Page 32 - 期货和衍生品行业监管动态（2024年1月）

期货和衍生品行业监管动态

against J.P. Morgan Securities LLC (J.P. MORGAN) for impeding hundreds of

advisory clients and brokerage customers from reporting potential securities law

violations to the SEC. J.P. MORGAN agreed to pay an $18 million civil penalty to

settle the charges.

According to the SEC’s order, from March 2020 through July 2023, J.P.

MORGAN regularly asked retail clients to sign confidential release agreements if

they had been issued a credit or settlement from the firm of more than $1,000. The

agreements required the clients to keep confidential the settlement, all underlying

facts relating to the settlement, and all information relating to the account at issue. In

addition, even though the agreements permitted clients to respond to SEC inquiries,

they did not permit clients to voluntarily contact the SEC.

“Whether it’s in your employment contracts, settlement agreements or elsewhere,

you simply cannot include provisions that prevent individuals from contacting the

SEC with evidence of wrongdoing,” said Gurbir S. Grewal, Director of the SEC’s

Division of Enforcement. “But that’s exactly what we allege J.P. Morgan did here. For

several years, it forced certain clients into the untenable position of choosing between

receiving settlements or credits from the firm and reporting potential securities law

violations to the SEC. This either-or proposition not only undermined critical investor
protections and placed investors at risk, but was also illegal.”

“Investors, whether retail or otherwise, must be free to report complaints to the

SEC without any interference,” said Corey Schuster, Co-Chief of the Enforcement

Division’s Asset Management Unit. “Those drafting or using confidentiality

agreements need to ensure that they do not include provisions that impede potential

whistleblowers.”

The SEC’s order finds that J.P. MORGAN violated Rule 21F-17(a) under the

Securities Exchange Act of 1934, a whistleblower protection rule that prohibits taking

any action to impede an individual from communicating directly with the SEC staff

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