March 31, 2021
On March 29, 2021, the SEC’s Division of Examinations issued a Risk Alert emphasizing broker-dealers’ obligations to monitor and report suspicious activity. The alert includes observations from SEC examination staff on the adequacy of firms’ AML compliance programs, particularly the detection and reporting of red flags relating to abrupt increases in volume in low-priced or thinly-traded stocks. While these are not new regulatory concerns, they are the subject of renewed focus by staff following the recent price and volume volatility in certain stocks driven by social media.
SEC examination staff observed deficiencies in firms’ establishment of procedures and internal controls for identifying and reporting suspicious activity, including: (1) not incorporating red flags associated with securities transactions into their policies and procedures, (2) not tailoring red flags to address risks associated with a customers’ regular activity, (3) setting too-low thresholds for automated monitoring of low-priced securities transactions, and (4) setting too-high SAR thresholds (above $5,000). Firms with large daily trading volumes did not establish automated systems to monitor and report suspicious activity associated with these large volumes and certain introducing firms were found to have relied on clearing firms to monitor and report activity, rather than adopting their own procedures.
SEC examination staff also identified common circumstances where firms had adequate written policies and procedures, but failed to implement them.
SEC examination staff highlighted issues regarding the specificity and completeness of firms’ SAR filings.
The Shearman & Sterling team below also included associate Margaret McLoughlin (New York - Litigation).