SEC charges two firms over $130 million crypto scheme built on false SEC filings

BG Wealth Sharing and DSJ Exchange allegedly used fake regulatory filings and SEC-sealed certificates to lure tens of thousands of retail investors.

SEC charges two firms over $130 million crypto scheme built on false SEC filings
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The US Securities and Exchange Commission has charged two foreign-operated, Colorado-incorporated entities, BG Wealth Sharing Ltd and DSJ Exchange Pty Ltd, with orchestrating a fraud scheme that allegedly raised more than $130 million from tens of thousands of retail investors. According to the SEC, the defendants used false filings submitted to the regulator itself to make their investment program look legitimate.

The pitch. According to the SEC's complaint, from at least October 2025 through June 2026 the two entities persuaded investors in more than 40 US states and several US territories to join a supposed "wealth-sharing program". They allegedly promised extraordinary, risk-free returns generated by so-called SI-generated "signals" for crypto asset trading.

Claims that weren't true. BG Wealth allegedly presented itself as the world's largest hedge fund, registered with the SEC as an investment adviser, and partnered with a supposedly licensed and secure crypto trading platform, DSJ Exchange. The SEC says none of that was true.

Filings as bait. The complaint alleges the defendants submitted false Form ADV and Form D filings to the SEC. Because these documents were publicly viewable, they were shared with investors as supposed proof that the SEC had licensed or approved the firms. The defendants also allegedly displayed fake certificates bearing the SEC's seal.

They further sustained the ruse by displaying fake certificates with the SEC's seal and making periodic payments to certain investors – a Ponzi-like tactic – while misappropriating the remaining funds. — Laura D'Allaird, Chief of the SEC Enforcement Division's Cyber and Emerging Technologies Unit

Many channels. According to D'Allaird, the alleged scheme reached investors through social media, encrypted messaging channels, weekly live videoconferences and a mobile app, all designed to keep them engaged.

Why it matters

The legal case. The complaint, filed in the US District Court for the Northern District of California, accuses both entities of violating antifraud provisions of the Securities Act of 1933 and the Securities Exchange Act of 1934, and BG Wealth of breaching the Investment Advisers Act of 1940. The SEC seeks permanent injunctions, disgorgement with prejudgment interest and civil penalties. The case shows how scammers can turn the mere existence of a regulatory filing into a false badge of approval. The SEC has removed both filings from its website and thanked several state regulators and the Alberta Securities Commission for their help.

  • A filing on the SEC website does not mean the SEC has approved or licensed a firm.
  • Be wary of promises of risk-free or extraordinary returns, especially tied to crypto trading signals.
  • Small early payouts can be a Ponzi-like tactic to build trust.
  • Check anyone selling you an investment on Investor.gov, as the SEC recommends.

Source: U.S. Securities and Exchange Commission

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