TD Securities (USA) LLC (TD Securities), a securities firm based in New York, has entered into a resolution with the Justice Department to resolve criminal charges concerning a scheme to defraud that involved hundreds of episodes of unlawful trading in the secondary (cash) market for U.S. Treasuries.
TD Securities entered into a deferred prosecution agreement (DPA) in connection with a criminal information filed today in the District of New Jersey charging the company with one count of wire fraud. Under the terms of the DPA, TD Securities will pay over $15.5 million in a criminal monetary penalty, forfeiture, and victim compensation. Under the DPA, TD Securities will pay the equivalent of the statutory maximum criminal fine in connection with the offense (approximately $9.4 million) and will ensure that victims of the offense are made whole through a claims administration process (approximately $4.7 million in victim compensation).
The former head of the TD Securities desk that was responsible for trading U.S. Treasuries, Jeyakumar Nadarajah, was indicted on Nov. 7, 2023, in the District of New Jersey connection with this scheme and is awaiting trial.
“TD Securities placed hundreds of orders to buy and sell U.S. Treasuries that it never intended to execute, in order to deceive market participants and manipulate prices by creating the false appearance of supply and demand,” said Principal Deputy Assistant Attorney General Nicole M. Argentieri, head of the Justice Department’s Criminal Division. “Such efforts to profit through unlawful trading undermine public confidence in U.S. Treasuries markets and defraud other market participants. The Criminal Division is committed to ensuring the integrity of our financial markets and holding accountable those who engage in deceptive trading practices.”
“The American public places trust in our financial institutions and relies on companies to be truthful and execute their obligations to traders in an ethical manner,” said Inspector in Charge Eric Shen of the U.S. Postal Inspection Service (USPIS)’s Criminal Investigations Group. “The USPIS’ DOJ Mail Fraud team found there was a blatant violation of that trust, as this individual placed billions of dollars in spoof orders, distorting supply and demand and causing significant losses. These charges send a clear message that such deceptive practices will not be tolerated, and we are dedicated to protecting the integrity of our markets and the interests of honest investors.”
According to court documents and admissions, Nadarajah, a former director and head of the TD Securities U.S. Treasuries trading desk, engaged in a scheme to defraud in connection with the purchase and sale of U.S. Treasuries in the secondary market. In hundreds of instances, Nadarajah placed orders to buy and sell U.S. Treasuries with the intent to cancel those orders before execution. Nadarajah did so in an attempt to profit by injecting false and misleading information concerning the existence of genuine supply and demand for U.S. Treasuries, thereby deceiving other market participants and fraudulently inducing those participants to trade at prices, quantities, and times that they otherwise would not have traded.
As part of the DPA, TD Securities, and its U.S. parent company, TD Group US Holdings LLC (TDGUS), have agreed to, among other things, continue to cooperate with the Criminal Division’s Fraud Section in any ongoing or future investigations by the Fraud Section begun before or during the term of the DPA. As part of its cooperation, TD Securities and TDGUS are required to report evidence or allegations of conduct that may constitution a violation of the U.S. anti-fraud, securities, and commodities laws as defined in the DPA. In addition, TD Securities and TDGUS have also agreed to enhance TD Securities’ compliance program where necessary and appropriate, and to report to the government regarding remediation and implementation of their enhanced compliance program.
The department reached this resolution with TD Securities based on numerous factors, including the nature and seriousness of the offense conduct, which involved placing hundreds of fraudulent spoof orders amounting to tens of billions of dollars of false supply and demand in the secondary market for U.S. Treasuries, and TD Securities’ failure to voluntarily self-disclose the offense conduct to the department.
TD Securities received credit for its cooperation with the department’s investigation and for remedial measures taken, including terminating Nadarajah, and reviewing and continuing to enhance the compliance function.
Today, the Financial Industry Regulatory Authority announced a separate settlement with TD Securities in connection with a related, parallel proceeding. Under the terms of that resolution, TD Securities agreed to pay a fine of approximately $6 million. Also today, the U.S. Securities and Exchange Commission (SEC) announced a separate settlement with TD Securities in connection with a related, parallel proceeding. Under the terms of that resolution, TD Securities agreed to pay approximately $7 million, which includes a civil monetary penalty of approximately $6.5 million, as well as approximately $400,000 in disgorgement and $135,000 in prejudgment interest. A portion of the forfeiture agreed to in the department’s DPA will be credited against payments made to the SEC under a separate agreement with the SEC.
USPIS is investigating the case.
Trial Attorney John J. Liolos of the Criminal Division’s Fraud Section is prosecuting the case. Former Deputy Assistant Chief Scott Armstrong of the Criminal Division’s Fraud Section provided substantial assistance.
