ANDREW M. CALAMARI (AC-4864)
08 Civ. u
Associate Regional Director
Attorney for Plaintiff
SECURITIES AND EXCHANGE COMMISSION
New York Regional Office
3 World Financial Center -Rm. 400
New York, New York 10281-1022
Telephone No.: (212) 336-0042
Fax No.: (212) 336-1324
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
SECURITIES AND EXCHANGE COMMISSION,
Plaintiff Securities and Exchange Commission, for its complaint against defendant Steven
Wevodau, alleges as follows:
1. This action arises out of improper accounting practices at The BISYS Group, Inc.
('6BISYS9ya),t the time a leading provider of financial products and support services. Largely as
a result of fraudulent or otherwise improper accounting practices in the company's Insurance
Services division ("Insurance Services"), BISYSYsre ported income for fiscal years 2001 through
2003 was overstated by approximately $180 million.
2. Until March 2002, Wevodau was the senior financial official of the business unit
that included Insurance Services. Intent on meeting quarterly and annual earnings targets,
Wevodau repeatedly caused BISYS to overstate earnings and create the false appearance that it
was achieving its income or revenue goals.
3. From at least July 2000 until at least March 2002, Wevodau was responsible for a
variety of fraudulent or otherwise improper accounting practices that materially overstated
BISYS 's income and revenue in the company's reported financial results. Specifically,
Wevodau caused the company to: (1) engage in improper acquisition accounting by recording as
revenue to BISYS the bonus commission income that was already earned but not recorded by a
company BISYS had acquired; (2) create inflated and unsupported renewal and bonus
commission receivables; (3) create inflated and unsupported receivables for commissions on the
sale of "41 9" products; and (4) improperly eliminate expenses to boost income or record revenue
solely to meet quarterly revenue projections.
4. These accounting practices substantially inflated BISYS 's operating results for
the quarters ended September 30,2000 and December 3 1,2000, and for the fiscal years ended
June 30,2001 and 2002. The improper accounting for renewal commissions that Wevodau
instituted continued after he left the company in 2002, and the unsupported commission
receivables recorded before and after he left BISYS made up a substantial portion of the revenue
that was written off when BISYS restated its financials in 2004 and 2006.
5. As a result of the conduct described in this Complaint, Wevodau, directly and
indirectly, violated Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934
("Exchange Act"), and Rules lob-5, 13b2-1, and 13b2-2 thereunder, and is liable, pursuant to
Section 20(e) of the Exchange Act, as an aider and abettor of BISYSYsv iolations of Sections
13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Exchange Act and Rules 12b-20, 13a-1 and 13a-13
6. The Commission brings this action pursuant to the authority conferred upon it by
Section 21(d)(l) of the Exchange Act, 15 U.S.C. 5 78u(d)(l), and seeks to restrain and enjoin the
defendant fiom engaging in the acts and practices alleged herein. The Commission also seeks an
order (a) directing Wevodau to disgorge the ill-gotten gains received as a result of his violative
conduct, plus pre-judgment interest; (b) directing him to pay civil penalties pursuant to Section
21A of the Exchange Act; (c) barring him fiom serving as an officer-and-director, pursuant to
Section 21 (d)(2) of the Exchange Act; and (d) granting such other relief as the court deems
7. This Court has subject matter jurisdiction over this action pursuant to Sections
21(d)(2), 21(d)(3), 21(e), and 27 of the Exchange Act, 15 U.S.C. $5 78u(d)(2), 78u(d)(3), 78u(e),
8. Wevodau, directly and indirectly, made use of the means or instruments of
transportation or communication in, or the means or instrumentalities of, interstate commerce, or
of the mails, in connection with the transactions, acts, practices, and courses of business alleged
in this complaint, including in the Southern District of New York where BISYS was
9. Steven Wevodau, age 43, resides in Mechanicsburg, Pennsylvania. From June
1996 to March 2002, Wevodau served as vice president of finance for BISYS's Insurance and
Education Services group.
10. BISYS was, during the relevant period, a publicly-held Delaware corporation
headquartered in New York, N.Y. Its securities were registered pursuant to Section 12(b) of the
Exchange Act and its common stock traded on the New York Stock Exchange. The company's
fiscal year ended on June 3oth. On May 23,2007, on the basis of conduct alleged in this
complaint and additional improper accounting, BISYS was the subject of a settled Commission
enforcement action charging it with violations of the financial reporting, books-and-records, and
internal control provisions of the Exchange Act, SEC v. The BISYS Group, Inc., 07 Civ. 4010
(RJS)(S.D.N.Y.). On August 1,2007, BISYS was acquired by Citigroup, Inc.
1 1. During the relevant period, directly and through wholly-owned subsidiaries,
BISYS provided products and support services to financial institutions such as insurance
companies, banks and mutual funds. At the time, BISYS was divided into three business groups:
(1) Insurance and Education Services; (2) Investment Services; and (3) Information Services.
Insurance Services essentially acted as an insurance broker, and its revenues consisted primarily
of commissions on the sale or renewal of insurance policies. Through Insurance Services,
BISYS was the nation's largest independent distributor of life insurance. It acted as an insurance
broker and provided support services to brokers who sold term, fixed and variable life, long-term
care, disability and annuity products.
12. During the relevant period, Insurance Services' management and finance
department, including Wevodau, was located in Harrisburg, Pennsylvania, and BISYS's
corporate finance department, except for its chief financial officer, was located in Columbus,
Ohio. The chief financial officer, to whom Wevodau reported, was located at the company's
headquarters in New York.
13. As a result of its improper accounting practices, BISYS filed annual and quarterly
reports with the Commission that materially misstated its results for the years ended June 30,
2001,2002, and 2003, the interim quarters during each of those fiscal years, and the quarters
ended September 30, and December 3 1,2003. These misstated results were also reflected in
annual reports to shareholders, press releases, private offering memoranda, registration
statements the company filed with the Commission in connection with its issuance of convertible
notes, and offering documents for stock and options issued in-connection with acquisitions.
14. On August 10,2004, BISYS filed a restatement in a Form 10-WA and two Forms
10-QIA. In total, the restatement included approximately $1 03.7 million of adjustments, of
which $95.2 million pertained to fiscal years 2001 through 2003. (The remaining $8.5 million
consisted of a $1 0.6 million write-off of receivables pertaining to the period before July 1,2000,
offset by a $2.1 million increase in commission income for the six months ended December 3 1,
2003.) The 2004 restatement concerned only Insurance Services. On April 26,2006, BISYS
filed a second restatement, restating its previously reported financial results for the fiscal years
ended June 30,2004 and 2003. The second restatement, which affected nearly every division of
the company, included an additional $23.3 million of items in Insurance Services for fiscal years
2001 through 2003.
BISYS'S RAPID GROWTH WAS THE RESULT OF IMPROPER ACCOUNTING
1 5. From 2000 through 2003, BISYS reported tremendous growth, consistently
reporting profitable quarters and record earnings. This growth was driven in large part by
Insurance Services, which the company described to analysts as its "fastest growing and highest
margin business." As a percentage of the company's total revenues, the revenues produced by
Insurance Services increased from 15.7% ($89.8 million) in fiscal year 2000 to 25.2% in fiscal
year2002 ($218.2 million) and 25.5% ($244.8 million) in fiscal year 2003. In fact, however, a
material portion of Insurance Services7 growth was illusory and much of it was the result of
intentional efforts to meet earnings and revenue targets and clear deviations from Generally
Accepted Accounting Principles ("GAAP").
16. The improper accounting practices at BISYS were the product of a corporate
culture focused on making numbers and showing growth. During the relevant period, BISYS's
senior management was focused on meeting aggressive, short-term earnings projections, and
Insurance Services was under pressure to contribute. Wevodau responded to the pressure by
encouraging and often directing personnel in Insurance Services7 finance department ("finance
department personnel") to meet earnings or revenue targets by applying a variety of improper
accounting practices. These practices were designed to increase reported income, by increasing
revenue or reducing expenses, or in some cases were designed solely to meet revenue projections
and did not affect reported income.
17. These improper accounting practices authorized by Wevodau achieved the desired
result: Insurance Services was the major driver of BISYS7s reported growth and ability to meet
Wall Street expectations. Without the division's improper accounting practices, BISYS's
reported earnings would have fallen short of Wall Street expectations.
18. Wevodau and finance department personnel engaged in the following fraudulent
or otherwise improper accounting practices: (1) improper acquisition accounting -the recording
as revenue to BISYS of bonus commission income that had been earned but not recorded by an
acquired company; (2) the creation of inflated and unsupported renewal and bonus commission
receivables; (3) the creation of inflated and unsupported commission receivables on the sale of a
particular insurance product, "419 plans;" and (4) the elimination of expenses to boost income
and recording of revenue to meet quarterly revenue projections.
THE IMPROPER ACCOUNTING FOR THE ASCENSUS ACQUISITION
19. In July 2000, BISYS acquired Ascensus, a privately-held insurance company.
Ascensus used the accrual method of accounting and thus, for commissions earned, had already
recorded revenue on its income statement and the associated receivables on its balance sheet. As
a result of the due diligence BISYS perfonned for the acquisition, Wevodau learned that
Ascensus's final balance sheet understated receivables by over $4 million because Ascensus had
earned but failed to record in its income statements over $4 million of bonus commission
revenue pertaining to fiscal 1999 and 2000. Bonus commissions are additional commissions on
the sale of insurance, based on the achevement of certain sales targets.
20. Wevodau, assisted by finance department personnel, failed to record this
additional income as an asset on Ascensus's balance sheet at the time of the acquisition, as
required by GAAP. Instead, at Wevodau's direction, following the acquisition, BISYS booked
Ascensus's unrecorded bonus revenue over a period of several months in two quarters, recording
over $4 million of revenue for BISYS between August and December 2000. Wevodau knew or
was reckless in not knowing that this accounting failed to comply with GAAP and improperly
inflated the company's reported results, but he nonetheless caused the company to account for
the revenue in this manner.
21. As a result, for the quarter ended September 30,2000, BISYS improperly
recorded $3.2 million in revenue related to the bonus commission income earned by Ascensus,
which resulted in the overstatement of income before taxes by approximately 18%. (Because
BISYS recorded revenue on a net basis, the company deducted the amount it owed and paid out
to the agents when calculating the revenue number.) In addition, the company was able to report
earnings per share ("EPS") of $0.22, exceeding analysts' expectations (excluding merger
charges) by $0.01. Without the fraudulent accounting for the revenue attributable to the
Ascensus bonus commission income, EPS would have been $0.19 and fallen short of analysts'
22. For the quarter ended December 3 1,2000, the improper accounting for
Ascensus's unrecorded bonus inflated BISYSYsre venue by $1.2 million, which resulted in its
overstatement of income before taxes by approximately 4%.
23. On January 22,2001, BISYS issued an earnings release for the quarter,
announcing "Record Revenues Up 22%" from the same quarter the previous year. The company
reported $0.32 EPS for the quarter just ended, matching analysts' mean and median expectations.
Insurance Services was the driving force behind this apparent improvement, with an announced
segment increase of $17.9 million or 81.4%. Without the improper accounting for Ascensus's
unrecorded bonus, BISYS7s results for the quarter would have fallen short of analysts'
expectations by $0.01. When the company restated, the income attributable to the bonus
commissions earned by Ascensus represented approximately 60% of the acquisition income
restated for fiscal year 2001.
24. Wevodau used the Ascensus acquisition to improperly boost income in another
way, on another occasion. In June 2001, nearly a year after the acquisition and the last month of
fiscal 2001, BISYS became aware that a company called Quotesmith claimed that it was owed
monies by Ascensus. Ovei the next six months, BISYS investigated the matter and reached a
settlement with Quotesmith requiring BISYS to pay Quotesmith $55 1,000, which BISYS
recorded as an expense for fiscal year 2002. Most of the $55 1,000 -- $462,000 -- pertained to
policies placed after the Ascensus acquisition and accordingly was properly recorded as BISYS's
25. In January 2002, in order to meet earnings targets, Wevodau directed finance
department personnel to capitalize the expense of the Quotesmith settlement as goodwill from .
the Ascensus acquisition, thereby reducing BISYS's expenses, under the purported rationale that
a liability for these payments should have been recorded at the acquisition date. Wevodau knew
or recklessly disregarded that there was no basis to reduce expenses which had been incurred
after the acquisition. Wevodau fwther directed that the expenses be reduced by an additional
$256,000, an amount that Ascensus had booked and paid to Quotesmith prior to the acquisition
and for which BISYS had incurred no liability or expense. As a result, BISYS reduced expenses
by an additional $256,000. Wevodau knew or recklessly disregarded that there was no basis to
reduce expenses by this amount.
26. In total, Wevodau's actions improperly reduced BISYS's expenses by $718,000
with a corresponding increase to goodwill.
27. To achieve the desired accounting, at Wevodau's request and with his
knowledge, finance department personnel lied to BISYS's controller, telling the controller that
BISYS had paid the entire $807,000 to Quotesmith, when in fact Wevodau knew or recklessly
disregarded that Ascensus had paid $256,000 of that amount, and BISYS had neither incurred
nor paid this $256,000 expense.
WEVODAU INFLATED BISYS'S EARNINGS BY
SETTING OR INCREASING FORMULAS FOR ESTIMATING RENEWAL
AND BONUS COMMISSIONS
28. Wevodau also inflated Insurance Services' revenue and earnings by using
unsupported estimates to accrue for bonus comissions and commissions on renewal policies.
This practice had the effect of overstating the company's pre-tax income for fiscal 2001 by $13.8
million or 11% and for first half of fiscal 2002 by $7.8 million or 11.8%. These amounts were a
significant part of the eventual restatements.
29. Insurance Services' primary source of revenue was commissions earned on the
sale of life insurance products. BISYS received insurance commissions from insurance carriers,
generally net of any commissions due the selling agent. The company recorded commission
revenue when the policies were placed or renewed.
30. BISYS earned three types of insurance commissions: first-year commissions,
renewal commissions, and bonus commissions. First-year commissions are commissions earned
on the initial sale of insurance policies. Renewal commissions are commissions earned on
policies renewed in the second year and thereafter. Most of the bonus commissions BISYS
received were additional commissions on the initial sale of insurance policies, based on total
business for the year.
3 1. BISYSYs accrual for renewal commissions was based on an estimate, because the
revenue was deemed earned when the policy was renewed but the company's information
systems did not allow it to track when policies were renewed. The company therefore adopted a
modified accrual basis of accounting, using estimates to record revenue from renewal
32. To arrive at its estimate, Insurance Services applied a formula to its incoming
cash flow for renewal commissions. Beginning in 2001, Wevodau arbitrarily directed that the
accrual estimate be based on six months of trailing cash flow, a metric for which he had no
33.As a result of the improper accrual estimates, renewal revenue was overstated by
$4.5 million in fiscal year 2001. When BISYS restated, it concluded that the estimate could
properly be based on no more than 2.9 months of trailing cash flow, and it wrote off
approximately $8.1 million in renewal commission receivables, representing 70% of the $11.6
million renewal receivables balance at December 3 1,2001.
34. Wevodau also caused BISYS to overstate its income by directing that the
company accrue for bonus commissions at rates that were clearly inconsistent with GAAP.
35. The bonus rate increased during the year as production thresholds - generally
either placed policies or paid premiums -were reached. For example, the carrier might pay a
25% bonus if production exceeded $10 million in premiums and increase the rate to 30% if
production exceeded $20 million. The increase to 30% would be retroactively applied so all
production would receive the 30% rate.
36. Wevodau directed that the Insurance Division calculate its expected bonus
comissions based on its prior performance with each carrier, rather than the actual status of its
current production. In other words, he directed that bonus commissions be accrued at the rate
BISYS would be entitled to if it achieved the prior year's production with the carrier, rather than
the rate it was entitled to based on the production to date for the current year. He did so over the
objections of finance department personnel, who told hm that ths method of accruing for bonus
commissions was fundamentally wrong.
37. Wevodau's method of accruing for bonus commissions was clearly inconsistent
with GAAP, and it was inconsistent with BISYS's revenue recognition policy. Under GAAP,
revenue may not be recognized until it is earned, and revenues such as commissions are
considered to have been earned "when the entity has substantially accomplished what it must do
to be entitled to the benefits represented by the revenues." See FASB Concepts Statement No. 5,
Reconnition and Measurement in Financial Statement of Business Enterprises, Paragraph 83.b.
Under BISYS 's revenue recognition policy, "revenue recognition occur[ed] at the moment the
client accepts the policy." Under GBAP and this policy, the higher bonus commission rate was
not earned until the current year's production level justified that rate.
38. Wevodau knew or recklessly disregarded that this methodology for accruing
bonus commissions was improper and significantly overstated those revenues. Moreover, on
some occasions, Wevodau directed finance department personnel to increase the bonus,;
receivables at the end of the quarter in amounts that were not based on any rationale, solely to
meet earnings targets.
39. This accounting treatment, along with other improper accounting for bonuses,
resulted in the overstatement of the company's bonus revenue by $9.3 million in fiscal 2001,
$2.6 million in the first quarter of fiscal 2002 and $2.7 million in the second quarter of 2002.
When the company restated in 2004, it wrote off $17.0 million in bonus commission receivables,
or 71%, of the $23.9 million bonus receivables balance at December 3 1,2001.
WEVODAU IMPROPERLY INCREASED THE RATE AT WHICH BISYS ACCRUED
FOR COMMISSIONS ON "419" PLANS
40. Among Insurance Services' products were products marketed to companies
seeking to qualify for tax benefits under Internal Revenue Code Sections 419 and 41 9 8 c6419
plans"). BISYS earned as income a percentage of the total premium charged by the insurance
carrier on the sale of 419 plans. Wevodau and finance department personnel inflated Insurance
Services' revenue - and BISYS's net income - for the second quarter of fiscal year 2002 by
increasing the rate at which the company accrued commissions on the sale of 41 9 plans.
41. Historically, BISYS accrued as revenue 5% of the carriers' total sales of 419 and
419A products. In December 2001, aware that BISYS was falling short of quarterly income and
revenue projections, Wevodau arranged for Insurance Services to double its accrual for 419 plan
commissions, increasing it fiom 5% to 10% of premium, and resulting in the recording an
additional $1.15 million in revenue for November 2001. At the end of December 2001,
Wevodau arranged for BISYS to book an additional $1.5 million in revenue in that month by
directing that the 419 accrual rate be further increased to 15%. This accrual increase also was
unsupported. There was no basis for Wevodau's November and December increases in the 419
commission accrual rate. Wevodau knew or recklessly disregarded that the additional revenue
should not have been recorded.
42. The inflated 419 revenue accrual estimates resulted in an overstatement of pre-tax
earnings for the quarter ended December 3 1,2001, of $2.65 million and an overstatement of EPS
of $0.03, respectively. The corresponding inflated receivable of $2.65 million was never
collected and was written off when the BISYS restated its financial results.
TO MEET INCOME OR REVENUE PROJECTIONS, WEVODAU IMPROPERLY
ELIMINATED EXPENSES OR RECORDED REVENUE
43. Wevodau also inflated BISY S 's earnings by improperly reducing expenses.
During the quarter ended December 21,2001 (the second quarter of fiscal 2002), BISYS
incurred approximately $1.1 million of expenses owed to insurance carriers.
that the entry be reversed. The amounts were moved out of expenses and put into receivables,
even though no support existed for such an action. This removal of a legitimate expense inflated
BISYSYsin come by almost $1.1 million and inflated EPS by $0.01 for the quarter ended
December 3 1,2001.
44. Together, the inflation of 419 revenue and the elimination of expenses increased
BISYSYsp re-tax earnings and EPS for the quarter ended December 3 1,2001 by $3.7 million and
$0.04, respectively. On January 22,2002, BISYS announced net income of $26.4 million or
$0.43 per diluted share for the quarter. The $0.43 EPS was one cent ahead of analyst
expectations. In the quarterly earnings announcement on January 22,2002, BISYS boasted,
"Our three divisions met the growth targets that we outlined in our previous quarter and we
achieved margin expansion across the board. . . . Insurance and Education Services again
recorded the hghest growth in revenues and margins. . . . 7,
45. In some instances, Wevodau directed finance department personnel to record
revenue solely to meet revenue projections, directing them to make unsupported revenue entries
and offsetting expense adjustments, entries that were promptly reversed after BISYS announced
its inflated revenues.
46. When the monthly preliminary analyses of financial results he prepared for senior
management showed that Insurance Services results were below expectations, Wevodau directed
finance department personnel to record more revenue. On occasion, even when BISYS had
reached a quarterly earnings target but fell short of revenue goals, Wevodau directed finance
department personnel to record a revenue entry with an offsetting expense accrual.
47. For example, in January 2001, for the sole purpose of increasing revenue for the
quarter ended December 3 1,2000, which was falling short of Wall Street expectations, Wevodau
directed finance department personnel to record $1 million of renewal commission income while
creating an offsetting expense accrual in the same amount. Simultaneously, Wevodau directed
that the entries be reversed effective the next month, reducing revenue and increasing expenses
for the next quarter. The company reported revenue of $168.3 million for the quarter -more
than it would have without the improper entry. These reported results narrowly missed at least
three analysts' revenue expectations; without the improper entry, the revenue miss would have
48. Wevodau knew or recklessly disregarded-that the accounting practices described
above were improper and would mislead investors. He knew or recklessly disregarded that the
accounting was inconsistent with GAAP and designed it to boost Insurance Services' and
49. On the basis of BISYS's misstated financial results, Wevodau received ill-gotten
gains, comprised of earnings-based incentive compensation and proceeds he received from the
sale of BISYS stock at inflated prices.
FIRST CLAIM FOR RELIEF
(Violations of Section 10(b) of the Exchange Act and Rules 1 Ob-5)
50. The Commission realleges and incorporates by reference herein each and every
allegation contained in paragraphs 1through 49, above.
5 1. Wevodau, in connection with the purchase and sale of securities, directly or
indirectly, by the use of the means and instrumentalities of interstate commerce or of the mails,
has employed devices, schemes and artifices to defraud; has made untrue statements of material
of material fact and has omitted to state materialfacts necessary in order to make the statements
made, in light of the circumstances under which they were made, not misleading; and has
engaged in acts, practices and courses of business which have operated or would operate as a
fraud and deceit upon investors. By reasons of the foregoing, Wevodau violated Section 10(b) of
the Exchange Act [15 U.S.C. 5 78j(b)] and Rule lob-5 thereunder [17 C.F.R. 5 240.10b-51.
SECOND CLAIM FOR RELIEF
(Violations of Section 13(b)(5) of the Exchange Act and Rules 13b2- 1 and 13b2-2)
52. The Commission realleges and incorporates by reference herein each and every
allegation contained in paragraphs 1 through 49, above. .
53. Wevodau knowingly circumvented or knowingly failed to implement a system of
internal accounting controls or knowingly falsified BISYSYsb ooks, records, or accounts, and he
directly or indirectly falsified or caused to be falsified BISYS's books, records, or accounts. By
reasons of the foregoing, Wevodau violated Sections 13(b)(5) of the Exchange Act [15 U.S.C. 5
78m(b)(5)] and Rules 13b2-1 and 13b2-2 [17 C.F.R. $5 240.13b.2-1 and 240.13b.2-21.
THIRD CLAIM FOR RELIEF
(Aiding and abetting violations sf Sections 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the
Exchange Act and Rules 12b-20,13a-1 and 13a-13)
54. The Commission realleges and incorporates by reference herein each and every
allegation contained in paragraphs 1 through 49, above.
55. As described above, BISYS filed annual, current and quarterly reports with the
Commission that materially misstated its results for the years ended June 30,2001 and 2002 and
the interim quarters during each of those fiscal years.
56. As described above, BISYS failed to make and keep books, records, and accounts
which, in reasonable detail, accurately and fairly reflected the transactions and dispositions of its
assets, and failed to maintain a system of internal accounting controls that permitted the
preparation of financial statements in conformity with GAAP.
57. BISYS violated Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Exchange Act
[15 U.S.C. $5 78m(a), 78m(b)(2)(A) and 78m(b)(2)(B)] and Rules 12b-20, 13a-1 and 13a-13 [17
C.F.R. $5 240.12b-20,240.13a-1 and 240.13a-131.
58. Wevodau, by reasons of the foregoing, knowingly aided and abetted BISYS's
violations of Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Exchange Act [15 U.S.C. $5
78m(a), 78m(b)(2)(A) and 78m(b)(2)(B)] and Rules 12b-20, 13a-1 and 13a-13 [17 C.F.R. $5
240.12b-20,240.13a-1 and 240.13a-131.
PRAYER FOR RELIEF
WHEREFORE, the Commission respectfully requests that ths Court:
1. Enter a Final Judgment:
a. permanently restraining and enjoining defendant Wevodau from violating
Sections 10(b) and 13(b)(5) of the Exchange Act [15 U.S.C. tj 78j(b) and1 5 U.S.C. tj 78m(b)(5)]
and Rules lob-5, 13b2-1 and 13b2-2 [17 C.F.R. 5 240.10b-5, 17 C.F.R. $5 240.13b2-1 and
240.13b2-21; and from aiding and abetting violations of Sections 13(a), 13(b)(2)(A), and
13@)(2)(~o)f the Exchange Act [15 U.S.C. $5 78m(a), 78m(b)(2)(A) and 78m(b)(2)(B) and
Rules 12b-20, 13a-1 and 13a-13 [17 C.F.R. $5 240.12b-20,240.13a-1 and 240.13a-131;
b. directing defendant Wevodau to disgorge ill-gotten gains from the conduct
alleged in this Complaint, together with prejudgment interest thereon;
c. directing defendant Wevodau to pay civil monetary penalties pursuant to
Section 21(d)(3) of the Exchange Act, 15 U.S.C. 5 78u(d)(3), for the violations alleged herein;
d. prohibiting Wevodau, pursuant to Section 21(d)(2) of the Exchange Act,
15 U.S.C. tj 78u(d)(2), from acting as an officer or director of any issuer that has a class of
securities registered pursuant to Section 12 of the Exchange Act, 15 U.S.C. 8 781, or that is
required to file reports pursuant to Section 15(d) of the Exchange Act, 15 U.S.C. 5 78o(d); and
2. Grant such other and further relief as the Court deems appropriate.
Dated: September 29,2008
New York, New York
@a3 Andrew M. Calamari (AC-4864)
Associate Regional Director
Attorney for Plaintiff
U.S. Securities and Exchange Commission
New York Regional Office
3 World Financial Center
New York, NY 1028 1 - 1022
Tel. (21 2) 336-0042
Of Counsel: Leslie Kazon
James E. Burt N
Paul W. Ryan
Kristine M. Zaleskas