The Securities and Exchange Commission charged BG Wealth Sharing Ltd and DSJ Exchange Pty Ltd on Oct. 29 with running a crypto “wealth-sharing program” that raised more than $130 million from tens of thousands of retail investors, the SEC said. The SEC says the companies used false SEC filings as proof of approval.
The BG Wealth Sharing SEC case turns on a gap between a filing and a license. A filing on a public SEC system can be viewed by anyone, and the SEC says the defendants showed investors two of them as evidence they were licensed. The SEC has since removed both from its website.
What the SEC Alleges About the Scheme
Both companies are Colorado-incorporated and foreign-operated, according to the SEC. It says they ran the program from at least October 2025 through June 2026 and promised high, risk-free returns from crypto trading “signals.” Investors came from more than 40 states and several U.S. territories.
The program raised more than $130 million in at least nine months, or roughly $14 million a month, a calculation from the SEC’s two figures. The SEC says the companies reached investors through social media, encrypted messaging, weekly live videoconferences and a mobile app.
The False Filings and Fake Certificates
The SEC alleges BG Wealth claimed to be the world’s largest hedge fund and to be registered with the SEC as an investment adviser. It says BG Wealth claimed to partner with DSJ Exchange, which it described as a licensed and secure crypto trading platform. None of those claims was true, the SEC said.
The complaint alleges BG Wealth filed a false Form ADV and DSJ Exchange filed a false Form D. Both were publicly viewable, and the companies shared them with investors as supposed proof of SEC licensing or approval, the SEC said. The complaint also alleges the companies used fake certificates bearing the SEC’s seal, paid some investors periodic payments in what the SEC calls a Ponzi-like tactic and misappropriated the rest. Laura D’Allaird, chief of the Cyber and Emerging Technologies Unit in the SEC’s Enforcement Division, said, “This alleged scheme was well-planned.”
Charges and Relief the SEC Seeks
The SEC filed in the U.S. District Court for the Northern District of California. It charged both companies with violating the antifraud provisions of the Securities Act of 1933 and the Securities Exchange Act of 1934, and it charged BG Wealth separately under Sections 204(a) and 207 of the Investment Advisers Act of 1940. It seeks permanent injunctions, disgorgement with prejudgment interest and civil penalties against both, plus conduct-based injunctions against BG Wealth. The charges are allegations that a court has not decided.
How Investors Can Check a Registration
The SEC’s Office of Investor Education and Assistance has issued investor alerts about scammers who use exempt reporting adviser filings and false claims of SEC registration. The agency urged investors to check anyone who offers or sells them an investment on Investor.gov. The SEC thanked securities regulators in Alberta, Hawaii, Texas, Utah, Washington and Wisconsin, among others, for their help with the case. Image: Federal government imagery from the SEC (public domain).
