ADMINISTRATIVE PROCEEDING
File No. 3-21726

September 26, 2023 – The Securities and Exchange Commission has instituted administrative proceedings against Brian Bartlett Amoah, who owned Chicago Crypto Capital LLC, and a former salesman, Elbert “Al” Elliott, for defrauding investors during their unregistered offering of a crypto asset security called BXY. A final district court judgment ordering permanent injunctive relief, monetary penalties, and disgorgement was previously entered on the basis of default against Amoah and Elliott for the same conduct.

According to the order, the Division of Enforcement (“Division”) alleges that from approximately August 2018 through November 2019, Amoah and Elliott conducted an unregistered offering of BXY. The Division alleges that the BXY offering was not registered with the Commission and did not satisfy any exemption from registration, and that neither of the Respondents were registered with the Commission as brokers even though they acted as brokers. In addition, the Division alleges that Amoah and Elliott made materially false and misleading statements in the offer and sale of, and in connection with the purchase and sale of, BXY, including about the markup charged, their personal investments in BXY, and the financial and management problems occurring at BXY’s issuer in late 2019. According to the allegations, Amoah also failed to deliver prepurchased BXY to certain investors. The Division further alleges that Amoah and Elliott raised at least $1.5 million in proceeds through the unregistered and fraudulent offers and sales of these securities to approximately 100 individuals, many of whom had no experience investing in crypto assets. 

The order charges Amoah and Elliott with violating the registration provisions of Section 5 of the Securities Act of 1933 (the “Securities Act”) and Section 15(a) of the Securities Exchange Act of 1934 (the “Exchange Act”), and the antifraud provisions of Section 17(a) of the Securities Act and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder. The matter involving Amoah and Elliott will be scheduled for a public hearing before the Commission, which will issue a decision stating whether the Division has proven the allegations in the order and what, if any, remedial actions are appropriate.

The SEC’s investigation was conducted by Peter Senechalle and Devlin N. Su, with assistance from Craig McShane, and was supervised by Amy Flaherty Hartman, of the SEC’s Chicago Regional Office. Robert M. Moye and Messrs. Senechalle and Su will lead the litigation in administrative proceedings.