SEC Charges Florida Resident and Resident’s Two Companies for Operating as Unregistered Broker-Dealers

The Securities and Exchange Commission (SEC) has recently brought charges against Wilson J. Rondini, III, a resident of Florida, and two companies under his control, Falcon Capital LLP and Falcon Capital Partners Limited. The allegations claim that all three entities operated as broker-dealers, which required them to register with the SEC, but they failed to do so.

According to the SEC’s filed complaint in the United States District Court for the Southern District of Florida, Rondini, Falcon Capital LLP, and Falcon Capital Partners Limited engaged in the activities of brokers and dealers. This involved conducting transactions in securities on behalf of others and buying and selling securities for their own accounts. The SEC asserts that from at least 2018 through the end of 2022, the defendants raised substantial sums, totaling tens of millions of dollars, for over a dozen companies that were issuers of securities. They accomplished this by selling these companies’ securities to investors. Additionally, the defendants were involved in buying and selling securities worth millions of dollars for their own accounts. However, throughout this period, none of the individuals or entities—Rondini, Falcon Capital LLP, or Falcon Capital Partners Limited—were registered as broker-dealers with the Commission or affiliated with a Commission-registered broker-dealer, as required by securities laws under these circumstances.

The SEC’s complaint, which alleges violations of Section 15(a) of the Securities Exchange Act of 1934, seeks several forms of relief, including injunctive measures, the disgorgement of ill-gotten gains along with prejudgment interest, civil penalties, and the imposition of penny stock bars.