In re TWENTY ACRE CAPITAL

 UNITED STATES OF AMERICA 
 Before the 
 SECURITIES AND EXCHANGE COMMISSION 
 
INVESTMENT ADVISERS ACT OF 1940 
Release No. 6628 / June 14, 2024 
 
ADMINISTRATIVE PROCEEDING 
File No. 3-21965 
 
In the Matter of 
 
TWENTY ACRE CAPITAL 
LP,  
 
Respondent. 
 
ORDER INSTITUTING ADMINISTRATIVE 
AND CEASE-AND-DESIST PROCEEDINGS, 
PURSUANT TO SECTIONS 203(e) AND 
203(k) OF THE INVESTMENT ADVISERS 
ACT OF 1940, MAKING FINDINGS, AND 
IMPOSING REMEDIAL SANCTIONS AND 
A CEASE-AND-DESIST ORDER 
   
I. 
The Securities and Exchange Commission (“Commission”) deems it appropriate and in the 
public interest that public administrative and cease-and-desist proceedings be, and hereby are, 
instituted pursuant to Sections 203(e) and 203(k) of the Investment Advisers Act of 1940 
(“Advisers Act”) against Twenty Acre Capital LP ( “Twenty Acre” or “Respondent”). 
II. 
In anticipation of the institution of these proceedings, Respondent has submitted an Offer 
of Settlement (the “Offer”) which the Commission has determined to accept.  Solely for the 
purpose of these proceedings and any other proceedings brought by or on behalf of the 
Commission, or to which the Commission is a party, and without admitting or denying the findings 
herein, except as to the Commission’s jurisdiction over it and the subject matter of these 
proceedings, which are admitted, Respondent consents to the entry of this Order Instituting 
Administrative and Cease-and-Desist Proceedings, Pursuant to Sections 203(e) and 203(k) of the 
Investment Advisers Act of 1940, Making Findings, and Imposing Remedial Sanctions and a 
Cease-and-Desist Order (“Order”), as set forth below. 
III. 
 On the basis of this Order and Respondent’s Offer, the Commission finds
1
 that: 
 
1
  The findings herein are made pursuant to Respondent’s Offer of Settlement and are not 
binding on any other person or entity in this or any other proceeding. 
 

 2 
Summary 
1. This matter involves misleading, and not fair and balanced, performance advertising 
by Twenty Acre, a registered investment adviser based in Pennsylvania.  From at least November 
2021 through February 2023, when advertising to prospective investors the performance of a private 
fund that it advised, Twenty Acre presented performance returns that were experienced by a single 
investor.  These returns did not constitute fund performance, and Twenty Acre’s  advertisements 
did not disclose that this investor’s performance, at times, differed substantially from, and was 
significantly higher than, the overall performance of the fund and the returns achieved by other 
investors in the fund due to investment restrictions.    As a result, Twenty Acre violated Section 
206(4) of the Advisers Act and Rules 206(4)-1 and 206(4)-8 thereunder.  
Respondent 
2. Twenty Acre Capital LP (“Twenty Acre”), a Delaware limited partnership with 
its principal place of business in Newtown, Pennsylvania, has been registered with the Commission 
as an investment adviser since August 2021.  In its Form ADV Part 1A filed on March 28, 2024, 
Twenty Acre reported that it had approximately $180.7 million in regulatory assets under 
management.  During all times relevant herein, Twenty Acre provided investment advisory 
services to Twenty Acre Global Master Fund LP. 
Other Relevant Entity 
3. Twenty Acre Global Master Fund LP (the “Fund”) is a private fund organized 
under the laws of the Cayman Islands.  The Fund is a pooled investment vehicle as defined in Rule 
206(4)-8(b) under the Advisers Act and a private fund as defined in Section 202(a)(29) of the 
Advisers Act. 
Facts 
4. On December 22, 2020, the Commission adopted significant amendments to 
Advisers Act Rule 206(4)-1, which governs marketing by Commission-registered investment 
advisers (the “Marketing Rule”).  See Investment Adviser Marketing, Release No. IA-5653 (Dec. 
22, 2020) (effective May 4, 2021).  The Commission set a deadline of November 4, 2022, eighteen 
months after the amendments’ effective date of May 4, 2021, for registered investment advisers to 
come into compliance with the Marketing Rule.  See id. at 252. 
5. Under the Marketing Rule, an advertisement disseminated directly or indirectly by 
a registered investment adviser may not “(1) Include any untrue statement of a material fact, or 
omit to state a material fact necessary in order to make the statement made, in the light of the 
circumstances under which it was made, not misleading; ... [or] (6) Include or exclude 
performance results, or present performance time periods, in a manner that is not fair and 
balanced.”  See Advisers Act Rule 206(4)-1(a). 
6. The Marketing Rule defines an “advertisement,” in pertinent part, to include “[a]ny 
direct or indirect communication an investment adviser makes to more than one person ... that 
offers the investment adviser’s investment advisory services with regard to securities to 

 3 
prospective clients or investors in a private fund advised by the investment adviser.”  Advisers Act 
Rule 206(4)-1(e)(1). 
7. Twenty Acre launched the Fund in November 2019, pursuing a strategy focused on 
the technology sector.  The Fund is a hedge fund that invests predominantly in publicly traded 
equities.  The Fund’s investors include a variety of entities and individuals, several of whom are or 
were restricted from purchasing securities in initial public offerings by rules of the Financial 
Industry Regulatory Authority (“FINRA”). 
8. From at least November 2021 through February 2023, Twenty Acre disseminated 
advertisements to prospective investors in the Fund in the form of pitch decks and fact sheets.  
Twenty Acre provided these materials directly to prospective investors as attachments to email 
communications and routinely uploaded the materials to third-party databases that prospective 
investors were able to access. 
9. When advertising the Fund’s performance in these materials, Twenty Acre 
presented performance returns that were experienced by a single limited partner that had invested 
in the Fund at inception and was eligible for all Fund investments.  This investor’s performance 
was presented to prospective investors as the Fund’s performance.  The investor’s performance, at 
times, differed substantially from, and was significantly higher than, the Fund’s performance, 
because certain successful IPO investments the Fund had made were credited to the investor’s 
capital account in greater proportion than other investors’ capital accounts.  These other investors 
in the Fund, due to investment restrictions under FINRA Rules 5130 and 5131, were unable to 
participate fully in the IPO investments.   
10. At times, the investor’s performance was substantially higher than the Fund’s 
performance, a fact that Twenty Acre’s advertisements did not disclose to prospective investors.  
By way of example, beginning in January 2022, Twenty Acre presented as the Fund’s returns the 
positive 44.8% net performance that the single investor achieved in 2021, whereas the undisclosed 
net performance of the Fund was negative 5.7% in 2021.  In addition, on the first substantive page 
of the pitch decks, Twenty Acre presented performance results, such as the positive 44.8% return 
for 2021, under the heading “FUND OVERVIEW,” without an accompanying qualification or 
disclaimer on that page suggesting such results were anything other than performance results of the 
Fund.   
11. After being contacted by the Commission staff, Twenty Acre revised its marketing 
policies and procedures as well as its marketing materials, including the pitch decks and fact 
sheets.  
  

 4 
 
Violations 
12. As a result of the conduct described above, Twenty Acre willfully
2
 violated Section 
206(4) of the Advisers Act and Rule 206(4)-8 thereunder, which make it unlawful for any 
investment adviser to a pooled investment vehicle to “make any untrue statement of a material fact 
or to omit to state a material fact necessary to make the statements made, in the light of the 
circumstances under which they were made, not misleading, to any investor or prospective investor 
in the pooled investment vehicle; or [o]therwise engage in any act, practice, or course of business 
that is fraudulent, deceptive, or manipulative with respect to any investor or prospective investor in 
the pooled investment vehicle.”  A showing of negligence is sufficient to establish a violation of 
Section 206(4) of the Advisers Act or Rule 206(4)-8 thereunder; proof of scienter is not required.  
SEC v. Steadman, 967 F.2d 636, 647 (D.C. Cir. 1992).   
13. As a result of the conduct described above, Twenty Acre willfully violated Section 
206(4) of the Advisers Act and Rule 206(4)-1 thereunder, which prohibit the dissemination of any 
advertisement that violates any of paragraphs (a) through (d) of Rule 206(4)-1.  Twenty Acre failed 
to comply with paragraph (a) of Rule 206(4)-1, which provides, among other things, that an 
advertisement may not “(1) Include any untrue statement of a material fact, or omit to state a 
material fact necessary in order to make the statement made, in the light of the circumstances under 
which it was made, not misleading; ... [or] (6) Include or exclude performance results, or present 
performance time periods, in a manner that is not fair and balanced.” 
Twenty Acre’s Remedial Efforts 
14. In determining to accept the Offer, the Commission considered remedial acts 
promptly undertaken by Respondent and cooperation afforded the Commission staff.   
IV. 
 In view of the foregoing, the Commission deems it appropriate and in the public interest to 
impose the sanctions agreed to in Respondent Twenty Acre’s Offer. 
 
 
2
  “Willfully,” for purposes of imposing relief under Section 203(e) of the Advisers Act, 
“‘means no more than that the person charged with the duty knows what he is doing.’”  Wonsover 
v. SEC, 205 F.3d 408, 414 (D.C. Cir. 2000) (quoting Hughes v. SEC, 174 F.2d 969, 977 (D.C. Cir. 
1949)).  There is no requirement that the actor “also be aware that he is violating one of the Rules 
or Acts.”  Tager v. SEC, 344 F.2d 5, 8 (2d Cir. 1965).  The decision in The Robare Group, Ltd. v. 
SEC, which construed the term “willfully” for purposes of a differently structured statutory 
provision, does not alter that standard.  922 F.3d 468, 478-79 (D.C. Cir. 2019) (setting forth the 
showing required to establish that a person has “willfully omit[ted]” material information from a 
required disclosure in violation of Section 207 of the Advisers Act). 
  

 5 
 Accordingly, pursuant to Sections 203(e) and 203(k) of the Advisers Act, it is hereby 
ORDERED that: 
 
 A. Respondent cease and desist from committing or causing any violations and any 
future violations of Section 206(4) of the Advisers Act and Rules 206(4)-1 and 206(4)-8 thereunder. 
 
B. Respondent is censured. 
  
 C. Respondent shall, within 14 days of the entry of this Order, pay a civil money 
penalty in the amount of $100,000 to the Securities and Exchange Commission for transfer to the 
general fund of the United States Treasury, subject to Exchange Act Section 21F(g)(3).  If timely 
payment is not made, additional interest shall accrue pursuant to 31 U.S.C. §3717.   
 
Payment must be made in one of the following ways:   
 
(1) Respondent may transmit payment electronically to the Commission, which 
will provide detailed ACH transfer/Fedwire instructions upon request;  
 
(2) Respondent may make direct payment from a bank account via Pay.gov 
through the SEC website at http://www.sec.gov/about/offices/ofm.htm; or  
 
(3) Respondent may pay by certified check, bank cashier’s check, or United 
States postal money order, made payable to the Securities and Exchange 
Commission and hand-delivered or mailed to:  
 
Enterprise Services Center 
Accounts Receivable Branch 
HQ Bldg., Room 181, AMZ-341 
6500 South MacArthur Boulevard 
Oklahoma City, OK 73169 
 
Payments by check or money order must be accompanied by a cover letter identifying 
Twenty Acre as a Respondent in these proceedings, and the file number of these proceedings; a 
copy of the cover letter and check or money order must be sent to Brendan P. McGlynn, Assistant 
Regional Director, Division of Enforcement, Securities and Exchange Commission, 1617 JFK 
Blvd., Suite 520, Philadelphia, PA 19103.   
 
 D. Amounts ordered to be paid as civil money penalties pursuant to this Order shall be 
treated as penalties paid to the government for all purposes, including all tax purposes.  To 
preserve the deterrent effect of the civil penalty, Respondent agrees that in any Related Investor 
Action, it shall not argue that it is entitled to, nor shall it benefit by, offset or reduction of any 
award of compensatory damages by the amount of any part of Respondent’s payment of a civil 
penalty in this action (“Penalty Offset”).  If the court in any Related Investor Action grants such a 
Penalty Offset, Respondent agrees that it shall, within 30 days after entry of a final order granting 
the Penalty Offset, notify the Commission’s counsel in this action and pay the amount of the 

 6 
Penalty Offset to the Securities and Exchange Commission.  Such a payment shall not be deemed 
an additional civil penalty and shall not be deemed to change the amount of the civil penalty 
imposed in this proceeding.  For purposes of this paragraph, a “Related Investor Action” means a 
private damages action brought against Respondent by or on behalf of one or more investors based 
on substantially the same facts as alleged in the Order instituted by the Commission in this 
proceeding. 
 
 By the Commission. 
 
 
 
Vanessa A. Countryman 
       Secretary 
 
 
 

UNITED STATES OF AMERICA 
 Before the 
 SECURITIES AND EXCHANGE COMMISSION 
 
INVESTMENT ADVISERS ACT OF 1940 
Release No. 6628 / June 14, 2024 
 
ADMINISTRATIVE PROCEEDING 
File No. 3-21965 
 
In the Matter of 
 

TWENTY ACRE CAPITAL 
LP,  

 
Respondent. 
 

ORDER INSTITUTING ADMINISTRATIVE 
AND CEASE-AND-DESIST PROCEEDINGS, 
PURSUANT TO SECTIONS 203(e) AND 
203(k) OF THE INVESTMENT ADVISERS 
ACT OF 1940, MAKING FINDINGS, AND 
IMPOSING REMEDIAL SANCTIONS AND 
A CEASE-AND-DESIST ORDER 

   
I. 

The Securities and Exchange Commission (“Commission”) deems it appropriate and in the 
public interest that public administrative and cease-and-desist proceedings be, and hereby are, 
instituted pursuant to Sections 203(e) and 203(k) of the Investment Advisers Act of 1940 
(“Advisers Act”) against Twenty Acre Capital LP (“Twenty Acre” or “Respondent”). 

II. 

In anticipation of the institution of these proceedings, Respondent has submitted an Offer 
of Settlement (the “Offer”) which the Commission has determined to accept.  Solely for the 
purpose of these proceedings and any other proceedings brought by or on behalf of the 
Commission, or to which the Commission is a party, and without admitting or denying the findings 
herein, except as to the Commission’s jurisdiction over it and the subject matter of these 
proceedings, which are admitted, Respondent consents to the entry of this Order Instituting 
Administrative and Cease-and-Desist Proceedings, Pursuant to Sections 203(e) and 203(k) of the 
Investment Advisers Act of 1940, Making Findings, and Imposing Remedial Sanctions and a 
Cease-and-Desist Order (“Order”), as set forth below. 

III. 

 On the basis of this Order and Respondent’s Offer, the Commission finds1 that: 

 
1  The findings herein are made pursuant to Respondent’s Offer of Settlement and are not 
binding on any other person or entity in this or any other proceeding. 
 



 2 

Summary 

1. This matter involves misleading, and not fair and balanced, performance advertising 
by Twenty Acre, a registered investment adviser based in Pennsylvania.  From at least November 
2021 through February 2023, when advertising to prospective investors the performance of a private 
fund that it advised, Twenty Acre presented performance returns that were experienced by a single 
investor.  These returns did not constitute fund performance, and Twenty Acre’s advertisements 
did not disclose that this investor’s performance, at times, differed substantially from, and was 
significantly higher than, the overall performance of the fund and the returns achieved by other 
investors in the fund due to investment restrictions.  As a result, Twenty Acre violated Section 
206(4) of the Advisers Act and Rules 206(4)-1 and 206(4)-8 thereunder.  

Respondent 

2. Twenty Acre Capital LP (“Twenty Acre”), a Delaware limited partnership with 
its principal place of business in Newtown, Pennsylvania, has been registered with the Commission 
as an investment adviser since August 2021.  In its Form ADV Part 1A filed on March 28, 2024, 
Twenty Acre reported that it had approximately $180.7 million in regulatory assets under 
management.  During all times relevant herein, Twenty Acre provided investment advisory 
services to Twenty Acre Global Master Fund LP. 

Other Relevant Entity 

3. Twenty Acre Global Master Fund LP (the “Fund”) is a private fund organized 
under the laws of the Cayman Islands.  The Fund is a pooled investment vehicle as defined in Rule 
206(4)-8(b) under the Advisers Act and a private fund as defined in Section 202(a)(29) of the 
Advisers Act. 

Facts 

4. On December 22, 2020, the Commission adopted significant amendments to 
Advisers Act Rule 206(4)-1, which governs marketing by Commission-registered investment 
advisers (the “Marketing Rule”).  See Investment Adviser Marketing, Release No. IA-5653 (Dec. 
22, 2020) (effective May 4, 2021).  The Commission set a deadline of November 4, 2022, eighteen 
months after the amendments’ effective date of May 4, 2021, for registered investment advisers to 
come into compliance with the Marketing Rule.  See id. at 252. 

5. Under the Marketing Rule, an advertisement disseminated directly or indirectly by 
a registered investment adviser may not “(1) Include any untrue statement of a material fact, or 
omit to state a material fact necessary in order to make the statement made, in the light of the 
circumstances under which it was made, not misleading; … [or] (6) Include or exclude 
performance results, or present performance time periods, in a manner that is not fair and 
balanced.”  See Advisers Act Rule 206(4)-1(a). 

6. The Marketing Rule defines an “advertisement,” in pertinent part, to include “[a]ny 
direct or indirect communication an investment adviser makes to more than one person … that 
offers the investment adviser’s investment advisory services with regard to securities to 



 3 

prospective clients or investors in a private fund advised by the investment adviser.”  Advisers Act 
Rule 206(4)-1(e)(1). 

7. Twenty Acre launched the Fund in November 2019, pursuing a strategy focused on 
the technology sector.  The Fund is a hedge fund that invests predominantly in publicly traded 
equities.  The Fund’s investors include a variety of entities and individuals, several of whom are or 
were restricted from purchasing securities in initial public offerings by rules of the Financial 
Industry Regulatory Authority (“FINRA”). 

8. From at least November 2021 through February 2023, Twenty Acre disseminated 
advertisements to prospective investors in the Fund in the form of pitch decks and fact sheets.  
Twenty Acre provided these materials directly to prospective investors as attachments to email 
communications and routinely uploaded the materials to third-party databases that prospective 
investors were able to access. 

9. When advertising the Fund’s performance in these materials, Twenty Acre 
presented performance returns that were experienced by a single limited partner that had invested 
in the Fund at inception and was eligible for all Fund investments.  This investor’s performance 
was presented to prospective investors as the Fund’s performance.  The investor’s performance, at 
times, differed substantially from, and was significantly higher than, the Fund’s performance, 
because certain successful IPO investments the Fund had made were credited to the investor’s 
capital account in greater proportion than other investors’ capital accounts.  These other investors 
in the Fund, due to investment restrictions under FINRA Rules 5130 and 5131, were unable to 
participate fully in the IPO investments.   

10. At times, the investor’s performance was substantially higher than the Fund’s 
performance, a fact that Twenty Acre’s advertisements did not disclose to prospective investors.  
By way of example, beginning in January 2022, Twenty Acre presented as the Fund’s returns the 
positive 44.8% net performance that the single investor achieved in 2021, whereas the undisclosed 
net performance of the Fund was negative 5.7% in 2021.  In addition, on the first substantive page 
of the pitch decks, Twenty Acre presented performance results, such as the positive 44.8% return 
for 2021, under the heading “FUND OVERVIEW,” without an accompanying qualification or 
disclaimer on that page suggesting such results were anything other than performance results of the 
Fund.   

11. After being contacted by the Commission staff, Twenty Acre revised its marketing 
policies and procedures as well as its marketing materials, including the pitch decks and fact 
sheets.  

  



 4 

 

Violations 

12. As a result of the conduct described above, Twenty Acre willfully2 violated Section 
206(4) of the Advisers Act and Rule 206(4)-8 thereunder, which make it unlawful for any 
investment adviser to a pooled investment vehicle to “make any untrue statement of a material fact 
or to omit to state a material fact necessary to make the statements made, in the light of the 
circumstances under which they were made, not misleading, to any investor or prospective investor 
in the pooled investment vehicle; or [o]therwise engage in any act, practice, or course of business 
that is fraudulent, deceptive, or manipulative with respect to any investor or prospective investor in 
the pooled investment vehicle.”  A showing of negligence is sufficient to establish a violation of 
Section 206(4) of the Advisers Act or Rule 206(4)-8 thereunder; proof of scienter is not required.  
SEC v. Steadman, 967 F.2d 636, 647 (D.C. Cir. 1992).   

13. As a result of the conduct described above, Twenty Acre willfully violated Section 
206(4) of the Advisers Act and Rule 206(4)-1 thereunder, which prohibit the dissemination of any 
advertisement that violates any of paragraphs (a) through (d) of Rule 206(4)-1.  Twenty Acre failed 
to comply with paragraph (a) of Rule 206(4)-1, which provides, among other things, that an 
advertisement may not “(1) Include any untrue statement of a material fact, or omit to state a 
material fact necessary in order to make the statement made, in the light of the circumstances under 
which it was made, not misleading; … [or] (6) Include or exclude performance results, or present 
performance time periods, in a manner that is not fair and balanced.” 

Twenty Acre’s Remedial Efforts 

14. In determining to accept the Offer, the Commission considered remedial acts 
promptly undertaken by Respondent and cooperation afforded the Commission staff.   

IV. 

 In view of the foregoing, the Commission deems it appropriate and in the public interest to 
impose the sanctions agreed to in Respondent Twenty Acre’s Offer. 
 

 
2  “Willfully,” for purposes of imposing relief under Section 203(e) of the Advisers Act, 
“‘means no more than that the person charged with the duty knows what he is doing.’”  Wonsover 
v. SEC, 205 F.3d 408, 414 (D.C. Cir. 2000) (quoting Hughes v. SEC, 174 F.2d 969, 977 (D.C. Cir. 
1949)).  There is no requirement that the actor “also be aware that he is violating one of the Rules 
or Acts.”  Tager v. SEC, 344 F.2d 5, 8 (2d Cir. 1965).  The decision in The Robare Group, Ltd. v. 
SEC, which construed the term “willfully” for purposes of a differently structured statutory 
provision, does not alter that standard.  922 F.3d 468, 478-79 (D.C. Cir. 2019) (setting forth the 
showing required to establish that a person has “willfully omit[ted]” material information from a 
required disclosure in violation of Section 207 of the Advisers Act). 
  



 5 

 Accordingly, pursuant to Sections 203(e) and 203(k) of the Advisers Act, it is hereby 
ORDERED that: 
 
 A. Respondent cease and desist from committing or causing any violations and any 
future violations of Section 206(4) of the Advisers Act and Rules 206(4)-1 and 206(4)-8 thereunder. 
 

B. Respondent is censured. 
  
 C. Respondent shall, within 14 days of the entry of this Order, pay a civil money 
penalty in the amount of $100,000 to the Securities and Exchange Commission for transfer to the 
general fund of the United States Treasury, subject to Exchange Act Section 21F(g)(3).  If timely 
payment is not made, additional interest shall accrue pursuant to 31 U.S.C. §3717.   
 

Payment must be made in one of the following ways:   
 

(1) Respondent may transmit payment electronically to the Commission, which 
will provide detailed ACH transfer/Fedwire instructions upon request;  

 
(2) Respondent may make direct payment from a bank account via Pay.gov 

through the SEC website at http://www.sec.gov/about/offices/ofm.htm; or  
 
(3) Respondent may pay by certified check, bank cashier’s check, or United 

States postal money order, made payable to the Securities and Exchange 
Commission and hand-delivered or mailed to:  

 
Enterprise Services Center 
Accounts Receivable Branch 
HQ Bldg., Room 181, AMZ-341 
6500 South MacArthur Boulevard 
Oklahoma City, OK 73169 

 
Payments by check or money order must be accompanied by a cover letter identifying 

Twenty Acre as a Respondent in these proceedings, and the file number of these proceedings; a 
copy of the cover letter and check or money order must be sent to Brendan P. McGlynn, Assistant 
Regional Director, Division of Enforcement, Securities and Exchange Commission, 1617 JFK 
Blvd., Suite 520, Philadelphia, PA 19103.   
 
 D. Amounts ordered to be paid as civil money penalties pursuant to this Order shall be 
treated as penalties paid to the government for all purposes, including all tax purposes.  To 
preserve the deterrent effect of the civil penalty, Respondent agrees that in any Related Investor 
Action, it shall not argue that it is entitled to, nor shall it benefit by, offset or reduction of any 
award of compensatory damages by the amount of any part of Respondent’s payment of a civil 
penalty in this action (“Penalty Offset”).  If the court in any Related Investor Action grants such a 
Penalty Offset, Respondent agrees that it shall, within 30 days after entry of a final order granting 
the Penalty Offset, notify the Commission’s counsel in this action and pay the amount of the 



 6 

Penalty Offset to the Securities and Exchange Commission.  Such a payment shall not be deemed 
an additional civil penalty and shall not be deemed to change the amount of the civil penalty 
imposed in this proceeding.  For purposes of this paragraph, a “Related Investor Action” means a 
private damages action brought against Respondent by or on behalf of one or more investors based 
on substantially the same facts as alleged in the Order instituted by the Commission in this 
proceeding. 
 
 By the Commission. 
 
 
 

Vanessa A. Countryman 
       Secretary 
 
 
 


	UNITED STATES OF AMERICA
	In the Matter of
	TWENTY ACRE CAPITAL LP, 
	Respondent.
	Respondent
	Other Relevant Entity
	Facts