In re Goldman Sachs & Co. LLC

 
 UNITED STATES OF AMERICA 
 Before the 
 SECURITIES AND EXCHANGE COMMISSION 
 
SECURITIES EXCHANGE ACT OF 1934 
Release No. 98479 / September 22, 2023 
 
INVESTMENT ADVISERS ACT OF 1940 
Release No. 6427 / September 22, 2023 
 
ADMINISTRATIVE PROCEEDING 
File No. 3-21700 
 
 
In the Matter of 
 
Goldman Sachs & Co. LLC 
 
Respondent. 
 
 
ORDER INSTITUTING ADMINISTRATIVE 
AND CEASE-AND-DESIST PROCEEDINGS, 
PURSUANT TO SECTIONS 15(b) AND 21C 
OF THE SECURITIES EXCHANGE ACT OF 
1934 AND SECTION 203(e) 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 15(b) and 21C of the Securities Exchange Act of 1934 (“Exchange 
Act”), and Section 203(e) of the Investment Advisers Act of 1940 (“Advisers Act”) against 
Goldman Sachs & Co. LLC (“Goldman” 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.  Respondent admits 
the facts set forth in Section III below, acknowledges that its conduct violated the federal securities 
laws, admits the Commission’s jurisdiction over it and the subject matter of these proceedings, and 
consents to the entry of this Order Instituting Administrative and Cease-and-Desist Proceedings 
Pursuant to Sections 15(b) and 21C of the Securities Exchange Act of 1934 and Section 203(e) of 
the Investment Advisers Act of 1940, Making Findings, and Imposing Remedial Sanctions and a 
Cease-and-Desist Order (“Order”), as set forth below. 
 
 
 

 2 
III. 
 
 On the basis of this Order and Respondent’s Offer, the Commission finds that: 
 
Summary 
 
1. These proceedings arise out of Respondent’s failure to submit to the Commission 
complete and accurate data in response to Commission staff electronic blue sheets (“EBS”) 
requests, resulting in the reporting of EBS that was incomplete or deficient.  
2. Commission staff routinely sends requests for securities trading records to market 
makers, brokers and/or clearing firms in order to identify buyers and sellers of securities, and firms 
provide the requested records in a universal electronic format known as the EBS format. It is a 
fundamental obligation of broker-dealers to provide complete and accurate EBS data when 
requested by representatives of the Commission to do so.  The submission of complete and 
accurate EBS data is critical to many aspects of the Commission’s operations and its ability to 
discharge its enforcement and regulatory mandates.  The failure of a broker-dealer to provide 
complete and accurate EBS information in response to a Commission request can impact the 
Commission’s ability to discharge its statutory obligations, undermine the integrity of its 
investigations and examinations, and ultimately interfere with the Commission's ability to protect 
investors. 
3. From at least November 2012 through October 2022 (the “Relevant Period”), 
Respondent submitted EBS in response to 52,147 requests from the Commission, at least 22,192 of 
which included inaccurate information or omissions, resulting in the misreporting of certain trade 
data for at least 163 million transactions.  As a result, Respondent violated the recordkeeping and 
reporting requirements of Section 17(a)(1) of the Exchange Act and Rules 17a-4(j) and 17a-25 
thereunder. 
Respondent 
 
4. Goldman is a New York limited lability company with its principal place of 
business in New York, New York.  Respondent is a wholly owned subsidiary of The Goldman 
Sachs Group, Inc., a global financial services firm incorporated in Delaware and headquartered in 
New York, New York.  Goldman has been registered with the Commission as a broker-dealer since 
1936 and as an investment adviser since 1981.  There are three prior disciplinary actions brought by 
other regulators against Goldman involving EBS violations: (i) New York Stock Exchange 
(“NYSE”) Case No. 05-145 (Jan. 2006); (ii) Financial Industry Regulatory Authority (“FINRA”) 
Case No. 2009016818501 (June 2010); and (iii) FINRA Case No. 2013037230001 (June 2014).  
Facts 
 
A. Goldman’s Deficient EBS Submissions 
 
5. During the Relevant Period, Goldman submitted EBS in response to 52,147 requests 
from the Commission, at least 22,192 of which contained deficient trade data for at least 163 million 

 3 
transactions as a result of 43 different types of issues that impacted its EBS reporting.  9,650 of the 
22,192 deficient submissions were made on or after March 20, 2018.  
6. Goldman’s submissions during the Relevant Period, among other things, omitted 
responsive transactions or contained inaccurate EBS fields related to information about securities 
transactions reported, such as order execution times, transaction type identifiers, exchange codes, 
ticker symbols, and transaction prices, as well as reporting aggregate rather than individual 
execution data for certain foreign affiliates and reporting certain long sales as short sales.  Goldman 
also failed to report certain cross trades, post-settlement cancels, and comprehensive historical data 
for certain option series.  For instance, Goldman misreported the options buy/sell codes for 
approximately 18,827,000 transactions due to configuration issues in its EBS reporting code that 
automatically applied default values of “open” for buy transactions and “close” for sell transactions.  
Additionally, as a result of Goldman’s failure to update its programming code’s reporting logic to 
accommodate changes in the location of the Order Capacity field, it improperly reported the 
transaction type identifier as blank, potentially affecting more than 100 million transactions.  
Moreover, as a result of incorporating client data in the incorrect format, Goldman misreported the 
order execution time of approximately 2,363,000  transactions in Central Time instead of Eastern 
Time as required.  Goldman also inaccurately reported approximately 86,000 long sales as short 
sales due to a logic error.  As a result of manual validation errors, Goldman improperly removed 
approximately 3,000 transactions involving broker cross trades from its EBS submissions.  
7. In addition, Goldman provided EBS data with missing or inaccurate fields relating to 
firm or customer identifying information such as broker/dealer codes, large trader identifiers, 
taxpayer identification numbers, and zip/country codes.  For instance, the transaction type identifier, 
broker/dealer codes, and large trader identifier fields were potentially misreported for approximately 
2,238,000 transactions involving institutional clients that were inaccurately set up as broker-dealers 
because Goldman failed to update certain reference information.  Similarly, prime broker and 
depository institution identification fields were inaccurately reported for approximately 1,498,000 
transactions because Goldman was pulling this information from an outdated reference table for 
EBS reporting purposes.   
8. At the time of its EBS submissions, Goldman did not detect the above errors at least 
in part because it did not have a reasonable process to verify that all of the information it was 
reporting was accurate.  For example, Goldman did not conduct adequate periodic sampling, 
manual validation, and review of information received from third parties, or have proper quality 
controls in place to ensure the completeness and accuracy of its EBS data prior to its submissions. 
Because Goldman lacked adequate processes for validating the accuracy of the information 
provided in its EBS submissions, the firm did not recognize the systemic issues that led to 
Goldman’s frequent submission of deficient EBS information until Goldman began conducting an 
internal review of its EBS system in 2018. 
B. Respondent’s Remediation Efforts 
 
9. Goldman engaged in voluntary remedial efforts to correct and improve its EBS 
systems and control environment.  Specifically, in April 2018, prior to being notified of the errors 
underlying this Order, Goldman began a voluntary, full-scale analysis of its EBS program that 

 4 
examined each line of code used in the primary reporting fields for EBS submissions.  The project, 
which remains ongoing, resulted in significant supervisory control enhancements, including 
increased periodic monitoring of its EBS reports, improvements to its exceptions management and 
regulatory reporting control framework, as well as the devotion of additional resources to EBS 
compliance.  Prior to the initiation of the voluntary review, Goldman implemented a new system to 
automate elements of its EBS processing procedures, and migrated its data to a new reporting 
system with improved automated control and monitoring capability.  Goldman also self-reported 
new issues that the firm identified during its review process, including 29 of 43 types of EBS issues 
underlying this Order.  Goldman is in the process of remediating its final categories of EBS 
deficiencies and resubmitting corrected EBS to the Commission.  
Violations of the Federal Securities Laws 
 
10. Section 17(a)(1) of the Exchange Act requires, among other things, that broker-
dealers make and keep for prescribed periods such records, furnish such copies thereof, and make 
and disseminate such reports as the Commission, by rule, prescribes as necessary or appropriate in 
the public interest, for the protection of investors, or otherwise in furtherance of the securities laws. 
Exchange Act Rule 17a-4(j), promulgated thereunder, requires, in part, broker-dealers such as 
Goldman to furnish promptly legible, true, complete, and current copies of those records of the 
member, broker or dealer that are required to be preserved under Exchange Act Rule 17a-4 and any 
other (i.e., non-required) records of the member, broker or dealer subject to examination under 
Section 17(b) of the Exchange Act that are requested by a representative of the Commission.  
Likewise, Exchange Act Rule 17a-25 requires that broker-dealers such as Goldman shall, upon 
request, electronically submit to the Commission the securities transaction information as required 
in the rule. 
11. As described above, Goldman failed to furnish complete records to the Commission 
staff that were requested by the Commission in its EBS requests.  Therefore, Goldman willfully
1
 
violated the recordkeeping and reporting requirements of Section 17(a)(1) of the Exchange Act 
and Rule 17a-4(j) thereunder by failing to furnish promptly true and complete EBS info rmation 
as requested by Commission staff over a period of at least 10 years.  In addition, Goldman willfully 
violated Exchange Act Rule 17a-25 by failing to submit electronically certain securities transaction 
information to the Commission through the EBS system in response to requests made by the 
Commission. 
 
 
1
  “Willfully,” for purposes of imposing relief under Section 15(b) of the Exchange Act and 
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).   
 

 5 
 
Goldman’s Remedial Efforts 
 
In determining whether to accept the Offer, the Commission considered  remedial acts 
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 Goldman’s Offer. 
 
Accordingly, pursuant to Sections 15(b) and 21C of the Exchange Act and Section 203(e) of 
the Advisers Act, it is hereby ORDERED that: 
 
A. Respondent Goldman cease and desist from committing or causing any violations 
and any future violations of Section 17(a)(1) of the Exchange Act and Rules 17a-4(j) and 17a-25 
promulgated thereunder. 
 
B. Respondent Goldman is censured. 
 
C. Respondent Goldman shall, within ten (10) days of the entry of this Order, pay a 
civil money penalty in the amount of $6,000,000.00 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 
Goldman as a Respondent in these proceedings, and the file number of these proceedings; a copy of 

 6 
the cover letter and check or money order must be sent to Thomas P. Smith, Jr., Associate Regional 
Director, Division of Enforcement, Securities and Exchange Commission, 100 Pearl Street, Suite 
20-100, New York, NY 10004. 
 
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 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 

 

SECURITIES EXCHANGE ACT OF 1934 

Release No. 98479 / September 22, 2023 

 

INVESTMENT ADVISERS ACT OF 1940 

Release No. 6427 / September 22, 2023 

 

ADMINISTRATIVE PROCEEDING 

File No. 3-21700 

 

 

In the Matter of 

 

Goldman Sachs & Co. LLC 

 

Respondent. 

 

 

ORDER INSTITUTING ADMINISTRATIVE 

AND CEASE-AND-DESIST PROCEEDINGS, 

PURSUANT TO SECTIONS 15(b) AND 21C 

OF THE SECURITIES EXCHANGE ACT OF 

1934 AND SECTION 203(e) 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 15(b) and 21C of the Securities Exchange Act of 1934 (“Exchange 

Act”), and Section 203(e) of the Investment Advisers Act of 1940 (“Advisers Act”) against 

Goldman Sachs & Co. LLC (“Goldman” 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.  Respondent admits 

the facts set forth in Section III below, acknowledges that its conduct violated the federal securities 

laws, admits the Commission’s jurisdiction over it and the subject matter of these proceedings, and 

consents to the entry of this Order Instituting Administrative and Cease-and-Desist Proceedings 

Pursuant to Sections 15(b) and 21C of the Securities Exchange Act of 1934 and Section 203(e) of 

the Investment Advisers Act of 1940, Making Findings, and Imposing Remedial Sanctions and a 

Cease-and-Desist Order (“Order”), as set forth below. 

 

 

 



 2 

III. 

 

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

 

Summary 

 

1. These proceedings arise out of Respondent’s failure to submit to the Commission 

complete and accurate data in response to Commission staff electronic blue sheets (“EBS”) 

requests, resulting in the reporting of EBS that was incomplete or deficient.  

2. Commission staff routinely sends requests for securities trading records to market 

makers, brokers and/or clearing firms in order to identify buyers and sellers of securities, and firms 

provide the requested records in a universal electronic format known as the EBS format. It is a 

fundamental obligation of broker-dealers to provide complete and accurate EBS data when 

requested by representatives of the Commission to do so.  The submission of complete and 

accurate EBS data is critical to many aspects of the Commission’s operations and its ability to 

discharge its enforcement and regulatory mandates.  The failure of a broker-dealer to provide 

complete and accurate EBS information in response to a Commission request can impact the 

Commission’s ability to discharge its statutory obligations, undermine the integrity of its 

investigations and examinations, and ultimately interfere with the Commission's ability to protect 

investors. 

3. From at least November 2012 through October 2022 (the “Relevant Period”), 

Respondent submitted EBS in response to 52,147 requests from the Commission, at least 22,192 of 

which included inaccurate information or omissions, resulting in the misreporting of certain trade 

data for at least 163 million transactions.  As a result, Respondent violated the recordkeeping and 

reporting requirements of Section 17(a)(1) of the Exchange Act and Rules 17a-4(j) and 17a-25 

thereunder. 

Respondent 

 

4. Goldman is a New York limited lability company with its principal place of 

business in New York, New York.  Respondent is a wholly owned subsidiary of The Goldman 

Sachs Group, Inc., a global financial services firm incorporated in Delaware and headquartered in 

New York, New York.  Goldman has been registered with the Commission as a broker-dealer since 

1936 and as an investment adviser since 1981.  There are three prior disciplinary actions brought by 

other regulators against Goldman involving EBS violations: (i) New York Stock Exchange 

(“NYSE”) Case No. 05-145 (Jan. 2006); (ii) Financial Industry Regulatory Authority (“FINRA”) 

Case No. 2009016818501 (June 2010); and (iii) FINRA Case No. 2013037230001 (June 2014).  

Facts 

 

A. Goldman’s Deficient EBS Submissions 

 

5. During the Relevant Period, Goldman submitted EBS in response to 52,147 requests 

from the Commission, at least 22,192 of which contained deficient trade data for at least 163 million 



 3 

transactions as a result of 43 different types of issues that impacted its EBS reporting.  9,650 of the 

22,192 deficient submissions were made on or after March 20, 2018.  

6. Goldman’s submissions during the Relevant Period, among other things, omitted 

responsive transactions or contained inaccurate EBS fields related to information about securities 

transactions reported, such as order execution times, transaction type identifiers, exchange codes, 

ticker symbols, and transaction prices, as well as reporting aggregate rather than individual 

execution data for certain foreign affiliates and reporting certain long sales as short sales.  Goldman 

also failed to report certain cross trades, post-settlement cancels, and comprehensive historical data 

for certain option series.  For instance, Goldman misreported the options buy/sell codes for 

approximately 18,827,000 transactions due to configuration issues in its EBS reporting code that 

automatically applied default values of “open” for buy transactions and “close” for sell transactions.  

Additionally, as a result of Goldman’s failure to update its programming code’s reporting logic to 

accommodate changes in the location of the Order Capacity field, it improperly reported the 

transaction type identifier as blank, potentially affecting more than 100 million transactions.  

Moreover, as a result of incorporating client data in the incorrect format, Goldman misreported the 

order execution time of approximately 2,363,000  transactions in Central Time instead of Eastern 

Time as required.  Goldman also inaccurately reported approximately 86,000 long sales as short 

sales due to a logic error.  As a result of manual validation errors, Goldman improperly removed 

approximately 3,000 transactions involving broker cross trades from its EBS submissions.  

7. In addition, Goldman provided EBS data with missing or inaccurate fields relating to 

firm or customer identifying information such as broker/dealer codes, large trader identifiers, 

taxpayer identification numbers, and zip/country codes.  For instance, the transaction type identifier, 

broker/dealer codes, and large trader identifier fields were potentially misreported for approximately 

2,238,000 transactions involving institutional clients that were inaccurately set up as broker-dealers 

because Goldman failed to update certain reference information.  Similarly, prime broker and 

depository institution identification fields were inaccurately reported for approximately 1,498,000 

transactions because Goldman was pulling this information from an outdated reference table for 

EBS reporting purposes.   

8. At the time of its EBS submissions, Goldman did not detect the above errors at least 

in part because it did not have a reasonable process to verify that all of the information it was 

reporting was accurate.  For example, Goldman did not conduct adequate periodic sampling, 

manual validation, and review of information received from third parties, or have proper quality 

controls in place to ensure the completeness and accuracy of its EBS data prior to its submissions. 

Because Goldman lacked adequate processes for validating the accuracy of the information 

provided in its EBS submissions, the firm did not recognize the systemic issues that led to 

Goldman’s frequent submission of deficient EBS information until Goldman began conducting an 

internal review of its EBS system in 2018. 

B. Respondent’s Remediation Efforts 

 

9. Goldman engaged in voluntary remedial efforts to correct and improve its EBS 

systems and control environment.  Specifically, in April 2018, prior to being notified of the errors 

underlying this Order, Goldman began a voluntary, full-scale analysis of its EBS program that 



 4 

examined each line of code used in the primary reporting fields for EBS submissions.  The project, 

which remains ongoing, resulted in significant supervisory control enhancements, including 

increased periodic monitoring of its EBS reports, improvements to its exceptions management and 

regulatory reporting control framework, as well as the devotion of additional resources to EBS 

compliance.  Prior to the initiation of the voluntary review, Goldman implemented a new system to 

automate elements of its EBS processing procedures, and migrated its data to a new reporting 

system with improved automated control and monitoring capability.  Goldman also self-reported 

new issues that the firm identified during its review process, including 29 of 43 types of EBS issues 

underlying this Order.  Goldman is in the process of remediating its final categories of EBS 

deficiencies and resubmitting corrected EBS to the Commission.  

Violations of the Federal Securities Laws 
 

10. Section 17(a)(1) of the Exchange Act requires, among other things, that broker-

dealers make and keep for prescribed periods such records, furnish such copies thereof, and make 

and disseminate such reports as the Commission, by rule, prescribes as necessary or appropriate in 

the public interest, for the protection of investors, or otherwise in furtherance of the securities laws. 

Exchange Act Rule 17a-4(j), promulgated thereunder, requires, in part, broker-dealers such as 

Goldman to furnish promptly legible, true, complete, and current copies of those records of the 

member, broker or dealer that are required to be preserved under Exchange Act Rule 17a-4 and any 

other (i.e., non-required) records of the member, broker or dealer subject to examination under 

Section 17(b) of the Exchange Act that are requested by a representative of the Commission.  

Likewise, Exchange Act Rule 17a-25 requires that broker-dealers such as Goldman shall, upon 

request, electronically submit to the Commission the securities transaction information as required 

in the rule. 

11. As described above, Goldman failed to furnish complete records to the Commission 

staff that were requested by the Commission in its EBS requests.  Therefore, Goldman willfully1 

violated the recordkeeping and reporting requirements of Section 17(a)(1) of the Exchange Act 

and Rule 17a-4(j) thereunder by failing to furnish promptly true and complete EBS information 

as requested by Commission staff over a period of at least 10 years.  In addition, Goldman willfully 

violated Exchange Act Rule 17a-25 by failing to submit electronically certain securities transaction 

information to the Commission through the EBS system in response to requests made by the 

Commission. 

 

 

1  “Willfully,” for purposes of imposing relief under Section 15(b) of the Exchange Act and 

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).   

 



 5 

 

Goldman’s Remedial Efforts 
 

In determining whether to accept the Offer, the Commission considered remedial acts 
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 Goldman’s Offer. 

 
Accordingly, pursuant to Sections 15(b) and 21C of the Exchange Act and Section 203(e) of 

the Advisers Act, it is hereby ORDERED that: 
 

A. Respondent Goldman cease and desist from committing or causing any violations 

and any future violations of Section 17(a)(1) of the Exchange Act and Rules 17a-4(j) and 17a-25 

promulgated thereunder. 

 

B. Respondent Goldman is censured. 

 

C. Respondent Goldman shall, within ten (10) days of the entry of this Order, pay a 

civil money penalty in the amount of $6,000,000.00 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 

Goldman as a Respondent in these proceedings, and the file number of these proceedings; a copy of 

http://www.sec.gov/about/offices/ofm.htm


 6 

the cover letter and check or money order must be sent to Thomas P. Smith, Jr., Associate Regional 

Director, Division of Enforcement, Securities and Exchange Commission, 100 Pearl Street, Suite 

20-100, New York, NY 10004. 

 

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 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