Headwaters BD, LLC (CRD #117042, Denver, Colorado),

Paul Edward Janson (CRD #4992234, Registered Principal, Avon, Connecticut),

Roberta Ann Laraway (CRD #4845302, Registered Principal, Lone Tree, Colorado) and

Philip Williams Seefried Jr. (CRD #1747086, Registered Principal, Denver Colorado)

submitted an Offer of Settlement in which the firm was censured and fined $60,000, of which $40,000 was jointly and severally with Janson, Laraway and Seefried. Janson was also suspended from association with any FINRA member in a General Securities Principal (Series 24) capacity for one year. Laraway was also suspended from association with any FINRA member in an Operations Professional (Series 99) capacity for one year and Seefried was suspended from association with any FINRA member in any General Securities Principal (Series 24) capacity for one month.

Without admitting or denying the allegations, the firm, Janson, Laraway and Seefried consented to the described sanctions and to the entry of findings that the firm, acting through Laraway and Seefried, created false and misleading annual chief executive officer (CEO) certifications and that the firm, acting through Laraway and Janson, created false and misleading 3013 reports in response to FINRA’s request for the documents during a routine examination. The findings stated that the firm provided FINRA with two annual CEO certifications during the examination instead of the required four, but Laraway later emailed two CEO certifications to FINRA, which were backdated and had been provided to FINRA to cause FINRA staff to conclude that the firm was in compliance with the annual certification requirement. The findings also stated that the firm was unable to evidence that it conducted certain branch office inspections during the examination but later, Laraway emailed FINRA inspection reports that were prepared after the fact and backdated.

These findings also included that the firm, by failing to create branch office inspection reports at or about the time of the inspections, failed to retain the reports for much of the threeyear period for which NASD Rule 3010(c)(2) requires retention.

FINRA found that the firm failed to prepare or provide Rule 3013/3130 reports and Rule 3012 reports to the CEO or anyone else in a senior position for four years. FINRA also found that the firm did not have distinct and clearly identifiable written supervisory control procedures; did not have procedures setting forth how the firm would review and supervise for the identification of producing managers, the supervision of producing manager accounts or detail how the firm would ensure that none of its managers were producing managers; did not have procedures addressing heightened supervision of producing managers’ activities; lacked procedures concerning how the firm would supervise the transmittal of customer funds and securities, customer changes of address, customer changes in investment objective, including confirmation, notification or follow-up that can be documented, or for ensuring that the firm did not engage in businesses to which the Rule 3012 provision applies; and procedures addressing CEO annual certifications in sufficient detail were deficient.

FINRA determined that the firm had not conducted an anti-money laundering (AML) test since it became a member firm until FINRA filed a complaint, which was a period of almost 10 years.

Janson’s suspension is in effect from March 19, 2012, through March 18, 2013. Laraway’s suspension is in effect from March 19, 2012, through March 18, 2013. Seefried’s suspension will be in effect from March 25, 2013, through April 24, 2013.

 (FINRA Case #2010020941501)

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The following article appeared on the SEC’s website:

“The Securities and Exchange Commission announced that on February 2, 2012, United States District Judge William C. Caldwell of the United States District Court for the Middle District of Pennsylvania entered an order imposing a $2,500,000 civil penalty jointly and severally against defendants Robert Glenn Bard and Vision Specialist Group, LLC. In an earlier order on November 10, 2011, the Court found that defendants made false statements to thirty-three of their investment advisory clients on 146 separate occasions about what type of securities and holdings they had, where the assets were, and the value of the assets, and that they charged at least one client excessive fees. In assessing the penalty, the Court found that the egregiousness of defendants’ behavior, the recurrent nature of the conduct, the lack of cooperation with authorities, defendants’ degree of scienter, and the risk of loss created by defendants’ actions all weighed in favor of imposing a substantial penalty.

This case arises out of allegations by the Commission in a complaint filed on July 30, 2009, that defendant Bard, an investment adviser, and his solely-owned company Vision Specialist Group, LLC, had violated the federal securities laws through fraudulent misrepresentations regarding client investments, account performance and advisory fees, the creation of false client account statements, and forgery of client documents. On November 10, 2011, the Court granted the Commission’s motion for summary judgment. The Court found Bard and Vision Specialist liable for violations of § 17(a) of the Securities Act of 1933, § 10(b) of the Exchange Act of 1934, and Rule 10b-5 thereunder, and §§ 206(1) and 206(2) of the Investment Advisers Act of 1940. In that order, the Court also entered permanent injunctions against the defendants for violations of those provisions, and held the defendants jointly and severally liable for disgorgement of $450,000, plus prejudgment interest in an amount to be determined.”

THIS ENDS THE SEC’S ARTICLE.

Securities Lawyer, Lars K. Soreide, of Soreide Law Group, PLLC, has represented clients nationwide. If you or a family member have sustained investment losses due to your stock broker or financial advisor’s recommendations, call for a free consultation on how to potentially recover your losses. To speak with an attorney call 888-760-6552, or visit our website at: www.securitieslawyer.com.

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