advisers Act Release
No. 6783, 2024 WL 5046212 (Dec. 9, 2024) (barring investment adviser enjoined from
violations of federal securities laws).

26

Allen, 2021 WL 394821, at *6 (quoting N.Y. Gen. Bus. L. § 352(1)).

27

See Mayer v. Oil Field Sys. Corp., 721 F.2d 59, 65 (2d Cir. 1983) (“[A] limited
partnership interest generally is a security because such an interest involves investment ‘in a
common enterprise with the profits coming solely from the efforts of other.’” (quoting SEC v.
W.J. Howey Co., 328 U.S. 293, 301 (1946))).

28

See Allen, 156 N.Y.S.3d at 174; Allen, 2021 WL 394821, at *7.

29

Steadman v. SEC, 603 F.2d 1126, 1140 (5th Cir. 1979), aff’d on other grounds, 450 U.S.
91 (1981).
30

Tzemach David Netzer Korem, Exchange Act Release No. 70044, 2013 WL 3864511,
at *4 (July 26, 2013).
31

McCarthy v. SEC, 406 F.3d 179, 188 (2d Cir. 2005).

7
1.

Allen’s misconduct was egregious and recurrent, and Allen acted with
scienter.

There is no genuine dispute that Allen’s misconduct was egregious and recurrent. As the
court found, Allen’s conduct involved “a shocking level of self-dealing, breaches of fiduciary
duty, misappropriation of enormous sums” from the Partnership, and “outright fraud.” 32 Over 10
years, Allen misappropriated millions of dollars of the Partnership’s funds and made fraudulent
misrepresentations to investors, including “grossly overstat[ing]” the value of his “failing”
broker-dealer, significantly understating the percentage of the Partnership’s assets invested in it,
and falsely stating that the General Partner—which Allen controlled—was entitled to its carried
interest. 33 In this way, Allen used the Partnership as “his private piggy bank” to fund “a failing
broker-dealer, its failing parent, and Mr. Allen.” 34 Allen argues that the court misinterpreted
certain provisions of the Partnership’s governing documents, but he does not challenge—and is
precluded from challenging—the court’s findings that he misappropriated Partnership funds and
made misrepresentations to the limited partners.
While the trial court did not address whether Allen acted with scienter, 35 the court made
findings that indicated a troubling level of awareness by Allen. 36 For example, Allen plainly
knew he was investing millions of dollars of the Partnership’s funds in NYPPEX and that
NYPPEX used these funds to pay staff salaries, operating expenses, and salaries to Allen totaling
approximately $6 million. The court found Allen’s testimony, including his claim that
NYPPEX’s present or potential valuation exceeded $100 million, “unworthy of belief.” 37 And
the appellate court characterized these valuations as “artificially high” and found that Allen
ignored his counsel’s advice that the General Partner could not take carried interest. 38

32

Allen, 2021 WL 394821, at *1; see also SEC v. Cap. Gains Rsch. Bureau, Inc., 375 U.S.
180, 190–94 (1963) (explaining that Advisers Act Section 206 imposes fiduciary duties on
investment advisers); James C. Dawson, Advisers Act Release No. 3057, 2010 WL 2886183, at
*4 (July 23, 2010) (“[W]e have consistently viewed misconduct involving a breach of fiduciary
duty or dishonest conduct on the part of a fiduciary . . . as egregious.”).
33

Allen, 2021 WL 394821, at *2, *6.

34

Id. at *2, *7.

35

See People v. Credit Suisse Sec. (USA) LLC, 107 N.E.3d 515, 520 (N.Y. 2018)
(explaining that the NYAG “need not prove scienter or intentional fraud in a Martin Act
enforcement proceeding”).
36

See SEC v. Steadman, 967 F.2d 636, 641 (D.C. Cir. 1992) (explaining that scienter is “an
intent to deceive, manipulate, or defraud”); S. Cherry St., LLC v. Hennessee Grp., LLC, 573 F.3d
98, 109 (2d Cir. 2009) (“This Court has long held that the scienter element can be satisfied by a
strong showing of reckless disregard for the truth.”).
37

Allen, 2021 WL 394821, at *7.

38

Allen, 156 N.Y.S.3d at 174.

8
2.

An industry bar is in the public interest due to the risk that Allen would
reoffend if given the chance.

Allen has not recognized the wrongful nature of his conduct. Indeed, he continues to
deny that any of his conduct was wrongful. 39 We credit that Allen has made some assurances
against future misconduct. In particular, Allen claims that he is unlikely to reoffend because he
is under a “heightened supervision plan” at NYPPEX and his professional activities “are subject
at all times to oversight by experienced legal and compliance professionals.” But Allen does not
explain how these measures would ensure these individuals can effectively supervise Allen, who
controls NYPPEX and thus could fire them, 40 or prevent the recurrence of Allen’s misconduct at
issue here: fraudulent misrepresentations and diverting millions of dollars from investors to
himself and entities he controls.
We do not find Allen’s clean disciplinary history prior to the misconduct at issue here
mitigating, because securities professionals should not be rewarded for complying with their
professional responsibilities. 41 And we find that other circumstances described herein outweigh
any mitigating effect of his allegedly “admirable record of regulatory compliance” before his
misconduct and the length of time since his misconduct occurred. 42
Allen’s occupation also presents opportunities for future violations. He admits that he
“continues to conduct his regular securities business.” 43 Allen argues that he poses no danger to
the public because he does not interact with retail investors. But we have repeatedly held that
“both sophisticated and unsophisticated investors are entitled to protections against abuse under

39

See N. Woodward Fin. Corp., Exchange Act Release No. 74913, 2015 WL 2151765, at
*13 (May 8, 2015) (observing that although individuals “are entitled to present a vigorous
defense,” a “continued refusal to acknowledge” misconduct “demonstrates a misunderstanding
of, or lack of regard for, their professional obligations”).
40

See Bruce Zipper, Exchange Act Release No. 84334, 2018 WL 4727001, at *6 (Oct. 1,
2018) (“It is difficult for employees to supervise effectively the activities of the owner of a firm
because owners will almost certainly continue to exercise control over the firm’s operations,
including the ability to fire an employee charged with the responsibility to supervise the firm’s
owner.” (cleaned up)).
41

See, e.g., Sergey Pustelnik, Exchange Act Release No. 99493, 2024 WL 492422, at *3
(Feb. 8, 2024) (finding it “not mitigating” that respondent did not engage in additional
misconduct); Gary M. Kornman, Exchange Act Release No. 59403, 2009 WL 367635, at *9
(Feb. 13, 2009), petition denied, 592 F.3d 173 (D.C. Cir. 2010).

42

See, e.g., John A. Carley, Exchange Act Release No. 57246, 2008 WL 268598, at *22
n.119 (Jan. 31, 2008) (finding age of misconduct outweighed by other factors).
43

See George Charles Cody Price, Advisers Act Release No. 4631, 2017 WL 405511, at *3
(Jan. 30, 2017) (expressing concern that respondent’s occupation would present opportunities for
future violations where he did not indicate that he planned to leave the securities industry).

9
the securities laws.” 44 When combined with the other factors discussed above, we find that
Allen’s reentry into the securities industry would present an opportunity for future violations and
present a significant risk to investors.
3.

Allen’s other arguments against an industry bar are without merit.

Even assuming arguendo that Allen is correct that the limited partners were not
financially harmed, our focus is on protecting investors generally and the future threat that Allen
could pose to investors and the markets. 45 Here, Allen fraudulently diverted over $6.7 million of
the Partnership’s assets and made false representations to the limited partners. Accordingly, we
reject Allen’s argument that the asserted lack of harm to investors militates against a bar here. 46
Allen also points to evidentiary rulings and statements by the court that, he asserts, “displayed a
particular animus towards” him. But this contention amounts to a collateral attack on the court’s
findings, which Allen cannot do here. 47
Taking all the above together, we find that Allen’s willingness to mislead the limited
partners—about the Partnership’s investments during the “wind-down” period, NYPPEX’s
valuation and the portion of the Partnership’s assets invested in it, and the General Partner’s
entitlement to recover carried interest—creates a serious risk that he will again violate the
securities laws and necessitates imposing an industry bar to protect the investing public.
*

*

*

The Commission may impose bars to protect the investing public from a respondent’s
future actions by restricting access to areas of the securities industry where a demonstrated
propensity to engage in violative conduct may cause further investor harm. As explained above,
the record establishes that Allen is unfit to participate in the securities industry and that allowing
44

Blair Alexander West, Exchange Act Release No. 74030, 2015 WL 137266, at *13 (Jan.
9, 2015) (cleaned up), petition denied, 641 F. App’x 27 (2d Cir. 2016).

45

See, e.g., Sean R. Stewart, Exchange Act Release No. 99613, 2024 WL 835280, at *5
(Feb. 27, 2024), petition denied, 24-1041-ag, 2025 WL 751360 (2d Cir. Mar. 10, 2025); cf.
Dawson, 2010 WL 2886183, at *3 (explaining that characterization of conduct as “egregious”
was warranted where the adviser “breached the trust that is the underpinning of the fiduciary
relationship, regardless of whether there was any net loss of money to his clients”).
46

Cf. Seghers v. SEC, 548 F.3d 129, 136 (D.C. Cir. 2008) (“The SEC did not abuse its
discretion in permanently barring [respondent] from associating with any investment advisor,”
notwithstanding “the affidavits of investors maintaining that [respondent] did not defraud
them”).
47

See Ryan v. N.Y. Tel. Co., 467 N.E.2d 494, 500 (N.Y. 1984) (“[C]ollateral estoppel
allows the determination of an issue of fact or law raised in a subsequent action by reference to a
previous judgement on a different cause of action in which the same issue was necessarily raised
and decided” (cleaned up)); Robert J. Escobio, Exchange Act Release No. 83501, 2018 WL
3090840, at *8 (June 22, 2018) (“[C]ollateral estoppel prevented [the applicant] from relitigating both the factual findings and legal conclusions of the injunctive action.” (cleaned up)).

10
him to do so would pose a risk to investors. We thus conclude that it is in the public interest to
bar Allen from association with any broker, dealer, investment adviser, municipal securities
dealer, municipal advisor, transfer agent, or nationally recognized statistical rating
organization. 48
However, we deny the Division’s request to bar Allen from participating in an offering of
penny stock. The Division has not explained or demonstrated that Allen’s misconduct involved
penny stocks or that a penny stock bar would otherwise serve to protect investors based on these
facts.
An appropriate order will issue.
By the Commission (Chairman ATKINS and Commissioners PEIRCE and UYEDA).

Vanessa A. Countryman
Secretary

48

Although Allen engaged in misconduct before the Dodd-Frank Act’s effective date of
July 2010, he continued to violate the New York securities laws for over eight years after it
became effective. Standing alone, his egregious post-Dodd-Frank misconducts warrants a bar
from associating in each capacity listed above. See, e.g., Joseph A. Meyer, Jr., Exchange Act
Release No. 94822, 2022 WL 1288226, at *4 n.17 (Apr. 29, 2022) (finding that respondent’s
post-Dodd-Frank misconduct demonstrated that a bar was necessary to protect the public); see
also Bartko v. SEC, 845 F.3d 1217, 1222-26 (D.C. Cir. 2017) (holding that it is “impermissibly
retroactive” to impose a collateral bar based on respondent’s misconduct that occurred before
Dodd-Frank’s effective date).

UNITED STATES OF AMERICA
before the
SECURITIES AND EXCHANGE COMMISSION
SECURITIES EXCHANGE ACT OF 1934
Release No. 106423 / September 21, 2026
INVESTMENT ADVISERS ACT OF 1940
Release No. 6998 / September 21, 2026
Admin. Proc. File No. 3-20795
In the Matter of
LAURENCE G. ALLEN
ORDER IMPOSING REMEDIAL SANCTIONS
On the basis of the Commission’s opinion issued this day, it is
ORDERED that Laurence G. Allen is barred from association with any broker, dealer,
investment adviser, municipal securities dealer, municipal advisor, transfer agent, or nationally
recognized statistical rating organization.
By the Commission.

Vanessa A. Countryman
Secretary

---

Source: Frix Law Library, https://www.frixlaw.com/law-library/documents/agency%3Asec%3A47acda42dd34cf88. Public record. Not legal advice.