SEC v. OLD SOUTH TRADING CO., LLC; BRENDAN H. CHURCH; and EDWIN N. CHURCH, No. 6:25-cv-00334, District of South Carolina (July 22, 2025) — Judgment

1
UNITED STATES DISTRICT COURT
DISTRICT OF SOUTH CAROLINA
GREENVILLE DIVISION
SECURITIES AND EXCHANGE COMMISSION,
Plaintiff,
Case No. 6:25-cv-00334-JDA
v.
OLD SOUTH TRADING CO., LLC, BRENDAN H.
CHURCH, and EDWIN N. CHURCH,
Defendants.
FINAL JUDGMENT AS TO EDWIN N. CHURCH
Th
e Securities and Exchange Commission having filed a Complaint and Defendant
Edwin N. Church (“Defendant”) having entered a general appearance; consented to the Court’s
jurisdiction over Defendant and the subject matter of this action; consented to entry of this Final
Ju
dgment without admitting or denying the allegations of the Complaint (except as to
jurisdiction and except as otherwise provided herein in paragraph VIII); waived findings of fact
and conclusions of law; and waived any rig
ht to appeal from this Final Judgment:
I.
I
T IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant is
permanently restrained and enjoined from violating Section 5 of the Securities Act of 1933 (the
“Secu
rities Act”) [15 U.S.C. § 77e] by, directly or indirectly, in the absence of any applicable
exemption:

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 (a) unless a registration statement is in effect as to a security, making use of any
means or instruments of transportation or communication in interstate commerce or of the mails
to sell such security through the use or medium of any prospectus or otherwise;
 (b) unless a registration statement is in effect as to a security, carrying or causing to
be carried through the mails or in interstate commerce, by any means or instruments of
transportation, any such security for the purpose of sale or for delivery after sale; or
 (c) making use of any means or instruments of transportation or communication in
interstate commerce or of the mails to offer to sell or offer to buy through the use or medium of
any prospectus or otherwise any security, unless a registration statement has been filed with the
Commission as to such security, or while the registration statement is the subject of a refusal
order or stop order or (prior to the effective date of the registration statement) any public
proceeding or examination under Section 8 of the Securities Act [15 U.S.C. § 77h].
 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in
Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who
receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s
officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or
participation with Defendant or with anyone described in (a).
II.
 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant is
permanently restrained and enjoined from violating Section 15(a)(1) of the Securities Exchange
Act of 1934 (the “Exchange Act”) [15 U.S.C. § 78o(a)(1)] by, directly or indirectly, unless
registered in accordance with, or associated with a broker or dealer that is registered in
accordance with, Section 15(b) of the Exchange Act [15 U.S.C. § 78o(b)], in the absence of any

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applicable exemption:  making use of the mails or any means or instrumentality of interstate
commerce to effect any transactions in, or to induce or attempt to induce the purchase or sale of,
any security.
 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in
Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who
receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s
officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or
participation with Defendant or with anyone described in (a).
III.
 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that pursuant to Section
20(b) of the Securities Act [15 U.S.C. § 77t(b)] and/or Sections 21(d)(1) and (5) of the Exchange
Act [15 U.S.C. §§ 78u(d)(1) and (5)], Defendant is permanently restrained and enjoined from,
directly or indirectly, including, but not limited to, through any entity owned or controlled by
him, participating in the issuance, purchase, offer, or sale of any security, provided however, that
such injunction shall not prevent him from purchasing or selling securities for his own personal
account.
 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in
Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who
receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s
officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or
participation with Defendant or with anyone described in (a).

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IV.
 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that pursuant to Sections
21(d)(1) and (5) of the Exchange Act [15 U.S.C. §§ 78u(d)(1) and (5)], Defendant is
permanently restrained and enjoined from, directly or indirectly, acting as or being associated
with any broker or dealer, provided however that such injunction shall not prevent Defendant
from being a customer of a broker or dealer.  For purposes of this paragraph, a person is
associated with a broker or dealer if such person is a partner, officer, director, or branch manager
of such broker or dealer (or occupies a similar status or performs similar functions), directly or
indirectly controls, is controlled by, or is under common control with such broker or dealer, or is
an employee of such broker or dealer.
 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in
Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who
receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s
officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or
participation with Defendant or with anyone described in (a).
V.
IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant
is liable for disgorgement of $15,358, representing net profits gained as a result of the conduct
alleged in the Complaint, together with prejudgment interest thereon in the amount of $4,118,
and a civil penalty in the amount of $250,000 pursuant to Section 20(d) of the Securities Act [15
U.S.C. § 77t(d)] and Section 21(d) of the Exchange Act [15 U.S.C. § 78u(d)].  Defendant shall
satisfy this obligation by paying $269,476 to the Securities and Exchange Commission pursuant
to the terms of the payment schedule set forth in paragraph VI below after entry of this Final

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Judgment.
Defendant may transmit payment electronically to the Commission, which will provide
detailed ACH transfer/Fedwire instructions upon request.  Payment may also be made directly
from a bank account via Pay.gov through the SEC website at
http://www.sec.gov/about/offices/ofm.htm
.  Defendant may also pay by certified check, bank
cashier’s check, or United States postal money order payable to the Securities and Exchange
Commission, which shall be delivered or mailed to
Enterprise Services Center
Accounts Receivable Branch
6500 South MacArthur Boulevard
Oklahoma City, OK 73169

 and shall be accompanied by a letter identifying the case title, civil action number, and name of
this Court; Edwin N. Church as a defendant in this action; and specifying that payment is made
pursuant to this Final Judgment.
Defendant shall simultaneously transmit photocopies of evidence of payment and case
identifying information to the Commission’s counsel in this action.  By making this payment,
Defendant relinquishes all legal and equitable right, title, and interest in such funds and no part
of the funds shall be returned to Defendant.
  The Commission may enforce the Court’s judgment for disgorgement and prejudgment
interest by using all collection procedures authorized by law, including, but not limited to,
moving for civil contempt at any time after 30 days following entry of this Final Judgment.
The Commission may enforce the Court’s judgment for penalties by the use of all
collection procedures authorized by law, including the Federal Debt Collection Procedures Act,
28 U.S.C. § 3001 et seq., and moving for civil contempt for the violation of any Court orders
issued in this action.  Defendant shall pay post-judgment interest on any amounts due after 30

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days of the entry of this Final Judgment pursuant to 28 U.S.C. § 1961.  The Commission shall
hold the funds, together with any interest and income earned thereon (collectively, the “Fund”),
pending further order of the Court.
The Commission may propose a plan to distribute the Fund subject to the Court’s
approval.  Such a plan may provide that the Fund shall be distributed pursuant to the Fair Fund
provisions of Section 308(a) of the Sarbanes-Oxley Act of 2002.  The Court shall retain
jurisdiction over the administration of any distribution of the Fund and the Fund may only be
disbursed pursuant to an Order of the Court.
Regardless of whether any such Fair Fund distribution is made, amounts ordered to be
paid as civil penalties pursuant to this Judgment 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, Defendant shall not, after offset or reduction of any award of compensatory
damages in any Related Investor Action based on Defendant’s payment of disgorgement in this
action, argue that he is entitled to, nor shall he further benefit by, offset or reduction of such
compensatory damages award by the amount of any part of Defendant’s payment of a civil
penalty in this action (“Penalty Offset”).  If the court in any Related Investor Action grants such
a Penalty Offset, Defendant 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 United States Treasury or to a Fair Fund, as the Commission directs.  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 Judgment.  For purposes of this paragraph, a “Related Investor
Action” means a private damages action brought against Defendant by or on behalf of one or
more investors based on substantially the same facts as alleged in the Complaint in this action.

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VI.
Defendant shall pay the total of disgorgement, prejudgment interest, and penalty due of
$269,476 in four installments to the Commission according to the following schedule:  (1)
$250,000 within 10 days of entry of this Final Judgment; (2) $6,492, within 90 days of entry of
this Final Judgment; (3) $6,492, within 180 days of entry of this Final Judgment; and (4) $6,492
within 270 days of entry of this Final Judgment.  Payments shall be deemed made on the date
they are received by the Commission and shall be applied first to post-judgment interest, which
accrues pursuant to 28 U.S.C. § 1961 on any unpaid amounts due after 30 days of the entry of
Final Judgment.  Prior to making the final payment set forth herein, Defendant shall contact the
staff of the Commission for the amount due for the final payment.
      If Defendant fails to make any payment by the date agreed and/or in the amount
agreed according to the schedule set forth above, all outstanding payments under this Final
Judgment, including post-judgment interest, minus any payments made, shall become due and
payable immediately at the discretion of the staff of the Commission without further application
to the Court.
VII.

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that the Consent of
Defendant Edwin N. Church, dated May 30, 2025, is incorporated herein with the same force and
effect as if fully set forth herein, and that Defendant shall comply with all of the undertakings
and agreements set forth therein.

VIII.

IT
 IS FURTHER ORDERED, ADJUDGED, AND DECREED that, solely for purposes of
exceptions to discharge set forth in Section 523 of the Bankruptcy Code, 11 U.S.C. § 523, the

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allegations in the complaint are true and admitted by Defendant, and further, any debt for
disgorgement, prejudgment interest, civil penalty or other amounts due by Defendant under this
Final Judgment or any other judgment, order, consent order, decree or settlement agreement
entered in connection with this proceeding, is a debt f
or the violation by Defendant of the federal
securities laws or any regulation or order issued under such laws, as set forth in Section
523(a)(19) of the Bankruptcy Code, 11 U.S.C. § 523(a)(19).
IX.
I
T IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court shall retain
jurisdiction of this matter for the purposes of enforcing the terms of this Final Judgment.
July 18, 2025
s/Jacquelyn D. Austin
HONORABLE JACQUELYN D. AUSTIN
UNITED STATES DISTRICT JUDGE

1 

UNITED STATES DISTRICT COURT 
DISTRICT OF SOUTH CAROLINA 

GREENVILLE DIVISION 

SECURITIES AND EXCHANGE COMMISSION, 

Plaintiff,
Case No. 6:25-cv-00334-JDA 

v.

OLD SOUTH TRADING CO., LLC, BRENDAN H. 
CHURCH, and EDWIN N. CHURCH, 

Defendants.

FINAL JUDGMENT AS TO EDWIN N. CHURCH 

The Securities and Exchange Commission having filed a Complaint and Defendant 

Edwin N. Church (“Defendant”) having entered a general appearance; consented to the Court’s 

jurisdiction over Defendant and the subject matter of this action; consented to entry of this Final 

Judgment without admitting or denying the allegations of the Complaint (except as to 

jurisdiction and except as otherwise provided herein in paragraph VIII); waived findings of fact 

and conclusions of law; and waived any right to appeal from this Final Judgment: 

I. 

IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant is 

permanently restrained and enjoined from violating Section 5 of the Securities Act of 1933 (the 

“Securities Act”) [15 U.S.C. § 77e] by, directly or indirectly, in the absence of any applicable 

exemption: 

6:25-cv-00334-JDA       Date Filed 07/18/25      Entry Number 37       Page 1 of 8



2 
 

 (a) unless a registration statement is in effect as to a security, making use of any 

means or instruments of transportation or communication in interstate commerce or of the mails 

to sell such security through the use or medium of any prospectus or otherwise; 

 (b) unless a registration statement is in effect as to a security, carrying or causing to 

be carried through the mails or in interstate commerce, by any means or instruments of 

transportation, any such security for the purpose of sale or for delivery after sale; or 

 (c) making use of any means or instruments of transportation or communication in 

interstate commerce or of the mails to offer to sell or offer to buy through the use or medium of 

any prospectus or otherwise any security, unless a registration statement has been filed with the 

Commission as to such security, or while the registration statement is the subject of a refusal 

order or stop order or (prior to the effective date of the registration statement) any public 

proceeding or examination under Section 8 of the Securities Act [15 U.S.C. § 77h]. 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in 

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who 

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s 

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or 

participation with Defendant or with anyone described in (a). 

II. 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant is 

permanently restrained and enjoined from violating Section 15(a)(1) of the Securities Exchange 

Act of 1934 (the “Exchange Act”) [15 U.S.C. § 78o(a)(1)] by, directly or indirectly, unless 

registered in accordance with, or associated with a broker or dealer that is registered in 

accordance with, Section 15(b) of the Exchange Act [15 U.S.C. § 78o(b)], in the absence of any 

6:25-cv-00334-JDA       Date Filed 07/18/25      Entry Number 37       Page 2 of 8



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applicable exemption:  making use of the mails or any means or instrumentality of interstate 

commerce to effect any transactions in, or to induce or attempt to induce the purchase or sale of, 

any security. 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in 

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who 

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s 

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or 

participation with Defendant or with anyone described in (a). 

III. 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that pursuant to Section 

20(b) of the Securities Act [15 U.S.C. § 77t(b)] and/or Sections 21(d)(1) and (5) of the Exchange 

Act [15 U.S.C. §§ 78u(d)(1) and (5)], Defendant is permanently restrained and enjoined from, 

directly or indirectly, including, but not limited to, through any entity owned or controlled by 

him, participating in the issuance, purchase, offer, or sale of any security, provided however, that 

such injunction shall not prevent him from purchasing or selling securities for his own personal 

account.  

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in 

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who 

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s 

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or 

participation with Defendant or with anyone described in (a). 

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IV. 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that pursuant to Sections 

21(d)(1) and (5) of the Exchange Act [15 U.S.C. §§ 78u(d)(1) and (5)], Defendant is 

permanently restrained and enjoined from, directly or indirectly, acting as or being associated 

with any broker or dealer, provided however that such injunction shall not prevent Defendant 

from being a customer of a broker or dealer.  For purposes of this paragraph, a person is 

associated with a broker or dealer if such person is a partner, officer, director, or branch manager 

of such broker or dealer (or occupies a similar status or performs similar functions), directly or 

indirectly controls, is controlled by, or is under common control with such broker or dealer, or is 

an employee of such broker or dealer. 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in 

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who 

receive actual notice of this Final Judgment by personal service or otherwise:  (a) Defendant’s 

officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or 

participation with Defendant or with anyone described in (a). 

V. 

IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant 

is liable for disgorgement of $15,358, representing net profits gained as a result of the conduct 

alleged in the Complaint, together with prejudgment interest thereon in the amount of $4,118, 

and a civil penalty in the amount of $250,000 pursuant to Section 20(d) of the Securities Act [15 

U.S.C. § 77t(d)] and Section 21(d) of the Exchange Act [15 U.S.C. § 78u(d)].  Defendant shall 

satisfy this obligation by paying $269,476 to the Securities and Exchange Commission pursuant 

to the terms of the payment schedule set forth in paragraph VI below after entry of this Final 

6:25-cv-00334-JDA       Date Filed 07/18/25      Entry Number 37       Page 4 of 8



5 
 

Judgment. 

Defendant may transmit payment electronically to the Commission, which will provide 

detailed ACH transfer/Fedwire instructions upon request.  Payment may also be made directly 

from a bank account via Pay.gov through the SEC website at 

http://www.sec.gov/about/offices/ofm.htm.  Defendant may also pay by certified check, bank 

cashier’s check, or United States postal money order payable to the Securities and Exchange 

Commission, which shall be delivered or mailed to  

Enterprise Services Center 
Accounts Receivable Branch 
6500 South MacArthur Boulevard 
Oklahoma City, OK 73169 
 

 and shall be accompanied by a letter identifying the case title, civil action number, and name of 

this Court; Edwin N. Church as a defendant in this action; and specifying that payment is made 

pursuant to this Final Judgment.   

Defendant shall simultaneously transmit photocopies of evidence of payment and case 

identifying information to the Commission’s counsel in this action.  By making this payment, 

Defendant relinquishes all legal and equitable right, title, and interest in such funds and no part 

of the funds shall be returned to Defendant.   

  The Commission may enforce the Court’s judgment for disgorgement and prejudgment 

interest by using all collection procedures authorized by law, including, but not limited to, 

moving for civil contempt at any time after 30 days following entry of this Final Judgment. 

The Commission may enforce the Court’s judgment for penalties by the use of all 

collection procedures authorized by law, including the Federal Debt Collection Procedures Act, 

28 U.S.C. § 3001 et seq., and moving for civil contempt for the violation of any Court orders 

issued in this action.  Defendant shall pay post-judgment interest on any amounts due after 30 

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6 
 

days of the entry of this Final Judgment pursuant to 28 U.S.C. § 1961.  The Commission shall 

hold the funds, together with any interest and income earned thereon (collectively, the “Fund”), 

pending further order of the Court.     

The Commission may propose a plan to distribute the Fund subject to the Court’s 

approval.  Such a plan may provide that the Fund shall be distributed pursuant to the Fair Fund 

provisions of Section 308(a) of the Sarbanes-Oxley Act of 2002.  The Court shall retain 

jurisdiction over the administration of any distribution of the Fund and the Fund may only be 

disbursed pursuant to an Order of the Court.    

Regardless of whether any such Fair Fund distribution is made, amounts ordered to be 

paid as civil penalties pursuant to this Judgment 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, Defendant shall not, after offset or reduction of any award of compensatory 

damages in any Related Investor Action based on Defendant’s payment of disgorgement in this 

action, argue that he is entitled to, nor shall he further benefit by, offset or reduction of such 

compensatory damages award by the amount of any part of Defendant’s payment of a civil 

penalty in this action (“Penalty Offset”).  If the court in any Related Investor Action grants such 

a Penalty Offset, Defendant 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 United States Treasury or to a Fair Fund, as the Commission directs.  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 Judgment.  For purposes of this paragraph, a “Related Investor 

Action” means a private damages action brought against Defendant by or on behalf of one or 

more investors based on substantially the same facts as alleged in the Complaint in this action. 

6:25-cv-00334-JDA       Date Filed 07/18/25      Entry Number 37       Page 6 of 8



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VI. 

Defendant shall pay the total of disgorgement, prejudgment interest, and penalty due of 

$269,476 in four installments to the Commission according to the following schedule:  (1) 

$250,000 within 10 days of entry of this Final Judgment; (2) $6,492, within 90 days of entry of 

this Final Judgment; (3) $6,492, within 180 days of entry of this Final Judgment; and (4) $6,492 

within 270 days of entry of this Final Judgment.  Payments shall be deemed made on the date 

they are received by the Commission and shall be applied first to post-judgment interest, which 

accrues pursuant to 28 U.S.C. § 1961 on any unpaid amounts due after 30 days of the entry of 

Final Judgment.  Prior to making the final payment set forth herein, Defendant shall contact the 

staff of the Commission for the amount due for the final payment.  

      If Defendant fails to make any payment by the date agreed and/or in the amount 

agreed according to the schedule set forth above, all outstanding payments under this Final 

Judgment, including post-judgment interest, minus any payments made, shall become due and 

payable immediately at the discretion of the staff of the Commission without further application 

to the Court. 

VII. 
 

 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that the Consent of 

Defendant Edwin N. Church, dated May 30, 2025, is incorporated herein with the same force and 

effect as if fully set forth herein, and that Defendant shall comply with all of the undertakings 

and agreements set forth therein. 

 
VIII.  

 
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, solely for purposes of 

exceptions to discharge set forth in Section 523 of the Bankruptcy Code, 11 U.S.C. § 523, the 

6:25-cv-00334-JDA       Date Filed 07/18/25      Entry Number 37       Page 7 of 8



8 

allegations in the complaint are true and admitted by Defendant, and further, any debt for 

disgorgement, prejudgment interest, civil penalty or other amounts due by Defendant under this 

Final Judgment or any other judgment, order, consent order, decree or settlement agreement 

entered in connection with this proceeding, is a debt for the violation by Defendant of the federal 

securities laws or any regulation or order issued under such laws, as set forth in Section 

523(a)(19) of the Bankruptcy Code, 11 U.S.C. § 523(a)(19). 

IX. 

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court shall retain 

jurisdiction of this matter for the purposes of enforcing the terms of this Final Judgment. 

July 18, 2025

s/Jacquelyn D. Austin 
HONORABLE JACQUELYN D. AUSTIN 
UNITED STATES DISTRICT JUDGE 

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