The US Securities and Exchange Commission charged two foreign-operated entities, BG Wealth Sharing Ltd and DSJ Exchange Pty Ltd, with orchestrating a fraud scheme that raised more than $130 million from retail investors across more than 40 US states and multiple US territories. The SEC said the companies used false filings submitted to the agency to create an appearance of legitimacy, fraudulently claiming registration and approval that they did not have.
From at least October 2025 through June 2026, the defendants induced investors to participate in what they called a wealth-sharing program by promising extraordinary, risk-free returns generated through so-called signals for cryptocurrency asset trading. According to the SEC's complaint, BG Wealth falsely claimed to be the world's largest hedge fund registered with the SEC as an investment adviser, while DSJ Exchange claimed to be a licensed and secure crypto trading platform. The SEC said none of these representations were accurate.
To sustain the deception, the defendants submitted false Form ADV and Form D filings to the SEC which appeared on the agency's public website and were shared with investors as supposed proof of SEC licensing or approval. Laura D'Allaird, Chief of the SEC Enforcement Division's Cyber and Emerging Technologies Unit, said the scheme showed deliberate planning through multiple communication channels. 'From social media and encrypted messaging channels to weekly live videoconferences and a mobile app, they were determined to keep investors engaged,' D'Allaird said. The defendants also displayed fake certificates bearing the SEC's seal and made periodic payments to certain investors, a tactic resembling a Ponzi scheme, while misappropriating the remaining funds.
The complaint, filed in the United States District Court for the Northern District of California, charges both entities with violating antifraud provisions of the Securities Act of 1933 and the Securities Exchange Act of 1934. BG Wealth faces additional charges for violations of the Investment Advisers Act of 1940. The SEC is seeking permanent injunctions, disgorgement with prejudgment interest, and civil penalties against both defendants, along with conduct-based injunctions against BG Wealth.
The SEC's Office of Investor Education and Assistance has issued alerts warning that scammers use SEC exempt reporting adviser filings to create false legitimacy and lure investors with claims of SEC registration. The agency has removed the filings submitted by both companies from its website and encourages investors to use Investor.gov to verify the background of anyone offering investments.