Form MA-I Applicant's Information

Filer's CIK:
0001608698
Filer's CCC:

Submission Contact Information

Name:
Pamela Z. Clary
Phone:
901-274-5666
Email Address:
pclary@community-capital.com

Notification Information

Notification will automatically be sent to the Login CIK, Submission Contact, and Primary Issuers. Specify additional addresses below.

Please read the General Instructions for this form and other forms in the MA series, as well as its subsection, "Specific Instructions for Form MA-I," before completing this form. All italicized terms herein are defined or described in the Glossary of Terms appended to the General Instructions.

PART 1

This form must be completed by

Every municipal advisory firm applying for registration or registered as a municipal advisor on Form MA, to provide information regarding each natural person who is an associated person of the firm and engages in municipal advisory activities on the firm's behalf (for purposes of Form MA-I, the "individual"); and

Every natural person (sole proprietor) applying for registration as a municipal advisor on Form MA, to provide additional personal information.

WARNING

Complete this form truthfully.  False statements or omissions may result in denial of a municipal advisor's application, revocation or suspension of such registration, or criminal prosecution.  Form MA-I must be amended promptly whenever any information previously provided becomes inaccurate.  See General Instruction 9. 

Type of Filing:

This is an (check the appropriate box):
checkbox checked Initial Form MA-I
Execution Pages: Before submitting this form, you must complete the Execution Page.
Supporting Documentation: If you are required to make reportable disclosures in the Disclosure Reporting Pages, you must attach the supporting documentation.
Non-Resident Individuals: If the individual is a non-resident of the United States, you must attach a completed Form MA-NR signed by the individual to this Form MA-I at the time of initial filing of Form MA-I. See the General Instructions.

checkbox unchecked Amendment to the most recent Form MA-I

checkbox unchecked Amendment to indicate that the individual is no longer an associated person of the municipal advisory firm or no longer engages in municipal advisory activities on its behalf. (If you check this box, complete only Item 1-A and Item 7 below.)

Item 1 Identifying Information

A. The Individual

Full Legal Name:
Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.
Last Name:
Willis
First Name:
Archie
Middle Name:
Walter
Suffix:
III
Individual CRD No.: (if any)

B. Municipal Advisory Firms Where the Individual Is Employed

In providing your responses, please note that the definition of "employee" for purposes of this form includes an independent contractor who engages in municipal advisory activities on behalf of a municipal advisory firm. See Glossary of Terms.

Is the individual employed at more than one municipal advisory firm?
radio button unchecked YES radio button checked NO
Enter the number of municipal advisory firms the individual is employed with (sole proprietors not employed with any other firm enter 1).

(For individuals who are employed with more than one firm, provide the information required by this Item 1-B for each such firm. For sole proprietors, enter the legal name under which you conduct your municipal advisor-related activities, and skip to Item 1-B.1.)

1
Municipal Advisory Firm's CIK:  
0001608698
Full Legal Name of municipal advisory firm with which the individual is employed: 
Community Capital LLC
Name under which municipal advisor-related business is primarily conducted, if different from above:
ComCap Advisors, a division of Community Capital
Date that the individual's most recent employment with this municipal advisory firm commenced (MM/DD/YYYY):
10-25-1999
Does the individual have an independent contractor relationship with the above-named firm?
radio button unchecked YES radio button checked NO

(1) Municipal Advisory Firm's Registration Information:

Notification will automatically be sent to the Login CIK, Submission Contact, and Primary Issuers. Specify additional addresses below.

Is the municipal advisory firm currently registered on Form MA as a municipal advisor? (Answer "Yes" if you have already filed Form MA and your application for registration on that form has been approved. Otherwise, answer "No.")
radio button uncheckedYES radio button checkedNO
SEC File No.:
If "No," has the municipal advisory firm filed a Form MA application?
radio button checkedYES radio button uncheckedNO
Form MA Filing Date: (MM/DD/YYYY):
07-03-2014
EDGAR CIK No.:
0001608698

(2) Office

Enter the requested information for each office of the municipal advisory firm where the individual is or will be physically located, and each office from which the individual is or will be supervised: 

The individual is or will be checkbox checked Located At checkbox unchecked Supervised From
Start Date:
10-25-1999
Street Address 1:
1708 MONROE AVENUE
Street Address 2:
City:
MEMPHIS
State/Country:
TN
Postal Code:
38104
Private Residence Check Box: Is the Office of Employment address a private residence?

A private residential address will not be included in publicly available versions of this registration form.

radio button unchecked YES radio button unchecked NO

Item 2 Other Names

Enter the following information for all other names that the individual has used or is using, or by which the individual is known or has been known, other than the individual´s legal name, since the age of 18. 

This space should include, for example, nicknames, aliases, and names used before or after marriage.

Item 3 Residential History

Starting with the current address, enter the following information for all the individual´s residential addresses for the past 5 years. Leave no gaps greater than three months between addresses. Report changes in an amendment to this form as they occur in the future. Private residential addresses will not be included in publicly available versions of this form.

Current Address

From:
To:
Street Address 1:
Street Address 2:
City:
State/Country:
Postal Code:

Item 4 Employment History

Provide complete employment history of the individual for the past 10 years. Include the municipal advisory firm(s) entered in Item 1-B. Enter the following information for each employer. Account for all time, leaving no gaps longer than three months. Include full- and part-time employment, self-employment, military service, and homemaking. Also include statuses such as unemployed, full-time education, extended travel, or other similar statuses. Such statuses should be entered in the space provided below for "Name of Municipal Advisory Firm or Company." 

Current Employer

From:
10-1999
To: of Municipal Advisory Firm or Company:
Name of Municipal Advisory Firm or Company:
Community Capital LLC
City: of Municipal Advisory Firm or Company:
Memphis
State/Country: of Municipal Advisory Firm or Company:
TN
Postal Code:
38104
Municipal Advisor-Related Business?
radio button checked YES radio button unchecked NO
Investment-Related Business?
radio button unchecked YES radio button checked NO
Position Held:
President

Item 5 Other Business

Is the individual currently engaged in any other business either as a proprietor, partner, officer, director, employee, trustee, agent or otherwise?
radio button checked YES radio button unchecked NO

If "Yes", please enter the following details for each other business below:

Other Business

Start Date:
05-2010
Name of Business:
1708 Monroe Partners LLC
Street Address 1:
1708 Monroe Avenue
Street Address 2:
City:
Memphis
State/Country:
TN
Postal Code:
38104
Is this a municipal advisor-related business?
radio button unchecked YES radio button checked NO
Is this an investment-related business?
radio button unchecked YES radio button checked NO
Nature of Business:
Real Estate
Position/Title/Relationship:
Partner
Approximate No. of Hours/Month Devoted to This Business:
5
Description of Duties:
General management of small office building

Other Business

Start Date:
01-2013
Name of Business:
Tri-State Bank
Street Address 1:
180 S. Main Street
Street Address 2:
City:
Memphis
State/Country:
TN
Postal Code:
38103
Is this a municipal advisor-related business?
radio button unchecked YES radio button checked NO
Is this an investment-related business?
radio button unchecked YES radio button checked NO
Nature of Business:
Community Bank
Position/Title/Relationship:
Vice Chair - Board of Directors
Approximate No. of Hours/Month Devoted to This Business:
10
Description of Duties:
General management oversight

Other Business

Start Date:
02-2013
Name of Business:
Community Realty
Street Address 1:
1708 Monroe Avenue
Street Address 2:
City:
Memphis
State/Country:
TN
Postal Code:
38104
Is this a municipal advisor-related business?
radio button unchecked YES radio button checked NO
Is this an investment-related business?
radio button unchecked YES radio button checked NO
Nature of Business:
Real estate sales
Position/Title/Relationship:
Vice President
Approximate No. of Hours/Month Devoted to This Business:
5
Description of Duties:
General management

Item 6 Disclosure Information

IF THE ANSWER TO ANY OF THE QUESTIONS IN ITEMS 6A – 6J AND 6M IS "YES," PROVIDE DETAILS OF ALL EVENTS OR PROCEEDINGS ON THE APPROPRIATE DISCLOSURE REPORTING PAGES (DRPs).

One event or proceeding may result in the requirement to answer "Yes" to more than one question below.

Refer to the Glossary of Terms for definitions or descriptions of italicized terms.

CRIMINAL ACTION DISCLOSURE

If the answer is "Yes" to any question below in Item 6A or 6B, complete a Criminal Action DRP.

Item 6A.

(1) Has the individual ever:

(a) been convicted of any felony, or pled guilty or nolo contendere ("no contest") to any charge of a felony in a domestic, foreign, or military court?
radio button unchecked YES radio button checked NO
(b) been charged with any felony?
radio button unchecked YES radio button checked NO

(2) Based upon activities that occurred while the individual exercised control over it, has an organization ever:

(a) been convicted of any felony or pled guilty or nolo contendere ("no contest") in a domestic or foreign court to any charge of a felony?
radio button unchecked YES radio button checked NO
(b) been charged with any felony?
radio button unchecked YES radio button checked NO

Item 6B.

(1) Has the individual ever:

(a) been convicted of any misdemeanor or pled guilty or nolo contendere ("no contest") in a domestic, foreign or military court to any charge of a misdemeanor involving: municipal advisory activities or a municipal advisor-related or investment-related business or any fraud, false statements or omissions, wrongful taking of property, bribery, perjury, forgery, counterfeiting, extortion, or a conspiracy to commit any of these offenses?

radio button unchecked YES radio button checked NO

(b) been charged with any misdemeanor of the kind described in 6B(1)(a)?

radio button unchecked YES radio button checked NO
(2) Based upon activities that occurred while the individual exercised control over it, has an organization ever:
(a) been convicted of any misdemeanor or pled guilty or nolo contendere ("no contest") in a domestic or foreign court to any charge of a misdemeanor of the kind specified in 6B(1)(a)?
radio button unchecked YES radio button checked NO
(b) been charged with any misdemeanor of the kind specified in 6B(1)(a)?
radio button unchecked YES radio button checked NO

REGULATORY ACTION DISCLOSURE

If the answer is "Yes" to any question below in Items 6C-6G(1), complete a Regulatory Action DRP.

Item 6C.

Has the SEC or the CFTC ever:

(1) found the individual to have made a false statement or omission?

radio button unchecked YES radio button checked NO

(2) found the individual to have been involved in a violation of any SEC or CFTC regulation or statute?

radio button checked YES radio button unchecked NO

(3) found the individual to have been a cause of a denial, suspension, revocation, or restriction of the authorization of a municipal advisor-related business or investment-related business to operate?

radio button unchecked YES radio button checked NO

(4) entered an order against the individual in connection with municipal advisor-related or investment-related activity?

radio button checked YES radio button unchecked NO

(5) imposed a civil money penalty on the individual, or ordered the individual to cease and desist from any activity?

radio button checked YES radio button unchecked NO

(6) found the individual to have willfully violated any provision of the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Advisers Act of 1940, the Investment Company Act of 1940, the Commodity Exchange Act, or any rule or regulation under any of such Acts, or any of the rules of the MSRB, or found the individal to have been unable to comply with any provision of such Acts, rules or regulations?

radio button unchecked YES radio button checked NO

(7) found the individual to have willfully aided, abetted, counseled, commanded, induced, or procured the violation by any person of any provision of the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Advisers Act of 1940, the Investment Company Act of 1940, the Commodity Exchange Act, or any rule or regulation under any of such Acts, or any of the rules of the MSRB?

radio button unchecked YES radio button checked NO

(8) found the individual to have failed reasonably to supervise another person subject to his or her supervision, with a view to preventing the violation of any provision of the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Advisers Act of 1940, the Investment Company Act of 1940, the Commodity Exchange Act, or any rule or regulation under any of such Acts, or any of the rules of the MSRB?

radio button unchecked YES radio button checked NO

Item 6D.

(1) Has any other federal regulatory agency or any state regulatory agency or foreign financial regulatory authority ever:

(a) found the individual to have made a false statement or omission or to have been dishonest, unfair or unethical?

radio button unchecked YES radio button checked NO

(b) found the individual to have been involved in a violation of municipal advisor-related or investment-related regulation(s) or statute(s)?

radio button unchecked YES radio button checked NO

(c) found the individual to have been a cause of a denial, suspension, revocation, or restriction of the authorization of a municipal advisor-related or investment-related business to operate?

radio button unchecked YES radio button checked NO

(d) entered an order against the individual in connection with a municipal advisor-related or investment-related activity?

radio button unchecked YES radio button checked NO

(e) denied, suspended, or revoked the individual's registration or license or otherwise, by order, prevented the individual from associating with a municipal advisor-related or investment-related business or restricted his or her activities?

radio button unchecked YES radio button checked NO

(2) Has the individual ever been subject to any final order of a state securities commission (or any agency or office performing like functions), a state authority that supervises or examines banks, savings associations, or credit unions, a state insurance commission (or any agency or office performing like functions), a federal banking agency, or the National Credit Union Administration, that:

(a) bars the individual from association with an entity regulated by such commission, authority, agency, or office, or from engaging in the business of securities, insurance, banking, savings association activities, or credit union activities; or

radio button unchecked YES radio button checked NO

(b) is based on violations of any laws or regulations that prohibit fraudulent, manipulative, or deceptive conduct?

radio button unchecked YES radio button checked NO

Item 6E.

Has any self-regulatory organization or commodities exchange ever:

(1) found the individual to have made a false statement or omission?

radio button unchecked YES radio button checked NO

(2) found the individual to have been involved in a violation of its rules (other than a violation designated as a "minor rule violation" under a plan approved by the SEC)?

radio button unchecked YES radio button checked NO

(3) found the individual to have been a cause of a denial, suspension, revocation, or restriction of the authorization of a municipal advisor-related or investment-related business to operate?

radio button unchecked YES radio button checked NO

(4) disciplined the individual by expelling or suspending him or her from membership, barring or suspending the individual's association with its members, or restricting the individual's activities?

radio button unchecked YES radio button checked NO

(5) found the individual to have willfully violated any provision of the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Advisers Act of 1940, the Investment Company Act of 1940, the Commodity Exchange Act, or any rule or regulation under any of such Acts, or any of the rules of the MSRB, or found the individual to have been unable to comply with any provision of such Acts, rules or regulations?

radio button unchecked YES radio button checked NO

(6) found the individual to have willfully aided, abetted, counseled, commanded, induced, or procured the violation by any person of any provision of the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Advisers Act of 1940, the Investment Company Act of 1940, the Commodity Exchange Act, or any rule or regulation under any of such Acts, or any of the rules of the MSRB?

radio button unchecked YES radio button checked NO

(7) found the individual to have failed reasonably to supervise another person subject to your supervision, with a view to preventing the violation of any provision of the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Advisers Act of 1940, the Investment Company Act of 1940, the Commodity Exchange Act, or any rule or regulation under any of such Acts, or any of the rules of the MSRB?

radio button unchecked YES radio button checked NO

Item 6F.

Has the individual ever had an authorization to act as an attorney, accountant or federal contractor that was revoked or suspended?
radio button unchecked YES radio button checked NO

Item 6G.

Has the individual been notified, in writing, that he or she is currently the subject of any:

(1) regulatory complaint or proceeding that could result in a "Yes" answer to any part of 6C, D or E?
radio button unchecked YES radio button checked NO

INVESTIGATION DISCLOSURE

If the answer is "Yes" to Item 6G(2) below, complete an Investigation DRP.

(2) investigation that could result in a "Yes" answer to any part of 6A, B, C, D or E? (If "Yes," complete the Investigation Disclosure Reporting Page.)
radio button unchecked YES radio button checked NO

CIVIL JUDICIAL ACTION DISCLOSURE

If the answer is "Yes" to any question below in Item 6H, complete a Civil Judicial Action DRP.

Item 6H.

(1) Has any domestic or foreign court ever:

(a) enjoined the individual in connection with any municipal advisor-related or investment-related activity?
radio button unchecked YES radio button checked NO
(b) found that the individual was involved in a violation of any municipal advisor-related or investment-related statute(s) or regulation(s)?
radio button unchecked YES radio button checked NO
(c) dismissed, pursuant to a settlement agreement, a municipal advisor-related or investment-related civil action brought against the individual by a domestic jurisdiction or foreign financial regulatory authority?
radio button unchecked YES radio button checked NO
(2) Is the individual named in any currently pending civil proceeding that could result in a "Yes" answer to any part of 6H(1)?
radio button unchecked YES radio button checked NO

CUSTOMER COMPLAINT/ARBITRATION/CIVIL LITIGATION DISCLOSURE

If the answer is "Yes" to any question below in Item 6I, complete a Customer Complaint/Arbitration/Civil Litigation DRP.

Item 6I.

(1) Has the individual ever been the subject of a municipal advisor-related or investment-related, customer-initiated (written or oral) complaint that alleged that he or she was involved in fraud, false statements, omissions, theft, embezzlement, wrongful taking of property, bribery, forgery, counterfeiting, extortion, or dishonest, unfair or unethical practices, which:
(a) is still pending, or;
radio button checked YES radio button unchecked NO
(b) was settled?
radio button unchecked YES radio button checked NO
(2) Has the individual ever been the subject of a municipal advisor-related or investment-related, customer-initiated arbitration or civil litigation that alleged that he or she was involved in fraud, false statements, omissions, theft, embezzlement, wrongful taking of property, bribery, forgery, counterfeiting, extortion, or dishonest, unfair or unethical practices, which:
(a) is still pending, or;
radio button unchecked YES radio button checked NO
(b) resulted in an arbitration award or civil judgment against the individual, regardless of amount, or;
radio button unchecked YES radio button checked NO
(c) was settled?
radio button unchecked YES radio button checked NO

TERMINATION DISCLOSURE

If the answer is "Yes" to any question below in Item 6J, complete a Termination DRP.

Item 6J.

Has the individual ever voluntarily resigned, been discharged or permitted to resign after allegations were made that accused him or her of:

(1) violating municipal advisor-related or investment-related statutes, regulations, rules, or industry standards of conduct?
radio button unchecked YES radio button checked NO
(2) fraud or the wrongful taking of property?
radio button unchecked YES radio button checked NO
(3) failure to supervise in connection with municipal advisor-related or investment-related statutes, regulations, rules or industry standards of conduct?
radio button unchecked YES radio button checked NO

FINANCIAL DISCLOSURE

Item 6K.

Within the past 10 years:

(1) has the individual made a compromise with creditors, filed a bankruptcy petition or been the subject of an involuntary bankruptcy petition?
radio button unchecked YES radio button checked NO
(2) based upon events that occurred while the individual exercised control over it, has an organization made a compromise with creditors, filed a bankruptcy petition or been the subject of an involuntary bankruptcy petition?
radio button unchecked YES radio button checked NO
(3) based upon events that occurred while the individual exercised control over it, has a broker or dealer been the subject of an involuntary bankruptcy petition, had a trustee appointed, or had a direct payment procedure initiated under the Securities Investor Protection Act?
radio button unchecked YES radio button checked NO

Item 6L.

Has a bonding company ever denied, paid out on, or revoked a bond for the individual?
radio button unchecked YES radio button checked NO

JUDGMENT/LIEN DISCLOSURE

If the answer is "Yes" to any question below in Item 6M, complete a Judgment/Lien DRP.

Item 6M.

Are there currently any unsatisfied judgments or liens against the individual?
radio button unchecked YES radio button checked NO

Item 7 Signature and Self-Certification

NOTE:  In addition to completing Item 7, to the extent that the individual is a non-resident, a Form MA-NR completed and signed by the individual must be attached as an exhibit to this Form MA-I.

Complete Either Subpart A or Subpart B:

By typing a name in the signature field, the signatory acknowledges and represents that the entry constitutes in every way, use, or aspect, his or her legally binding signature.

A. For Municipal Advisory Firms filing this form:

The municipal advisory firm has obtained and retained written consent from the individual that service of any civil action brought by, or notice of any proceeding before, the SEC or any self-regulatory organization in connection with the individual's municipal advisory activities may be given by registered or certified mail to the individual's address given in Item 1.

I, the undersigned, sign this Form MA-I on behalf of, and with the authority of, the municipal advisory firm that is filing this form. The municipal advisory firm and I both certify, under penalty of perjury under the laws of the United States of America, that the information and statements made in this Form MA-I, including exhibits and any other information submitted, are true and correct, and that I am signing this Form MA-I as a free and voluntary act.

Date:
07-16-2014
By (signature):
Archie W. Willis III
Title:
President

B. For Natural Person Municipal Advisors (Sole Proprietors) filing this form:

The individual named below consents that service of any civil action brought by, or notice of any proceeding before, the SEC or any self-regulatory organization in connection with the individual's municipal advisory activities may be given by registered or certified mail to the individual's address given in Item 1.

I, the undersigned, certify, under penalty of perjury under the laws of the United States of America, that the information and statements made in this Form MA-I, including exhibits and any other information submitted, are true and correct, and that I am signing this Form MA-I Execution Page as a free and voluntary act.

Date:

Full Legal Name of Municipal Advisor:
Enter all the letters of each name and not initials or other abbreviations. If no middle name, enter NMN on that line.

Last Name:
First Name:
Middle Name:
Suffix:
Individual CRD No. (if any):
By (signature):

Warning: Intentional misstatements or omissions of fact constitute Federal criminal violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).12.

REGULATORY ACTION DISCLOSURE REPORTING PAGE (MA-I)

REGULATORY ACTION DRP - PART 1

This Disclosure Reporting Page (DRP MA-I) is an radio button checked INITIAL ORradio button uncheckedAMENDED response to report details for affirmative response(s) to Question(s) 6C, 6D, 6E, 6F and 6G(1) on Form MA-I.

Check the question(s) to which this DRP pertains:

  checkbox unchecked 6C(1)
  checkbox unchecked 6D(1)(a)
checkbox unchecked 6E(1)
checkbox unchecked 6F
checkbox unchecked 6G(1)
checkbox checked 6C(2)
checkbox unchecked 6D(1)(b)
checkbox unchecked 6E(2)
 
 
checkbox unchecked 6C(3)
checkbox unchecked 6D(1)(c)
checkbox unchecked 6E(3)
 
 
checkbox checked 6C(4)
checkbox unchecked 6D(1)(d)
checkbox unchecked 6E(4)
 
 
checkbox checked 6C(5)
checkbox unchecked 6D(1)(e)
checkbox unchecked 6E(5)
 
 
checkbox unchecked 6C(6)
checkbox unchecked 6D(2)(a)
checkbox unchecked 6E(6)
 
 
checkbox unchecked 6C(7)
checkbox unchecked 6D(2)(b)
checkbox unchecked 6E(7)
 
 
checkbox unchecked 6C(8)
 
 
 
 
Is this DRP an amendment that seeks to remove a previously filed DRP concerning the individual from the record?
radio button unchecked YES radio button unchecked NO
If "Yes," the reason the DRP should be removed is:

The event or proceeding was resolved in the individual's favor
radio button unchecked The DRP was filed in error.


Explain the circumstances:
                     

How to Report an Event or Proceeding on a Regulatory Action DRP :  Use a separate DRP for each event or proceeding . One event may result in more than one affirmative answer to the above items. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.

DRP On File for This Event : Is an accurate and up-to-date DRP containing the information regarding the individual required by this DRP already on file (a) in the IARD or CRD system (with a Form ADV, BD, or U4), or (b) in the SEC's EDGAR system (with a Form MA or Form MA-I)?
 

Note: The filer may identify a DRP filed by the individual directly, or filed by another SEC registrant about the individual as an associated person.

NOTE: The completion of all or any part of this form does not relieve the individual or any municipal advisor with which the individual is associated of the obligation to update any relevant Form MA or IARD or CRD records.

REGULATORY ACTION DRP - PART 2

1. Regulatory Action was initiated by:

Other Federal Authority

A. Select the Appropriate Item.

Select only one box below. A separate Regulatory Action DRP is required for each such regulator or other authority.

checkbox checkedSEC
checkbox unchecked State
checkbox uncheckedForeign Financial Regulatory Authority
checkbox uncheckedCFTC
checkbox unchecked SRO
 
checkbox uncheckedFederal Banking Agency  
checkbox unchecked National Credit Union Administration
checkbox unchecked Other Federal Authority
checkbox unchecked Other:
(specify)

B. Full name of the individual regulator (if not fully identified in Item 1 - A.) or other authority that initiated the action.

For a foreign financial regulatory authority, please provide the full name in English.

2. Sanction(s) Sought

(select all that apply):

 

checkbox unchecked Bar (Permanent)
checkbox uncheckedDisgorgement  
checkbox unchecked Restitution
checkbox unchecked Bar (Temporary/Time Limited)  
checkbox unchecked Expulsion  
checkbox unchecked Requalification
checkbox checked Cease and Desist
checkbox unchecked Injunction  
checkbox unchecked Revocation
checkbox unchecked Censure  
checkbox unchecked Prohibition  
checkbox unchecked Suspension  
checkbox unchecked Civil and Administrative Penalty(ies)/Fine(s)  
checkbox unchecked Reprimand  
checkbox unchecked Undertaking
checkbox unchecked Denial  
checkbox unchecked Rescission
 

checkbox unchecked Other Sanction(s) Sought

(list each such additional sanction):

(specify)

 
3. Date Initiated(MM/DD/YYYY):
 
If not exact, provide explanation:
4. Regulatory Action was brought in

(if brought in a foreign jurisdiction, provide all the information below in English):

 
A. Name of the Administrative Proceeding, Commission/Agency Hearing, or Other Regulatory Proceeding or Forum:
In the Matter of J. Kenneth Alderman, et al., Admin. Proceeding File No. 3-15127
B. Location of the Proceeding/Hearing:
 

Street Address:

100 F Street NE

City or County:

Washington

State/Country:

DISTRICT OF COLUMBIA  

Postal Code:

20549
C. Docket/Case Number:  
3-15127
5. Employing Firm:  

Provide the full legal name of the individual's employing firm, if any, when the activity occurred which led to the regulatory action (if there was no such employing firm at that time, enter "None"). Enter the employing firm's MA and CRD registration numbers, if any.

 
A. Employing Firm:
None
B. Municipal Advisor Registration Number, if any:
C. CRD Number, if any:
2157724
6. A. Principal Product Type

Check the appropriate item.

checkbox unchecked No Product
 
 
checkbox unchecked Annuity-Charitable
checkbox unchecked Direct Investment-DPP & LP Interest
checkbox unchecked Oil & Gas
checkbox unchecked Annuity-Fixed  
checkbox unchecked Equipment Leasing
checkbox unchecked Options
checkbox unchecked Annuity-Variable
checkbox unchecked Equity Listed (Common & Preferred Stock)  
checkbox unchecked Penny Stock
checkbox unchecked Banking Product
checkbox unchecked Equity-OTC
checkbox unchecked Prime Bank Instrument (other than CD)
checkbox unchecked CD
checkbox unchecked Futures-Commodity
checkbox unchecked Promissory Note
checkbox unchecked Commodity Option
checkbox unchecked Futures-Financial  
checkbox unchecked Real Estate Security
checkbox unchecked Debt-Asset Backed
checkbox unchecked Index Option
checkbox unchecked Security Futures
checkbox unchecked Debt-Corporate  
checkbox unchecked Insurance
checkbox unchecked Security-based Swap
checkbox unchecked Debt-Government     
checkbox unchecked Investment Contract
checkbox unchecked Swap
checkbox unchecked Debt-Municipal  
checkbox unchecked Money Market Fund
checkbox unchecked Unit Investment Trust
checkbox unchecked Derivative
checkbox checked Mutual Fund  
checkbox unchecked Viatical Settlement
checkbox unchecked Other Principal Product Type:
(specify)
 
B. Other Product Types?
radio button unchecked Yes radio button checked No
If "Yes," describe each additional product type:
7. Allegations:  Describe the allegations related to this regulatory action. (The response must fit within the space provided.)
See response to question 14.
8. Current Status:  
  
9. Pending: If you checked "Pending" in Item 8, provide the following information.
 
A. Date Served:

The date that notice or other process was served (MM/DD/YYYY):

 

If not exact, provide explanation:
B. Limitation or Restrictions:  Are there any limitations or restrictions currently in effect?
radio button unchecked YES radio button unchecked NO
If the answer is "Yes," provide details:
10. On Appeal - Administrative or Judicial Review of the Regulatory Action:  If you appealed, provide the following information.
 
A. Name of Regulator or Court Action Appealed To

Provide the name of the US regulator (i.e., the SEC, an SRO, other), federal court, state court or state regulator, or a foreign or international court or regulator to whom the individual appealed. If brought in a foreign jurisdiction, provide all the information below in English.

B. Location of the Regulator or Judicial Court to Whom the individual Appealed:

Street Address:

City or County:

State/Country:

 

Postal Code:

C. Docket/Case Name:
D. Docket/Case Number:
E. Date Appeal filed (MM/DD/YYYY):
 
If not exact, provide explanation:
F. Appeal Details (including status):
G. Limitation or Restrictions

Are there any limitations or restrictions currently in effect while on appeal?

radio button unchecked YES radio button unchecked NO
If the answer is "Yes," provide details:
If you checked "Final" or "On Appeal" in Item 8, complete Items 11 through 13, and
consider Item 14. For actions that are "Pending," skip to Item 14.
11. A. Resolution:  How was the matter resolved?

Check all the applicable boxes that reflect the most recent resolution of the matter by a regulator or a court, whether or not any part of the resolution is on appeal. If any part of the resolution is on appeal, identify in Item 11-B which part is currently on appeal.

checkbox unchecked Acceptance Waiver & Consent (AWC)
checkbox unchecked Dismissed
checkbox unchecked Stipulation and Consent
checkbox unchecked Consent   
checkbox unchecked Judgment Rendered   
checkbox unchecked Withdrawn
checkbox unchecked Decision     
checkbox checked Order
checkbox unchecked Other (requires explanation)
checkbox unchecked Decision & Order of Offer of Settlement     
checkbox unchecked Settled
 
checkbox unchecked Appealed
checkbox unchecked Affirmed
checkbox unchecked Vacated Nunc Pro Tunc/ab initio
checkbox unchecked Vacated & Returned For Further Action
checkbox unchecked Vacated/Final
checkbox unchecked Other (requires explanation)
B. Explanation

If more than one box in Item 11-A. is checked, or Other is checked, or Item 11-A. otherwise does not adequately summarize the type of resolution, provide an explanation. For example, if the individual appealed all or part of a resolution by the regulator or court, indicate what is being appealed.

C. Order:

If Order is checked above in Item 11-A., does the order constitute a final order based on violations of any laws or regulations that prohibit fraudulent, or deceptive conduct?

radio button checked YES radio button unchecked NO
12. Resolution Date (MM/DD/YYYY):

(For a resolution that is being appealed in part, the date to be provided should be the date on which the regulator (reviewing a decision by an SRO or an Administrative Law Judge) or a court provided its resolution.)

 
If not exact, provide explanation:
13. Resolution Detail:
 
A. Sanction(s): Was / were any Sanction(s) Ordered ?
radio button checked YES radio button checked NO , none were ordered
B. If "Yes," check each individual sanction below that was ordered :  
checkbox unchecked Bar (Permanent)
checkbox unchecked Disgorgement*
checkbox unchecked Restitution*
checkbox unchecked Bar (Temporary/Time Limited)  
checkbox unchecked Expulsion  
checkbox unchecked Requalification
checkbox checked Cease and Desist  
  checkbox unchecked Injunction
checkbox unchecked Revocation
checkbox unchecked Censure
checkbox unchecked Prohibition
checkbox unchecked Suspension
checkbox unchecked Civil and Administrative Penalty(ies)/Fine(s)*
checkbox unchecked Reprimand
checkbox unchecked Undertaking
checkbox unchecked Denial
checkbox unchecked Rescission
 
* Monetary Sanction(s)

Were one or more sanctions ordered that required a monetary payment?

radio button unchecked YES radio button checked NO
If "Yes," enter the total amount ordered :
$
Other Sanction(s) Ordered (list each such additional sanction):
C. Sanction Detail (Provide the details of the following specific sanctions, if checked above in Item 13-B.)

(1) Barred, Enjoined, or Suspended:

  If you selected one or more of these sanctions in Item 13-B. above, provide the corresponding information.

(a) Barred

If the individual in the above action one or more bars from registration capacities, associations, and/or other activities, and the terms specify different time periods, report each in a separate entry.

 

(i) Duration (length of time): 

radio button unchecked Permanent (not limited by length of time).
radio button unchecked Temporary / Time Limited.

Specify the

 

Days

  

Months

Years

(ii) Start Date (MM/DD/YYYY):

 

(iii) End Date (MM/DD/YYYY):

 

(iv) Description: Provide remaining details, including any explanation boxes checked above, and the registration capacities affected (General Securities Principal, Financial Operations Principal, etc.):

(b) Enjoined

If the individual received in the above action one or more injunctions from registration capacities, associations, and/or other activities, and the terms specify different time periods, report each in a separate entry.

 

(i) Duration (length of time): 

radio button unchecked Permanent (not limited by length of time).
radio button unchecked Temporary / Time Limited.

Specify the

 

Days

  

Months

Years

(ii) Start Date (MM/DD/YYYY):

 

(iii) End Date (MM/DD/YYYY):

 

(iv) Description: Provide remaining details, including any explanation boxes checked above, and the registration capacities affected (General Securities Principal, Financial Operations Principal, etc.):

(c) Suspended

If the individual received in the above action one or more suspensions from registration capacities, associations, and/or other activities, and the terms specify different time periods, report each in a separate entry.

 

(i) Duration (length of time): 

radio button unchecked Permanent (not limited by length of time).
radio button unchecked Temporary / Time Limited.

Specify the

 

Days

  

Months

Years

(ii) Start Date (MM/DD/YYYY):

 

(iii) End Date (MM/DD/YYYY):

 

(iv) Description: Provide remaining details, including any explanation boxes checked above, and the registration capacities affected (General Securities Principal, Financial Operations Principal, etc.):

(2) Requalification:  
Was requalification by examination, retraining, or other process a condition of a sanction?
radio button unchecked YES radio button unchecked NO

(a) Length of time given to requalify, retrain, or complete other process:

radio button unchecked No time period is specified.
radio button unchecked Time period is specified:
Days

Months

Years

(b) Type of examination, retraining, or other process required:

(c) Was the condition satisfied?

If "Yes," provide the date (MM/DD/YYYY):

If "No," explain the circumstances:

(3) Monetary Sanction(s):  If you indicated in Item 13B above that one or more monetary sanctions were ordered, provide the following information.
 

(a) Total Amount Ordered:

$

(b) Portion levied against the individual:

 

(i) Amount Ordered :

$

(ii) Was any portion waived?

radio button unchecked YES radio button checked NO

If "Yes," how much?

$

(iii) Final Amount:

$

(iv) Was final amount paid in full?

radio button unchecked YES radio button unchecked NO

If "Yes," date paid in full:

If "No," explain the circumstances:

14. Summary of Circumstances (Optional):

You may use this space to provide a brief summary of the circumstances leading to the action, allegation(s), finding(s) and disposition(s), if any. Include any relevant information on the current action status, and on any terms, conditions, and dates not already provided above, and any other relevant information. The information must fit within the space provided.

Mr. Willis was one of eight respondents in an administrative proceeding initiated by the Securities and Exchange Commission Division of Enforcement: In the Matter of J. Kenneth Alderman, et al., Admin. Proceeding File No. 3-15127 (Order Instituting Public Administrative and Cease-and-Desist Proceedings entered on Dec. 10, 2012; Order Making Findings and Imposing a Cease and Desist Order on entered June 13, 2013). On December 10, 2012, the Division of Enforcement instituted public administrative and cease-and-desist proceedings in which it alleged that the respondents caused violations of three rules promulgated under the Investment Company Act of 1940 (ICA), including Rule 22c-1 under the ICA, Rule 30a-3 under the ICA and Rule 38a-1 under the ICA. The Division of Enforcement and the respondents subsequently engaged in motions practice for several months. Respondents later submitted Offers of Settlement, which the Commission determined to accept. On June 13, 2013, the Commission entered an Order Making Findings and Imposing a Cease and Desist Order Pursuant to Section 9(f) of the ICA (Order). In the Order, the Commission found that respondents caused certain registered investment companies to violate Rule 38a-1 under the ICA. Respondents neither admitted nor denied the Commissions findings. Respondents were ordered to cease and desist from committing or causing any violations, or any future violations, of Rule 38a-1.

CUSTOMER COMPLAINT / ARBITRATION / CIVIL LITIGATION DISCLOSURE REPORTING PAGE (MA-I)

CUSTOMER COMPLAINT / ARBITRATION / CIVIL LITIGATION ACTION DRP – PART 1

This Disclosure Reporting Page (DRP MA-I) is an radio button checkedINITIAL or radio button uncheckedAMENDED response to report details for affirmative response(s) to Question(s) 6I on Form MA-I.

Check the question(s) to which this DRP pertains:

checkbox unchecked 6I(1)(a)
checkbox checked 6I(2)(a)
checkbox unchecked 6I(2)(c)
checkbox unchecked 6I(1)(b)
checkbox unchecked 6I(2)(b)
Is this DRP an amendment that seeks to remove a previously filed DRP concerning the individual from the record?
The reason the DRP should be removed is:

radio button unchecked The event or proceeding was resolved in the individual's favor

radio button unchecked The DRP was filed in error.


Explain the circumstances:
 

How to Report a Matter or a Proceeding on this DRP: Use a separate DRP for each matter or proceeding. One matter may result in more than one affirmative answer to the above items. Use a single DRP to report details relating to a particular matter (i.e., a customer complaint, arbitration, CFTC reparation, or civil litigation). If an event gives rise to separate proceedings by more than one regulator or other authority, or other plaintiff, provide details for each proceeding on a separate DRP. Separate cases arising out of the same matter, and unrelated civil judicial actions, must be reported on separate DRPs; if they are later consolidated into a single civil judicial action, the consolidated action can be reported on one DRP.

DRP On File for This Event : Is an accurate and up-to-date DRP containing the information regarding the individual required by this DRP already on file (a) in the IARD or CRD system (with a Form ADV, BD, or U4), or (b) in the SEC's EDGAR system (with a Form MA or Form MA-I)?
radio button unchecked YES radio button checked NO

Note: The filer may identify a DRP filed by the individual directly, or filed by another SEC-registrant about the individual as an associated person.

If the answer is "Yes," provide the applicable information indicated below that identifies where the DRP may be found.

NOTE: The completion of all or any part of this form does not relieve the individual or any municipal advisor with which the individual is associated of the obligation to update any relevant Form MA or IARD or CRD records.

Disclosure Instructions and the Individual's Status: You must indicate the individual's status in Items II and III below.

CUSTOMER COMPLAINT / ARBITRATION / CIVIL LITIGATION ACTION DRP – PART 2

I. All Matters: Items 1-6. Complete Items 1-6 for all matters, whether or not the individual is named as a party, including:

A. Customer complaints, arbitrations / CFTC reparations and civil litigation in which the individual is not named as a party, as well as,

B. Arbitrations / CFTC reparations and civil litigation in which the individual is named as a party.

II. If the individual is not named as a party, check here checkbox unchecked And complete Items 7-11.

A. If the matter involves a customer complaint, or an arbitration / CFTC reparation or civil litigation in which the individual is not named as a party, complete Items 7-11 as appropriate.

B. If a customer complaint has evolved into an arbitration / CFTC reparation or civil litigation, amend the existing Disclosure Form by completing Items 9 and 10.

III. If the individual is named as a party, check here:checkbox checked And check the appropriate boxes below:

A. Arbitration / CFTC Reparation:

If the matter involves an arbitration / CFTC reparation in which the individual is a named party, check here checkbox unchecked   And complete Items 12-16, as appropriate.

B. Civil Litigation: If the matter involves a civil litigation in which the individual is a named party, check here checkbox checked And complete Items 17-23.

IV. Summary of the Circumstances: Item 24.

This is an optional space and applies to all event types (i.e., customer complaint, arbitration/CFTC reparation, civil litigation).

Complete Items 1-6 for all matters (i.e., customer complaints, arbitrations/CFTC reparations, civil litigation).

1. Customer Name(s):
Various parties.
2. A. Customer(s) State of Residence or domicile, if applicable :
UNITED STATES
B. Does/do the customer(s) have other state(s) of residence or domicile, if applicable?
radio button unchecked YES radio button checked NO
If "Yes," provide the information:
3. Employing Firm:

Provide the full legal name of the individual's employing firm, if any, when activities occurred which led to the customer complaint, arbitration, CFTC reparation or civil litigation (if there was no such employing firm at that time, enter "None"). Enter the employing firm's MA and CRD registration numbers below, if any.

A. Employing Firm:

None
B. Municipal Advisor Registration Number, if any:
C. CRD Number, if any:
4. Product Type(s): (select all that apply)
checkbox unchecked No Product
checkbox unchecked Annuity-Charitable
checkbox unchecked Direct Investment-DPP & LP Interest
checkbox unchecked Oil & Gas
checkbox unchecked Annuity-Fixed
checkbox unchecked Equipment Leasing
checkbox unchecked Options
checkbox unchecked Annuity-Variable
checkbox unchecked Equity Listed (Common & Preferred Stock)
checkbox unchecked Penny Stock
checkbox unchecked Banking Product
(other than CD)
checkbox unchecked Equity-OTC
checkbox unchecked Prime Bank Instrument
checkbox unchecked Futures-Commodity
checkbox unchecked Promissory Note
checkbox unchecked CD
checkbox unchecked Futures-Financial
checkbox unchecked Real Estate Security
checkbox unchecked Commodity Option
checkbox unchecked Index Option
checkbox unchecked Security Futures
checkbox unchecked Debt-Asset Backed
checkbox unchecked Insurance
checkbox unchecked Security-based Swap
checkbox unchecked Debt-Corporate
checkbox unchecked Investment Contract
checkbox unchecked Swap
checkbox unchecked Debt-Government
checkbox unchecked Money Market Fund
checkbox unchecked Unit Investment Trust
checkbox unchecked Debt-Municipal
checkbox checked Mutual Fund
checkbox unchecked Viatical Settlement
checkbox unchecked Derivative
checkbox unchecked Other Product Type?
radio button unchecked YES radio button checked NO
If “Yes,” describe each additional product type:
5. Allegation(s):  

Describe the allegation(s) and provide a brief summary of events related to the allegation(s), including dates when activities leading to the allegation(s) occurred:

Alleged damages to be proven at trial.

6. Alleged Compensatory Damage(s)

A. Do the allegations include any amount(s) for compensatory damage(s)?
radio button checked YES radio button unchecked NO

B. If "Yes," indicate the amount:
$

radio button unchecked Exact radio button unchecked Explanation

If not exact, provide explanation:

Not specified.

If the Individual Is Not a Named Party: If the matter involves a customer complaint, arbitration/CFTC reparation or civil litigation in which the individual is not named as a party, complete items 7-11 as appropriate.

If the Individual Is a Named Party: Report in Items 12-16, or 17-23, as appropriate, only arbitrations/CFTC reparations or civil litigation in which the individual is named as a party.

7. A. Is this an oral complaint?
radio button unchecked YES radio button unchecked NO

B. Is this a written complaint?

radio button unchecked YES radio button unchecked NO

C. Is this an arbitration/CFTC reparation or civil litigation?

radio button unchecked YES radio button unchecked NO

If "Yes," provide:

(1) Arbitration/reparation forum or court name:

(2) Location of the Forum or Court:

Street Address:

City or County:

State / Country:

Postal Code:

(3) Docket/Case Name:

(4) Docket/Case Number:

(5) Filing date of arbitration/CFTC reparation or civil litigation (MM/DD/YYYY):

D. Date received by/served on firm (MM/DD/YYYY):

radio button unchecked Exact radio button unchecked Explanation

If not exact, provide explanation:

8. Pending:  

Is the complaint, arbitration/CFTC reparation or civil litigation pending?

radio button unchecked YES radio button unchecked NO

If "No," complete item 9.

9. Final:

If the complaint, arbitration/CFTC reparation or civil litigation is not pending, provide status:

radio button unchecked Closed/No Action radio button unchecked Withdrawn   radio button unchecked Denied radio button unchecked Settled
radio button unchecked Arbitration Award/Monetary Judgment (for claimants/plaintiffs)
radio button unchecked Arbitration Award/Monetary Judgment (for respondents/defendants)
radio button unchecked Evolved into Arbitration/CFTC reparation (the individual is a named party): Complete Items 12-16.
radio button unchecked Evolved into Civil litigation (you are a named party): Complete Items 17-23.

Status:

If the Individual Is Not a Named Party: If the status is arbitration/CFTC reparation in which the individual is not a named party, provide details in Item 7C.

If the Individual Is a Named Party: If the status is arbitration/CFTC reparation in which the individual is a named party, complete Items 12-16. If the status is civil litigation in which the individual is a named party, complete Items 17-23.

10. Status Date (MM/DD/YYYY):

radio button unchecked Exact radio button unchecked Explanation
If not exact, provide explanation:
11. Settlement/Award/Monetary Judgment:

A. Is there a Settlement/Award/Monetary Judgment?

radio button unchecked YES radio button unchecked NO

If "Yes," provide the details below.

B. Settlement/Award/Monetary Judgment Amount:

$

C. Was the individual required to pay any portion of the total amount?  

radio button unchecked YES radio button unchecked NO

If "Yes," indicate:

(1) The individual's contribution amount:

$

(2) Was any portion waived?

radio button unchecked YES radio button unchecked NO

If "Yes," how much?

$

(3) Final Amount:

$

(4) Was final amount paid in full?

radio button unchecked YES radio button unchecked NO

If "Yes," date paid in full:

If "No," explain the circumstances:

If the matter involves an arbitration or CFTC reparation in which the individual is a named respondent, complete Items 12-16, as appropriate.

12. A. Arbitration/CFTC reparation claim filed with ( FINRA , AAA, CFTC , etc.):

B. Location of the Forum

Street Address:
City or County:
State/Country:
Postal Code:

C. Docket/Case Name:

D. Docket/Case Number:

E. Date notice/process was served (MM/DD/YYYY):

radio button unchecked Exact radio button unchecked Explanation

If not exact, provide explanation:

13. Pending: Is arbitration/CFTC reparation pending?
radio button unchecked YES radio button unchecked NO

If "No," complete Items 14 and 15.

14. Final: If the arbitration/CFTC reparation is not pending, what was the disposition?
radio button unchecked Award to the Individual (Agent/Representative)
radio button unchecked Award to Customer
radio button unchecked Denied
radio button unchecked Dismissed
radio button unchecked Judgment (other than monetary)
radio button unchecked No Action
radio button unchecked Settlement that includes a monetary payment to customer
radio button unchecked Settlement without a monetary payment to customer
radio button unchecked Withdrawn
radio button unchecked Other (specify)
 
15. Disposition Date (MM/DD/YYYY):
radio button unchecked Exact radio button unchecked Explanation

If not exact, provide explanation:

16. Monetary Compensation Details

(If you checked "Award to Customer," or "Settlement that includes a monetary payment to customer" in Item 14 or otherwise a payment of money must be made to the customer, provide the following information.)

A. Total Amount:

$

B. The Individual's Portion: Was the individual required to pay any portion of the total amount?  

radio button unchecked YES radio button unchecked NO

C. If you answered "Yes," to Item 16-B, indicate:

(1) The individual's contribution amount:

$

(2) Was any portion waived?

radio button unchecked YES radio button unchecked NO

If "Yes," how much?

$

(3) Final Amount:

$

(4) Was final amount paid in full?

radio button unchecked YES radio button unchecked NO

If "Yes," date paid in full:

If "No," explain the circumstances:

If the matter involves a civil litigation in which the individual is a defendant, complete items 17-23.

17. Court in which case was filed (if brought in a foreign jurisdiction, provide all the information below in English):
radio button checked Federal Court  
radio button unchecked Military Court  
radio button unchecked State Court  
radio button unchecked Foreign Court
radio button unchecked International Court
radio button unchecked Other (specify)
 

A. Name of the Court:

U.S. District Court for the Western Tennessee District

B. Location of the Court

Street Address:

242 Clifford Davis Federal Building

City or County:

Memphis

State/Country:

TENNESSEE

Postal Code:

38103

C. Docket/Case Name:

In the Matter of J. Kenneth Alderman, et al., Admin. Proceeding File No. 3-15127

D. Docket/Case Number :

3-15127
18. Date received by/served on firm (MM/DD/YYYY):

radio button unchecked Exact radio button checked Explanation

If not exact, provide explanation:

See Question 24.
19. Current Status of the Civil Litigation:
radio button unchecked Pending (Skip to Item 24.)
radio button unchecked On Appeal (Complete Items 20-23; and consider Item 24.)
radio button unchecked Final (Complete Items 20-22; and Item 23 if applicable; and consider Item 24.)
20. Resolution:  
radio button unchecked Denied
radio button unchecked Dismissed
radio button unchecked Judgment (other than monetary)
radio button unchecked Monetary Judgment to the Individual (Agent/Representative)
radio button unchecked Monetary Judgment to Customer
radio button unchecked No Action
radio button unchecked Settlement that includes a monetary payment to customer
radio button unchecked Settlement without a monetary payment to customer
radio button unchecked Withdrawn
radio button unchecked Other (specify)
 
21. Disposition Date (MM/DD/YYYY):
radio button unchecked Exact radio button unchecked Explanation

If not exact, provide explanation:

22. Monetary Compensation Details 

(If you checked "Monetary Judgment to Customer" or "Settlement that includes a monetary payment to customer" in Item 20, or otherwise a payment of money must be made to the customer, provide the following information.)

A. Total Amount:

$

B. Was the individual required to pay any portion of the total amount?  

radio button unchecked YES radio button checked NO

C. If you answered "Yes," to Item 22-B, indicate:

(1) The individual's contribution amount:

$

(2) Was any portion waived?

radio button unchecked YES radio button checked NO

If "Yes," how much?

$

(3) Final Amount:

$

(4) Was final amount paid in full?

radio button unchecked YES radio button checked NO

If "Yes," date paid in full:

If "No," explain the circumstances:

23. On Appeal - Judicial Review: 

If the individual appealed, provide the following information. (If brought in a foreign jurisdiction, provide all the information below in English):

A. Action Appealed to: 

(Provide the name of the federal, military, state, foreign, or international court to which the individual appealed):

B. Location of the Court:

Street Address:

City or County:

State/Country:

Postal Code:

C. Docket/Case Name:

D. Docket/Case Number:

E. Date Appeal filed (MM/DD/YYYY)

radio button unchecked Exact radio button unchecked Explanation

If not exact, provide explanation:

F. Appeal Details (including status):

24. Summary of the Circumstances (Optional):

You may use this space to provide a brief summary of the circumstances leading to the customer complaint, arbitration/CFTC reparation and/or civil litigation as well as the current status or final disposition(s). The information must fit within the space provided.

Mr. Willis is currently one of multiple defendants in eight related civil lawsuits concerning certain investment companies (Funds) managed by Morgan Asset Management, Inc. (MAM) and sold through Morgan Keegan & Co. Inc. (Morgan Keegan) that have been consolidated in federal court in the U.S. District Court for the Western District of Tennessee under the caption In re Regions Morgan Keegan Securities, Derivative and ERISA Litigation, 09-md-2009-SHM. Mr. Willis also has been dismissed from several related lawsuits. The pending lawsuits name as defendants MAM, Morgan Keegan, their parent corporations, certain officers of MAM and Morgan Keegan, and certain former directors of the Funds. Mr. Willis formerly served as an independent director of the Funds. Plaintiffs generally allege that defendants made or were responsible for certain misstatements or omissions from the Funds registration statements and other public filings made during the period 2004 through 2007. The cases assert violations of Sections 11 and 12 of the Securities Act of 1933. One of the lawsuits was brought as a putative class action under the federal securities laws on behalf of persons who purchased shares in the Funds during the period December 6, 2004 through October 3, 2007. See Atkinson, et al. v. Morgan Asset Management, Inc., et al., 07 cv 2784 (filed Dec. 6, 2007). The remaining lawsuits were brought as direct (non-class) actions by persons who had purchased shares in the Funds. Certain of these cases were filed in federal court; others were removed from state court to federal court. See Stewart Goddard Family Living Trust U/A and Goddard Foundation v. Morgan Keegan & Company, Inc., et al., 09-cv-2544 (filed June 8, 2009); Duncan v. Morgan Keegan & Company, Inc., et al., 10-cv-2640 (filed June 18, 2010); Woods v. Morgan Asset Management, Inc., et al., 09 cv 2280 (filed July 24, 2008); Freeman v. Regions Bank d/b/a Regions Morgan Keegan Trust, et al., 10-cv-2278 (filed Oct. 6, 2009); Karrels v. Morgan Asset Management, Inc., et al., 10-cv-2279 (filed Oct. 6, 2009); Ballinger v. Morgan Keegan & Company, Inc., et al., 10-cv-2509 (filed Dec. 3, 2009); and Bolton v. Morgan Asset Management, Inc., et al., 10-cv-2439 (filed Dec. 7, 2009). Most of the actions are in their early phases. Defendants have responded to the Atkinson complaint and denied all allegations of wrongdoing. In 2012, the Atkinson plaintiffs requested the courts permission to amend their consolidated amended class action complaint; the Court has not yet ruled on their motion.