RAYMOND JAMES FINANCIAL SERVICES, INC

BrokerCheck Report

RAYMOND JAMES FINANCIAL SERVICES, INC.

Section Title

Report Summary

Firm History

CRD# 6694

1

10

Firm Profile 2 - 9

Page(s)

Firm Operations 11 - 24

Disclosure Events 25

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RAYMOND JAMES FINANCIALSERVICES, INC.

CRD# 6694

SEC# 8-17983

Main Office Location

880 CARILLON PARKWAYST. PETERSBURG, FL 33716Regulated by FINRA Florida Office

Mailing Address

880 CARILLON PARKWAYST. PETERSBURG, FL 33716

Business Telephone Number

727-567-1000

Report Summary for this Firm

This report summary provides an overview of the brokerage firm. Additional information for this firm can be foundin the detailed report.

Disclosure Events

Brokerage firms are required to disclose certaincriminal matters, regulatory actions, civil judicialproceedings and financial matters in which the firm orone of its control affiliates has been involved.

Are there events disclosed about this firm? Yes

The following types of disclosures have beenreported:

Type Count

Regulatory Event 83

Arbitration 75

Firm Profile

This firm is classified as a corporation.

This firm was formed in Florida on 09/12/1973.

Its fiscal year ends in September.

Firm History

Information relating to the brokerage firm's historysuch as other business names and successions(e.g., mergers, acquisitions) can be found in thedetailed report.

Firm Operations

Is this brokerage firm currently suspended with anyregulator? No

This firm conducts 14 types of businesses.

This firm is affiliated with financial or investmentinstitutions.

This firm has referral or financial arrangements withother brokers or dealers.

This firm is registered with:

• the SEC• 1 Self-Regulatory Organization• 53 U.S. states and territories

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This firm is classified as a corporation.

This firm was formed in Florida on 09/12/1973.

CRD#

This section provides the brokerage firm's full legal name, "Doing Business As" name, business and mailingaddresses, telephone number, and any alternate name by which the firm conducts business and where such name isused.

Firm Profile

Firm Names and Locations

Its fiscal year ends in September.

RAYMOND JAMES FINANCIAL SERVICES, INC.

SEC#

6694

8-17983

Main Office Location

Mailing Address

Business Telephone Number

Doing business as RAYMOND JAMES FINANCIAL SERVICES, INC.

727-567-1000

Regulated by FINRA Florida Office








This section provides information relating to all direct owners and executive officers of the brokerage firm.

Direct Owners and Executive Officers

Firm Profile

Position

Percentage of Ownership

Is this a public reportingcompany?

Position Start Date

Does this owner direct themanagement or policies ofthe firm?

RAYMOND JAMES FINANCIAL, INC.

OWNER

75% or more

Yes

Domestic Entity

09/1973

Yes

Is this a domestic or foreignentity or an individual?

Legal Name & CRD# (if any):

Position



Position Start Date


AULETTA, SUZANNE ELIZABETH

CCO-CHIEF COMPLIANCE OFFICER

Less than 5%

No

Individual

04/2019

Yes

1418817



Position


Position Start Date

BELL, KIRK EDWARD

REGIONAL DIRECTOR

Less than 5%

Individual

06/2014

3256377








Direct Owners and Executive Officers (continued)

Firm Profile




Less than 5%

No

No

Position



Position Start Date


CAMPAGNOLI, VINCENT JOHN

DIRECTOR

Less than 5%

No

Individual

04/2014

Yes

1421076



Position



Position Start Date


CURTIS, SCOTT

PRESIDENT DIRECTOR

Less than 5%

No

Individual

01/2012

Yes

1707935



GEIS, WILLIAM CHRISTIAN

2171250








Firm Profile

Position



Position Start Date


DIRECTOR

Less than 5%

No

Individual

04/2014

Yes

2171250


Position



Position Start Date


JENSON, KIM RACHELLE

CHIEF OPERATING OFFICER

Less than 5%

No

Individual

04/2019

Yes

2155447



Position


Position Start Date


KILLGOAR, TIMOTHY ROBERT

DIRECTOR

Less than 5%

Individual

05/2017

Yes

5359282









Firm Profile



No

Yes

Position



Position Start Date


OLLIA, MARSHALL FARROKH

CHIEF FINANCIAL OFFICER -FIN OP

Less than 5%

No

Individual

09/2016

Yes

3195972



Position



Position Start Date


PERRY, JODI LYNN

DIRECTOR

Less than 5%

No

Individual

02/2019

Yes

2467310



SANTELLI, JONATHAN

Individual

6306997









Firm Profile

Position



Position Start Date


GENERAL COUNSEL

Less than 5%

No

Individual

07/2016

No


Position



Position Start Date


SHOUKRY, PAUL MARONE

TREASURER

Less than 5%

No

Individual

02/2019

Yes

5804809



Position


Position Start Date


TREMAINE, THOMAS ROBERT

DIRECTOR PRINCIPAL OPERATIONS OFFICER

Less than 5%

Individual

11/2002

Yes

1524109









Firm Profile



No

Yes






This section provides information relating to any indirect owners of the brokerage firm.

Indirect Owners

Firm Profile

No information reported.






Firm History

This section provides information relating to any successions (e.g., mergers, acquisitions) involving the firm.

No information reported.






Firm Operations

RegistrationsThis section provides information about the regulators (Securities and Exchange Commission (SEC), self-regulatoryorganizations (SROs), and U.S. states and territories) with which the brokerage firm is currently registered andlicensed, the date the license became effective, and certain information about the firm's SEC registration.

This firm is currently registered with the SEC, 1 SRO and 53 U.S. states and territories.

SEC Registration Questions

This firm is registered with the SEC as:

A broker-dealer:

A broker-dealer and government securities broker or dealer:

A government securities broker or dealer only:

This firm has ceased activity as a government securities broker or dealer:

Yes

Yes

No

No

Federal Regulator Status Date Effective

SEC Approved 05/16/1974

Self-Regulatory Organization Status Date Effective

FINRA Approved 05/30/1974






Firm Operations

Registrations (continued)

U.S. States &Territories

Status Date Effective

Alabama Approved 10/23/1981

Alaska Approved 12/08/1977

Arizona Approved 06/24/1977

Arkansas Approved 09/20/1978

California Approved 09/02/1977

Colorado Approved 02/01/1983

Connecticut Approved 07/07/1978

Delaware Approved 10/06/1981

District of Columbia Approved 12/12/1979

Florida Approved 04/27/1983

Georgia Approved 09/21/1981

Hawaii Approved 06/25/1984

Idaho Approved 01/01/1982

Illinois Approved 03/05/1976

Indiana Approved 10/20/1981

Iowa Approved 07/14/1983

Kansas Approved 08/11/1978

Kentucky Approved 07/16/1982

Louisiana Approved 04/20/1983

Maine Approved 02/22/1984

Maryland Approved 10/03/1981

Massachusetts Approved 07/31/1981

Michigan Approved 02/02/1983

Minnesota Approved 07/15/1982

Mississippi Approved 10/14/1981

Missouri Approved 07/18/1983

Montana Approved 04/20/1983

Nebraska Approved 10/08/1981

Nevada Approved 07/15/1983

New Hampshire Approved 02/02/1983

New Jersey Approved 07/13/1983

New Mexico Approved 07/21/1983

New York Approved 04/26/1983

U.S. States &Territories

Status Date Effective

North Carolina Approved 07/15/1982

North Dakota Approved 10/21/1981

Ohio Approved 07/16/1982

Oklahoma Approved 07/17/1982

Oregon Approved 09/21/1982

Pennsylvania Approved 07/16/1975

Puerto Rico Approved 01/16/1998

Rhode Island Approved 02/01/1983

South Carolina Approved 10/28/1981

South Dakota Approved 07/15/1982

Tennessee Approved 08/17/1981

Texas Approved 07/25/1983

Utah Approved 04/21/1983

Vermont Approved 02/13/1984

Virgin Islands Approved 04/06/2005

Virginia Approved 09/22/1981

Washington Approved 04/20/1983

West Virginia Approved 04/12/1982

Wisconsin Approved 08/30/1976

Wyoming Approved 07/22/1983






Firm Operations

Types of BusinessThis section provides the types of business, including non-securities business, the brokerage firm is engaged in orexpects to be engaged in.

Other Types of Business

This firm does not effect transactions in commodities, commodity futures, or commodity options.This firm does engage in other non-securities business.

Non-Securities Business Description: TO COMPLY WITH SWAP REGISTRATION REQUIREMENTS ASSOCIATEDWITH DODD FRANK, RAYMOND JAMES FINANCIAL SERVICES, INC WASAPPROVED AS A SWAP FIRM ON 06/25/2020.

This firm currently conducts 14 types of businesses.

Types of Business

Broker or dealer retailing corporate equity securities over-the-counter

Broker or dealer selling corporate debt securities

Underwriter or selling group participant (corporate securities other than mutual funds)

Mutual fund retailer

U S. government securities broker

Municipal securities broker

Broker or dealer selling variable life insurance or annuities

Solicitor of time deposits in a financial institution

Broker or dealer selling securities of non-profit organizations (e.g., churches, hospitals)

Broker or dealer selling tax shelters or limited partnerships in primary distributions

Non-exchange member arranging for transactions in listed securities by exchange member

Private placements of securities

Broker or dealer involved in a networking, kiosk or similar arrangment with a: bank, savings bank or association, orcredit union

Broker or dealer involved in a networking, kiosk or similar arrangment with a: insurance company or agency






Firm Operations

Clearing Arrangements

This firm does not hold or maintain funds or securities or provide clearing services for other broker-dealer(s).

Introducing Arrangements

This firm does refer or introduce customers to other brokers and dealers.

Name: RAYMOND JAMES & ASSOCIATES, INC.

Business Address: 880 CARILLON PARKWAYST. PETERSBURG, FL 33716

CRD #: 705

Effective Date: 09/12/1973

Description: RAYMOND JAMES FINANCIAL SERVICES, INC. INTRODUCES ITSCLIENTS TO RAYMOND JAMES & ASSOCIATES, INC. ON A FULLYDISCLOSED BASIS.






Firm Operations

Industry Arrangements

This firm does have books or records maintained by a third party.

This firm does have accounts, funds, or securities maintained by a third party.

This firm does have customer accounts, funds, or securities maintained by a third party.

This firm does not have individuals who control its management or policies through agreement.

This firm does not have individuals who wholly or partly finance the firm's business.

Control Persons/Financing



CRD #: 705


Description: RAYMOND JAMES FINANCIAL SERVICES, INC. INTRODUCES IT CLIENTSTO RAYMOND JAMES & ASSOCIATES ON A FULLY DISCLOSED BASIS.



CRD #: 705





CRD #: 705








Firm Operations

Organization AffiliatesThis section provides information on control relationships the firm has with other firms in the securities, investmentadvisory, or banking business.

This firm is, directly or indirectly:

· in control of· controlled by· or under common control withthe following partnerships, corporations, or other organizations engaged in the securities or investmentadvisory business.

No

Yes

UNITED KINGDOM

Yes

09/01/2021

1ST FLOOR 9 BERKELEY STREETLONDON, UNITED KINGDOM W1J8DWW1J8D

CEBILE CAPITAL LLP is under common control with the firm.

RJFS AND CEBILE CAPITAL LLP ARE AFFILIATED ENTITIES UNDER COMMONCONTROL OFRAYMOND JAMES FINANCIAL, INC.

Description:

Investment AdvisoryActivities:

Securities Activities:

Country:

Foreign Entity:

Effective Date:

Business Address:

No

Yes

No

09/01/2021

295 MADISON AVENUE 12TH FLOORNEW YORK, NY 10017

292240

CEBILE CAPITAL LLC is under common control with the firm.

RJFS AND CEBILE CAPITAL LLC ARE AFFILIATED ENTITIES UNDERCOMMON CONTROL OFRAYMOND JAMES FINANCIAL, INC

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:






Firm Operations

Organization Affiliates (continued)

Yes

No

No

11/17/2017

1201 WALNUT ST 21ST FLOORKANSAS CITY, MO 64106

111787

SCOUT INVESTMENTS, INC. is controlled by the firm.

INDIRECT WHOLLY-OWNED SUBSIDIARY OF THE PARENT OF APPLICANTDescription:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

Yes

No

No

12/27/2001


EB MANAGEMENT I LLC is under common control with the firm.

MAJORITY-OWNED SUBSIDIARY OF EAGLE ASSET MANAGEMENT, INC.,WHICH IS A WHOLLY-OWNED SUBSIDIARY OF CARILLON TOWERADVISERS, INC., WHICH IS A WHOLLY-OWNED SUBSIDIARY OF THE PARENTOF APPLICANT.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

Yes

FRANCE

Yes

06/07/1994

40, RUE LA BOETIEPARIS, FRANCE 75008

RAYMOND JAMES ASSET MANAGEMENT INTERNATIONAL, S.A. is under common control with the firm.


Country:

Foreign Entity:

Effective Date:

Business Address:






Firm Operations


Yes

Yes

MAJORITY-OWNED SUBSIDIARY OF RAYMOND JAMES INTERNATIONALHOLDINGS, INC., WHICH IS A WHOLLY-OWNED SUBSIDIARY OF THEPARENT OF APPLICANT

Description:



Yes

Yes

GERMANY

Yes

05/31/2016

THERESIENSTRASSE 1MUNICH, GERMANY 80333

RAYMOND JAMES CORPORATE FINANCE GMBH is under common control with the firm.

WHOLLY-OWNED SUBSIDIARY OF RAYMOND JAMES GLOBAL HOLDINGSLIMITED, WHICH IS A WHOLLY-OWNED SUBSIDIARY OF RAYMOND JAMESINTERNATIONAL HOLDINGS, INC., WHICH IS A WHOLLY-OWNEDSUBSIDIARY OF THE PARENT OF APPLICANT.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

No

Yes

ENGLAND

Yes

09/16/2002

77 CORNHILLLONDON, ENGLAND EC3V 3QQ

RAYMOND JAMES INVESTMENT SERVICES LTD is under common control with the firm.

WHOLLY-OWNED SUBSIDIARY OF THE PARENT OF APPLICANTDescription:



Country:

Foreign Entity:

Effective Date:

Business Address:

880 CARILLON PARKWAYST PETERSBURG, FL 33716

RAYMOND JAMES TRUST, NATIONAL ASSOCIATION is under common control with the firm.

Business Address:






Firm Operations


Yes

No

No

05/28/1992


RAYMOND JAMES TRUST, NATIONAL ASSOCIATION FORMERLY KNOWN ASRAYMOND JAMES TRUST COMPANY IS A WHOLLY-OWNED SUBSIDIARY OFTHE PARENT OF APPLICANT

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

No

Yes

No

07/13/2006


CARILLON FUND DISTRIBUTORS, INC. is under common control with the firm.

WHOLLY-OWNED SUBSIDIARY OF EAGLE ASSET MANAGEMENT, INC.,WHICH IS A WHOLLY-OWNED SUBSIDIARY OF CARILLON TOWERADVISORS, INC., WHICH IS A WHOLLY-OWNED SUBSIDIARY OF THE PARENTOF APPLICANT

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

No

Yes

CANADA

Yes

04/01/1998

601 WEST HASTINGS ST, SUITE 800VANCOUVER, B.C., CANADA V6B 5E2

RAYMOND JAMES LTD. (CANADA) is under common control with the firm.



Country:

Foreign Entity:

Effective Date:

Business Address:






Firm Operations


WHOLLY-OWNED SUBSIDIARY OF RAYMOND JAMES CANADA, LLC, WHICHIS A WHOLLY-OWNED SUBSIDIARY OF THE PARENT OF APPLICANT

Description:

Yes

No

CANADA

Yes

09/01/2016

1000 DE LA GAUCHETIERE WMONTREAL, CANADA H3B4W5

128324

RAYMOND JAMES INVESTMENT COUNSEL LTD. is under common control with the firm.

RAYMOND JAMES INVESTMENT COUNSEL LTD. IS A WHOLLY-OWNEDSUBSIDIARY OF RAYMOND JAMES LTD. WHICH IS A WHOLLY-OWNEDSUBSIDIARY OF RAYMOND JAMES CANADA, LLC, WHICH IS A WHOLLY-OWNED SUBSIDIARY OF THE PARENT OF APPLICANT.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

Yes

Yes

No

07/06/2015

880 CARILLON PARKWAYST. PETERSBURGH, FL 33716

174904

CARILLON TOWER ADVISERS, INC. is under common control with the firm.

CARILLON TOWERS ADVISERS, INC AND RAYMOND JAMES FINANCIALSERVICES, INC ARE SUBSIDIARIES OF RAYMOND JAMES FINANCIAL THEHOLDING COMPANY.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

3611 VALLEY CENTRE DRIVESUITE 100SAN DIEGO, CA 92130

139785

CLARIVEST ASSET MANAGEMENT LLC is under common control with the firm.

Business Address:

CRD #:






Firm Operations


Yes

No

No

12/24/2012

3611 VALLEY CENTRE DRIVESUITE 100SAN DIEGO, CA 92130

AFFILIATE OF EAGLE ASSET MANAGEMENT, INC., WHICH IS A WHOLLY-OWNED SUBSIDIARY OF CARILLON TOWER ADVISORS, INC., WHICH IS AWHOLLY-OWNED SUBSIDIARY OF THE PARENT OF APPLICANT.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

Yes

No

TORONTO, CANADA

Yes

04/30/2015

357 BAY STREET, #101TORONTO, ON, CANADA M5H 2T7

COUGAR GLOBAL INVESTMENTS LTD is under common control with the firm.

COUGAR GLOBAL INVESTMENTS LTD. IS A WHOLLY OWNED SUBSIDIARYOF RAYMOND JAMES FINANCIAL, INC AND A SUB-ADVISER OF EAGLEASSET MANAGEMENT, INC

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

No

Yes

FRANCE

Yes

09/18/2001

40 RUE DE LA BOETIEPARIS, FRANCE 75008

RAYMOND JAMES EURO EQUITIES SAS is under common control with the firm.



Country:

Foreign Entity:

Effective Date:

Business Address:






Firm Operations

Organization Affiliates (continued)No

WHOLLY-OWNED SUBSIDIARY OF RAYMOND JAMES EUROPEANSECURITIES SAS, WHICH IS A WHOLLY-OWNED SUBSIDIARY OF THEPARENT OF APPLICANT

Description:


Yes

No

No

12/18/2008


149018

RAYMOND JAMES FINANCIAL SERVICES ADVISORS, INC is under common control with the firm.

WHOLLY-OWNED SUBSIDIARY OF THE PARENT OF APPLICANT.Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:

Yes

Yes

CANADA

Yes

11/09/2001

40 KING STREET WEST, SUITE 5300TORONTO ONTARIO, CANADA M5H3Y2

25853

RAYMOND JAMES (USA) LTD. is under common control with the firm.

WHOLLY-OWNED SUBSIDIARY OF RAYMOND JAMES LTD., WHICH IS AWHOLLY-OWNED SUBSIDIARY OF RAYMOND JAMES CANADA, LLC, WHICHIS A WHOLLY-OWNED SUBSIDIARY OF THE PARENT OF APPLICANT.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:


110653

EAGLE ASSET MANAGEMENT INC is under common control with the firm.

Business Address:

CRD #:






Firm Operations


Yes

No

No

02/08/1997


WHOLLY-OWNED SUBSIDIARY OF CARILLON TOWER ADVISORS, INC.,WHICH IS A WHOLLY-OWNED SUBSIDIARY OF THE PARENT OF APPLICANT.

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

No

Yes

LONDON, ENGLAND

No

11/16/1995

BISHOPSGATE COURT4-12 NORTON FOLGATELONDON, ENGLAND E16DB

RAYMOND JAMES FINANCIAL INTERNATIONAL, LTD. (UK) is under common control with the firm.

RAYMOND JAMES FINANCIAL INTERNATIONAL, LTD. (RJFI) IS A BROKERDEALER HEAD QUARTERED IN LONDON, AND PROVIDING BROKERAGESERVICES TO NON-U.S. INSTITUTIONAL CLIENTS. RJFI IS 100% OWNED BYRAYMOND JAMES INTERNATIONAL HOLDINGS, INC.(RJIH). RJIH A HOLDINGCOMPANY ( A WHOLLY OWNED SUBSIDIARY OF RAYMOND JAMESFINANCIAL, INC)

Description:



Country:

Foreign Entity:

Effective Date:

Business Address:

No

09/12/1973


705

RAYMOND JAMES & ASSOCIATES, INC. is under common control with the firm.

Country:

Foreign Entity:

Effective Date:

Business Address:

CRD #:






Firm Operations


Yes

Yes

BOTH APPLICANT AND RAYMOND JAMES & ASSOCIATES, INC. ARE WHOLLYOWNED SUBSIDIARIES OF RAYMOND JAMES FINANCIAL CORPORATION.

Description:



Country:

This firm is directly or indirectly, controlled by the following:

· bank holding company· national bank· state member bank of the Federal Reserve System· state non-member bank· savings bank or association· credit union· or foreign bank

Effective Date:

Business Address:

Description: PARENT OF APPLICANT

RAYMOND JAMES FINANCIAL, INC is a Bank Holding Company and controls the firm.

02/01/2012







Disclosure Events

All firms registered to sell securities or provide investment advice are required to disclose regulatory actions, criminal orcivil judicial proceedings, and certain financial matters in which the firm or one of its control affiliates has been involved.For your convenience, below is a matrix of the number and status of disclosure events involving this brokerage firm orone of its control affiliates. Further information regarding these events can be found in the subsequent pages of thisreport.

Final On AppealPending

Regulatory Event 0 83 0

Arbitration N/A 75 N/A






Disclosure Event Details

What you should know about reported disclosure events:

1. BrokerCheck provides details for any disclosure event that was reported in CRD. It also includessummary information regarding FINRA arbitration awards in cases where the brokerage firm wasnamed as a respondent.

2. Certain thresholds must be met before an event is reported to CRD, for example: o A law enforcement agency must file formal charges before a brokerage firm is required to disclose a

particular criminal event.3. Disclosure events in BrokerCheck reports come from different sources:

o Disclosure events for this brokerage firm were reported by the firm and/or regulators. When the firmand a regulator report information for the same event, both versions of the event will appear in theBrokerCheck report. The different versions will be separated by a solid line with the reporting sourcelabeled.

4. There are different statuses and dispositions for disclosure events: o A disclosure event may have a status of pending, on appeal, or final.

§ A "pending" event involves allegations that have not been proven or formally adjudicated.§ An event that is "on appeal" involves allegations that have been adjudicated but are currently

being appealed.§ A "final" event has been concluded and its resolution is not subject to change.

o A final event generally has a disposition of adjudicated, settled or otherwise resolved.§ An "adjudicated" matter includes a disposition by (1) a court of law in a criminal or civil matter,

or (2) an administrative panel in an action brought by a regulator that is contested by the partycharged with some alleged wrongdoing.

§ A "settled" matter generally involves an agreement by the parties to resolve the matter.Please note that firms may choose to settle customer disputes or regulatory matters forbusiness or other reasons.

§ A "resolved" matter usually involves no payment to the customer and no finding ofwrongdoing on the part of the individual broker. Such matters generally involve customerdisputes.

5. You may wish to contact the brokerage firm to obtain further information regarding any of thedisclosure events contained in this BrokerCheck report.

Regulatory - Final

This type of disclosure event involves (1) a final, formal proceeding initiated by a regulatory authority (e.g., a statesecurities agency, self-regulatory organization, federal regulator such as the U.S. Securities and Exchange Commission,foreign financial regulatory body) for a violation of investment-related rules or regulations; or (2) a revocation orsuspension of the authority of a brokerage firm or its control affiliate to act as an attorney, accountant or federalcontractor.

Disclosure 1 of 83

Reporting Source: Regulator

Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT FAILED TOESTABLISH AND MAINTAIN A SUPERVISORY SYSTEM, AND FAILED TOESTABLISH, MAINTAIN AND ENFORCE WSPS, REASONABLY DESIGNED TOSUPERVISE REPRESENTATIVES' SHARE-CLASS RECOMMENDATIONS TOCUSTOMERS OF 529 SAVINGS PLANS. THE FINDINGS STATED THAT THEMATTER INVOLVES THE FIRM'S RESPECTIVE FAILURE TO SUPERVISE ITSACTIVITIES TO ACHIEVE COMPLIANCE WITH ITS SUITABILITY OBLIGATIONSIN CONNECTION WITH ITS REPRESENTATIVES' 529 PLAN SHARE-CLASSRECOMMENDATIONS. UNTIL 2016, THE FIRM'S TRAINING MATERIALSSIMILARLY DID NOT PROVIDE ANY GUIDANCE TO REPRESENTATIVESREGARDING 529 PLAN SHARE CLASSES. ALTHOUGH THE FIRMMAINTAINED AN AUTOMATED SURVEILLANCE SYSTEM DESIGNED TOGENERATE EXCEPTION REPORTS TO IDENTIFY POTENTIALLY UNSUITABLE529 PLAN SHARE-CLASS RECOMMENDATIONS, IT DID NOT HAVE ANYSYSTEM OR PROCEDURES TO TEST THIS SYSTEM AND IT FAILED TODETECT A BREAKDOWN IN THE SYSTEM. AS A RESULT, THE FIRM FAILEDTO CONDUCT A SUPERVISORY REVIEW OF APPROXIMATELY 1.6 MILLION529 PLAN PURCHASES. IN ADDITION, EVEN WHEN THE SYSTEMGENERATED REPORTS AS INTENDED, THE FIRM DID NOT CONSISTENTLYUSE THE REPORTS AND TOOK NO ACTION WHEN A POTENTIALLYUNSUITABLE TRANSACTION WAS FLAGGED. THE FINDINGS ALSO STATEDTHAT THE FIRM HAS AGREED TO PAY RESTITUTION RELATING TO THESALE OF CLASS C SHARES TO CERTAIN 529 PLAN CUSTOMERS IN THEESTIMATED AMOUNT OF $4,203,182.

Current Status: Final






Initiated By: FINRA

Principal Sanction(s)/ReliefSought:

Other Sanction(s)/ReliefSought:

Date Initiated: 11/06/2019

Docket/Case Number: 2018058041101

Principal Product Type: Other

Other Product Type(s): SHARE CLASSES OF 529 SAVINGS PLANS

Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT FAILED TOESTABLISH AND MAINTAIN A SUPERVISORY SYSTEM, AND FAILED TOESTABLISH, MAINTAIN AND ENFORCE WSPS, REASONABLY DESIGNED TOSUPERVISE REPRESENTATIVES' SHARE-CLASS RECOMMENDATIONS TOCUSTOMERS OF 529 SAVINGS PLANS. THE FINDINGS STATED THAT THEMATTER INVOLVES THE FIRM'S RESPECTIVE FAILURE TO SUPERVISE ITSACTIVITIES TO ACHIEVE COMPLIANCE WITH ITS SUITABILITY OBLIGATIONSIN CONNECTION WITH ITS REPRESENTATIVES' 529 PLAN SHARE-CLASSRECOMMENDATIONS. UNTIL 2016, THE FIRM'S TRAINING MATERIALSSIMILARLY DID NOT PROVIDE ANY GUIDANCE TO REPRESENTATIVESREGARDING 529 PLAN SHARE CLASSES. ALTHOUGH THE FIRMMAINTAINED AN AUTOMATED SURVEILLANCE SYSTEM DESIGNED TOGENERATE EXCEPTION REPORTS TO IDENTIFY POTENTIALLY UNSUITABLE529 PLAN SHARE-CLASS RECOMMENDATIONS, IT DID NOT HAVE ANYSYSTEM OR PROCEDURES TO TEST THIS SYSTEM AND IT FAILED TODETECT A BREAKDOWN IN THE SYSTEM. AS A RESULT, THE FIRM FAILEDTO CONDUCT A SUPERVISORY REVIEW OF APPROXIMATELY 1.6 MILLION529 PLAN PURCHASES. IN ADDITION, EVEN WHEN THE SYSTEMGENERATED REPORTS AS INTENDED, THE FIRM DID NOT CONSISTENTLYUSE THE REPORTS AND TOOK NO ACTION WHEN A POTENTIALLYUNSUITABLE TRANSACTION WAS FLAGGED. THE FINDINGS ALSO STATEDTHAT THE FIRM HAS AGREED TO PAY RESTITUTION RELATING TO THESALE OF CLASS C SHARES TO CERTAIN 529 PLAN CUSTOMERS IN THEESTIMATED AMOUNT OF $4,203,182.

Resolution Date: 11/06/2019

Resolution:

Does the order constitute afinal order based onviolations of any laws orregulations that prohibitfraudulent, manipulative, ordeceptive conduct?

No

Acceptance, Waiver & Consent(AWC)





https://www.finra.org/rules-guidance/oversight-enforcement/finra-disciplinary-actions?search=2018058041101


Other Sanctions Ordered: PLUS INTEREST

Sanction Details: THE FIRM WAS CENSURED AND ORDERED TO PAY RESTITUTION IN THEESTIMATED TOTAL AMOUNT OF $4,203,182, PLUS INTEREST, TO ELIGIBLECUSTOMERS THAT INCURRED EXCESS FEES DUE TO THEIR INVESTMENTSIN CLASS C SHARES. IN RESOLVING THIS MATTER WITHOUT A MONETARYFINE, FINRA RECOGNIZES THE FIRM'S EXTRAORDINARY COOPERATION.

Regulator Statement IN RESOLVING THIS MATTER WITHOUT A MONETARY FINE, FINRARECOGNIZES THE FIRM'S EXTRAORDINARY COOPERATION. THE FIRMPROVIDED SUBSTANTIAL ASSISTANCE TO FINRA IN ITS INVESTIGATION,INCLUDING PROVIDING FINRA WITH DETAILED INFORMATION ABOUT THECHALLENGES ASSOCIATED WITH COLLECTING AND ASSESSING DATACONCERNING 529 PLANS. IN ADDITION, THE FIRM ENGAGED AN OUTSIDECONSULTING FIRM TO CONDUCT A COMPLEX ANALYSIS TO IDENTIFYPOTENTIALLY DISADVANTAGED CUSTOMERS ON AN EXPEDITED BASIS.THE FIRM THEN ESTABLISHED A PLAN TO PROVIDE BROAD REMEDIATIONTO CUSTOMERS HARMED DURING THE RELEVANT PERIOD.


No

Sanctions Ordered: CensureDisgorgement/Restitution

iReporting Source: Firm

Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THEENTRY OF FINDINGS THAT IT FAILED TO ESTABLISH AND MAINTAIN ASUPERVISORY SYSTEM, AND FAILED TOESTABLISH, MAINTAIN AND ENFORCE WSPS, REASONABLY DESIGNED TOSUPERVISE REPRESENTATIVES'SHARE-CLASS RECOMMENDATIONS TO CUSTOMERS OF 529 SAVINGSPLANS. THE FINDINGS STATED THAT THEMATTER INVOLVES THE FIRM'S RESPECTIVE FAILURE TO SUPERVISE ITSACTIVITIES TO ACHIEVE COMPLIANCEWITH ITS SUITABILITY OBLIGATIONS IN CONNECTION WITH ITSREPRESENTATIVES' 529 PLAN SHARE-CLASSRECOMMENDATIONS. UNTIL 2016, THE FIRM'S TRAINING MATERIALSSIMILARLY DID NOT PROVIDE ANYGUIDANCE TO REPRESENTATIVES REGARDING 529 PLAN SHARECLASSES. ALTHOUGH THE FIRM MAINTAINEDAN AUTOMATED SURVEILLANCE SYSTEM DESIGNED TO GENERATEEXCEPTION REPORTS TO IDENTIFYPOTENTIALLY UNSUITABLE 529 PLAN SHARE-CLASS RECOMMENDATIONS,IT DID NOT HAVE ANY SYSTEM ORPROCEDURES TO TEST THIS SYSTEM AND IT FAILED TO DETECT ABREAKDOWN IN THE SYSTEM. AS A RESULT,THE FIRM FAILED TO CONDUCT A SUPERVISORY REVIEW OFAPPROXIMATELY 1.6 MILLION 529 PLANPURCHASES. IN ADDITION, EVEN WHEN THE SYSTEM GENERATEDREPORTS AS INTENDED, THE FIRM DID NOTCONSISTENTLY USE THE REPORTS AND TOOK NO ACTION WHEN APOTENTIALLY UNSUITABLE TRANSACTIONWAS FLAGGED. THE FINDINGS ALSO STATED THAT THE FIRM HAS AGREEDTO PAY RESTITUTION RELATING TOTHE SALE OF CLASS C SHARES TO CERTAIN 529 PLAN CUSTOMERS IN THEESTIMATED AMOUNT OF$4,203,182.







Initiated By: FINRA






Other Product Type(s): SHARE CLASSES OF 529 SAVINGS PLANS

WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THEENTRY OF FINDINGS THAT IT FAILED TO ESTABLISH AND MAINTAIN ASUPERVISORY SYSTEM, AND FAILED TOESTABLISH, MAINTAIN AND ENFORCE WSPS, REASONABLY DESIGNED TOSUPERVISE REPRESENTATIVES'SHARE-CLASS RECOMMENDATIONS TO CUSTOMERS OF 529 SAVINGSPLANS. THE FINDINGS STATED THAT THEMATTER INVOLVES THE FIRM'S RESPECTIVE FAILURE TO SUPERVISE ITSACTIVITIES TO ACHIEVE COMPLIANCEWITH ITS SUITABILITY OBLIGATIONS IN CONNECTION WITH ITSREPRESENTATIVES' 529 PLAN SHARE-CLASSRECOMMENDATIONS. UNTIL 2016, THE FIRM'S TRAINING MATERIALSSIMILARLY DID NOT PROVIDE ANYGUIDANCE TO REPRESENTATIVES REGARDING 529 PLAN SHARECLASSES. ALTHOUGH THE FIRM MAINTAINEDAN AUTOMATED SURVEILLANCE SYSTEM DESIGNED TO GENERATEEXCEPTION REPORTS TO IDENTIFYPOTENTIALLY UNSUITABLE 529 PLAN SHARE-CLASS RECOMMENDATIONS,IT DID NOT HAVE ANY SYSTEM ORPROCEDURES TO TEST THIS SYSTEM AND IT FAILED TO DETECT ABREAKDOWN IN THE SYSTEM. AS A RESULT,THE FIRM FAILED TO CONDUCT A SUPERVISORY REVIEW OFAPPROXIMATELY 1.6 MILLION 529 PLANPURCHASES. IN ADDITION, EVEN WHEN THE SYSTEM GENERATEDREPORTS AS INTENDED, THE FIRM DID NOTCONSISTENTLY USE THE REPORTS AND TOOK NO ACTION WHEN APOTENTIALLY UNSUITABLE TRANSACTIONWAS FLAGGED. THE FINDINGS ALSO STATED THAT THE FIRM HAS AGREEDTO PAY RESTITUTION RELATING TOTHE SALE OF CLASS C SHARES TO CERTAIN 529 PLAN CUSTOMERS IN THEESTIMATED AMOUNT OF$4,203,182.


Resolution:

Other Sanctions Ordered: PLUS INTEREST

Sanction Details: THE FIRM WAS CENSURED AND ORDERED TO PAY RESTITUTION IN THEESTIMATED TOTAL AMOUNT OF$4,203,182, PLUS INTEREST, TO ELIGIBLE CUSTOMERS THAT INCURREDEXCESS FEES DUE TO THEIRINVESTMENTS IN CLASS C SHARES. IN RESOLVING THIS MATTERWITHOUT A MONETARY FINE, FINRARECOGNIZES THE FIRM'S EXTRAORDINARY COOPERATION








www.finra.org/brokercheck User GuidanceTHE FIRM WAS CENSURED AND ORDERED TO PAY RESTITUTION IN THEESTIMATED TOTAL AMOUNT OF$4,203,182, PLUS INTEREST, TO ELIGIBLE CUSTOMERS THAT INCURREDEXCESS FEES DUE TO THEIRINVESTMENTS IN CLASS C SHARES. IN RESOLVING THIS MATTERWITHOUT A MONETARY FINE, FINRARECOGNIZES THE FIRM'S EXTRAORDINARY COOPERATION

Firm Statement IN RESOLVING THIS MATTER WITHOUT A MONETARY FINE, FINRARECOGNIZES THE FIRM'S EXTRAORDINARYCOOPERATION. THE FIRM PROVIDED SUBSTANTIAL ASSISTANCE TO FINRAIN ITS INVESTIGATION, INCLUDINGPROVIDING FINRA WITH DETAILED INFORMATION ABOUT THECHALLENGES ASSOCIATED WITH COLLECTINGAND ASSESSING DATA CONCERNING 529 PLANS. IN ADDITION, THE FIRMENGAGED AN OUTSIDE CONSULTINGFIRM TO CONDUCT A COMPLEX ANALYSIS TO IDENTIFY POTENTIALLYDISADVANTAGED CUSTOMERS ON ANEXPEDITED BASIS. THE FIRM THEN ESTABLISHED A PLAN TO PROVIDEBROAD REMEDIATION TO CUSTOMERSHARMED DURING THE RELEVANT PERIOD.

Disclosure 2 of 83

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Initiated By: OREGON DEPARTMENT OF CONSUMER AND BUSINESS SERVICES,DIVISION OF FINANCIAL REGULATION


Cease and Desist


CIVIL PENALTY, RESTITUTION


Docket/Case Number: S-19-0019

URL for Regulatory Action:

Principal Product Type: No Product

Other Product Type(s):

Allegations: RAYMOND JAMES FINANCIAL SERVICES FAILED TO REASONABLYSUPERVISE ONE OF ITS ASSOCIATED PERSON, GARY DODDS (CRD#840109). DODDS ENGAGED IN EXCESSIVE TRADING AND MADEUNSUITABLE RECOMMENDATIONS TO HIS CLIENTS.



Resolution:


No

Consent






Other Sanctions Ordered:

Sanction Details: ORDER TO CEASE AND DESIST; CIVIL PENALTY OF $120,000 ANDRESTITUTION OF $123,379, FOR A TOTAL AMOUNT OF $243,379.

Regulator Statement RAYMOND JAMES FINANCIAL SERVICES FAILED TO REASONABLYSUPERVISE ONE OF ITS ASSOCIATED PERSON, GARY DODDS (CRD#840109). DODDS ENGAGED IN EXCESSIVE TRADING AND MADEUNSUITABLE RECOMMENDATIONS TO HIS CLIENTS.


No

Sanctions Ordered: Monetary/Fine $120,000.00Disgorgement/RestitutionCease and Desist/Injunction


Initiated By: OREGON DIVISION OF FINANCIAL REGULATION

Allegations: THE DIVISION OF FINANCIAL REGULATION ("DIVISION"), ACTING ONBEHALF OF THE DIRECTOR OF THE DEPARTMENT OF CONSUMER ANDBUSINESS SERVICES FOR THE STATE OF OREGON (THE "DIRECTOR"),ISSUED A "NOTICE ORDER" ALLEGING THAT RAYMOND JAMES FINANCIALSERVICES, INC. ("RJFS") VIOLATED OREGON ADMINISTRATIVE RULES 441-205-0210(1) AND (3) BY FAILING TO REASONABLY SUPERVISE GARY B.DODDS WHO THE DIVISION ALLEGED VIOLATED OREGON SECURITIESLAWS BY MAKING EXCESSIVE TRADES OR CHURNING AND MAKINGUNSUITABLE RECOMMENDATIONS, AND BY FAILING TO REASONABLYSUPERVISE ORAN TEATER AND CLAYTON TRENZ WHO THE DIVISION ALSOALLEGED VIOLATED OREGON SECURITIES LAWS BY FAILING TOREASONABLY SUPERVISE MR. DODDS (COLLECTIVELY, "RESPONDENTS").THE DIVISION ALSO ALLEGED THAT RJFS VIOLATED OREGON REVISEDSTATUTES 59.451 AND 59.135(4) BY FILING A FALSE STATEMENT WITH THEDIVISION. PURSUANT TO THE NOTICE ORDER, RESPONDENTS AREORDERED TO CEASE AND DESIST FROM VIOLATING ORS 59.451, ORS59.135, OAR 441-205-0140, AND OAR 441-205-0210, AND PROPOSEDPENALTIES AGAINST RESPONDENTS ARE AS FOLLOWS: MR. DODD ISASSESSED $150,000; RJFS IS ASSESSED $120,000; CLAY TRENZ ISASSESSED $20,000; AND ORAN TEATER IS ASSESSED $20,000. ON JULY 23,2020.







Initiated By: OREGON DIVISION OF FINANCIAL REGULATION


Cease and Desist


CIVIL AND ADMINISTRATIVE PENALTY(IES)/FINE(S)




Other Product Type(s): EQUITY SECURITIES


Resolution:

Other Sanctions Ordered: CEASE AND DESIST

Sanction Details: DISGORGEMENT OF COMMISSIONS EARNED TO FIVE (5) ACCOUNTSTOTALING $123,379.00

Firm Statement RJFS AND AT LEAST TWO OF THE OTHER RESPONDENTS HAVE FILED ANOTICE WITH THE DIVISION TO CONTEST THE ORDER.

Sanctions Ordered: Monetary/Fine $120,000.00

Decision & Order of Offer of Settlement

Disclosure 3 of 83

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Allegations: SEC ADMIN RELEASE 33-10689, 34-86985, IA RELEASE 40-5352 /SEPTEMBER 17, 2019:THE SECURITIES AND EXCHANGE COMMISSION ("COMMISSION") DEEMS ITAPPROPRIATE AND IN THE PUBLIC INTEREST THAT PUBLICADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDINGS BE, ANDHEREBY ARE, INSTITUTED PURSUANT TO SECTION 8A OF THE SECURITIESACT OF 1933 ("SECURITIES ACT"), SECTION 15(B) OF THE SECURITIESEXCHANGE ACT OF 1934 ("EXCHANGE ACT"), AND SECTIONS 203(E) AND203(K) OF THE INVESTMENT ADVISERS ACT OF 1940 ("ADVISERS ACT")AGAINST RAYMOND JAMES & ASSOCIATES, INC. ("RJA"), RAYMOND JAMESFINANCIAL SERVICES, INC. ("RJFS"), AND RAYMOND JAMES FINANCIALSERVICES ADVISORS, INC. ("RJFSA" AND COLLECTIVELY "RAYMONDJAMES" OR "RESPONDENTS").THE COMMISSION FINDS THAT AT VARIOUS TIMES, FROM AT LEASTJANUARY 2013 THROUGH MAY 2018 ("RELEVANT PERIOD"), RAYMONDJAMES ENGAGED IN SEVERAL VIOLATIONS. IN PARTICULAR, RJA ANDRJFSA (COLLECTIVELY "RJ ADVISERS") FAILED TO CONDUCT PROMISEDSUITABILITY REVIEWS FOR CERTAIN ADVISORY ACCOUNTS, DID NOTADOPT POLICIES AND PROCEDURES REASONABLY DESIGNED TOPREVENT VIOLATIONS CONCERNING THE SUITABILITY OF FEE-BASEDADVISORY ACCOUNTS, AND OVERVALUED CERTAIN ASSETS THATRESULTED IN CHARGING EXCESS ADVISORY FEES; AND RJA AND RJFS(COLLECTIVELY "RJ BROKERS") FAILED TO HAVE A REASONABLE BASISFOR RECOMMENDING CERTAIN UNIT INVESTMENT TRUST ("UIT")TRANSACTIONS TO BROKERAGE CUSTOMERS, AND FAILED TO DISCLOSETHE CONFLICT OF INTEREST ASSOCIATED WITH EARNING GREATERCOMPENSATION WHEN RECOMMENDING CERTAIN SECURITIES WITHOUTPROVIDING APPLICABLE SALES-LOAD DISCOUNTS TO BROKERAGECUSTOMERS. THESE FAILURES INVOLVED PRODUCTS SOLD ANDSERVICES PROVIDED TO RETAIL INVESTORS.RJ ADVISERS' FORM ADV PART 2A BROCHURES ("BROCHURES") ANDCOMPLIANCE POLICIES AND PROCEDURES PROVIDED THAT THEY WOULDCONDUCT REVIEWS AT SPECIFIED INTERVALS TO DETERMINE IFADVISORY ACCOUNTS REMAINED SUITABLE FOR CLIENTS OR IF THECLIENTS' ASSETS SHOULD BE MOVED TO A BROKERAGE ACCOUNT. RJADVISERS, HOWEVER, FAILED TO TIMELY AND ADEQUATELY CONDUCTTHESE REVIEWS. IN PARTICULAR, BETWEEN JANUARY 2013 ANDSEPTEMBER 2017, RJ ADVISERS FAILED TO PROPERLY REVIEW 7,708ADVISORY ACCOUNTS AFTER THEY HAD NO SECURITIES TRADINGACTIVITY FOR AT LEAST 12 MONTHS (THE "INACTIVE ACCOUNTS") ASREQUIRED BY ITS POLICIES AND PROCEDURES. THE INACTIVE ACCOUNTSPAID RJ ADVISERS APPROXIMATELY $4.9 MILLION IN ADVISORY FEES.RAYMOND JAMES ENGAGED IN ADDITIONAL VIOLATIONS THAT AFFECTEDBOTH BROKERAGE CUSTOMERS AND ADVISORY CLIENTS WHO OWNEDUITS. IN PARTICULAR, RJ BROKERS: (1) DID NOT HAVE A REASONABLEBASIS FOR RECOMMENDING THAT CERTAIN BROKERAGE CUSTOMERSSELL CERTAIN UIT POSITIONS PRIOR TO THEIR MATURITY DATES ANDTHEN REPURCHASE NEWLY-ISSUED UIT POSITIONS, WHICH GENERATEDAPPROXIMATELY $5.5 MILLION IN EXCESS SALES CHARGES ANDAFFECTED 2,044 BROKERAGE ACCOUNTS; AND (2) FAILED TO DISCLOSETHEIR CONFLICT OF INTEREST BY RECOMMENDING UITS WITHOUTAPPLYING ALMOST $660,000 IN APPLICABLE SALES-LOAD DISCOUNTS TOBROKERAGE CUSTOMERS IN 5,468 ELIGIBLE ACCOUNTS, FOR WHICH RJBROKERS RECEIVED GREATER COMPENSATION. IN ADDITION, RJADVISERS USED INCORRECT UIT VALUATIONS TO CALCULATEMANAGEMENT FEES FOR CERTAIN ADVISORY CLIENTS, RESULTING INAPPROXIMATELY $51,000 IN EXCESS ADVISORY FEES.







Initiated By: UNITED STATES SECURITIES AND EXCHANGE COMMISSION


Docket/Case Number: 3-19464

SEC ADMIN RELEASE 33-10689, 34-86985, IA RELEASE 40-5352 /SEPTEMBER 17, 2019:THE SECURITIES AND EXCHANGE COMMISSION ("COMMISSION") DEEMS ITAPPROPRIATE AND IN THE PUBLIC INTEREST THAT PUBLICADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDINGS BE, ANDHEREBY ARE, INSTITUTED PURSUANT TO SECTION 8A OF THE SECURITIESACT OF 1933 ("SECURITIES ACT"), SECTION 15(B) OF THE SECURITIESEXCHANGE ACT OF 1934 ("EXCHANGE ACT"), AND SECTIONS 203(E) AND203(K) OF THE INVESTMENT ADVISERS ACT OF 1940 ("ADVISERS ACT")AGAINST RAYMOND JAMES & ASSOCIATES, INC. ("RJA"), RAYMOND JAMESFINANCIAL SERVICES, INC. ("RJFS"), AND RAYMOND JAMES FINANCIALSERVICES ADVISORS, INC. ("RJFSA" AND COLLECTIVELY "RAYMONDJAMES" OR "RESPONDENTS").THE COMMISSION FINDS THAT AT VARIOUS TIMES, FROM AT LEASTJANUARY 2013 THROUGH MAY 2018 ("RELEVANT PERIOD"), RAYMONDJAMES ENGAGED IN SEVERAL VIOLATIONS. IN PARTICULAR, RJA ANDRJFSA (COLLECTIVELY "RJ ADVISERS") FAILED TO CONDUCT PROMISEDSUITABILITY REVIEWS FOR CERTAIN ADVISORY ACCOUNTS, DID NOTADOPT POLICIES AND PROCEDURES REASONABLY DESIGNED TOPREVENT VIOLATIONS CONCERNING THE SUITABILITY OF FEE-BASEDADVISORY ACCOUNTS, AND OVERVALUED CERTAIN ASSETS THATRESULTED IN CHARGING EXCESS ADVISORY FEES; AND RJA AND RJFS(COLLECTIVELY "RJ BROKERS") FAILED TO HAVE A REASONABLE BASISFOR RECOMMENDING CERTAIN UNIT INVESTMENT TRUST ("UIT")TRANSACTIONS TO BROKERAGE CUSTOMERS, AND FAILED TO DISCLOSETHE CONFLICT OF INTEREST ASSOCIATED WITH EARNING GREATERCOMPENSATION WHEN RECOMMENDING CERTAIN SECURITIES WITHOUTPROVIDING APPLICABLE SALES-LOAD DISCOUNTS TO BROKERAGECUSTOMERS. THESE FAILURES INVOLVED PRODUCTS SOLD ANDSERVICES PROVIDED TO RETAIL INVESTORS.RJ ADVISERS' FORM ADV PART 2A BROCHURES ("BROCHURES") ANDCOMPLIANCE POLICIES AND PROCEDURES PROVIDED THAT THEY WOULDCONDUCT REVIEWS AT SPECIFIED INTERVALS TO DETERMINE IFADVISORY ACCOUNTS REMAINED SUITABLE FOR CLIENTS OR IF THECLIENTS' ASSETS SHOULD BE MOVED TO A BROKERAGE ACCOUNT. RJADVISERS, HOWEVER, FAILED TO TIMELY AND ADEQUATELY CONDUCTTHESE REVIEWS. IN PARTICULAR, BETWEEN JANUARY 2013 ANDSEPTEMBER 2017, RJ ADVISERS FAILED TO PROPERLY REVIEW 7,708ADVISORY ACCOUNTS AFTER THEY HAD NO SECURITIES TRADINGACTIVITY FOR AT LEAST 12 MONTHS (THE "INACTIVE ACCOUNTS") ASREQUIRED BY ITS POLICIES AND PROCEDURES. THE INACTIVE ACCOUNTSPAID RJ ADVISERS APPROXIMATELY $4.9 MILLION IN ADVISORY FEES.RAYMOND JAMES ENGAGED IN ADDITIONAL VIOLATIONS THAT AFFECTEDBOTH BROKERAGE CUSTOMERS AND ADVISORY CLIENTS WHO OWNEDUITS. IN PARTICULAR, RJ BROKERS: (1) DID NOT HAVE A REASONABLEBASIS FOR RECOMMENDING THAT CERTAIN BROKERAGE CUSTOMERSSELL CERTAIN UIT POSITIONS PRIOR TO THEIR MATURITY DATES ANDTHEN REPURCHASE NEWLY-ISSUED UIT POSITIONS, WHICH GENERATEDAPPROXIMATELY $5.5 MILLION IN EXCESS SALES CHARGES ANDAFFECTED 2,044 BROKERAGE ACCOUNTS; AND (2) FAILED TO DISCLOSETHEIR CONFLICT OF INTEREST BY RECOMMENDING UITS WITHOUTAPPLYING ALMOST $660,000 IN APPLICABLE SALES-LOAD DISCOUNTS TOBROKERAGE CUSTOMERS IN 5,468 ELIGIBLE ACCOUNTS, FOR WHICH RJBROKERS RECEIVED GREATER COMPENSATION. IN ADDITION, RJADVISERS USED INCORRECT UIT VALUATIONS TO CALCULATEMANAGEMENT FEES FOR CERTAIN ADVISORY CLIENTS, RESULTING INAPPROXIMATELY $51,000 IN EXCESS ADVISORY FEES.







Cease and Desist


Principal Product Type: Unit Investment Trust(s)



Resolution:


Sanction Details: IT IS ORDERED THAT RAYMOND JAMES FINANCIAL SERVICES, INC. ("RJFS")IS CENSURED AND SHALL CEASE AND DESIST FROM COMMITTING ORCAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF SECTIONS17(A)(2) AND 17(A)(3) OF THE SECURITIES ACT.RESPONDENTS SHALL, JOINTLY AND SEVERALLY, PAY DISGORGEMENT OF$11,098,349.01 AND PREJUDGMENT INTEREST OF $1,072,764.80.RESPONDENTS SHALL, JOINTLY AND SEVERALLY, PAY A CIVIL MONEYPENALTY IN THE AMOUNT OF $3,000,000.

Regulator Statement RESPONDENTS HAVE SUBMITTED AN OFFER OF SETTLEMENT (THE "OFFER") WHICH THE COMMISSION HAS DETERMINED TO ACCEPT.RAYMOND JAMES FINANCIAL SERVICES, INC. ("RJFS") WILLFULLYVIOLATED SECTIONS 17(A)(2) AND 17(A)(3) OF THE SECURITIES ACT.IT IS ORDERED THAT RJFS IS CENSURED AND SHALL CEASE AND DESISTFROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTUREVIOLATIONS OF SECTIONS 17(A)(2) AND 17(A)(3) OF THE SECURITIES ACT.RESPONDENTS SHALL, JOINTLY AND SEVERALLY, PAY DISGORGEMENT OF$11,098,349.01 AND PREJUDGMENT INTEREST OF $1,072,764.80.RESPONDENTS SHALL, JOINTLY AND SEVERALLY, PAY A CIVIL MONEYPENALTY IN THE AMOUNT OF $3,000,000.


Yes

Sanctions Ordered: CensureMonetary/Fine $3,000,000.00Disgorgement/RestitutionCease and Desist/Injunction

Order

i34©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.








Cease and Desist


CENSURED, DISGORGEMENT, AND CIVIL MONEY PENALTY.



Principal Product Type: Unit Investment Trust(s)


Allegations: THE SECURITIES AND EXCHANGE COMMISSION ("SEC") ALLEGED THATRAYMOND JAMES & ASSOCIATES, INC. ("RJA") AND RAYMOND JAMESFINANCIAL SERVICES ADVISORS, INC. ("RJFSA") VIOLATED SECTIONS206(2) AND 206(4) OF THE INVESTMENT ADVISERS ACT OF 1940 ("ADVISERSACT"), AND RULE 206(4)-7 THEREUNDER, BY FAILING TO CONDUCTPROMISED SUITABILITY REVIEWS FOR CERTAIN ADVISORY ACCOUNTS,FAILING TO ADOPT POLICIES AND PROCEDURES REASONABLY DESIGNEDTO PREVENT VIOLATIONS CONCERNING THE SUITABILITY OF FEE-BASEDADVISORY ACCOUNTS, AND OVERVALUING CERTAIN ASSETS THATRESULTED IN CHARGING EXCESS ADVISORY FEES. THE SEC ALSOALLEGED THAT RJA AND RAYMOND JAMES FINANCIAL SERVICES, INC.("RJFS") VIOLATED SECTIONS 17(A)(2) AND 17(A)(3) OF THE SECURITIESACT OF 1933 ("SECURITIES ACT") BY FAILING TO HAVE A REASONABLEBASIS FOR RECOMMENDING CERTAIN UNIT INVESTMENT TRUSTTRANSACTIONS TO BROKERAGE CUSTOMERS, AND FAILING TO DISCLOSETHE CONFLICT OF INTEREST ASSOCIATED WITH EARNING GREATERCOMPENSATION WHEN RECOMMENDING CERTAIN SECURITIES WITHOUTPROVIDING APPLICABLE SALES-LOAD DISCOUNTS TO BROKERAGECUSTOMERS



Resolution:


Sanction Details: "IN THE ORDER, RJA, RJFS, AND RJFSA WERE CENSURED, REQUIRED TOPAY A CIVIL MONETARY PENALTY OF $3,000,000, WHICH WAS PAID ON09/25/2019, AND REQUIRED TO PAY DISGORGEMENT OF $11,098,349.01.DISGORGEMENT PAID TO OPEN ACCOUNTS ON 9/9 AND CLOSEDACCOUNTS ON 9/16.


Order






Sanction Details: "IN THE ORDER, RJA, RJFS, AND RJFSA WERE CENSURED, REQUIRED TOPAY A CIVIL MONETARY PENALTY OF $3,000,000, WHICH WAS PAID ON09/25/2019, AND REQUIRED TO PAY DISGORGEMENT OF $11,098,349.01.DISGORGEMENT PAID TO OPEN ACCOUNTS ON 9/9 AND CLOSEDACCOUNTS ON 9/16.

Firm Statement WITHOUT ADMITTING OR DENYING THE FINDINGS, RJA, RJFS, AND RJFSACONSENTED TO THE ENTRY BY THE SEC OF AN ORDER INSTITUTINGADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDINGS, PURSUANT TOSECTION 8A OF THE SECURITIES ACT, SECTION 15(B) OF THE SECURITIESEXCHANGE ACT OF 1934, AND SECTIONS 203(E) AND 203(K) OF THEADVISERS ACT, MAKING FINDINGS, AND IMPOSING REMEDIAL SANCTIONSAND A CEASE-AND-DESIST ORDER ("ORDER") (RELEASE NO. 86985, SEPT.17, 2019). PURSUANT TO THE ORDER RJA AND RJFS MUST CEASE ANDDESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANYFUTURE VIOLATIONS OF SECTIONS 17(A)(2) AND 17(A)(3) OF THESECURITIES ACT; RJA AND RJFSA MUST CEASE AND DESIST FROMCOMMITTING OR CAUSING ANY VIOLATIONS ANY FUTURE VIOLATIONS OFSECTIONS 206(2) AND 206(4) OF THE ADVISERS ACT AND RULE 206(4)-7PROMULGATED THEREUNDER. ALSO PURSUANT TO THE ORDER, RJA,RJFS, AND RJFSA WERE CENSURED AND MUST PAY DISGORGEMENT,PREJUDMENT INTEREST AND A CIVIL MONEY PENALTY TOTALING$15,171,113.81. IN DETERMINING TO ACCEPT RAYMOND JAMES' OFFER OFA SETTLEMENT, THE SEC TOOK INTO CONSIDERATION CERTAIN REMEDIALEFFORTS PROMPTLY TAKEN BY, AND THE COOPERATION OF, RAYMONDJAMES.

Disclosure 4 of 83

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Allegations: THE FIRM EMPLOYED JEFFREY SCOTT INGROS (CRD #2091822) ASREPRESENTATIVE, SUPERVISING PRINCIPAL AND BRANCH OFFICEMANAGER OF THE FIRM'S OFFICE IN BEAVER, PA. THE PENNSYLVANIADEPARTMENT OF BANKING AND SECURITIES (THE DEPARTMENT)CONDUCTED AN EXAMINATION AND INVESTIGATION OF THE FIRM'SOFFICE IN BEAVER, PA. THE EXAMINATION AND INVESTIGATION INCLUDEDRECEIPT OF EVIDENCE THAT INGROS ACCEPTED LOANS FROMCUSTOMERS WITHOUT PRIOR APPROVAL FROM THE FIRM AND FAILED TODISCLOSE THE LOANS ON ANNUAL COMPLIANCE ATTESTATIONSTHROUGHOUT THE COURSE OF HIS REGISTRATION WITH THE FIRM. THEDEPARTMENT'S INVESTIGATION AND EXAMINATION CONFIRMED, AMONGOTHER ISSUES AND DEFICIENCIES, THAT THE FIRM'S SUPERVISORYPRACTICES DID NOT FLAG AND IDENTIFY THAT INGROS WAS ACCEPTINGLOANS FROM CUSTOMERS DURING THE COURSE OF HIS REGISTRATIONWITH THE FIRM. PER THE APPLICABLE SECTIONS OF THE PENNSYLVANIASECURITIES ACT OF 1972, THE FIRM FAILED TO REASONABLY SUPERVISEAN AGENT OF THE FIRM.







Initiated By: PENNSYLVANIA DEPARTMENT OF BANKING AND SECURITIES, COUNSELCAROLYN MENDELSON, 412.565.7519


Civil and Administrative Penalt(ies) /Fine(s)


PAYMENT OF LEGAL AND INVESTIGATIVE COSTS.






THE FIRM EMPLOYED JEFFREY SCOTT INGROS (CRD #2091822) ASREPRESENTATIVE, SUPERVISING PRINCIPAL AND BRANCH OFFICEMANAGER OF THE FIRM'S OFFICE IN BEAVER, PA. THE PENNSYLVANIADEPARTMENT OF BANKING AND SECURITIES (THE DEPARTMENT)CONDUCTED AN EXAMINATION AND INVESTIGATION OF THE FIRM'SOFFICE IN BEAVER, PA. THE EXAMINATION AND INVESTIGATION INCLUDEDRECEIPT OF EVIDENCE THAT INGROS ACCEPTED LOANS FROMCUSTOMERS WITHOUT PRIOR APPROVAL FROM THE FIRM AND FAILED TODISCLOSE THE LOANS ON ANNUAL COMPLIANCE ATTESTATIONSTHROUGHOUT THE COURSE OF HIS REGISTRATION WITH THE FIRM. THEDEPARTMENT'S INVESTIGATION AND EXAMINATION CONFIRMED, AMONGOTHER ISSUES AND DEFICIENCIES, THAT THE FIRM'S SUPERVISORYPRACTICES DID NOT FLAG AND IDENTIFY THAT INGROS WAS ACCEPTINGLOANS FROM CUSTOMERS DURING THE COURSE OF HIS REGISTRATIONWITH THE FIRM. PER THE APPLICABLE SECTIONS OF THE PENNSYLVANIASECURITIES ACT OF 1972, THE FIRM FAILED TO REASONABLY SUPERVISEAN AGENT OF THE FIRM.


Resolution:

Other Sanctions Ordered: 1. PAY LEGAL AND INVESTIGATIVE COSTS IN THE AMOUNT OF $25,000. 2.COMPLY WITH THE PENNSYLVANIA SECURITIES ACT OF 1972.

Sanction Details: THE AMOUNTS REFERENCED IN ITEMS 13A AND 13B, RESPECTIVELY, ARETO BE PAID WITHIN TEN DAYS OF THE EFFECTIVE DATE OF THIS ORDER.

Regulator Statement PER ITEM 10, THE MATTER WAS RESOLVED VIA CONSENT AGREEMENTAND ORDER (CAO). THE FIRM, IN LIEU OF LITIGATION, AND NEITHERADMITTING NOR DENYING THE ALLEGATIONS HEREIN, AND INTENDING TOBE LEGALLY BOUND, HEREBY AGREES TO THE TERMS OF THIS CONSENTAGREEMENT AND ORDER (CAO).


No


Other








Initiated By: PENNSYLVANIA DEPARTMENT OF BANKING AND SECURITIES, COUNSELCAROLYN MENDELSON, 412.565.7519




PAYMENT OF LEGAL AND INVESTIGATIVE COSTS.





Allegations: JEFFREY SCOTT INGROS (CRD #2091822) A REPRESENTATIVE,SUPERVISING PRINCIPAL AND BRANCH OFFICE MANAGER REGISTEREDWITH THE FIRM'S OFFICE IN BEAVER, PA. THE PENNSYLVANIADEPARTMENT OF BANKING AND SECURITIES (THE DEPARTMENT)CONDUCTED AN EXAMINATION AND INVESTIGATION OF THE FIRM'SOFFICE IN BEAVER, PA. THE EXAMINATION AND INVESTIGATION INCLUDEDRECEIPT OF EVIDENCE THAT INGROS ACCEPTED LOANS FROMCUSTOMERS WITHOUT PRIOR APPROVAL FROM THE FIRM AND FAILED TODISCLOSE THE LOANS ON ANNUAL COMPLIANCE ATTESTATIONSTHROUGHOUT THE COURSE OF HIS REGISTRATION WITH THE FIRM. THEDEPARTMENT'S INVESTIGATION AND EXAMINATION CONFIRMED, AMONGOTHER ISSUES AND DEFICIENCIES, THAT THE FIRM'S SUPERVISORYPRACTICES DID NOT FLAG AND IDENTIFY THAT INGROS WAS ACCEPTINGLOANS FROM CUSTOMERS DURING THE COURSE OF HIS REGISTRATIONWITH THE FIRM. PER THE APPLICABLE SECTIONS OF THE PENNSYLVANIASECURITIES ACT OF 1972, THE FIRM FAILED TO REASONABLY SUPERVISEAN AGENT OF THE FIRM.


Resolution:

Other Sanctions Ordered: PAY LEGAL AND INVESTIGATIVE COSTS IN THE AMOUNT OF $25,000.

COMPLY WITH THE PENNSYLVANIA SECURITIES ACT OF 1972.

Sanction Details: THE AMOUNTS REFERENCED IN ITEMS 13A AND 13B, RESPECTIVELY, ARETO BE PAID WITHIN TEN DAYS OF THE EFFECTIVE DATE OF THE ORDER.

Firm Statement PER ITEM 10, THE MATTER WAS RESOLVED VIA CONSENT AGREEMENTAND ORDER (CAO). THE FIRM, IN LIEU OF LITIGATION, AND NEITHERADMITTING NOR DENYING THE ALLEGATIONS HEREIN, AND INTENDING TOBE LEGALLY BOUND, HEREBY AGREES TO THE TERMS OF THIS CONSENTAGREEMENT AND ORDER (CAO).


Other






PER ITEM 10, THE MATTER WAS RESOLVED VIA CONSENT AGREEMENTAND ORDER (CAO). THE FIRM, IN LIEU OF LITIGATION, AND NEITHERADMITTING NOR DENYING THE ALLEGATIONS HEREIN, AND INTENDING TOBE LEGALLY BOUND, HEREBY AGREES TO THE TERMS OF THIS CONSENTAGREEMENT AND ORDER (CAO).

Disclosure 5 of 83

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Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT DID NOTHAVE SUPERVISORY SYSTEMS AND PROCEDURES FOR REVIEWING EMAILCOMMUNICATIONS THAT WERE REASONABLY DESIGNED TO ACHIEVECOMPLIANCE WITH APPLICABLE LEGAL REQUIREMENTS OR APPROPRIATEFOR THE FIRM'S BUSINESS, SIZE, STRUCTURE, AND CUSTOMERS. THEFINDINGS STATED THAT DURING THE RELEVANT PERIOD, THE FIRMRELIED PRIMARILY ON AN AUTOMATED, LEXICON-BASED SYSTEM TOSURVEIL THE EMAILS OF ITS PERSONNEL. THE SYSTEM ALLOWED THEFIRM TO SELECT FROM AND CUSTOMIZE VARIOUS "POLICIES" DESIGNEDTO "FLAG" EMAILS THAT CONTAINED SPECIFIED WORDS, PHRASES, OROTHER CHARACTERISTICS SUGGESTING POTENTIAL CONCERNSWARRANTING FURTHER REVIEW. FLAGGED EMAILS WERE THENREVIEWED BY A TEAM OF REGISTERED PRINCIPALS IN THE FIRM'S HOMEOFFICE. THIS SYSTEM WAS FLAWED IN SIGNIFICANT RESPECTS. THEPRIMARY LEXICON USED BY THE FIRM'S SYSTEM WAS NOT REASONABLYDESIGNED TO IDENTIFY EMAILS SUGGESTING CERTAIN CATEGORIES OFPOTENTIALLY PROBLEMATIC CONDUCT AND CIRCUMSTANCES THAT THEFIRM-IN LIGHT OF ITS SIZE, STRUCTURE, BUSINESS MODEL, ANDEXPERIENCE FROM PRIOR DISCIPLINARY ACTIONS TAKEN AGAINST ITSPERSONNEL BY BOTH THE FIRM AND REGULATORS-KNEW OR SHOULDHAVE ANTICIPATED WOULD RECUR FROM TIME TO TIME. THE FIRM ALSOFAILED TO DEVOTE ADEQUATE PERSONNEL AND RESOURCES TO THETEAM THAT REVIEWED EMAILS FLAGGED BY THE SYSTEM, EVEN AS THENUMBER OF EMAILS SENT OR RECEIVED BY THE FIRM INCREASED OVERTIME. IN ADDITION, THE FIRM UNREASONABLY FAILED TO APPLY ALL OFTHE POLICIES IN THE FIRM'S PRIMARY LEXICON TO THE EMAILS OFAPPROXIMATELY 1,300 REGISTERED REPRESENTATIVES WHO WORKED INBRANCH OFFICES THAT MAINTAINED THEIR OWN EMAIL SERVERS. THEFIRM ALSO UNREASONABLY EXCLUDED FROM EMAIL SURVEILLANCECERTAIN FIRM PERSONNEL WHO SENT OR RECEIVED EMAILS THATREQUIRED REVIEW, INCLUDING PERSONNEL IN ITS HEADQUARTERS WHOSERVICED CUSTOMER BROKERAGE ACCOUNTS IN ADDITION TO THEIROTHER RESPONSIBILITIES. THE FIRM DID NOT PERIODICALLY TEST THECONFIGURATION AND EFFECTIVENESS OF ITS LEXICON-BASED EMAILSURVEILLANCE SYSTEM AND LACKED REASONABLE PROCEDURES FORDOING SO. SEPARATE FROM THE AUTOMATED, LEXICON-BASEDSURVEILLANCE SYSTEM, THE FIRM ALSO REQUIRED AND TRAINED ITSBRANCH MANAGERS TO MANUALLY REVIEW EMAILS SENT AND RECEIVEDBY THE REGISTERED REPRESENTATIVES THEY SUPERVISED AND RETAINEVIDENCE OF THAT REVIEW EITHER ELECTRONICALLY OR IN HARD COPY.THIS MANUAL REVIEW PROCESS, HOWEVER, WAS ESSENTIALLY BASEDON AN "HONOR SYSTEM" WHEREBY SUPERVISED REPRESENTATIVESSELF-SELECTED AND COPIED, BLIND COPIED, OR FORWARDED EMAILSFOR REVIEW, WITH NO EFFECTIVE MEANS TO ENSURE THATREPRESENTATIVES WERE IN FACT PROVIDING ALL EMAILS THAT SHOULDHAVE BEEN REVIEWED. MOREOVER, WHEN BRANCH MANAGERS LEFTTHE FIRM, THE FIRM DID NOT RETAIN THE ELECTRONIC RECORDSEVIDENCING WHICH EMAILS THEY HAD REVIEWED. THE FIRMDISCONTINUED ITS MANUAL EMAIL REVIEW BY BRANCH MANAGERS INJANUARY 2013, BUT FAILED TO REEVALUATE THE ADEQUACY OF ITSPRIMARY EMAIL REVIEW LEXICON WHEN IT DID SO. THE FOREGOINGCOMBINATION OF FAILURES ALLOWED MILLIONS OF FIRM EMAILS TOEVADE MEANINGFUL REVIEW, CREATING UNREASONABLE RISK THATMISCONDUCT BY FIRM PERSONNEL MIGHT BE OCCURRING UNDETECTED.THE FAILURES CONTRIBUTED TO THE FIRM NOT DETECTING THAT AFORMER FIRM REPRESENTATIVE HAD ENGAGED IN PRIVATE SECURITIESTRANSACTIONS INVOLVING THE FRAUDULENT SALE OF APPROXIMATELY$1 MILLION IN UNREGISTERED NOTES, RESULTING IN SUBSTANTIALLOSSES TO SOME OF HIS CUSTOMERS. AT LEAST 16 SEPARATE STRINGSCONTAINED EVIDENCE THAT, IF REVIEWED BY THE REPRESENTATIVE'SBRANCH MANAGER, COULD HAVE INDICATED THAT THE REPRESENTATIVEWAS IMPROPERLY SELLING THE INVESTMENT AWAY FROM THE FIRM'SSUPERVISION. APPROXIMATELY TWO YEARS AFTER THE LAST CUSTOMERHAD ALREADY INVESTED, TWO RELEVANT EMAIL STRINGS WEREFLAGGED BY THE FIRM'S LEXICON-BASED SURVEILLANCE SYSTEM, BUTTHE FIRM FAILED TO DETECT THE MISCONDUCT.







Initiated By: FINRA







WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT DID NOTHAVE SUPERVISORY SYSTEMS AND PROCEDURES FOR REVIEWING EMAILCOMMUNICATIONS THAT WERE REASONABLY DESIGNED TO ACHIEVECOMPLIANCE WITH APPLICABLE LEGAL REQUIREMENTS OR APPROPRIATEFOR THE FIRM'S BUSINESS, SIZE, STRUCTURE, AND CUSTOMERS. THEFINDINGS STATED THAT DURING THE RELEVANT PERIOD, THE FIRMRELIED PRIMARILY ON AN AUTOMATED, LEXICON-BASED SYSTEM TOSURVEIL THE EMAILS OF ITS PERSONNEL. THE SYSTEM ALLOWED THEFIRM TO SELECT FROM AND CUSTOMIZE VARIOUS "POLICIES" DESIGNEDTO "FLAG" EMAILS THAT CONTAINED SPECIFIED WORDS, PHRASES, OROTHER CHARACTERISTICS SUGGESTING POTENTIAL CONCERNSWARRANTING FURTHER REVIEW. FLAGGED EMAILS WERE THENREVIEWED BY A TEAM OF REGISTERED PRINCIPALS IN THE FIRM'S HOMEOFFICE. THIS SYSTEM WAS FLAWED IN SIGNIFICANT RESPECTS. THEPRIMARY LEXICON USED BY THE FIRM'S SYSTEM WAS NOT REASONABLYDESIGNED TO IDENTIFY EMAILS SUGGESTING CERTAIN CATEGORIES OFPOTENTIALLY PROBLEMATIC CONDUCT AND CIRCUMSTANCES THAT THEFIRM-IN LIGHT OF ITS SIZE, STRUCTURE, BUSINESS MODEL, ANDEXPERIENCE FROM PRIOR DISCIPLINARY ACTIONS TAKEN AGAINST ITSPERSONNEL BY BOTH THE FIRM AND REGULATORS-KNEW OR SHOULDHAVE ANTICIPATED WOULD RECUR FROM TIME TO TIME. THE FIRM ALSOFAILED TO DEVOTE ADEQUATE PERSONNEL AND RESOURCES TO THETEAM THAT REVIEWED EMAILS FLAGGED BY THE SYSTEM, EVEN AS THENUMBER OF EMAILS SENT OR RECEIVED BY THE FIRM INCREASED OVERTIME. IN ADDITION, THE FIRM UNREASONABLY FAILED TO APPLY ALL OFTHE POLICIES IN THE FIRM'S PRIMARY LEXICON TO THE EMAILS OFAPPROXIMATELY 1,300 REGISTERED REPRESENTATIVES WHO WORKED INBRANCH OFFICES THAT MAINTAINED THEIR OWN EMAIL SERVERS. THEFIRM ALSO UNREASONABLY EXCLUDED FROM EMAIL SURVEILLANCECERTAIN FIRM PERSONNEL WHO SENT OR RECEIVED EMAILS THATREQUIRED REVIEW, INCLUDING PERSONNEL IN ITS HEADQUARTERS WHOSERVICED CUSTOMER BROKERAGE ACCOUNTS IN ADDITION TO THEIROTHER RESPONSIBILITIES. THE FIRM DID NOT PERIODICALLY TEST THECONFIGURATION AND EFFECTIVENESS OF ITS LEXICON-BASED EMAILSURVEILLANCE SYSTEM AND LACKED REASONABLE PROCEDURES FORDOING SO. SEPARATE FROM THE AUTOMATED, LEXICON-BASEDSURVEILLANCE SYSTEM, THE FIRM ALSO REQUIRED AND TRAINED ITSBRANCH MANAGERS TO MANUALLY REVIEW EMAILS SENT AND RECEIVEDBY THE REGISTERED REPRESENTATIVES THEY SUPERVISED AND RETAINEVIDENCE OF THAT REVIEW EITHER ELECTRONICALLY OR IN HARD COPY.THIS MANUAL REVIEW PROCESS, HOWEVER, WAS ESSENTIALLY BASEDON AN "HONOR SYSTEM" WHEREBY SUPERVISED REPRESENTATIVESSELF-SELECTED AND COPIED, BLIND COPIED, OR FORWARDED EMAILSFOR REVIEW, WITH NO EFFECTIVE MEANS TO ENSURE THATREPRESENTATIVES WERE IN FACT PROVIDING ALL EMAILS THAT SHOULDHAVE BEEN REVIEWED. MOREOVER, WHEN BRANCH MANAGERS LEFTTHE FIRM, THE FIRM DID NOT RETAIN THE ELECTRONIC RECORDSEVIDENCING WHICH EMAILS THEY HAD REVIEWED. THE FIRMDISCONTINUED ITS MANUAL EMAIL REVIEW BY BRANCH MANAGERS INJANUARY 2013, BUT FAILED TO REEVALUATE THE ADEQUACY OF ITSPRIMARY EMAIL REVIEW LEXICON WHEN IT DID SO. THE FOREGOINGCOMBINATION OF FAILURES ALLOWED MILLIONS OF FIRM EMAILS TOEVADE MEANINGFUL REVIEW, CREATING UNREASONABLE RISK THATMISCONDUCT BY FIRM PERSONNEL MIGHT BE OCCURRING UNDETECTED.THE FAILURES CONTRIBUTED TO THE FIRM NOT DETECTING THAT AFORMER FIRM REPRESENTATIVE HAD ENGAGED IN PRIVATE SECURITIESTRANSACTIONS INVOLVING THE FRAUDULENT SALE OF APPROXIMATELY$1 MILLION IN UNREGISTERED NOTES, RESULTING IN SUBSTANTIALLOSSES TO SOME OF HIS CUSTOMERS. AT LEAST 16 SEPARATE STRINGSCONTAINED EVIDENCE THAT, IF REVIEWED BY THE REPRESENTATIVE'SBRANCH MANAGER, COULD HAVE INDICATED THAT THE REPRESENTATIVEWAS IMPROPERLY SELLING THE INVESTMENT AWAY FROM THE FIRM'SSUPERVISION. APPROXIMATELY TWO YEARS AFTER THE LAST CUSTOMERHAD ALREADY INVESTED, TWO RELEVANT EMAIL STRINGS WEREFLAGGED BY THE FIRM'S LEXICON-BASED SURVEILLANCE SYSTEM, BUTTHE FIRM FAILED TO DETECT THE MISCONDUCT.


Resolution: Acceptance, Waiver & Consent(AWC)








Other Sanctions Ordered: UNDERTAKINGS

Sanction Details: THE FIRM WAS CENSURED, FINED $2 MILLION AND UNDERTAKES TOCERTIFY IN WRITING TO FINRA THAT IT HAS ADOPTED AND IMPLEMENTEDWRITTEN SUPERVISORY POLICIES, PROCEDURES, AND SYSTEMSINCLUDING, IF UTILIZED, AN APPROPRIATE EMAIL REVIEW LEXICON, THATARE REASONABLY DESIGNED TO ADDRESS EACH OF THE DEFICIENCIESIDENTIFIED IN THIS AWC AND THAT IT HAS (I) COMPLETED A RISK-BASEDRETROSPECTIVE REVIEW, WHICH MAY INCLUDE THE USE OF SAMPLING,REASONABLY DESIGNED TO DETECT POTENTIAL VIOLATIONS OF THESECURITIES LAWS AND FINRA RULES EVIDENCED IN EMAILS SENT ORRECEIVED BY ITS REGISTERED REPRESENTATIVES THAT WERE IMPACTEDBY THE SYSTEMIC FAILURES DESCRIBED ABOVE; AND HAS (II) COMPLIEDWITH ITS FORM U4, FORM U5, AND RULE 4530 REPORTING OBLIGATIONSAS A RESULT OF ITS FINDINGS ARISING OUT OF THAT REVIEW. FINES PAIDIN FULL ON DECEMBER 28, 2017.


No

Sanctions Ordered: CensureMonetary/Fine $2,000,000.00


Allegations: WITHOUT ADMITTING OR DENYING FINRA'S FINDINGS, RAYMOND JAMESFINANCIAL SERVICES ("RJFS" OR "FIRM") CONSENTED TO THE SANCTIONSIMPOSED BY FINRA AND TO THE ENTRY OF FINDINGS THAT, BETWEENDECEMBER 2007 AND SEPTEMBER 2017, RJFS DID NOT HAVESUPERVISORY SYSTEMS AND PROCESS FOR REVIEWING EMAILCOMMUNICATIONS THAT WERE REASONABLY DESIGNED TO ACHIEVECOMPLIANCE WITH APPLICABLE LEGAL REQUIREMENTS OR APPROPRIATEFOR THE FIRM'S BUSINESS, SIZE, STRUCTURE AND CUSTOMERS, AS ARESULT, FINRA FOUND THAT RJFS VIOLATED NASD RULES 3010 AND 2110AND FINRA RULES 3110 AND 2010.

IN PARTICULAR, FINRA FOUND THAT (1) THE FIRMS' AUTOMATED LEXICON-BASED SYSTEM TO SURVEIL THE E-MAILS OF ITS PERSONNEL WASFLAWED IN SIGNIFICANT RESPECTS, (2) THE FIRM FAILED TO DEVOTEADEQUATE PERSONNEL AND RESOURCES TO THE TEAM THAT REVIEWEDE-MAILS, (3) THE FIRM FAILED TO APPLY ALL OF ITS POLICIES IN ITSPRIMARY LEXICON TO BRANCH OFFICES THAT HAD THEIR OWN EMAILSERVERS, AND (4) THE FIRM DID NOT PERIODICALLY TEST THECONFIGURATION AND EFFECTIVENESS OF ITS EMAIL SURVEILLANCESYSTEM. THE FIRM WAS CENSURED, FINED $2 MILLION, AND AGREED TOCERTAIN UNDERTAKINGS TO ADDRESS THE IDENTIFIED DEFICIENCIES.







Initiated By: FINRA







WITHOUT ADMITTING OR DENYING FINRA'S FINDINGS, RAYMOND JAMESFINANCIAL SERVICES ("RJFS" OR "FIRM") CONSENTED TO THE SANCTIONSIMPOSED BY FINRA AND TO THE ENTRY OF FINDINGS THAT, BETWEENDECEMBER 2007 AND SEPTEMBER 2017, RJFS DID NOT HAVESUPERVISORY SYSTEMS AND PROCESS FOR REVIEWING EMAILCOMMUNICATIONS THAT WERE REASONABLY DESIGNED TO ACHIEVECOMPLIANCE WITH APPLICABLE LEGAL REQUIREMENTS OR APPROPRIATEFOR THE FIRM'S BUSINESS, SIZE, STRUCTURE AND CUSTOMERS, AS ARESULT, FINRA FOUND THAT RJFS VIOLATED NASD RULES 3010 AND 2110AND FINRA RULES 3110 AND 2010.

IN PARTICULAR, FINRA FOUND THAT (1) THE FIRMS' AUTOMATED LEXICON-BASED SYSTEM TO SURVEIL THE E-MAILS OF ITS PERSONNEL WASFLAWED IN SIGNIFICANT RESPECTS, (2) THE FIRM FAILED TO DEVOTEADEQUATE PERSONNEL AND RESOURCES TO THE TEAM THAT REVIEWEDE-MAILS, (3) THE FIRM FAILED TO APPLY ALL OF ITS POLICIES IN ITSPRIMARY LEXICON TO BRANCH OFFICES THAT HAD THEIR OWN EMAILSERVERS, AND (4) THE FIRM DID NOT PERIODICALLY TEST THECONFIGURATION AND EFFECTIVENESS OF ITS EMAIL SURVEILLANCESYSTEM. THE FIRM WAS CENSURED, FINED $2 MILLION, AND AGREED TOCERTAIN UNDERTAKINGS TO ADDRESS THE IDENTIFIED DEFICIENCIES.


Resolution:


Sanction Details: THE FIRM WAS CENSURED, FINED $2 MILLION AND UNDERTAKES TOCERTIFY IN WRITING TO FINRA THAT IT HAS ADOPTED AND IMPLEMENTEDWRITTEN SUPERVISORY POLICIES, PROCEDURES, AND SYSTEMSINCLUDING, IF UTILIZED, AN APPROPRIATE EMAIL REVIEW LEXICON, THATARE REASONABLY DESIGNED TO ADDRESS EACH OF THE DEFICIENCIESIDENTIFIED IN THIS AWC AND THAT IT HAS (I) COMPLETED A RISK-BASEDRETROSPECTIVE REVIEW, WHICH MAY INCLUDE THE USE OF SAMPLING,REASONABLY DESIGNED TO DETECT POTENTIAL VIOLATIONS OF THESECURITIES LAWS AND FINRA RULES EVIDENCED IN EMAILS SENT ORRECEIVED BY ITS REGISTERED REPRESENTATIVES THAT WERE IMPACTEDBY THE SYSTEMIC FAILURES DESCRIBED ABOVE; AND HAS (II) COMPLIEDWITH ITS FORM U4, FORM U5, AND RULE 4530 REPORTING OBLIGATIONSAS A RESULT OF ITS FINDINGS ARISING OUT OF THAT REVIEW.



Disclosure 6 of 83

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Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT FAILED TOESTABLISH AND IMPLEMENT POLICIES AND PROCEDURES TOREASONABLY DETECT AND CAUSE THE REPORTING OF SUSPICIOUSTRANSACTIONS. THE FINDINGS STATED THAT DESPITE THE SEPARATEAML DEPARTMENTS AND PROGRAMS, THE FIRM'S CLEARING FIRM ANDTHE CLEARING FIRM'S AMLCO, AS WELL AS THE FIRM CREATED A SYSTEMUNDER WHICH THE FIRM HEAVILY RELIED UPON ITS CLEARING FIRM TOPROVIDE CERTAIN SYSTEMS AND TOOLS AS PART OF THE FIRM'S AMLPROGRAM. THE CLEARING FIRM'S AMLCO, WAS RESPONSIBLE FORENSURING THAT THE CLEARING FIRM'S AML PROGRAM WAS ADEQUATELYTAILORED TO THE CLEARING FIRM'S BUSINESS AND FOR APPROPRIATELYMONITORING, DETECTING AND REPORTING SUSPICIOUS ACTIVITY. THEFIRM FAILED TO COMMIT ADEQUATE RESOURCES TO THE FIRM'S AMLPROGRAMS. THE FIRM'S STAFFING OF ITS AML DEPARTMENTS WASINADEQUATE IN LIGHT OF THE EXTENSIVE RESPONSIBILITIES ASSIGNEDTO THE FEW INDIVIDUALS, INCLUDING THE LABOR-INTENSIVE MANUALREVIEWS, PARTICULARLY IN LIGHT OF THE FIRM'S GROWTH. THEFINDINGS ALSO STATED THAT THE FIRM FAILED TO ESTABLISH ANDIMPLEMENT AML PROCEDURES AND SYSTEMS REASONABLY EXPECTEDTO DETECT SUSPICIOUS ACTIVITY. THE FIRM FAILED TO ESTABLISHREASONABLE WRITTEN PROCEDURES FOR CERTAIN ASPECTS OF THEFIRM'S AML PROGRAMS. THE FIRM FAILED TO ESTABLISH REASONABLEAML SYSTEMS TAILORED TO ITS BUSINESS. THE AML PROCEDURES THATWERE IN PLACE REQUIRED THE FIRM TO REVIEW ACCOUNTS FORPOTENTIAL SUSPICIOUS ACTIVITY. THE FIRM, HOWEVER, FAILED TODEVELOP AND IMPLEMENT SURVEILLANCE REPORTS TAILORED TODETECT CERTAIN TYPES OF POTENTIALLY SUSPICIOUS TRANSACTIONS.FOR EXAMPLE, THE FIRM HAD NO WRITTEN PROCEDURES REQUIRINGREVIEW OF, OR SURVEILLANCE REPORTS MONITORING FOR, THEFOLLOWING HIGH-RISK ACTIVITIES: TRANSFERS OF FUNDS TOUNRELATED ACCOUNTS WITHOUT ANY APPARENT BUSINESS PURPOSE;JOURNALING SECURITIES AND CASH BETWEEN UNRELATED ACCOUNTSFOR NO APPARENT BUSINESS PURPOSE, PARTICULARLY INTERNALTRANSFERS OF CASH FROM CUSTOMER ACCOUNTS TO EMPLOYEE OREMPLOYEE-RELATED ACCOUNTS; AND MOVEMENT OF FUNDS, BY WIRETRANSFER OR OTHERWISE, FROM MULTIPLE ACCOUNTS TO THE SAMETHIRD PARTY ACCOUNT. THE FIRM'S SURVEILLANCE REPORTS FAILED TOREASONABLY MONITOR FOR SUSPICIOUS ACTIVITY. THE FINDINGS ALSOINCLUDED THAT THE FIRM FAILED TO REASONABLY INVESTIGATE REDFLAGS. AS A RESULT OF THE FIRM'S AML PROCEDURES, THE FIRM HADGAPS IN ITS SURVEILLANCE OF ACTIVITY FOR AML RED FLAGS. EVENWHEN THE EXCEPTION REPORTS OR OTHER SURVEILLANCE IDENTIFIEDRED FLAGS, THE FIRM FAILED TO REASONABLY INVESTIGATE MANYINSTANCES IN ORDER TO DETERMINE WHETHER A SAR SHOULD BE FILED.ALSO, ALTHOUGH THE FIRM AML ANALYSTS IDENTIFIED SOME RED FLAGSAND OPENED INVESTIGATIONS, THE INVESTIGATIONS WERE DEFICIENT.FINRA FOUND THAT THE FIRM FAILED TO MAINTAIN REASONABLE WSPSRELATED TO JOURNALING SECURITIES BETWEEN CUSTOMER ACCOUNTSAND EMPLOYEE-RELATED ACCOUNTS. AS A RESULT, A BRANCH MANAGERFAILED TO DETECT THAT THE FIRM'S REGISTERED PERSON CONVERTEDAPPROXIMATELY $1 MILLION FROM AN ELDERLY CUSTOMER TO HER OWNUSE. THE FIRM ALSO FAILED TO ESTABLISH, MAINTAIN AND ENFORCEPROCEDURES TO PRESERVE LETTERS SENT TO CUSTOMERSCONFIRMING MOVEMENTS OF STOCK VALUED OVER $50,000 FROM THEFIRM'S ACCOUNTS TO THIRD-PARTY ACCOUNTS AT THE FIRM FOR THEREQUIRED PERIOD OF TIME. FINRA ALSO FOUND THAT THE FIRM FAILEDTO ESTABLISH AND MAINTAIN AN ADEQUATE CUSTOMER IDENTIFICATIONPROGRAM. IN ADDITION, FINRA DETERMINED THAT THE FIRM FAILED TOESTABLISH, MAINTAIN, AND ENFORCE A SUPERVISORY SYSTEMREASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH SECTION 5 OFTHE SECURITIES ACT THROUGH INCOMPLETE RISK REVIEWS, DUEDILIGENCE FAILURES, AND FAILURES TO IMPLEMENT EXISTINGPROCEDURES RELEVANT TO LOW PRICED SECURITIES. MOREOVER,FINRA FOUND THAT THE FIRM FAILED TO MAINTAIN AND UPDATE CERTAINWSPS RELATED TO VARIABLE ANNUITY TRANSACTIONS.







Initiated By: FINRA





Principal Product Type: Annuity(ies) - Variable

Other Product Type(s): LOW PRICED SECURITIES

WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT FAILED TOESTABLISH AND IMPLEMENT POLICIES AND PROCEDURES TOREASONABLY DETECT AND CAUSE THE REPORTING OF SUSPICIOUSTRANSACTIONS. THE FINDINGS STATED THAT DESPITE THE SEPARATEAML DEPARTMENTS AND PROGRAMS, THE FIRM'S CLEARING FIRM ANDTHE CLEARING FIRM'S AMLCO, AS WELL AS THE FIRM CREATED A SYSTEMUNDER WHICH THE FIRM HEAVILY RELIED UPON ITS CLEARING FIRM TOPROVIDE CERTAIN SYSTEMS AND TOOLS AS PART OF THE FIRM'S AMLPROGRAM. THE CLEARING FIRM'S AMLCO, WAS RESPONSIBLE FORENSURING THAT THE CLEARING FIRM'S AML PROGRAM WAS ADEQUATELYTAILORED TO THE CLEARING FIRM'S BUSINESS AND FOR APPROPRIATELYMONITORING, DETECTING AND REPORTING SUSPICIOUS ACTIVITY. THEFIRM FAILED TO COMMIT ADEQUATE RESOURCES TO THE FIRM'S AMLPROGRAMS. THE FIRM'S STAFFING OF ITS AML DEPARTMENTS WASINADEQUATE IN LIGHT OF THE EXTENSIVE RESPONSIBILITIES ASSIGNEDTO THE FEW INDIVIDUALS, INCLUDING THE LABOR-INTENSIVE MANUALREVIEWS, PARTICULARLY IN LIGHT OF THE FIRM'S GROWTH. THEFINDINGS ALSO STATED THAT THE FIRM FAILED TO ESTABLISH ANDIMPLEMENT AML PROCEDURES AND SYSTEMS REASONABLY EXPECTEDTO DETECT SUSPICIOUS ACTIVITY. THE FIRM FAILED TO ESTABLISHREASONABLE WRITTEN PROCEDURES FOR CERTAIN ASPECTS OF THEFIRM'S AML PROGRAMS. THE FIRM FAILED TO ESTABLISH REASONABLEAML SYSTEMS TAILORED TO ITS BUSINESS. THE AML PROCEDURES THATWERE IN PLACE REQUIRED THE FIRM TO REVIEW ACCOUNTS FORPOTENTIAL SUSPICIOUS ACTIVITY. THE FIRM, HOWEVER, FAILED TODEVELOP AND IMPLEMENT SURVEILLANCE REPORTS TAILORED TODETECT CERTAIN TYPES OF POTENTIALLY SUSPICIOUS TRANSACTIONS.FOR EXAMPLE, THE FIRM HAD NO WRITTEN PROCEDURES REQUIRINGREVIEW OF, OR SURVEILLANCE REPORTS MONITORING FOR, THEFOLLOWING HIGH-RISK ACTIVITIES: TRANSFERS OF FUNDS TOUNRELATED ACCOUNTS WITHOUT ANY APPARENT BUSINESS PURPOSE;JOURNALING SECURITIES AND CASH BETWEEN UNRELATED ACCOUNTSFOR NO APPARENT BUSINESS PURPOSE, PARTICULARLY INTERNALTRANSFERS OF CASH FROM CUSTOMER ACCOUNTS TO EMPLOYEE OREMPLOYEE-RELATED ACCOUNTS; AND MOVEMENT OF FUNDS, BY WIRETRANSFER OR OTHERWISE, FROM MULTIPLE ACCOUNTS TO THE SAMETHIRD PARTY ACCOUNT. THE FIRM'S SURVEILLANCE REPORTS FAILED TOREASONABLY MONITOR FOR SUSPICIOUS ACTIVITY. THE FINDINGS ALSOINCLUDED THAT THE FIRM FAILED TO REASONABLY INVESTIGATE REDFLAGS. AS A RESULT OF THE FIRM'S AML PROCEDURES, THE FIRM HADGAPS IN ITS SURVEILLANCE OF ACTIVITY FOR AML RED FLAGS. EVENWHEN THE EXCEPTION REPORTS OR OTHER SURVEILLANCE IDENTIFIEDRED FLAGS, THE FIRM FAILED TO REASONABLY INVESTIGATE MANYINSTANCES IN ORDER TO DETERMINE WHETHER A SAR SHOULD BE FILED.ALSO, ALTHOUGH THE FIRM AML ANALYSTS IDENTIFIED SOME RED FLAGSAND OPENED INVESTIGATIONS, THE INVESTIGATIONS WERE DEFICIENT.FINRA FOUND THAT THE FIRM FAILED TO MAINTAIN REASONABLE WSPSRELATED TO JOURNALING SECURITIES BETWEEN CUSTOMER ACCOUNTSAND EMPLOYEE-RELATED ACCOUNTS. AS A RESULT, A BRANCH MANAGERFAILED TO DETECT THAT THE FIRM'S REGISTERED PERSON CONVERTEDAPPROXIMATELY $1 MILLION FROM AN ELDERLY CUSTOMER TO HER OWNUSE. THE FIRM ALSO FAILED TO ESTABLISH, MAINTAIN AND ENFORCEPROCEDURES TO PRESERVE LETTERS SENT TO CUSTOMERSCONFIRMING MOVEMENTS OF STOCK VALUED OVER $50,000 FROM THEFIRM'S ACCOUNTS TO THIRD-PARTY ACCOUNTS AT THE FIRM FOR THEREQUIRED PERIOD OF TIME. FINRA ALSO FOUND THAT THE FIRM FAILEDTO ESTABLISH AND MAINTAIN AN ADEQUATE CUSTOMER IDENTIFICATIONPROGRAM. IN ADDITION, FINRA DETERMINED THAT THE FIRM FAILED TOESTABLISH, MAINTAIN, AND ENFORCE A SUPERVISORY SYSTEMREASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH SECTION 5 OFTHE SECURITIES ACT THROUGH INCOMPLETE RISK REVIEWS, DUEDILIGENCE FAILURES, AND FAILURES TO IMPLEMENT EXISTINGPROCEDURES RELEVANT TO LOW PRICED SECURITIES. MOREOVER,FINRA FOUND THAT THE FIRM FAILED TO MAINTAIN AND UPDATE CERTAINWSPS RELATED TO VARIABLE ANNUITY TRANSACTIONS.


Resolution:


No








Other Sanctions Ordered: UNDERTAKING

Sanction Details: THE FIRM WAS CENSURED, FINED $9,000,000 AND REQUIRED TOCONDUCT A COMPREHENSIVE REVIEW OF THE ADEQUACY OF ITS AMLAND SUPERVISORY POLICIES, SYSTEMS, PROCEDURES, AND TRAINING.AT THE CONCLUSION OF THE REVIEW, WHICH SHALL BE NO MORE THAN180 DAYS AFTER THE DATE OF THE NOTICE OF ACCEPTANCE OF THISAWC, THE FIRM SHALL CERTIFY THAT ITS PROCEDURES ARE REASONABLYDESIGNED TO ACHIEVE COMPLIANCE WITH FINRA RULE 3310. THECERTIFICATION SHALL BE PROVIDED IN A WRITTEN LETTER TO FINRA. THELETTER SHALL BE ACCOMPANIED BY A WRITTEN REPORT, AT A MINIMUM,STATING (I) THE ADEQUACY OF THE FIRM'S POLICIES, SYSTEMS,PROCEDURES AND TRAINING RELATING TO AML AND SUPERVISION; (II) ADESCRIPTION OF THE REVIEW PERFORMED AND THE CONCLUSIONSREACHED; AND (III) RECOMMENDATIONS FOR MODIFICATIONS ANDADDITIONS TO THE FIRM'S POLICIES, SYSTEMS, PROCEDURES ANDTRAINING.

FINE PAID IN FULL ON MAY 26, 2016.



Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT FAILED TOESTABLISH AND IMPLEMENT POLICIES AND PROCEDURES TOREASONABLY DETECT AND CAUSE THE REPORTING OF SUSPICIOUSTRANSACTIONS. THE FINDINGS STATED THAT DESPITE THE SEPARATEAML DEPARTMENTS AND PROGRAMS, THE FIRM'S CLEARING FIRM ANDTHE CLEARING FIRM'S AMLCO, AS WELL AS THE FIRM CREATED A SYSTEMUNDER WHICH THE FIRM HEAVILY RELIED UPON ITS CLEARING FIRM TOPROVIDE CERTAIN SYSTEMS AND TOOLS AS PART OF THE FIRM'S AMLPROGRAM. THE CLEARING FIRM'S AMLCO, WAS RESPONSIBLE FORENSURING THAT THE CLEARING FIRM'S AML PROGRAM WAS ADEQUATELYTAILORED TO THE CLEARING FIRM'S BUSINESS AND FOR APPROPRIATELYMONITORING, DETECTING AND REPORTING SUSPICIOUS ACTIVITY. THEFIRM FAILED TO COMMIT ADEQUATE RESOURCES TO THE FIRM'S AMLPROGRAMS. THE FIRM'S STAFFING OF ITS AML DEPARTMENTS WASINADEQUATE IN LIGHT OF THE EXTENSIVE RESPONSIBILITIES ASSIGNEDTO THE FEW INDIVIDUALS, INCLUDING THE LABOR-INTENSIVE MANUALREVIEWS, PARTICULARLY IN LIGHT OF THE FIRM'S GROWTH. THEFINDINGS ALSO STATED THAT THE FIRM FAILED TO ESTABLISH ANDIMPLEMENT AML PROCEDURES AND SYSTEMS REASONABLY EXPECTEDTO DETECT SUSPICIOUS ACTIVITY. THE FIRM FAILED TO ESTABLISHREASONABLE WRITTEN PROCEDURES FOR CERTAIN ASPECTS OF THEFIRM'S AML PROGRAMS. THE FIRM FAILED TO ESTABLISH REASONABLEAML SYSTEMS TAILORED TO ITS BUSINESS. THE AML PROCEDURES THATWERE IN PLACE REQUIRED THE FIRM TO REVIEW ACCOUNTS FORPOTENTIAL SUSPICIOUS ACTIVITY. THE FIRM, HOWEVER, FAILED TODEVELOP AND IMPLEMENT SURVEILLANCE REPORTS TAILORED TODETECT CERTAIN TYPES OF POTENTIALLY SUSPICIOUS TRANSACTIONS.FOR EXAMPLE, THE FIRM HAD NO WRITTEN PROCEDURES REQUIRINGREVIEW OF, OR SURVEILLANCE REPORTS MONITORING FOR, THEFOLLOWING HIGH-RISK ACTIVITIES: TRANSFERS OF FUNDS TOUNRELATED ACCOUNTS WITHOUT ANY APPARENT BUSINESS PURPOSE;JOURNALING SECURITIES AND CASH BETWEEN UNRELATED ACCOUNTSFOR NO APPARENT BUSINESS PURPOSE, PARTICULARLY INTERNALTRANSFERS OF CASH FROM CUSTOMER ACCOUNTS TO EMPLOYEE OREMPLOYEE-RELATED ACCOUNTS; AND MOVEMENT OF FUNDS, BY WIRETRANSFER OR OTHERWISE, FROM MULTIPLE ACCOUNTS TO THE SAMETHIRD PARTY ACCOUNT. THE FIRM'S SURVEILLANCE REPORTS FAILED TOREASONABLY MONITOR FOR SUSPICIOUS ACTIVITY. THE FINDINGS ALSOINCLUDED THAT THE FIRM FAILED TO REASONABLY INVESTIGATE REDFLAGS. AS A RESULT OF THE FIRM'S AML PROCEDURES, THE FIRM HADGAPS IN ITS SURVEILLANCE OF ACTIVITY FOR AML RED FLAGS. EVENWHEN THE EXCEPTION REPORTS OR OTHER SURVEILLANCE IDENTIFIEDRED FLAGS, THE FIRM FAILED TO REASONABLY INVESTIGATE MANYINSTANCES IN ORDER TO DETERMINE WHETHER A SAR SHOULD BE FILED.ALSO, ALTHOUGH THE FIRM AML ANALYSTS IDENTIFIED SOME RED FLAGSAND OPENED INVESTIGATIONS, THE INVESTIGATIONS WERE DEFICIENT.FINRA FOUND THAT THE FIRM FAILED TO MAINTAIN REASONABLE WSPSRELATED TO JOURNALING SECURITIES BETWEEN CUSTOMER ACCOUNTSAND EMPLOYEE-RELATED ACCOUNTS. AS A RESULT, A BRANCH MANAGERFAILED TO DETECT THAT THE FIRM'S REGISTERED PERSON CONVERTEDAPPROXIMATELY $1 MILLION FROM AN ELDERLY CUSTOMER TO HER OWNUSE. THE FIRM ALSO FAILED TO ESTABLISH, MAINTAIN AND ENFORCEPROCEDURES TO PRESERVE LETTERS SENT TO CUSTOMERSCONFIRMING MOVEMENTS OF STOCK VALUED OVER $50,000 FROM THEFIRM'S ACCOUNTS TO THIRD-PARTY ACCOUNTS AT THE FIRM FOR THEREQUIRED PERIOD OF TIME. FINRA ALSO FOUND THAT THE FIRM FAILEDTO ESTABLISH AND MAINTAIN AN ADEQUATE CUSTOMER IDENTIFICATIONPROGRAM. IN ADDITION, FINRA DETERMINED THAT THE FIRM FAILED TOESTABLISH, MAINTAIN, AND ENFORCE A SUPERVISORY SYSTEMREASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH SECTION 5 OFTHE SECURITIES ACT THROUGH INCOMPLETE RISK REVIEWS, DUEDILIGENCE FAILURES, AND FAILURES TO IMPLEMENT EXISTINGPROCEDURES RELEVANT TO LOW PRICED SECURITIES. MOREOVER,FINRA FOUND THAT THE FIRM FAILED TO MAINTAIN AND UPDATE CERTAINWSPS RELATED TO VARIABLE ANNUITY TRANSACTIONS.







WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT FAILED TOESTABLISH AND IMPLEMENT POLICIES AND PROCEDURES TOREASONABLY DETECT AND CAUSE THE REPORTING OF SUSPICIOUSTRANSACTIONS. THE FINDINGS STATED THAT DESPITE THE SEPARATEAML DEPARTMENTS AND PROGRAMS, THE FIRM'S CLEARING FIRM ANDTHE CLEARING FIRM'S AMLCO, AS WELL AS THE FIRM CREATED A SYSTEMUNDER WHICH THE FIRM HEAVILY RELIED UPON ITS CLEARING FIRM TOPROVIDE CERTAIN SYSTEMS AND TOOLS AS PART OF THE FIRM'S AMLPROGRAM. THE CLEARING FIRM'S AMLCO, WAS RESPONSIBLE FORENSURING THAT THE CLEARING FIRM'S AML PROGRAM WAS ADEQUATELYTAILORED TO THE CLEARING FIRM'S BUSINESS AND FOR APPROPRIATELYMONITORING, DETECTING AND REPORTING SUSPICIOUS ACTIVITY. THEFIRM FAILED TO COMMIT ADEQUATE RESOURCES TO THE FIRM'S AMLPROGRAMS. THE FIRM'S STAFFING OF ITS AML DEPARTMENTS WASINADEQUATE IN LIGHT OF THE EXTENSIVE RESPONSIBILITIES ASSIGNEDTO THE FEW INDIVIDUALS, INCLUDING THE LABOR-INTENSIVE MANUALREVIEWS, PARTICULARLY IN LIGHT OF THE FIRM'S GROWTH. THEFINDINGS ALSO STATED THAT THE FIRM FAILED TO ESTABLISH ANDIMPLEMENT AML PROCEDURES AND SYSTEMS REASONABLY EXPECTEDTO DETECT SUSPICIOUS ACTIVITY. THE FIRM FAILED TO ESTABLISHREASONABLE WRITTEN PROCEDURES FOR CERTAIN ASPECTS OF THEFIRM'S AML PROGRAMS. THE FIRM FAILED TO ESTABLISH REASONABLEAML SYSTEMS TAILORED TO ITS BUSINESS. THE AML PROCEDURES THATWERE IN PLACE REQUIRED THE FIRM TO REVIEW ACCOUNTS FORPOTENTIAL SUSPICIOUS ACTIVITY. THE FIRM, HOWEVER, FAILED TODEVELOP AND IMPLEMENT SURVEILLANCE REPORTS TAILORED TODETECT CERTAIN TYPES OF POTENTIALLY SUSPICIOUS TRANSACTIONS.FOR EXAMPLE, THE FIRM HAD NO WRITTEN PROCEDURES REQUIRINGREVIEW OF, OR SURVEILLANCE REPORTS MONITORING FOR, THEFOLLOWING HIGH-RISK ACTIVITIES: TRANSFERS OF FUNDS TOUNRELATED ACCOUNTS WITHOUT ANY APPARENT BUSINESS PURPOSE;JOURNALING SECURITIES AND CASH BETWEEN UNRELATED ACCOUNTSFOR NO APPARENT BUSINESS PURPOSE, PARTICULARLY INTERNALTRANSFERS OF CASH FROM CUSTOMER ACCOUNTS TO EMPLOYEE OREMPLOYEE-RELATED ACCOUNTS; AND MOVEMENT OF FUNDS, BY WIRETRANSFER OR OTHERWISE, FROM MULTIPLE ACCOUNTS TO THE SAMETHIRD PARTY ACCOUNT. THE FIRM'S SURVEILLANCE REPORTS FAILED TOREASONABLY MONITOR FOR SUSPICIOUS ACTIVITY. THE FINDINGS ALSOINCLUDED THAT THE FIRM FAILED TO REASONABLY INVESTIGATE REDFLAGS. AS A RESULT OF THE FIRM'S AML PROCEDURES, THE FIRM HADGAPS IN ITS SURVEILLANCE OF ACTIVITY FOR AML RED FLAGS. EVENWHEN THE EXCEPTION REPORTS OR OTHER SURVEILLANCE IDENTIFIEDRED FLAGS, THE FIRM FAILED TO REASONABLY INVESTIGATE MANYINSTANCES IN ORDER TO DETERMINE WHETHER A SAR SHOULD BE FILED.ALSO, ALTHOUGH THE FIRM AML ANALYSTS IDENTIFIED SOME RED FLAGSAND OPENED INVESTIGATIONS, THE INVESTIGATIONS WERE DEFICIENT.FINRA FOUND THAT THE FIRM FAILED TO MAINTAIN REASONABLE WSPSRELATED TO JOURNALING SECURITIES BETWEEN CUSTOMER ACCOUNTSAND EMPLOYEE-RELATED ACCOUNTS. AS A RESULT, A BRANCH MANAGERFAILED TO DETECT THAT THE FIRM'S REGISTERED PERSON CONVERTEDAPPROXIMATELY $1 MILLION FROM AN ELDERLY CUSTOMER TO HER OWNUSE. THE FIRM ALSO FAILED TO ESTABLISH, MAINTAIN AND ENFORCEPROCEDURES TO PRESERVE LETTERS SENT TO CUSTOMERSCONFIRMING MOVEMENTS OF STOCK VALUED OVER $50,000 FROM THEFIRM'S ACCOUNTS TO THIRD-PARTY ACCOUNTS AT THE FIRM FOR THEREQUIRED PERIOD OF TIME. FINRA ALSO FOUND THAT THE FIRM FAILEDTO ESTABLISH AND MAINTAIN AN ADEQUATE CUSTOMER IDENTIFICATIONPROGRAM. IN ADDITION, FINRA DETERMINED THAT THE FIRM FAILED TOESTABLISH, MAINTAIN, AND ENFORCE A SUPERVISORY SYSTEMREASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH SECTION 5 OFTHE SECURITIES ACT THROUGH INCOMPLETE RISK REVIEWS, DUEDILIGENCE FAILURES, AND FAILURES TO IMPLEMENT EXISTINGPROCEDURES RELEVANT TO LOW PRICED SECURITIES. MOREOVER,FINRA FOUND THAT THE FIRM FAILED TO MAINTAIN AND UPDATE CERTAINWSPS RELATED TO VARIABLE ANNUITY TRANSACTIONS. 46©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.





Initiated By: FINRA







WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT FAILED TOESTABLISH AND IMPLEMENT POLICIES AND PROCEDURES TOREASONABLY DETECT AND CAUSE THE REPORTING OF SUSPICIOUSTRANSACTIONS. THE FINDINGS STATED THAT DESPITE THE SEPARATEAML DEPARTMENTS AND PROGRAMS, THE FIRM'S CLEARING FIRM ANDTHE CLEARING FIRM'S AMLCO, AS WELL AS THE FIRM CREATED A SYSTEMUNDER WHICH THE FIRM HEAVILY RELIED UPON ITS CLEARING FIRM TOPROVIDE CERTAIN SYSTEMS AND TOOLS AS PART OF THE FIRM'S AMLPROGRAM. THE CLEARING FIRM'S AMLCO, WAS RESPONSIBLE FORENSURING THAT THE CLEARING FIRM'S AML PROGRAM WAS ADEQUATELYTAILORED TO THE CLEARING FIRM'S BUSINESS AND FOR APPROPRIATELYMONITORING, DETECTING AND REPORTING SUSPICIOUS ACTIVITY. THEFIRM FAILED TO COMMIT ADEQUATE RESOURCES TO THE FIRM'S AMLPROGRAMS. THE FIRM'S STAFFING OF ITS AML DEPARTMENTS WASINADEQUATE IN LIGHT OF THE EXTENSIVE RESPONSIBILITIES ASSIGNEDTO THE FEW INDIVIDUALS, INCLUDING THE LABOR-INTENSIVE MANUALREVIEWS, PARTICULARLY IN LIGHT OF THE FIRM'S GROWTH. THEFINDINGS ALSO STATED THAT THE FIRM FAILED TO ESTABLISH ANDIMPLEMENT AML PROCEDURES AND SYSTEMS REASONABLY EXPECTEDTO DETECT SUSPICIOUS ACTIVITY. THE FIRM FAILED TO ESTABLISHREASONABLE WRITTEN PROCEDURES FOR CERTAIN ASPECTS OF THEFIRM'S AML PROGRAMS. THE FIRM FAILED TO ESTABLISH REASONABLEAML SYSTEMS TAILORED TO ITS BUSINESS. THE AML PROCEDURES THATWERE IN PLACE REQUIRED THE FIRM TO REVIEW ACCOUNTS FORPOTENTIAL SUSPICIOUS ACTIVITY. THE FIRM, HOWEVER, FAILED TODEVELOP AND IMPLEMENT SURVEILLANCE REPORTS TAILORED TODETECT CERTAIN TYPES OF POTENTIALLY SUSPICIOUS TRANSACTIONS.FOR EXAMPLE, THE FIRM HAD NO WRITTEN PROCEDURES REQUIRINGREVIEW OF, OR SURVEILLANCE REPORTS MONITORING FOR, THEFOLLOWING HIGH-RISK ACTIVITIES: TRANSFERS OF FUNDS TOUNRELATED ACCOUNTS WITHOUT ANY APPARENT BUSINESS PURPOSE;JOURNALING SECURITIES AND CASH BETWEEN UNRELATED ACCOUNTSFOR NO APPARENT BUSINESS PURPOSE, PARTICULARLY INTERNALTRANSFERS OF CASH FROM CUSTOMER ACCOUNTS TO EMPLOYEE OREMPLOYEE-RELATED ACCOUNTS; AND MOVEMENT OF FUNDS, BY WIRETRANSFER OR OTHERWISE, FROM MULTIPLE ACCOUNTS TO THE SAMETHIRD PARTY ACCOUNT. THE FIRM'S SURVEILLANCE REPORTS FAILED TOREASONABLY MONITOR FOR SUSPICIOUS ACTIVITY. THE FINDINGS ALSOINCLUDED THAT THE FIRM FAILED TO REASONABLY INVESTIGATE REDFLAGS. AS A RESULT OF THE FIRM'S AML PROCEDURES, THE FIRM HADGAPS IN ITS SURVEILLANCE OF ACTIVITY FOR AML RED FLAGS. EVENWHEN THE EXCEPTION REPORTS OR OTHER SURVEILLANCE IDENTIFIEDRED FLAGS, THE FIRM FAILED TO REASONABLY INVESTIGATE MANYINSTANCES IN ORDER TO DETERMINE WHETHER A SAR SHOULD BE FILED.ALSO, ALTHOUGH THE FIRM AML ANALYSTS IDENTIFIED SOME RED FLAGSAND OPENED INVESTIGATIONS, THE INVESTIGATIONS WERE DEFICIENT.FINRA FOUND THAT THE FIRM FAILED TO MAINTAIN REASONABLE WSPSRELATED TO JOURNALING SECURITIES BETWEEN CUSTOMER ACCOUNTSAND EMPLOYEE-RELATED ACCOUNTS. AS A RESULT, A BRANCH MANAGERFAILED TO DETECT THAT THE FIRM'S REGISTERED PERSON CONVERTEDAPPROXIMATELY $1 MILLION FROM AN ELDERLY CUSTOMER TO HER OWNUSE. THE FIRM ALSO FAILED TO ESTABLISH, MAINTAIN AND ENFORCEPROCEDURES TO PRESERVE LETTERS SENT TO CUSTOMERSCONFIRMING MOVEMENTS OF STOCK VALUED OVER $50,000 FROM THEFIRM'S ACCOUNTS TO THIRD-PARTY ACCOUNTS AT THE FIRM FOR THEREQUIRED PERIOD OF TIME. FINRA ALSO FOUND THAT THE FIRM FAILEDTO ESTABLISH AND MAINTAIN AN ADEQUATE CUSTOMER IDENTIFICATIONPROGRAM. IN ADDITION, FINRA DETERMINED THAT THE FIRM FAILED TOESTABLISH, MAINTAIN, AND ENFORCE A SUPERVISORY SYSTEMREASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH SECTION 5 OFTHE SECURITIES ACT THROUGH INCOMPLETE RISK REVIEWS, DUEDILIGENCE FAILURES, AND FAILURES TO IMPLEMENT EXISTINGPROCEDURES RELEVANT TO LOW PRICED SECURITIES. MOREOVER,FINRA FOUND THAT THE FIRM FAILED TO MAINTAIN AND UPDATE CERTAINWSPS RELATED TO VARIABLE ANNUITY TRANSACTIONS.


Resolution:


Sanction Details: THE FIRM WAS CENSURED, FINED $9,000,000 AND REQUIRED TOCONDUCT A COMPREHENSIVE REVIEW OF THE ADEQUACY OF ITS AMLAND SUPERVISORY POLICIES, SYSTEMS, PROCEDURES, AND TRAINING.AT THE CONCLUSION OF THE REVIEW, WHICH SHALL BE NO MORE THAN180 DAYS AFTER THE DATE OF THE NOTICE OF ACCEPTANCE OF THISAWC, THE FIRM SHALL CERTIFY THAT ITS PROCEDURES ARE REASONABLYDESIGNED TO ACHIEVE COMPLIANCE WITH FINRA RULE 3310. THECERTIFICATION SHALL BE PROVIDED IN A WRITTEN LETTER TO FINRA. THELETTER SHALL BE ACCOMPANIED BY A WRITTEN REPORT, AT A MINIMUM,STATING (I) THE ADEQUACY OF THE FIRM'S POLICIES, SYSTEMS,PROCEDURES AND TRAINING RELATING TO AML AND SUPERVISION; (II) ADESCRIPTION OF THE REVIEW PERFORMED AND THE CONCLUSIONSREACHED; AND (III) RECOMMENDATIONS FOR MODIFICATIONS ANDADDITIONS TO THE FIRM'S POLICIES, SYSTEMS, PROCEDURES ANDTRAINING.



Disclosure 7 of 83

i


Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT CAUSEDCERTAIN NEWLY-RECRUITED REGISTERED REPRESENTATIVES FROMOTHER BROKERAGE FIRMS TO DISCLOSE CUSTOMER NONPUBLICPERSONAL INFORMATION TO IT IN VIOLATION OF REGULATION S-P UNDERTHE SECURITIES EXCHANGE ACT OF 1934. THE FINDINGS STATED THATTHE FIRM USED THE NONPUBLIC PERSONAL INFORMATION PROVIDED TOPRE-POPULATE NEW ACCOUNT FORMS WITH CERTAIN CUSTOMERINFORMATION. THE FIRM, HOWEVER, FAILED TO MAKE ANYDETERMINATION AS TO WHETHER THE RECRUITS, OR THE CURRENTBROKER-DEALERS WITH WHICH THE RECRUITS WERE ASSOCIATED, HADOBTAINED THE CUSTOMERS' CONSENT TO PROVIDE THE FIRM WITH THECUSTOMERS' NONPUBLIC PERSONAL INFORMATION OR PROVIDEDCUSTOMERS WITH NOTICE OF, AND AN OPPORTUNITY TO OPT-OUT OF,THE DISCLOSURE. THE FINDINGS ALSO STATED THAT THE FIRM FAILED TOESTABLISH AND MAINTAIN REASONABLE SUPERVISORY SYSTEMS,INCLUDING WSPS AND TRAINING, TO ENSURE COMPLIANCE WITHREGULATION S-P UNDER THE SECURITIES EXCHANGE ACT OF 1934. THEFIRM FAILED TO PREVENT THE IMPROPER SOLICITATION OF NONPUBLICPERSONAL INFORMATION FROM RECRUITS, FAILED TO ADEQUATELYTRAIN AND EDUCATE ITS STAFF ON WHAT CONSTITUTED NONPUBLICPERSONAL INFORMATION AND THE APPROPRIATE CIRCUMSTANCES INWHICH SUCH INFORMATION COULD BE SHARED, AND WITH RESPECT TOREGISTERED REPRESENTATIVES WHO WERE TRANSITIONING FROM THEFIRM TO ANOTHER BROKER-DEALER, IT WAS UNABLE TO DEMONSTRATETHAT ITS WSPS WERE SYSTEMATICALLY FOLLOWED AND ENFORCED.








Initiated By: FINRA


Other


N/A





Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT CAUSEDCERTAIN NEWLY-RECRUITED REGISTERED REPRESENTATIVES FROMOTHER BROKERAGE FIRMS TO DISCLOSE CUSTOMER NONPUBLICPERSONAL INFORMATION TO IT IN VIOLATION OF REGULATION S-P UNDERTHE SECURITIES EXCHANGE ACT OF 1934. THE FINDINGS STATED THATTHE FIRM USED THE NONPUBLIC PERSONAL INFORMATION PROVIDED TOPRE-POPULATE NEW ACCOUNT FORMS WITH CERTAIN CUSTOMERINFORMATION. THE FIRM, HOWEVER, FAILED TO MAKE ANYDETERMINATION AS TO WHETHER THE RECRUITS, OR THE CURRENTBROKER-DEALERS WITH WHICH THE RECRUITS WERE ASSOCIATED, HADOBTAINED THE CUSTOMERS' CONSENT TO PROVIDE THE FIRM WITH THECUSTOMERS' NONPUBLIC PERSONAL INFORMATION OR PROVIDEDCUSTOMERS WITH NOTICE OF, AND AN OPPORTUNITY TO OPT-OUT OF,THE DISCLOSURE. THE FINDINGS ALSO STATED THAT THE FIRM FAILED TOESTABLISH AND MAINTAIN REASONABLE SUPERVISORY SYSTEMS,INCLUDING WSPS AND TRAINING, TO ENSURE COMPLIANCE WITHREGULATION S-P UNDER THE SECURITIES EXCHANGE ACT OF 1934. THEFIRM FAILED TO PREVENT THE IMPROPER SOLICITATION OF NONPUBLICPERSONAL INFORMATION FROM RECRUITS, FAILED TO ADEQUATELYTRAIN AND EDUCATE ITS STAFF ON WHAT CONSTITUTED NONPUBLICPERSONAL INFORMATION AND THE APPROPRIATE CIRCUMSTANCES INWHICH SUCH INFORMATION COULD BE SHARED, AND WITH RESPECT TOREGISTERED REPRESENTATIVES WHO WERE TRANSITIONING FROM THEFIRM TO ANOTHER BROKER-DEALER, IT WAS UNABLE TO DEMONSTRATETHAT ITS WSPS WERE SYSTEMATICALLY FOLLOWED AND ENFORCED.


Resolution:


No









Sanction Details: THE FIRM WAS CENSURED, FINED $500,000, AND REQUIRED TO REVIEWAND REVISE, AS NECESSARY, ITS POLICIES, PROCEDURES, AND INTERNALCONTROLS. WITHIN 45 BUSINESS DAYS OF THE ISSUANCE OF THE NOTICEOF ACCEPTANCE OF THIS AWC, THE CHIEF EXECUTIVE OFFICER ANDCHIEF COMPLIANCE OFFICER AT THE FIRM SHALL CERTIFY IN WRITING TOFINRA THAT, WITH RESPECT TO THE AREAS DESCRIBED IN THE AWC, (I)THE FIRM HAS ENGAGED IN THE REVIEW DESCRIBED ABOVE; AND (II) ASOF THE DATE OF THE CERTIFICATION, THE FIRM HAS ESTABLISHED ANDIMPLEMENTED POLICIES, PROCEDURES, AND INTERNAL CONTROLSREASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH REGULATION S-P UNDER THE SECURITIES EXCHANGE ACT OF 1934.


No

Sanctions Ordered: CensureMonetary/Fine $500,000.00


Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT CAUSEDCERTAIN NEWLY-RECRUITED REGISTERED REPRESENTATIVES FROMOTHER BROKERAGE FIRMS TO DISCLOSE CUSTOMER NONPUBLICPERSONAL INFORMATION TO IT IN VIOLATION OF REGULATION S-P UNDERTHE SECURITIES EXCHANGE ACT OF 1934. THE FINDINGS STATED THATTHE FIRM USED THE NONPUBLIC PERSONAL INFORMATION PROVIDED TOPRE-POPULATE NEW ACCOUNT FORMS WITH CERTAIN CUSTOMERINFORMATION. THE FIRM, HOWEVER, FAILED TO MAKE ANYDETERMINATION AS TO WHETHER THE RECRUITS, OR THE CURRENTBROKER-DEALERS WITH WHICH THE RECRUITS WERE ASSOCIATED, HADOBTAINED THE CUSTOMERS' CONSENT TO PROVIDE THE FIRM WITH THECUSTOMERS' NONPUBLIC PERSONAL INFORMATION OR PROVIDEDCUSTOMERS WITH NOTICE OF, AND AN OPPORTUNITY TO OPT-OUT OF,THE DISCLOSURE. THE FINDINGS ALSO STATED THAT THE FIRM FAILED TOESTABLISH AND MAINTAIN REASONABLE SUPERVISORY SYSTEMS,INCLUDING WSPS AND TRAINING, TO ENSURE COMPLIANCE WITHREGULATION S-P UNDER THE SECURITIES EXCHANGE ACT OF 1934. THEFIRM FAILED TO PREVENT THE IMPROPER SOLICITATION OF NONPUBLICPERSONAL INFORMATION FROM RECRUITS, FAILED TO ADEQUATELYTRAIN AND EDUCATE ITS STAFF ON WHAT CONSTITUTED NONPUBLICPERSONAL INFORMATION AND THE APPROPRIATE CIRCUMSTANCES INWHICH SUCH INFORMATION COULD BE SHARED, AND WITH RESPECT TOREGISTERED REPRESENTATIVES WHO WERE TRANSITIONING FROM THEFIRM TO ANOTHER BROKER-DEALER, IT WAS UNABLE TO DEMONSTRATETHAT ITS WSPS WERE SYSTEMATICALLY FOLLOWED AND ENFORCED







Initiated By: FINRA


Other


N/A





WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IT CAUSEDCERTAIN NEWLY-RECRUITED REGISTERED REPRESENTATIVES FROMOTHER BROKERAGE FIRMS TO DISCLOSE CUSTOMER NONPUBLICPERSONAL INFORMATION TO IT IN VIOLATION OF REGULATION S-P UNDERTHE SECURITIES EXCHANGE ACT OF 1934. THE FINDINGS STATED THATTHE FIRM USED THE NONPUBLIC PERSONAL INFORMATION PROVIDED TOPRE-POPULATE NEW ACCOUNT FORMS WITH CERTAIN CUSTOMERINFORMATION. THE FIRM, HOWEVER, FAILED TO MAKE ANYDETERMINATION AS TO WHETHER THE RECRUITS, OR THE CURRENTBROKER-DEALERS WITH WHICH THE RECRUITS WERE ASSOCIATED, HADOBTAINED THE CUSTOMERS' CONSENT TO PROVIDE THE FIRM WITH THECUSTOMERS' NONPUBLIC PERSONAL INFORMATION OR PROVIDEDCUSTOMERS WITH NOTICE OF, AND AN OPPORTUNITY TO OPT-OUT OF,THE DISCLOSURE. THE FINDINGS ALSO STATED THAT THE FIRM FAILED TOESTABLISH AND MAINTAIN REASONABLE SUPERVISORY SYSTEMS,INCLUDING WSPS AND TRAINING, TO ENSURE COMPLIANCE WITHREGULATION S-P UNDER THE SECURITIES EXCHANGE ACT OF 1934. THEFIRM FAILED TO PREVENT THE IMPROPER SOLICITATION OF NONPUBLICPERSONAL INFORMATION FROM RECRUITS, FAILED TO ADEQUATELYTRAIN AND EDUCATE ITS STAFF ON WHAT CONSTITUTED NONPUBLICPERSONAL INFORMATION AND THE APPROPRIATE CIRCUMSTANCES INWHICH SUCH INFORMATION COULD BE SHARED, AND WITH RESPECT TOREGISTERED REPRESENTATIVES WHO WERE TRANSITIONING FROM THEFIRM TO ANOTHER BROKER-DEALER, IT WAS UNABLE TO DEMONSTRATETHAT ITS WSPS WERE SYSTEMATICALLY FOLLOWED AND ENFORCED


Resolution:


Sanction Details: THE FIRM WAS CENSURED, FINED $500,000, AND REQUIRED TO REVIEWAND REVISE, AS NECESSARY, ITS POLICIES, PROCEDURES, AND INTERNALCONTROLS. WITHIN 45 BUSINESS DAYS OF THE ISSUANCE OF THE NOTICEOF ACCEPTANCE OF THIS AWC, THE CHIEF EXECUTIVE OFFICER ANDCHIEF COMPLIANCE OFFICER AT THE FIRM SHALL CERTIFY IN WRITING TOFINRA THAT, WITH RESPECT TO THE AREAS DESCRIBED IN THE AWC, (I)THE FIRM HAS ENGAGED IN THE REVIEW DESCRIBED ABOVE; AND (II) ASOF THE DATE OF THE CERTIFICATION, THE FIRM HAS ESTABLISHED ANDIMPLEMENTED POLICIES, PROCEDURES, AND INTERNAL CONTROLSREASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH REGULATION S-P UNDER THE SECURITIES EXCHANGE ACT OF 1934.



Disclosure 8 of 83

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Reporting Source: Firm

Allegations: STATE OF HAWAII ALLEGED THAT RAYMOND JAMES ENGAGED INDISHONEST OR UNETHICAL PRACTICES IN THE SALE OF SECURITIES INVIOLATION OF HRS 485-15(7). FURTHER, THE SECURITIES DIVISIONALLEGED THAT RAYMOND JAMES FAILED TO REASONABLY SUPERVISETHEIR AGENTS IN VIOLATION OF HRS 485-15(10).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.








Initiated By: STATE OF HAWAII


Cease and Desist



Docket/Case Number: SEU-2011-13


Other Product Type(s): AUCTION RATE SECURITIES

Allegations: STATE OF HAWAII ALLEGED THAT RAYMOND JAMES ENGAGED INDISHONEST OR UNETHICAL PRACTICES IN THE SALE OF SECURITIES INVIOLATION OF HRS 485-15(7). FURTHER, THE SECURITIES DIVISIONALLEGED THAT RAYMOND JAMES FAILED TO REASONABLY SUPERVISETHEIR AGENTS IN VIOLATION OF HRS 485-15(10).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON 9/16/2014, A FINE WAS PAID IN THE AMOUNT OF $3972.17 TO THETREASURER OF STATE OF HAWAII

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF HAWAII ON9/16/2014, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.


Stipulation and Consent






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF HAWAII ON9/16/2014, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.

Disclosure 9 of 83

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Initiated By: FINRA

Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT ITDISADVANTAGED CERTAIN RETIREMENT PLAN AND CHARITABLEORGANIZATION CUSTOMERS THAT WERE ELIGIBLE TO PURCHASE CLASSA SHARES IN CERTAIN MUTUAL FUNDS WITHOUT A FRONT-END SALESCHARGE. THE FINDINGS STATED THAT THE CUSTOMERS WERE INSTEADSOLD CLASS A SHARES WITH A FRONT-END SALES CHARGE OR CLASS BOR C SHARES WITH BACK-END SALES CHARGES AND HIGHER ONGOINGFEES AND EXPENSES. THE FINDINGS ALSO STATED THAT THE FIRM FAILEDTO ESTABLISH AND MAINTAIN A SUPERVISORY SYSTEM ANDPROCEDURES REASONABLY DESIGNED TO ENSURE THAT CUSTOMERSWHO PURCHASED MUTUAL FUND SHARES RECEIVED THE BENEFIT OFAPPLICABLE SALES CHARGE WAIVERS. THE FIRM FAILED TO ADOPT ANYCONTROLS TO DETECT INSTANCES IN WHICH IT DID NOT PROVIDE SALESCHARGE WAIVERS TO CUSTOMERS IN CONNECTION WITH THEIR MUTUALFUND PURCHASES.







Initiated By: FINRA


Other


N/A



Principal Product Type: Mutual Fund(s)



Resolution:


Sanction Details: THE FIRM IS CENSURED, ORDERED TO PAY RESTITUTION IN THE TOTALAMOUNT OF $4,209,583.44, AND WITH RESPECT TO ANY CUSTOMER THATPURCHASED CLASS B OR C SHARES AND STILL HOLDS SUCH SHARES INAN ACCOUNT AT THE FIRM, IT SHALL OFFER SUCH CUSTOMER THEOPTION OF CONVERTING SUCH CLASS B OR C SHARES TO CLASS ASHARES AT NO EXPENSE TO THE CUSTOMER.


No




Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT ITDISADVANTAGED CERTAIN RETIREMENT PLAN AND CHARITABLEORGANIZATION CUSTOMERS THAT WERE ELIGIBLE TO PURCHASE CLASSA SHARES IN CERTAIN MUTUAL FUNDS WITHOUT A FRONT-END SALESCHARGE. THE FINDINGS STATED THAT THE CUSTOMERS WERE INSTEADSOLD CLASS A SHARES WITH A FRONT-END SALES CHARGE OR CLASS BOR C SHARES WITH BACK-END SALES CHARGES AND HIGHER ONGOINGFEES AND EXPENSES. THE FINDINGS ALSO STATED THAT THE FIRM FAILEDTO ESTABLISH AND MAINTAIN A SUPERVISORY SYSTEM ANDPROCEDURES REASONABLY DESIGNED TO ENSURE THAT CUSTOMERSWHO PURCHASED MUTUAL FUND SHARES RECEIVED THE BENEFIT OFAPPLICABLE SALES CHARGE WAIVERS. THE FIRM FAILED TO ADOPT ANYCONTROLS TO DETECT INSTANCES IN WHICH IT DID NOT PROVIDE SALESCHARGE WAIVERS TO CUSTOMERS IN CONNECTION WITH THEIR MUTUALFUND PURCHASES.








Initiated By: FINRA


Other


N/A





WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT ITDISADVANTAGED CERTAIN RETIREMENT PLAN AND CHARITABLEORGANIZATION CUSTOMERS THAT WERE ELIGIBLE TO PURCHASE CLASSA SHARES IN CERTAIN MUTUAL FUNDS WITHOUT A FRONT-END SALESCHARGE. THE FINDINGS STATED THAT THE CUSTOMERS WERE INSTEADSOLD CLASS A SHARES WITH A FRONT-END SALES CHARGE OR CLASS BOR C SHARES WITH BACK-END SALES CHARGES AND HIGHER ONGOINGFEES AND EXPENSES. THE FINDINGS ALSO STATED THAT THE FIRM FAILEDTO ESTABLISH AND MAINTAIN A SUPERVISORY SYSTEM ANDPROCEDURES REASONABLY DESIGNED TO ENSURE THAT CUSTOMERSWHO PURCHASED MUTUAL FUND SHARES RECEIVED THE BENEFIT OFAPPLICABLE SALES CHARGE WAIVERS. THE FIRM FAILED TO ADOPT ANYCONTROLS TO DETECT INSTANCES IN WHICH IT DID NOT PROVIDE SALESCHARGE WAIVERS TO CUSTOMERS IN CONNECTION WITH THEIR MUTUALFUND PURCHASES.


Resolution:


Sanction Details: THE FIRM IS CENSURED, ORDERED TO PAY RESTITUTION IN THE TOTALAMOUNT OF $4,209,583.44, AND WITH RESPECT TO ANY CUSTOMER THATPURCHASED CLASS B OR C SHARES AND STILL HOLDS SUCH SHARES INAN ACCOUNT AT THE FIRM, IT SHALL OFFER SUCH CUSTOMER THEOPTION OF CONVERTING SUCH CLASS B OR C SHARES TO CLASS ASHARES AT NO EXPENSE TO THE CUSTOMER.



Disclosure 10 of 83

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Allegations: THE SEC NAMED RAYMOND JAMES FINANCIAL SERVICES (RJFS) AS ARELIEF DEFENDENT AND ORDERED TO DISGORGE TRADING PROFITS OF$373,497 AS A RESULT OF A CANCELLED OPTIONS TRADE. THE TRADE WASPLACED BY A FIRMS CUSTOMER WHO HAD MATERIAL INFORMATIONRELATED TO A MERGER BETWEEN DOW CHEMICAL ROHM & HAAS ANDLATER CANCELLED HIS TRADE, RESULTING IN A PROFIT TO THE FIRM.








Initiated By: SECURITIES EXCHANGE COMMISSION


Disgorgement


N/A


Docket/Case Number: 13-CV-12856

Principal Product Type: Options

Other Product Type(s): N/A

THE SEC NAMED RAYMOND JAMES FINANCIAL SERVICES (RJFS) AS ARELIEF DEFENDENT AND ORDERED TO DISGORGE TRADING PROFITS OF$373,497 AS A RESULT OF A CANCELLED OPTIONS TRADE. THE TRADE WASPLACED BY A FIRMS CUSTOMER WHO HAD MATERIAL INFORMATIONRELATED TO A MERGER BETWEEN DOW CHEMICAL ROHM & HAAS ANDLATER CANCELLED HIS TRADE, RESULTING IN A PROFIT TO THE FIRM.


Resolution:


Sanction Details: RJFS CONSENTED TO THE ENTRY OF FINAL JUDGEMENT WITHOUTADMITTING OR DENYING THE ALLEGATIONS OF THE COMPLAINT TODISGORGE $373,497 IN PROFITS PLUS PREJUDGEMENT INTEREST OF$8,692.

Firm Statement PAYMENT TO BE MADE BY JANUARY 27, 2014.

Sanctions Ordered: Monetary/Fine $382,189.00Disgorgement/Restitution

Order

Disclosure 11 of 83

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Allegations: THE STATE OF NEVADA SECURITIES DIVISION, OFFICE OF THE SECRETARYOF STATE (THE "DIVISION") CONDUCTED A REVIEW OF THE RJFS BRANCHAND FA ROBERT DISMAN FOR POSSIBLE VIOLATIONS OF THE NEVADAUNIFORM SECURITIES ACT. THE DIVISION ALLEGES THAT DISMAN DID NOTDISCLOSE OR FAILED TO OBTAIN APPROVAL FROM RJFS FOR HIS ROLE ASSUCCESSOR CO-TRUSTEE, TRUSTEE, EXECUTOR, AND POWER OFATTORNEY FOR A CLIENT. THE DIVISION ALLEGES THAT RJFS FAILED TOSUPERVISE THE BRANCH BY NOT ADEQUATELY REVIEWING EMAILS ANDFOR FAILING TO DISCOVER THIS VIOLATION DURING THE BRANCH AUDIT.THE DIVISION HAS REQUESTED THAT RJFS SETTLE WITH THE DIVISION BYSIGNING AN ADMINISTRATIVE CONSENT ORDER ("ACO") AND PAYING APENALTY IN THE MOUNT OF $100,000.00. OUR RESPONSE IS DUE NOLATER THAN WEDNESDAY JULY 3, 2013.







Initiated By: STATE OF NEVADA SECURITIES DIVISION








THE STATE OF NEVADA SECURITIES DIVISION, OFFICE OF THE SECRETARYOF STATE (THE "DIVISION") CONDUCTED A REVIEW OF THE RJFS BRANCHAND FA ROBERT DISMAN FOR POSSIBLE VIOLATIONS OF THE NEVADAUNIFORM SECURITIES ACT. THE DIVISION ALLEGES THAT DISMAN DID NOTDISCLOSE OR FAILED TO OBTAIN APPROVAL FROM RJFS FOR HIS ROLE ASSUCCESSOR CO-TRUSTEE, TRUSTEE, EXECUTOR, AND POWER OFATTORNEY FOR A CLIENT. THE DIVISION ALLEGES THAT RJFS FAILED TOSUPERVISE THE BRANCH BY NOT ADEQUATELY REVIEWING EMAILS ANDFOR FAILING TO DISCOVER THIS VIOLATION DURING THE BRANCH AUDIT.THE DIVISION HAS REQUESTED THAT RJFS SETTLE WITH THE DIVISION BYSIGNING AN ADMINISTRATIVE CONSENT ORDER ("ACO") AND PAYING APENALTY IN THE MOUNT OF $100,000.00. OUR RESPONSE IS DUE NOLATER THAN WEDNESDAY JULY 3, 2013.


Resolution:

Other Sanctions Ordered: N/A

Sanction Details: N/A

Firm Statement NO ACTION TAKEN BY STATE.

Sanctions Ordered:

Other

Disclosure 12 of 83

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Allegations: THE IOWA INSURANCE DIVISION ALLEGED THAT RAYMOND JAMESENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALE OFSECURITIES IN VIOLATION OF 502.412(4)(M)(2011). FURTHER, THE IOWAINSURANCE DIVISION ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF IOWA CODESECTION 502.412(4)(I)(2011).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: IOWA INSURANCE DIVISION




CEASE AND DEIST





THE IOWA INSURANCE DIVISION ALLEGED THAT RAYMOND JAMESENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALE OFSECURITIES IN VIOLATION OF 502.412(4)(M)(2011). FURTHER, THE IOWAINSURANCE DIVISION ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF IOWA CODESECTION 502.412(4)(I)(2011).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON SEPTEMBER 21, 2012, RAYMOND JAMES PAID A FINE IN THE AMOUNTOF $52,039.74 TO THE IOWA INSURANCE DIVISION.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE IOWA INSURANCE ONSEPTEMBER 21, 2012, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Sanctions Ordered: Monetary/Fine $52,039.74Cease and Desist/Injunction

Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE IOWA INSURANCE ONSEPTEMBER 21, 2012, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 13 of 83

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Allegations: THE STATE OF OHIO DIVISION OF SECURITIES ALLEGED THAT RAYMONDJAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALEOF SECURITIES IN VIOLATION OF ORC 1707.19(A)(4)AND (A) (8). FURTHER,THE SECURITIES DIVISION ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF ORC 1707.19(A)(9) AND OAC 1301:6-3-19 (B)(9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: STATE OF OHIO DIVISION OF SECURITIES




CEASE AND DESISIT





THE STATE OF OHIO DIVISION OF SECURITIES ALLEGED THAT RAYMONDJAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALEOF SECURITIES IN VIOLATION OF ORC 1707.19(A)(4)AND (A) (8). FURTHER,THE SECURITIES DIVISION ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF ORC 1707.19(A)(9) AND OAC 1301:6-3-19 (B)(9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON SEPTEMBER 18, 2012, RAYMOND JAMES PAID A FINE IN THE AMOUNTOF $38,969.89 TO THE STATE OF OHIO DIVISION OF SECURITIES

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF OHIODIVISION OF SECURITIES ON SEPTEMBER 18, 2012, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF OHIODIVISION OF SECURITIES ON SEPTEMBER 18, 2012, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 14 of 83

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Initiated By: STATE OF ALASKA DIVISION OF BANKING AND SECURITIES


Docket/Case Number: 11-000736-01-S

Allegations: THE STATE OF ALASKA DIVISION OF BANKING AND SECURITIES ALLEGEDTHAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN VIOLATION OF AS 45.55.025(3)AND AS 45.55.060(A)(7). FURTHER, THE STATE OF ALASKA DIVISION OFBANKING AND SECURITIES ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF AS 45.55.060(B)(1).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.










CEASE AND DESIST




Resolution:


Sanction Details: ON SEPTEMBER 10, 2012, RAYMOND JAMES PAID A FINE IN THE AMOUNTOF $6,521.93 TO THE STATE OF ALASKA DIVISION OF BANKING ANDSECURITIES.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF ALASKADIVISION OF BANKING AND SECURITIES ON SEPTEMBER 10, 2012, INWHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF ALASKADIVISION OF BANKING AND SECURITIES ON SEPTEMBER 10, 2012, INWHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 15 of 83

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Initiated By: PENNSYLVANIA CONTACT: CAROLYN MENDELSON (412)-565-5083




RAYMOND JAMES FINANCIAL SERVICES, INC. HAS COMPLETED AREPURCHASE OF AUCTION RATE SECURITIES FROM ELIGIBLE PAINVESTORS.


Docket/Case Number: 2009-10-21




Allegations: RAYMOND JAMES FINANCIAL SERVICES, INC., IN THE SALE OF AUCTIONRATE SECURITIES IN PA, USED DISHONEST AND UNETHICAL PRACTICES INTHE SECURITIES BUSINESS AND FAILED TO REASONABLY SUPERVISEAGENTS IN VIOLATION OF THE PA SECURITIES ACT OF 1972.



Resolution:


Sanction Details: WITHIN TEN DAYS OF THE ENTRY OF THIS ORDER, RAYMOND JAMESFINANCIAL SERVICES, INC. IS ORDERED TO PAY AN ADMINISTRATIVEASSESSMENT IN THE SUM OF $63,467.59 TO THE COMMONWEALTH OF PA.


Yes


Settled






Sanction Details: WITHIN TEN DAYS OF THE ENTRY OF THIS ORDER, RAYMOND JAMESFINANCIAL SERVICES, INC. IS ORDERED TO PAY AN ADMINISTRATIVEASSESSMENT IN THE SUM OF $63,467.59 TO THE COMMONWEALTH OF PA.

Regulator Statement FINDINGS OF FACT, CONCLUSIONS OF LAW AND ORDER ISSUED TORAYMOND JAMES FINANCIAL SERVICES, INC. AND OTHER NAMEDRESPONDENT.


Initiated By: COMMONWEALTH OF PENNSYLVANIA, PENNSYLVANIA SECURITIESCOMMISSION








Allegations: THE COMMONWEALTH OF PENNSYLVANIA, PENNSYLVANIA SECURITIESCOMMISSION ALLEGED THAT RAYMOND JAMES ENGAGED IN DISHONESTOR UNETHICAL PRACTICES IN THE SALE OF SECURITIES IN VIOLATION OFSEC. 517.161(1)(H). FURTHER, THE STATE OF PA ALLEGED THAT RAYMONDJAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATIONOF RULE 69W-600.013(1)(H)1. RAYMOND JAMES OFFERED AND SOLD TOSOME OF ITS CUSTOMERS AUCTION RATE SECURITIES ("ARS") WHILE NOTACCURATELY CHARACTERIZING OR WHILE FAILING TO ADEQUATELYDISCLOSE THE TRUE NATURE AND RISKS ASSOCIATED WITH THESEINVESTMENTS. ALTHOUGH RAYMOND JAMES' ARS TRADECONFIRMATIONS DISCLOSED THE RISK THAT ARS AUCTIONS COULD FAILAND THAT RAYMOND JAMES WAS NOT OBLIGED TO ENSURE THEIRSUCCESS, AT THE POINT-OF-SALE, SOME OF RAYMOND JAMES' FINANCIALADVISERS INACCURATELY DESCRIBED ARS AS ALTERNATIVES TO MONEYMARKET FUNDS AND OTHER CASH-LIKE INVESTMENTS, WITHOUTADEQUATELY DISCLOSING THE AUCTION PROCESS OR THE RISK OFILLIQUIDITY IF THESE AUCTIONS FAILED. ON FEBRUARY 13, 2008, ASIGNIFICANT NUMBER OF ARS AUCTIONS FAILED, RESULTING IN ANOVERALL MARKET COLLAPSE THAT LEFT THOUSANDS OF INVESTORS,INCLUDING SOME OF RAYMOND JAMES' CUSTOMERS, HOLDING ARS THATTHEY HAVE, IN SOME INSTANCES, NOT BEEN ABLE TO LIQUIDATE








Resolution:


Sanction Details: ON AUGUST 9TH, 2012, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$63,467.59 TO THE COMMONWEALTH OF PENNSYLVANIA.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE COMMONWEALTH OFPENNSYLVANIA, PENNSYLVANIA SECURITIES COMMISSION ON AUGUST 09,2012, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order

Disclosure 16 of 83

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Initiated By: THE STATE OF ILLINOIS SECRETARY OF STATE SECURITIES DEPARTMENT




CEASE AND DESIST





Allegations: THE STATE OF ILLINOIS SECRETARY OF STATE SECURITIES DEPARTMENTALLEGED THAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN VIOLATION OF 8.E (1) (B).FURTHER, THE STATE OF ILLINOIS SECRETARY OF STATE SECURITIESDEPARTMENT ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF 8.E (I)(E)(I) OF THE ACT.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMER'SAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.



Resolution:



Order







Sanction Details: ON JULY 19, 2012, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$57,186.46 TO THE STATE OF IL SECURITIES DEPARTMENT.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE THE STATE OF ILLINOISSECRETARY OF STATE SECURITIES DEPARTMENT ON JULY 19, 2012, INWHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 17 of 83

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Allegations: STATE OF WEST VIRGINIA OFFICE OF THE STATE AUDITOR SECURITIESDIVISION ALLEGED THAT RAYMOND JAMES ENGAGED IN DISHONEST ORUNETHICAL PRACTICES IN THE SALE OF SECURITIES IN VIOLATION OFWEST VIRGINIA CODE 32-2-204(B)(33). FURTHER, THE SECURITIESDIVISION ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF WEST VIRGINIA CODE 32-2204(A)(J).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: STATE OF WEST VIRGINIA OFFICE OF THE STATE AUDITOR SECURITIESDIVISION




CEASE AND DESIST





STATE OF WEST VIRGINIA OFFICE OF THE STATE AUDITOR SECURITIESDIVISION ALLEGED THAT RAYMOND JAMES ENGAGED IN DISHONEST ORUNETHICAL PRACTICES IN THE SALE OF SECURITIES IN VIOLATION OFWEST VIRGINIA CODE 32-2-204(B)(33). FURTHER, THE SECURITIESDIVISION ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF WEST VIRGINIA CODE 32-2204(A)(J).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON JUNE 22, 2012, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$4,869.31 TO THE STATE OF WEST VIRGINIA SECURITIES DIVISION.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF WESTVIRGINIA, SECURITIES DIVISION ON JUNE 22, 2012 IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF WESTVIRGINIA, SECURITIES DIVISION ON JUNE 22, 2012 IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 18 of 83

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Allegations: THE STATE OF MICHIGAN ALLEGED THAT RAYMOND JAMES ENGAGED INDISHONEST OR UNETHICAL PRACTICES IN THE SALE OF SECURITIES INVIOLATION OF 204(A)(1)(G) OF THE ACT, MCL 451.604(A)(1)(G). FURTHER,THE STATE OF MICHIGAN ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF 204(A)(2) OFTHE ACT, MCL 451.604(A)(2).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMER'SAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: THE STATE OF MICHIGAN




CEASE AND DESIST


Docket/Case Number: N/A



THE STATE OF MICHIGAN ALLEGED THAT RAYMOND JAMES ENGAGED INDISHONEST OR UNETHICAL PRACTICES IN THE SALE OF SECURITIES INVIOLATION OF 204(A)(1)(G) OF THE ACT, MCL 451.604(A)(1)(G). FURTHER,THE STATE OF MICHIGAN ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF 204(A)(2) OFTHE ACT, MCL 451.604(A)(2).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMER'SAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON JUNE 6, 2012, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$84,289.39. THE STATE WANTED TWO CHECKS ONE FOR $75,860.45 TOTHE STATE AND ONE FOR $8,428.94 TO A MICHIGAN SPONSOREDINVESTOR EDUCATION FUND.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF MICHIGAN ONJUNE 6, 2012 IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF MICHIGAN ONJUNE 6, 2012 IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 19 of 83

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Initiated By: DISTRICT OF COLUMBIA


Other


Docket/Case Number: SB-CO-08-12



Other Product Type(s): AUTION RATE SECURITIES

Allegations: RAYMOND JAMES & ASSOCIATES, INC. AND RAYMOND JAMES FINANCIALSERVICES, INC. VIOLATED D.C. OFFICIAL CODE §31-5602.07(A)(9)BYENGAGING IN DISHONEST OR UNETHICAL PRACTICES. RESPONDENTSWERE ALSO IN VIOLATION OF D.C. OFFICIAL CODE §5602.07(A)(12) BYFAILING TO REASONABLE SUPERVISE THEIR AGENTS.








Other


ADMINISTRATIVE CONSENT ORDER


Resolution:

Other Sanctions Ordered: RESPONDENTS WILL TAKE VARIOUS MEASURES TO RESOLVEOUTSTANDING ARS ISSUES.

Sanction Details: RESPONDENTS SHALL CEASE AND DESIST FROM VIOLATING D.C. OFFICIALCODE §§ 31-5602.07(A)(9) AND 31-5602.07 (A)(12).ON JUNE 6, 2012 RESPONDENTS PAID A FINE IN THE AMOUNT OF $4302.70TO THE DISTRICT OF COLUMBIA, DC TREASURER.


No


Order


Allegations: THE GOVERNMENT OF THE DISTRICT OF COLUMBIA DEPARTMENT OFINSURANCE, SECURITIES AND BANKING ALLEGED THAT RAYMOND JAMESENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALE OFSECURITIES IN VIOLATION OF D. C. OFFICIAL CODE 31-5602.07(A)(9).FURTHER, THE SECURITIES DIVISION ALLEGED THAT RAYMOND JAMESFAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF D.C.OFFICIAL CODE 31-5602.07 (A)(12).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMER'SAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: GOVERNMENT OF THE DISTRICT OF COLUMBIA DEPARTMENT OFINSURANCE, SECURITIES AND BANKING




CEASE AND DESIST


Docket/Case Number: SB-CO-08-12



THE GOVERNMENT OF THE DISTRICT OF COLUMBIA DEPARTMENT OFINSURANCE, SECURITIES AND BANKING ALLEGED THAT RAYMOND JAMESENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALE OFSECURITIES IN VIOLATION OF D. C. OFFICIAL CODE 31-5602.07(A)(9).FURTHER, THE SECURITIES DIVISION ALLEGED THAT RAYMOND JAMESFAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF D.C.OFFICIAL CODE 31-5602.07 (A)(12).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMER'SAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: JUNE 5, 2012, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF $4,302.70TO THE DISTRICT OF COLUMBIA.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH DISTRICT OF COLUMBIA ONJUNE 5, 2012 IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH DISTRICT OF COLUMBIA ONJUNE 5, 2012 IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 20 of 83

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Allegations: THE GOVERNMENT OF THE UNITED STATES VIRGIN ISLANDS OFFICE OFTHE LIEUTENANT GOVERNOR DIVISION OF BANKING AND INSURANCEALLEGED THAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN THE VIOLATION OF CHAPTER23, 9VIC,SECTION 642 9D0(13) FURTHER, THE GOVERNMENT OF THEUNITED STATES VIRGIN ISLANDS OFFICE OF THE LIEUTENANTGOVERNOR DIVISION OF BANKING AND INSURANCE ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF CHAPTER 23, 9 VIC, SECTION 642 (D)(9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: THE GOVERNMENT OF THE UNITED STATES VIRGIN ISLANDS OFFICE OFTHE LIEUTENANT GOVERNOR DIVISION OF BANKING AND INSURANCE.




CEASE AND DESIST


Docket/Case Number: 04/2012



THE GOVERNMENT OF THE UNITED STATES VIRGIN ISLANDS OFFICE OFTHE LIEUTENANT GOVERNOR DIVISION OF BANKING AND INSURANCEALLEGED THAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN THE VIOLATION OF CHAPTER23, 9VIC,SECTION 642 9D0(13) FURTHER, THE GOVERNMENT OF THEUNITED STATES VIRGIN ISLANDS OFFICE OF THE LIEUTENANTGOVERNOR DIVISION OF BANKING AND INSURANCE ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF CHAPTER 23, 9 VIC, SECTION 642 (D)(9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON MAY 30, 2012, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$3,500.00 TO THE GOVERNMENT OF THE UNITED STATES VIRGIN ISLANDSOFFICE OF THE LIEUTENANT GOVERNOR DIVISION OF BANKING ANDINSURANCE.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE GOVERNMENT OF THEUNITED STATES VIRGIN ISLANDS OFFICE OF THE LIEUTENANT GOVERNORDIVISION OF BANKING AND INSURANCE, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Other






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE GOVERNMENT OF THEUNITED STATES VIRGIN ISLANDS OFFICE OF THE LIEUTENANT GOVERNORDIVISION OF BANKING AND INSURANCE, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 21 of 83

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Initiated By: ARKANSAS SECURITIES COMMISSIONER


Allegations: THE ARKANSAS SECURITIES COMMISSIONER ALLEGED THAT RAYMONDJAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALEOF SECURITIES IN VIOLATION OF ARK. CODE ANN. 23-42-308 (A)(2)(G),FURTHER, THE ARKANSAS SECURITIES COMMISSIONER ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF ARK. CODE ANN 23-42-308 (A)(2)(J).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.










CEAST AND DESIST


Docket/Case Number: S-09-024-11OR15




Resolution:


Sanction Details: ON APRIL 10, 2012, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$5,766.45 TO THE STATE OF ARKANSAS.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE ARKANSAS SECURITIESCOMMISSIONER ON APRIL 04, 2012 IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE ARKANSAS SECURITIESCOMMISSIONER ON APRIL 04, 2012 IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 22 of 83

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Allegations: NASD RULES 2110, 3011(A): THE FIRM FAILED TO IMPLEMENTPROCEDURES THAT WERE REASONABLY DESIGNED TO DETECT ANDCAUSE THE REPORTING OF SUSPICIOUS TRANSACTIONS IN THEACCOUNTS OF ITS CUSTOMER WHO USED HIS BROKERAGE ACCOUNTS ATTHE FIRM TO CONDUCT A PONZI SCHEME THAT RESULTED IN LOSSES OFAPPROXIMATELY $17.8 MILLION TO THE INDIVIDUALS WHO PROVIDEDFUNDS TO HIM. THE FIRM FAILED TO IMPLEMENT POLICIES ANDPROCEDURES THAT COULD REASONABLY HAVE BEEN EXPECTED TODETECT AND CAUSE THE REPORTING OF SUSPICIOUS ACTIVITY IN THEACCOUNTS OF THE CUSTOMER, WHO WAS OPERATING A PONZI SCHEME.NUMEROUS RED FLAGS WERE EITHER NOT PROVIDED FOR REVIEW, ORNOT ADEQUATELY CONSIDERED, BY THE FIRM. EVEN AFTER THE FIRMBECAME AWARE OF A HIGHLY UNUSUAL FLOW OF FUNDS IN AND OUT OFTHE ACCOUNTS, IT FAILED TO CONDUCT ADEQUATE DUE DILIGENCE ORMONITORING OF THE ACTIVITY IN THE CUSTOMER'S ACCOUNTS, IN PARTBECAUSE THE FIRM DEVOTED INADEQUATE RESOURCES TO ITS AMLDEPARTMENT. THE FIRM DID NOT DEVOTE ADEQUATE RESOURCES TO ITSAML PROGRAM IN LIGHT OF LIMITATIONS IN ITS REVIEW PROCESSES.ALTHOUGH CERTAIN INDIVIDUAL REPORTS WERE FILTERED TO IDENTIFYITEMS FOR FURTHER REVIEW, THE FIRM DID NOT CENTRALIZE ORINTEGRATE THE INFORMATION GENERATED BY THE VARIOUS REPORTSUSED BY THE AML OFFICER. MOREOVER, NUMEROUS CLIENTS'ACCOUNTS WERE IDENTIFIED AS WARRANTING FURTHER DETAILEDINVESTIGATION BY THE FIRM'S AML OFFICER. THE RESOURCES THAT THEFIRM DEVOTED TO AML COMPLIANCE WERE INADEQUATE IN LIGHT OFTHE EXTENSIVE RESPONSIBILITIES. IN ADDITION TO EXECUTING A LARGEVOLUME OF OPTIONS TRANSACTIONS, THE CUSTOMER MOVED LARGESUMS OF MONEY IN AND OUT OF HIS ACCOUNTS WITH THE FIRM, INLARGE PART TO ACCOMPLISH HIS PONZI SCHEME. THE ACCOUNTSFREQUENTLY TRIGGERED SEVERAL EXCEPTION REPORTS. THE AMLOFFICER HAD IDENTIFIED POTENTIAL MONEY LAUNDERING CONCERNSASSOCIATED WITH THE FLOW OF FUNDS IN AND OUT OF THECUSTOMER'S ACCOUNT, AND WITH HIS UNUSUAL PRACTICE OF WRITINGCHECKS IN ROUND DOLLAR AMOUNTS. THEREFORE, THE FIRM'S AMLOFFICER EMAILED, SEVERAL TIMES, THE REGISTERED REPRESENTATIVEASSIGNED TO THE CUSTOMER'S ACCOUNTS, ASKING THE REGISTEREDREPRESENTATIVE TO EXPLAIN THE UNUSUAL ACCOUNT ACTIVITY. INRESPONSE TO EACH OF THESE EMAILS, THE REPRESENTATIVE ASSIGNEDTO THE ACCOUNT NEVER ADEQUATELY EXPLAINED. IN SPITE OF THEUNUSUAL NATURE OF THE RESPONSE, NO ONE AT THE FIRM ATTEMPTEDTO PURSUE THE CONCERNS ABOUT THE CUSTOMER'S ACCOUNT ACTIVITYDIRECTLY, CONTACT THE BRANCH MANAGER, OR ASCERTAIN WHETHERTHE CUSTOMER HAD BEEN ASKED ABOUT THE ACCOUNT ACTIVITY. NORDID ANYONE AT THE FIRM CONDUCT AN ADEQUATE REVIEW OF THECHECKS HE HAD WRITTEN, EVEN THOUGH THEY WERE PRESENTED TOTHE FIRM'S AML OFFICER FOR REVIEW. INSTEAD, THE FIRM RELIED ONTHE INFORMATION PROVIDED BY THE REGISTERED REPRESENTATIVEAND A THIRD PARTY REPORT THAT LISTED THE CUSTOMER'S PROPERTIESAND VEHICLE REGISTRATIONS. DIFFERENT DEPARTMENTS AT THE FIRMFAILED TO SHARE INFORMATION ABOUT POTENTIAL RED FLAGSCONCERNING SUSPICIOUS ACTIVITY IN THE CUSTOMER'S ACCOUNTSWITH EACH OTHER AND WITH THE FIRM'S AML OFFICER. SIMILARLY, THELOCAL BRANCH OFFICE WHERE THE ACCOUNTS WERE LOCATED FAILEDTO REPORT RED FLAGS RELATED TO THE CUSTOMER'S ACCOUNTACTIVITY AND LEGAL TROUBLES TO THE AML OFFICER. THE FIRM'S AMLOFFICER ALSO FAILED TO ADEQUATELY REVIEW INFORMATION THEYWERE PROVIDED. EVEN WITH RESPECT TO INFORMATION THAT WASPROVIDED TO THE FIRM'S AML OFFICER, THE FIRM FAILED TOADEQUATELY IMPLEMENT ITS PROCEDURES TO REVIEW THATINFORMATION. ALTHOUGH THE CHECKS WERE SPECIFICALLY PROVIDEDTO THE FIRM'S AML OFFICER FOR REVIEW, AN ADEQUATE REVIEW OFTHOSE CHECKS WAS NEVER CONDUCTED. THE FIRM FAILED TO CONDUCTADEQUATE MONITORING OF THE CUSTOMER'S ACCOUNTS. THE FIRM DIDNOT FOLLOW UP WHEN ITS REPRESENTATIVE FAILED TO PROVIDE ANEXPLANATION FOR THE FACT THAT THE CUSTOMER'S CHECKS WEREWRITTEN IN ROUND DOLLAR AMOUNTS. (CONT. IN COMMENT)







Initiated By: FINRA


Other


N/A




Other Product Type(s): PONZI SCHEME

NASD RULES 2110, 3011(A): THE FIRM FAILED TO IMPLEMENTPROCEDURES THAT WERE REASONABLY DESIGNED TO DETECT ANDCAUSE THE REPORTING OF SUSPICIOUS TRANSACTIONS IN THEACCOUNTS OF ITS CUSTOMER WHO USED HIS BROKERAGE ACCOUNTS ATTHE FIRM TO CONDUCT A PONZI SCHEME THAT RESULTED IN LOSSES OFAPPROXIMATELY $17.8 MILLION TO THE INDIVIDUALS WHO PROVIDEDFUNDS TO HIM. THE FIRM FAILED TO IMPLEMENT POLICIES ANDPROCEDURES THAT COULD REASONABLY HAVE BEEN EXPECTED TODETECT AND CAUSE THE REPORTING OF SUSPICIOUS ACTIVITY IN THEACCOUNTS OF THE CUSTOMER, WHO WAS OPERATING A PONZI SCHEME.NUMEROUS RED FLAGS WERE EITHER NOT PROVIDED FOR REVIEW, ORNOT ADEQUATELY CONSIDERED, BY THE FIRM. EVEN AFTER THE FIRMBECAME AWARE OF A HIGHLY UNUSUAL FLOW OF FUNDS IN AND OUT OFTHE ACCOUNTS, IT FAILED TO CONDUCT ADEQUATE DUE DILIGENCE ORMONITORING OF THE ACTIVITY IN THE CUSTOMER'S ACCOUNTS, IN PARTBECAUSE THE FIRM DEVOTED INADEQUATE RESOURCES TO ITS AMLDEPARTMENT. THE FIRM DID NOT DEVOTE ADEQUATE RESOURCES TO ITSAML PROGRAM IN LIGHT OF LIMITATIONS IN ITS REVIEW PROCESSES.ALTHOUGH CERTAIN INDIVIDUAL REPORTS WERE FILTERED TO IDENTIFYITEMS FOR FURTHER REVIEW, THE FIRM DID NOT CENTRALIZE ORINTEGRATE THE INFORMATION GENERATED BY THE VARIOUS REPORTSUSED BY THE AML OFFICER. MOREOVER, NUMEROUS CLIENTS'ACCOUNTS WERE IDENTIFIED AS WARRANTING FURTHER DETAILEDINVESTIGATION BY THE FIRM'S AML OFFICER. THE RESOURCES THAT THEFIRM DEVOTED TO AML COMPLIANCE WERE INADEQUATE IN LIGHT OFTHE EXTENSIVE RESPONSIBILITIES. IN ADDITION TO EXECUTING A LARGEVOLUME OF OPTIONS TRANSACTIONS, THE CUSTOMER MOVED LARGESUMS OF MONEY IN AND OUT OF HIS ACCOUNTS WITH THE FIRM, INLARGE PART TO ACCOMPLISH HIS PONZI SCHEME. THE ACCOUNTSFREQUENTLY TRIGGERED SEVERAL EXCEPTION REPORTS. THE AMLOFFICER HAD IDENTIFIED POTENTIAL MONEY LAUNDERING CONCERNSASSOCIATED WITH THE FLOW OF FUNDS IN AND OUT OF THECUSTOMER'S ACCOUNT, AND WITH HIS UNUSUAL PRACTICE OF WRITINGCHECKS IN ROUND DOLLAR AMOUNTS. THEREFORE, THE FIRM'S AMLOFFICER EMAILED, SEVERAL TIMES, THE REGISTERED REPRESENTATIVEASSIGNED TO THE CUSTOMER'S ACCOUNTS, ASKING THE REGISTEREDREPRESENTATIVE TO EXPLAIN THE UNUSUAL ACCOUNT ACTIVITY. INRESPONSE TO EACH OF THESE EMAILS, THE REPRESENTATIVE ASSIGNEDTO THE ACCOUNT NEVER ADEQUATELY EXPLAINED. IN SPITE OF THEUNUSUAL NATURE OF THE RESPONSE, NO ONE AT THE FIRM ATTEMPTEDTO PURSUE THE CONCERNS ABOUT THE CUSTOMER'S ACCOUNT ACTIVITYDIRECTLY, CONTACT THE BRANCH MANAGER, OR ASCERTAIN WHETHERTHE CUSTOMER HAD BEEN ASKED ABOUT THE ACCOUNT ACTIVITY. NORDID ANYONE AT THE FIRM CONDUCT AN ADEQUATE REVIEW OF THECHECKS HE HAD WRITTEN, EVEN THOUGH THEY WERE PRESENTED TOTHE FIRM'S AML OFFICER FOR REVIEW. INSTEAD, THE FIRM RELIED ONTHE INFORMATION PROVIDED BY THE REGISTERED REPRESENTATIVEAND A THIRD PARTY REPORT THAT LISTED THE CUSTOMER'S PROPERTIESAND VEHICLE REGISTRATIONS. DIFFERENT DEPARTMENTS AT THE FIRMFAILED TO SHARE INFORMATION ABOUT POTENTIAL RED FLAGSCONCERNING SUSPICIOUS ACTIVITY IN THE CUSTOMER'S ACCOUNTSWITH EACH OTHER AND WITH THE FIRM'S AML OFFICER. SIMILARLY, THELOCAL BRANCH OFFICE WHERE THE ACCOUNTS WERE LOCATED FAILEDTO REPORT RED FLAGS RELATED TO THE CUSTOMER'S ACCOUNTACTIVITY AND LEGAL TROUBLES TO THE AML OFFICER. THE FIRM'S AMLOFFICER ALSO FAILED TO ADEQUATELY REVIEW INFORMATION THEYWERE PROVIDED. EVEN WITH RESPECT TO INFORMATION THAT WASPROVIDED TO THE FIRM'S AML OFFICER, THE FIRM FAILED TOADEQUATELY IMPLEMENT ITS PROCEDURES TO REVIEW THATINFORMATION. ALTHOUGH THE CHECKS WERE SPECIFICALLY PROVIDEDTO THE FIRM'S AML OFFICER FOR REVIEW, AN ADEQUATE REVIEW OFTHOSE CHECKS WAS NEVER CONDUCTED. THE FIRM FAILED TO CONDUCTADEQUATE MONITORING OF THE CUSTOMER'S ACCOUNTS. THE FIRM DIDNOT FOLLOW UP WHEN ITS REPRESENTATIVE FAILED TO PROVIDE ANEXPLANATION FOR THE FACT THAT THE CUSTOMER'S CHECKS WEREWRITTEN IN ROUND DOLLAR AMOUNTS. (CONT. IN COMMENT)








N/A


Resolution:


Sanction Details: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS,THEREFORE THE FIRM IS CENSURED, FINED $400,000, AND SHALLUNDERTAKE TO CONDUCT A COMPREHENSIVE REVIEW OF THEADEQUACY OF ITS AML POLICIES, SYSTEMS, PROCEDURES (WRITTEN ANDOTHERWISE), AND TRAINING. AT THE CONCLUSION OF THE REVIEW,WHICH SHALL BE NO MORE THAN 90 DAYS AFTER THE DATE OF THENOTICE OF ACCEPTANCE OF THE AWC, THE FIRM SHALL CERTIFY THAT ITSPROCEDURES ARE REASONABLY DESIGNED TO ACHIEVE COMPLIANCEWITH FINRA RULE 3310 (FORMERLY NASD RULE 3011). THE CERTIFICATIONSHALL BE PROVIDED IN A WRITTEN LETTER TO FINRA AND SIGNED BY ACORPORATE OFFICER OF THE FIRM ON BEHALF OF THE FIRM. AT THETIME THE CERTIFICATION IS PROVIDED, THE FIRM WILL PROVIDE FINRAWITH A COPY OF ITS PROCEDURES RELATING TO COMPLIANCE WITHFINRA RULE 3310.FINE PAID IN FULL APRIL 9, 2012.

Regulator Statement THE FIRM FAILED TO REVIEW THE CUSTOMER'S PHYSICAL ACCOUNT FILE,WHICH WOULD HAVE DEMONSTRATED HIS PATTERN OF DEPOSITINGTHIRD PARTY STOCK CERTIFICATES. THE FIRM'S STOCK RECEIVEDEPARTMENT, WHICH IT HAD OUTSOURCED TO ITS AFFILIATE, ALSOFAILED TO MONITOR THE CUSTOMER'S REPEATED DEPOSITS OF THIRDPARTY STOCK CERTIFICATES. THE FIRM FAILED TO CONTACT THEBRANCH MANAGER ABOUT THE CUSTOMER'S ACCOUNT ACTIVITY-EVENTHOUGH THE FIRM'S AML PROCEDURES SPECIFICALLY TASKED THE AMLOFFICER WITH COMMUNICATING WITH BRANCH MANAGERS. BECAUSETHE FIRM DID NOT CONDUCT ADEQUATE MONITORING OF THEACCOUNTS, IT ALSO FAILED TO ADEQUATELY CONSIDER WHETHER ITSHOULD FILE A SUSPICIOUS ACTIVITY REPORT WITH RESPECT TO THEACTIVITY IN THE ACCOUNTS, AS REQUIRED BY THE BANK SECRECY ACTAND THE IMPLEMENTING REGULATIONS BY THE DEPARTMENT OF THETREASURY.


No








THE FIRM FAILED TO REVIEW THE CUSTOMER'S PHYSICAL ACCOUNT FILE,WHICH WOULD HAVE DEMONSTRATED HIS PATTERN OF DEPOSITINGTHIRD PARTY STOCK CERTIFICATES. THE FIRM'S STOCK RECEIVEDEPARTMENT, WHICH IT HAD OUTSOURCED TO ITS AFFILIATE, ALSOFAILED TO MONITOR THE CUSTOMER'S REPEATED DEPOSITS OF THIRDPARTY STOCK CERTIFICATES. THE FIRM FAILED TO CONTACT THEBRANCH MANAGER ABOUT THE CUSTOMER'S ACCOUNT ACTIVITY-EVENTHOUGH THE FIRM'S AML PROCEDURES SPECIFICALLY TASKED THE AMLOFFICER WITH COMMUNICATING WITH BRANCH MANAGERS. BECAUSETHE FIRM DID NOT CONDUCT ADEQUATE MONITORING OF THEACCOUNTS, IT ALSO FAILED TO ADEQUATELY CONSIDER WHETHER ITSHOULD FILE A SUSPICIOUS ACTIVITY REPORT WITH RESPECT TO THEACTIVITY IN THE ACCOUNTS, AS REQUIRED BY THE BANK SECRECY ACTAND THE IMPLEMENTING REGULATIONS BY THE DEPARTMENT OF THETREASURY.


Allegations: NASD RULES 2110, 3011(A): THE FIRM FAILED TO IMPLEMENTPROCEDURES THAT WERE REASONABLY DESIGNED TO DETECT ANDCAUSE THE REPORTING OF SUSPICIOUS TRANSACTIONS IN THEACCOUNTS OF ITS CUSTOMER WHO USED HIS BROKERAGE ACCOUNTS ATTHE FIRM TO CONDUCT A PONZI SCHEME THAT RESULTED IN LOSSES OFAPPROXIMATELY $17.8 MILLION TO THE INDIVIDUALS WHO PROVIDEDFUNDS TO HIM. THE FIRM FAILED TO IMPLEMENT POLICIES ANDPROCEDURES THAT COULD REASONABLY HAVE BEEN EXPECTED TODETECT AND CAUSE THE REPORTING OF SUSPICIOUS ACTIVITY IN THEACCOUNTS OF THE CUSTOMER, WHO WAS OPERATING A PONZI SCHEME.NUMEROUS RED FLAGS WERE EITHER NOT PROVIDED FOR REVIEW, ORNOT ADEQUATELY CONSIDERED, BY THE FIRM. EVEN AFTER THE FIRMBECAME AWARE OF A HIGHLY UNUSUAL FLOW OF FUNDS IN AND OUT OFTHE ACCOUNTS, IT FAILED TO CONDUCT ADEQUATE DUE DILIGENCE ORMONITORING OF THE ACTIVITY IN THE CUSTOMER'S ACCOUNTS, IN PARTBECAUSE THE FIRM DEVOTED INADEQUATE RESOURCES TO ITS AMLDEPARTMENT. THE FIRM DID NOT DEVOTE ADEQUATE RESOURCES TO ITSAML PROGRAM IN LIGHT OF LIMITATIONS IN ITS REVIEW PROCESSES.ALTHOUGH CERTAIN INDIVIDUAL REPORTS WERE FILTERED TO IDENTIFYITEMS FOR FURTHER REVIEW, THE FIRM DID NOT CENTRALIZE ORINTEGRATE THE INFORMATION GENERATED BY THE VARIOUS REPORTSUSED BY THE AML OFFICER. MOREOVER, NUMEROUS CLIENTS'ACCOUNTS WERE IDENTIFIED AS WARRANTING FURTHER DETAILEDINVESTIGATION BY THE FIRM'S AML OFFICER. THE RESOURCES THAT THEFIRM DEVOTED TO AML COMPLIANCE WERE INADEQUATE IN LIGHT OFTHE EXTENSIVE RESPONSIBILITIES. IN ADDITION TO EXECUTING A LARGEVOLUME OF OPTIONS TRANSACTIONS, THE CUSTOMER MOVED LARGESUMS OF MONEY IN AND OUT OF HIS ACCOUNTS WITH THE FIRM, INLARGE PART TO ACCOMPLISH HIS PONZI SCHEME. THE ACCOUNTSFREQUENTLY TRIGGERED SEVERAL EXCEPTION REPORTS. THE AMLOFFICER HAD IDENTIFIED POTENTIAL MONEY LAUNDERING CONCERNSASSOCIATED WITH THE FLOW OF FUNDS IN AND OUT OF THECUSTOMER'S ACCOUNT, AND WITH HIS UNUSUAL PRACTICE OF WRITINGCHECKS IN ROUND DOLLAR AMOUNTS. THEREFORE, THE FIRM'S AMLOFFICER EMAILED, SEVERAL TIMES, THE REGISTERED REPRESENTATIVEASSIGNED TO THE CUSTOMER'S ACCOUNTS, ASKING THE REGISTEREDREPRESENTATIVE TO EXPLAIN THE UNUSUAL ACCOUNT ACTIVITY. INRESPONSE TO EACH OF THESE EMAILS, THE REPRESENTATIVE ASSIGNEDTO THE ACCOUNT NEVER ADEQUATELY EXPLAINED. IN SPITE OF THEUNUSUAL NATURE OF THE RESPONSE, NO ONE AT THE FIRM ATTEMPTEDTO PURSUE THE CONCERNS ABOUT THE CUSTOMER'S ACCOUNT ACTIVITYDIRECTLY, CONTACT THE BRANCH MANAGER, OR ASCERTAIN WHETHERTHE CUSTOMER HAD BEEN ASKED ABOUT THE ACCOUNT ACTIVITY. NORDID ANYONE AT THE FIRM CONDUCT AN ADEQUATE REVIEW OF THECHECKS HE HAD WRITTEN, EVEN THOUGH THEY WERE PRESENTED TOTHE FIRM'S AML OFFICER FOR REVIEW. INSTEAD, THE FIRM RELIED ONTHE INFORMATION PROVIDED BY THE REGISTERED REPRESENTATIVEAND A THIRD PARTY REPORT THAT LISTED THE CUSTOMER'S PROPERTIESAND VEHICLE REGISTRATIONS. DIFFERENT DEPARTMENTS AT THE FIRMFAILED TO SHARE INFORMATION ABOUT POTENTIAL RED FLAGSCONCERNING SUSPICIOUS ACTIVITY IN THE CUSTOMER'S ACCOUNTSWITH EACH OTHER AND WITH THE FIRM'S AML OFFICER. SIMILARLY, THELOCAL BRANCH OFFICE WHERE THE ACCOUNTS WERE LOCATED FAILEDTO REPORT RED FLAGS RELATED TO THE CUSTOMER'S ACCOUNTACTIVITY AND LEGAL TROUBLES TO THE AML OFFICER. THE FIRM'S AMLOFFICER ALSO FAILED TO ADEQUATELY REVIEW INFORMATION THEYWERE PROVIDED. EVEN WITH RESPECT TO INFORMATION THAT WASPROVIDED TO THE FIRM'S AML OFFICER, THE FIRM FAILED TOADEQUATELY IMPLEMENT ITS PROCEDURES TO REVIEW THATINFORMATION. ALTHOUGH THE CHECKS WERE SPECIFICALLY PROVIDEDTO THE FIRM'S AML OFFICER FOR REVIEW, AN ADEQUATE REVIEW OFTHOSE CHECKS WAS NEVER CONDUCTED. THE FIRM FAILED TO CONDUCTADEQUATE MONITORING OF THE CUSTOMER'S ACCOUNTS. THE FIRM DIDNOT FOLLOW UP WHEN ITS REPRESENTATIVE FAILED TO PROVIDE ANEXPLANATION FOR THE FACT THAT THE CUSTOMER'S CHECKS WEREWRITTEN IN ROUND DOLLAR AMOUNTS. (CONT. IN COMMENT







Initiated By: FINRA


Other


N/A




Other Product Type(s): PONZI SCHEME

NASD RULES 2110, 3011(A): THE FIRM FAILED TO IMPLEMENTPROCEDURES THAT WERE REASONABLY DESIGNED TO DETECT ANDCAUSE THE REPORTING OF SUSPICIOUS TRANSACTIONS IN THEACCOUNTS OF ITS CUSTOMER WHO USED HIS BROKERAGE ACCOUNTS ATTHE FIRM TO CONDUCT A PONZI SCHEME THAT RESULTED IN LOSSES OFAPPROXIMATELY $17.8 MILLION TO THE INDIVIDUALS WHO PROVIDEDFUNDS TO HIM. THE FIRM FAILED TO IMPLEMENT POLICIES ANDPROCEDURES THAT COULD REASONABLY HAVE BEEN EXPECTED TODETECT AND CAUSE THE REPORTING OF SUSPICIOUS ACTIVITY IN THEACCOUNTS OF THE CUSTOMER, WHO WAS OPERATING A PONZI SCHEME.NUMEROUS RED FLAGS WERE EITHER NOT PROVIDED FOR REVIEW, ORNOT ADEQUATELY CONSIDERED, BY THE FIRM. EVEN AFTER THE FIRMBECAME AWARE OF A HIGHLY UNUSUAL FLOW OF FUNDS IN AND OUT OFTHE ACCOUNTS, IT FAILED TO CONDUCT ADEQUATE DUE DILIGENCE ORMONITORING OF THE ACTIVITY IN THE CUSTOMER'S ACCOUNTS, IN PARTBECAUSE THE FIRM DEVOTED INADEQUATE RESOURCES TO ITS AMLDEPARTMENT. THE FIRM DID NOT DEVOTE ADEQUATE RESOURCES TO ITSAML PROGRAM IN LIGHT OF LIMITATIONS IN ITS REVIEW PROCESSES.ALTHOUGH CERTAIN INDIVIDUAL REPORTS WERE FILTERED TO IDENTIFYITEMS FOR FURTHER REVIEW, THE FIRM DID NOT CENTRALIZE ORINTEGRATE THE INFORMATION GENERATED BY THE VARIOUS REPORTSUSED BY THE AML OFFICER. MOREOVER, NUMEROUS CLIENTS'ACCOUNTS WERE IDENTIFIED AS WARRANTING FURTHER DETAILEDINVESTIGATION BY THE FIRM'S AML OFFICER. THE RESOURCES THAT THEFIRM DEVOTED TO AML COMPLIANCE WERE INADEQUATE IN LIGHT OFTHE EXTENSIVE RESPONSIBILITIES. IN ADDITION TO EXECUTING A LARGEVOLUME OF OPTIONS TRANSACTIONS, THE CUSTOMER MOVED LARGESUMS OF MONEY IN AND OUT OF HIS ACCOUNTS WITH THE FIRM, INLARGE PART TO ACCOMPLISH HIS PONZI SCHEME. THE ACCOUNTSFREQUENTLY TRIGGERED SEVERAL EXCEPTION REPORTS. THE AMLOFFICER HAD IDENTIFIED POTENTIAL MONEY LAUNDERING CONCERNSASSOCIATED WITH THE FLOW OF FUNDS IN AND OUT OF THECUSTOMER'S ACCOUNT, AND WITH HIS UNUSUAL PRACTICE OF WRITINGCHECKS IN ROUND DOLLAR AMOUNTS. THEREFORE, THE FIRM'S AMLOFFICER EMAILED, SEVERAL TIMES, THE REGISTERED REPRESENTATIVEASSIGNED TO THE CUSTOMER'S ACCOUNTS, ASKING THE REGISTEREDREPRESENTATIVE TO EXPLAIN THE UNUSUAL ACCOUNT ACTIVITY. INRESPONSE TO EACH OF THESE EMAILS, THE REPRESENTATIVE ASSIGNEDTO THE ACCOUNT NEVER ADEQUATELY EXPLAINED. IN SPITE OF THEUNUSUAL NATURE OF THE RESPONSE, NO ONE AT THE FIRM ATTEMPTEDTO PURSUE THE CONCERNS ABOUT THE CUSTOMER'S ACCOUNT ACTIVITYDIRECTLY, CONTACT THE BRANCH MANAGER, OR ASCERTAIN WHETHERTHE CUSTOMER HAD BEEN ASKED ABOUT THE ACCOUNT ACTIVITY. NORDID ANYONE AT THE FIRM CONDUCT AN ADEQUATE REVIEW OF THECHECKS HE HAD WRITTEN, EVEN THOUGH THEY WERE PRESENTED TOTHE FIRM'S AML OFFICER FOR REVIEW. INSTEAD, THE FIRM RELIED ONTHE INFORMATION PROVIDED BY THE REGISTERED REPRESENTATIVEAND A THIRD PARTY REPORT THAT LISTED THE CUSTOMER'S PROPERTIESAND VEHICLE REGISTRATIONS. DIFFERENT DEPARTMENTS AT THE FIRMFAILED TO SHARE INFORMATION ABOUT POTENTIAL RED FLAGSCONCERNING SUSPICIOUS ACTIVITY IN THE CUSTOMER'S ACCOUNTSWITH EACH OTHER AND WITH THE FIRM'S AML OFFICER. SIMILARLY, THELOCAL BRANCH OFFICE WHERE THE ACCOUNTS WERE LOCATED FAILEDTO REPORT RED FLAGS RELATED TO THE CUSTOMER'S ACCOUNTACTIVITY AND LEGAL TROUBLES TO THE AML OFFICER. THE FIRM'S AMLOFFICER ALSO FAILED TO ADEQUATELY REVIEW INFORMATION THEYWERE PROVIDED. EVEN WITH RESPECT TO INFORMATION THAT WASPROVIDED TO THE FIRM'S AML OFFICER, THE FIRM FAILED TOADEQUATELY IMPLEMENT ITS PROCEDURES TO REVIEW THATINFORMATION. ALTHOUGH THE CHECKS WERE SPECIFICALLY PROVIDEDTO THE FIRM'S AML OFFICER FOR REVIEW, AN ADEQUATE REVIEW OFTHOSE CHECKS WAS NEVER CONDUCTED. THE FIRM FAILED TO CONDUCTADEQUATE MONITORING OF THE CUSTOMER'S ACCOUNTS. THE FIRM DIDNOT FOLLOW UP WHEN ITS REPRESENTATIVE FAILED TO PROVIDE ANEXPLANATION FOR THE FACT THAT THE CUSTOMER'S CHECKS WEREWRITTEN IN ROUND DOLLAR AMOUNTS. (CONT. IN COMMENT


Resolution:










Sanction Details: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS,THEREFORE THE FIRM IS CENSURED, FINED $400,000, AND SHALLUNDERTAKE TO CONDUCT A COMPREHENSIVE REVIEW OF THEADEQUACY OF ITS AML POLICIES, SYSTEMS, PROCEDURES (WRITTEN ANDOTHERWISE), AND TRAINING. AT THE CONCLUSION OF THE REVIEW,WHICH SHALL BE NO MORE THAN 90 DAYS AFTER THE DATE OF THENOTICE OF ACCEPTANCE OF THE AWC, THE FIRM SHALL CERTIFY THAT ITSPROCEDURES ARE REASONABLY DESIGNED TO ACHIEVE COMPLIANCEWITH FINRA RULE 3310 (FORMERLY NASD RULE 3011). THE CERTIFICATIONSHALL BE PROVIDED IN A WRITTEN LETTER TO FINRA AND SIGNED BY ACORPORATE OFFICER OF THE FIRM ON BEHALF OF THE FIRM. AT THETIME THE CERTIFICATION IS PROVIDED, THE FIRM WILL PROVIDE FINRAWITH A COPY OF ITS PROCEDURES RELATING TO COMPLIANCE WITHFINRA RULE 3310.

Firm Statement THE FIRM FAILED TO REVIEW THE CUSTOMER'S PHYSICAL ACCOUNT FILE,WHICH WOULD HAVE DEMONSTRATED HIS PATTERN OF DEPOSITINGTHIRD PARTY STOCK CERTIFICATES. THE FIRM'S STOCK RECEIVEDEPARTMENT, WHICH IT HAD OUTSOURCED TO ITS AFFILIATE, ALSOFAILED TO MONITOR THE CUSTOMER'S REPEATED DEPOSITS OF THIRDPARTY STOCK CERTIFICATES. THE FIRM FAILED TO CONTACT THEBRANCH MANAGER ABOUT THE CUSTOMER'S ACCOUNT ACTIVITY-EVENTHOUGH THE FIRM'S AML PROCEDURES SPECIFICALLY TASKED THE AMLOFFICER WITH COMMUNICATING WITH BRANCH MANAGERS. BECAUSETHE FIRM DID NOT CONDUCT ADEQUATE MONITORING OF THEACCOUNTS, IT ALSO FAILED TO ADEQUATELY CONSIDER WHETHER ITSHOULD FILE A SUSPICIOUS ACTIVITY REPORT WITH RESPECT TO THEACTIVITY IN THE ACCOUNTS, AS REQUIRED BY THE BANK SECRECY ACTAND THE IMPLEMENTING REGULATIONS BY THE DEPARTMENT OF THETREASURY.

CensureMonetary/Fine $400,000.00

Disclosure 23 of 83

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Allegations: THE STATE OF WISCONSIN, DEPARTMENT OF FINANCIAL INSTITUTIONSDIVISION OF SECURITIES, ALLEGED THAT RAYMOND JAMES ENGAGED INDISHONEST OR UNETHICAL PRACTICES IN VIOLATION OF 551.34(1)(G), WISSTATS. FURTHER, THE STATE OF WISCONSIN ALLEGED THAT RAYMONDJAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATIONOF 551.34 (1)(J), WIS. STATS.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: STATE OF WISCONSIN DEPARTMENT OF FINANCIAL INSTITUTIONS




CEASE AND DESIST


Docket/Case Number: S-220238 (EX)



THE STATE OF WISCONSIN, DEPARTMENT OF FINANCIAL INSTITUTIONSDIVISION OF SECURITIES, ALLEGED THAT RAYMOND JAMES ENGAGED INDISHONEST OR UNETHICAL PRACTICES IN VIOLATION OF 551.34(1)(G), WISSTATS. FURTHER, THE STATE OF WISCONSIN ALLEGED THAT RAYMONDJAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATIONOF 551.34 (1)(J), WIS. STATS.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON FEBRUARY 29, 2012 RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$10,044.37 TO THE STATE OF WISCONSIN DEPARTMENT OF FINANCIALINSTITUTIIONS.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF WISCONSINDEPARTMENT OF FINANCIAL INSTITUTIONS DIVISION OF SECURITIES ONFEBRUARY 29, 2012 IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order





www.finra.org/brokercheck User GuidanceWITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF WISCONSINDEPARTMENT OF FINANCIAL INSTITUTIONS DIVISION OF SECURITIES ONFEBRUARY 29, 2012 IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 24 of 83

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Allegations: THE SECURITIES COMMISSIONER OF DELAWARE, ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INVIOLATION OF 6 DEL. C. SEC. 73-304(A)(7)FORMERLY 6 DEL. C. SEC.7316(A)(7) FURTHER, THE SECURITIES DIVISION COMMISSIONER OFDELAWARE ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF 6 DEL. C. SEC. 73-304 (A)(10).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: SECURITIES COMMISSIONER OF DELAWARE




CEASE AND DESIST





THE SECURITIES COMMISSIONER OF DELAWARE, ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INVIOLATION OF 6 DEL. C. SEC. 73-304(A)(7)FORMERLY 6 DEL. C. SEC.7316(A)(7) FURTHER, THE SECURITIES DIVISION COMMISSIONER OFDELAWARE ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF 6 DEL. C. SEC. 73-304 (A)(10).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON JANUARY 13, 2012 RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$5.766.45 TO THE SECURITIES COMMISSIONER OF DELAWARE.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE SECURITIESCOMMISSIONER OF DELAWARE ON JANUARY 13, 2012, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE SECURITIESCOMMISSIONER OF DELAWARE ON JANUARY 13, 2012, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 25 of 83

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Allegations: THE STATE OF NEBRASKA DEPARTMENT OF BANKING AND FINANCE,ALLEGED THAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN VIOLATION OF THE STATE OFNEBRASKA REV. STAT 8-1103(9)(A)(VII) (REISSUE 2007)THE STATE OFNEBRASKA ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF THE NEB. REV. 8-1103(9)(A)(XI)(REISSUE 2007).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: STATE OF NEBRASKA DEPARTMENT OF BANKING & FINANCE




CEASE AND DESIST





THE STATE OF NEBRASKA DEPARTMENT OF BANKING AND FINANCE,ALLEGED THAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN VIOLATION OF THE STATE OFNEBRASKA REV. STAT 8-1103(9)(A)(VII) (REISSUE 2007)THE STATE OFNEBRASKA ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF THE NEB. REV. 8-1103(9)(A)(XI)(REISSUE 2007).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON JANUARY 23, 2012, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$5,190.39 TO THE STATE OF NEBRASKA DEPARTMENT OF BANKING ANDFINANCE.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF NEBRASKADEPARTMENT OF BANKING AND FINANCE ON JANUARY 23, 2012, IN WHICHIT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF NEBRASKADEPARTMENT OF BANKING AND FINANCE ON JANUARY 23, 2012, IN WHICHIT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 26 of 83

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Initiated By: SECURITIES COMMISSIONER OF GEORGIA

Allegations: THE SECURITIES COMMISSIONER OF GEORGIA, ALLEGED THAT RAYMONDJAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALEOF SECURITIES IN VIOLATION OF SEC 10-5-4 (A)(8) OF THE 1973 ACT ANDRULE 590-4-2-. 14(1) FURTHER, THE SECURITIES DIVISION ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF SECTION 10-5-4(A)(11) OF THE 1973 ACT AND RULE 590-4-2.07(1) UNDER THE 1973 ACT.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMER'SAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: SECURITIES COMMISSIONER OF GEORGIA




CEASE AND DESIST


Docket/Case Number: ENSC-120081




Resolution:


Sanction Details: ON JANUARY 11, 2012, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$32,869.37 TO THE STATE OF GEORGIA.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE SECURITIESCOMMISSIONER OF GEORGIA ON JANUARY 11, 2012, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCHOF THE ORDER, AND TO REPAY ANY SUCH CUSTOMER THE DIFFERENCEBETWEEN PAR AND THE PRICE AT WHICH SUCH CUSTOMER SOLD ORREDEEMED THE ELIGIBLE ARS, PLUS REASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE SECURITIESCOMMISSIONER OF GEORGIA ON JANUARY 11, 2012, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCHOF THE ORDER, AND TO REPAY ANY SUCH CUSTOMER THE DIFFERENCEBETWEEN PAR AND THE PRICE AT WHICH SUCH CUSTOMER SOLD ORREDEEMED THE ELIGIBLE ARS, PLUS REASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 27 of 83

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Initiated By: COLORADO DIVISION OF SECURITIES




Allegations: THE STATE OF COLORADO ALLEGED THAT RAYMOND JAMES ENGAGED INDISHONEST OR UNETHICAL PRACTICES IN THE SALE OF SECURITIES INVIOLATION OF 11-51-410(1)(G),C.R.S. FURTHER, THE DEPARTMENTALLEGED THAT RAYMOND JAMES FAILED TO REASONABLY SUPERVISETHEIR AGENTS IN VIOLATION OF 11-51-410(1)(I),C.R.S.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.










CEASE AND DESIST




Resolution:


Sanction Details: ON 12/20/2011 RAYMOND JAMES PAID A FINE IN THE AMOUNT OF $50,897.07ON 12/20/2011.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE COLORADO DIVISIONOF SECURITIES ON 12/15/2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE COLORADO DIVISIONOF SECURITIES ON 12/15/2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 28 of 83

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Initiated By: MISSOURI


Other


CONSENT ORDER


Docket/Case Number: AP-11-23




Allegations: ACTIVITIES REGARDING THE SALE OF AUCTION RATE SECURITIES HAVEBEEN THE SUBJECT OF COORDINATED INVESTIGATIONS CONDUCTED BYA MULTI-STATE TASK FORCE.



Resolution:


Sanction Details: RESPONDENTS HAVE VOLUNTAIRLY AGREED TO PURCHASE ARS FROMCERTAIN CUSTOMERS, USE BEST EFFORTS TO PROVIDE LIQUIDITYSOLUTIONS FOR CERTAIN OTHER CUSTOMERS AND RESPONDENTSNEITHER ADMIT NOR DENY THE FINDINGS OF FACT AND CONCLUSIONS OFLAW.


Yes

Sanctions Ordered:

Consent







Initiated By: MISSOURI SECURITIES DIVISION




CEASE AND DESIST





Allegations: THE MISSOURI SECURITIES ALLEGED THAT RAYMOND JAMES ENGAGED INDISHONEST OR UNETHICAL PRACTICES IN THE SALE OF SECURITIES INVIOLATION OF 409. 4-412 (D)(13),RSMO.(CUM. SUPP.2009) OF THEMISSOURI SECURITIES ACT OF 2003.FURTHER THE SECURITIES DIVISIONALLEGED THAT RAYMOND JAMES FAILED TO REASONABLY SUPERVISETHEIR AGENTS IN VIOLATION OF SECTION 409. 4-412 (D)(9),RSMO.(CUM.SUPP.2009). OF THE MISSOURI SECURITIES ACT OF 2003.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMER'SAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.



Resolution:


Order







Sanction Details: ON NOVEMBER 16, 2011 RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$10,960.39 TO THE STATE OF MISSOURI.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE MISSOURI SECURITIESDIVISION ON NOVEMBER 04,2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Disclosure 29 of 83

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Allegations: THE MISSISSIPPI SECURITIES DIVISION ALLEGED THAT RAYMOND JAMESENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALE OFSECURITIES IN VIOLATION OF MISS. CODE ANN. SECTION 75-71-412(D)(13).FURTHER, THE SECURITIES DIVISION ALLEGED THAT RAYMOND JAMESFAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OFMISS. CODE ANN. SECTION 75-71-412(D)(9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: THE MISSISSIPPI SECURITIES DIVISION




CEASE AND DESIST





Allegations: THE MISSISSIPPI SECURITIES DIVISION ALLEGED THAT RAYMOND JAMESENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALE OFSECURITIES IN VIOLATION OF MISS. CODE ANN. SECTION 75-71-412(D)(13).FURTHER, THE SECURITIES DIVISION ALLEGED THAT RAYMOND JAMESFAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OFMISS. CODE ANN. SECTION 75-71-412(D)(9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON DECEMBER 8, 2011 RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$10,771.52 TO THE MISSISSIPPI SECURITIES DIVISION.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE MISSISSIPPI ONNOVEMBER 23, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE MISSISSIPPI ONNOVEMBER 23, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 30 of 83

i


Allegations: ON NOVEMBER 22, 2011, THE SECURITIES DIVISION ENTERED INTO ACONSENT ORDER WITH RAYMOND JAMES & ASSOCIATES, INC. ANDRAYMOND JAMES FINANCIAL SERVICES, INC. (COLLECTIVELY "RESPONDENTS"), IN ORDER TO SETTLE THE ALLEGATIONS THAT THERESPONDENTS ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF AUCTION RATE SECURITIES ("ARS"), AND FAILED TOREASONABLY SUPERVISE ITS SALESPERSONS IN THE MARKETING ANDSALE OF ARS. THE RESPONDENTS NEITHER ADMITTED NOR DENIED THEALLEGATIONS, BUT AGREED TO CEASE AND DESIST FROM VIOLATING THESECURITIES ACT OF WASHINGTON. THE RESPONDENTS AGREED TOOFFER TO PURCHASE AT PAR ARS THAT SINCE FEBRUARY 13, 2008 HAVENOT BEEN AUCTIONING FROM CERTAIN INVESTORS WHO PURCHASEDTHOSE ARS FROM THE RESPONDENTS ON OR BEFORE FEBRUARY 13,2008. THE RESPONDENTS AGREED TO PAY $8,363.42 AS A CIVILMONETARY PENALTY. THE RESPONDENTS WAIVED THEIR RIGHT TO AHEARING AND TO JUDICIAL REVIEW OF THIS MATTER.







Initiated By: WASHINGTON


Cease and Desist


CIVIL MONETARY PENALTY


Docket/Case Number: S-11-0740-11-CO01




ON NOVEMBER 22, 2011, THE SECURITIES DIVISION ENTERED INTO ACONSENT ORDER WITH RAYMOND JAMES & ASSOCIATES, INC. ANDRAYMOND JAMES FINANCIAL SERVICES, INC. (COLLECTIVELY "RESPONDENTS"), IN ORDER TO SETTLE THE ALLEGATIONS THAT THERESPONDENTS ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF AUCTION RATE SECURITIES ("ARS"), AND FAILED TOREASONABLY SUPERVISE ITS SALESPERSONS IN THE MARKETING ANDSALE OF ARS. THE RESPONDENTS NEITHER ADMITTED NOR DENIED THEALLEGATIONS, BUT AGREED TO CEASE AND DESIST FROM VIOLATING THESECURITIES ACT OF WASHINGTON. THE RESPONDENTS AGREED TOOFFER TO PURCHASE AT PAR ARS THAT SINCE FEBRUARY 13, 2008 HAVENOT BEEN AUCTIONING FROM CERTAIN INVESTORS WHO PURCHASEDTHOSE ARS FROM THE RESPONDENTS ON OR BEFORE FEBRUARY 13,2008. THE RESPONDENTS AGREED TO PAY $8,363.42 AS A CIVILMONETARY PENALTY. THE RESPONDENTS WAIVED THEIR RIGHT TO AHEARING AND TO JUDICIAL REVIEW OF THIS MATTER.


Resolution:


Sanction Details: CIVIL MONETARY PENALTY OF $8353.42 PAID IN FULL ON 12/7/2011.

Regulator Statement BRIDGETT FISHER 3609028783


Yes


Consent


Allegations: STATE OF WASHINGTON SECURITIES DIVISION ALLEGED THAT RAYMONDJAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALEOF SECURITIES IN VIOLATION OF RCW 21.20.110(1)(G). FURTHER, STATEOF WASHINGTON SECURITIES DIVISION ALLEGED THAT RAYMOND JAMESFAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OFRCW 21.20.110(1)(J).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: STATE OF WASHINGTON SECURITIES DIVISION




CEASE AND DESIST


Docket/Case Number: S-11-0740-11-CO01



STATE OF WASHINGTON SECURITIES DIVISION ALLEGED THAT RAYMONDJAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALEOF SECURITIES IN VIOLATION OF RCW 21.20.110(1)(G). FURTHER, STATEOF WASHINGTON SECURITIES DIVISION ALLEGED THAT RAYMOND JAMESFAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OFRCW 21.20.110(1)(J).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON DECEMBER 01, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$8,363.42 TO THE STATE OF WASHINGTON.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF WASHINGTONON DECEMBER 01, 2011IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF WASHINGTONON DECEMBER 01, 2011IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 31 of 83

i


Allegations: COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSIONALLEGED THAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN VIOLATION OF COMMISSIONRULE 21 VAC 5-20-280 G. FURTHER, THE COMMONWEALTH OF VIRGINIASTATE CORPORATION COMMISSION ALLEGED THAT RAYMOND JAMESFAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OFCOMMISSION RULE 21 VAC 5-20-260.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION





Docket/Case Number: SEC-2011-00039



COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSIONALLEGED THAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN VIOLATION OF COMMISSIONRULE 21 VAC 5-20-280 G. FURTHER, THE COMMONWEALTH OF VIRGINIASTATE CORPORATION COMMISSION ALLEGED THAT RAYMOND JAMESFAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OFCOMMISSION RULE 21 VAC 5-20-260.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON NOVEMBER 22,2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$25,597.86 TO THE TREASURER OF VIRGINIA.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH COMMONWEALTH OFVIRGINIA STATE CORPORATION COMMISSION ON NOVEMBER 22, 2011 INWHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH COMMONWEALTH OFVIRGINIA STATE CORPORATION COMMISSION ON NOVEMBER 22, 2011 INWHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 32 of 83

i


Allegations: THE MASSACHUSETTS SECURITIES DIVISION, ALLEGED THAT RAYMONDJAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALEOF SECURITIES IN VIOLATION OF THE MASS GENERAL LAWS CH 110A.SEC. 204 (A)(2)(G). FURTHER, THE SECURITIES DIVISION ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF MASS. GEN LAWS CH 110A, SEC. 204 (A)(2)(J).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: MASSACHUSETTS SECURITIES DIVISION




CEASE AND DESIST


Docket/Case Number: E-2011-0049



THE MASSACHUSETTS SECURITIES DIVISION, ALLEGED THAT RAYMONDJAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALEOF SECURITIES IN VIOLATION OF THE MASS GENERAL LAWS CH 110A.SEC. 204 (A)(2)(G). FURTHER, THE SECURITIES DIVISION ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF MASS. GEN LAWS CH 110A, SEC. 204 (A)(2)(J).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON NOVEMBER 10, 2011 RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$29,564.14 TO THE COMMONWEALTH OF MASSACHUSETTS.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE MASSACHUSETTSSECURITIES DIVISION ON NOVEMBER 9, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE MASSACHUSETTSSECURITIES DIVISION ON NOVEMBER 9, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 33 of 83

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Initiated By: SECURITIES COMMISSIONER OF MARYLAND


Allegations: THE SECURITIES COMMISSIONER OF MARYLAND,ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF SECURITIES IN VIOLATION OF SEC 11-412,(A)(7)OF THESECURITIES ACT FURTHER, THE SECURITIES DIVISION ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF 11-412(A)(10)OF THE SECURITIES ACT RAYMOND JAMES OFFERED AND SOLD TO SOMEOF ITS CUSTOMER'S AUCTION RATE SECURITIES ("ARS") WHILE NOTACCURATELY CHARACTERIZING OR WHILE FAILING TO ADEQUATELYDISCLOSE THE TRUE NATURE AND RISKS ASSOCIATED WITH THESEINVESTMENTS. ALTHOUGH RAYMOND JAMES' ARS TRADECONFIRMATIONS DISCLOSED THE RISK THAT ARS AUCTIONS COULD FAILAND THAT RAYMOND JAMES WAS NOT OBLIGED TO ENSURE THEIRSUCCESS, AT THE POINT-OF-SALE, SOME OF RAYMOND JAMES' FINANCIALADVISERS INACCURATELY DESCRIBED ARS AS ALTERNATIVES TO MONEYMARKET FUNDS AND OTHER CASH-LIKE INVESTMENTS, WITHOUTADEQUATELY DISCLOSING THE AUCTION PROCESS OR THE RISK OFILLIQUIDITY IF THESE AUCTIONS FAILED. ON FEBRUARY 13, 2008, ASIGNIFICANT NUMBER OF ARS AUCTIONS FAILED, RESULTING IN ANOVERALL MARKET COLLAPSE THAT LEFT THOUSANDS OF INVESTORS,INCLUDING SOME OF RAYMOND JAMES' CUSTOMERS, HOLDING ARS THATTHEY HAVE, IN SOME INSTANCES, NOT BEEN ABLE TO LIQUIDATE.










CEASE AND DESIST

Docket/Case Number: NO. 2011-0336




Resolution:


Sanction Details: ON NOVEMBER 2ND 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNTOF $21,017.75 TO THE SECURITIES DIVISION, OFFICE OF THE ATTORNEYGENERAL OF MARYLAND.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE SECURITIESCOMMISSIONER OF MARYLAND ON OCTOBER 24, 2011,IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE SECURITIESCOMMISSIONER OF MARYLAND ON OCTOBER 24, 2011,IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 34 of 83

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Initiated By: MAINE OFFICE OF SECURITIES


Cease and Desist


CIVIL MONETARY PENALTY





Other Product Type(s): ACTION RATE SECURITIES

Allegations: ON OCTOBER 28, 2011, THE MAINE OFFICE OF SECURITIES ENTERED INTOAN ADMINISTRATIVE CONSENT ORDER WITH RAYMOND JAMES &ASSOCIATES, INC. AND RAYMOND JAMES FINANCIAL SERVICES, INC.(COLLECTIVELY "RESPONDENTS"), IN ORDER TO SETTLE THEALLEGATIONS THAT THE RESPONDENTS ENGAGED IN DISHONEST ORUNETHICAL PRACTICES IN THE SALE OF AUCTION RATE SECURITIES("ARS"), AND FAILED TO REASONABLY SUPERVISE ITS SALESPERSONS INTHE MARKETING AND SALE OF ARS. THE RESPONDENTS NEITHERADMITTED NOR DENIED THE ALLEGATIONS, BUT AGREED TO CEASE ANDDESIST FROM VIOLATING THE MAINE UNIFORM SECURITIES ACT. THERESPONDENTS AGREED TO OFFER TO PURCHASE AT PAR ARS THATSINCE FEBRUARY 13, 2008 HAVE NOT BEEN AUCTIONING FROM CERTAININVESTORS WHO PURCHASED THOSE ARS FROM THE RESPONDENTS ONOR BEFORE FEBRUARY 13, 2008. THE RESPONDENTS AGREED TO PAY$4,586 AS A CIVIL MONETARY PENALTY. THE RESPONDENTS WAIVED THEIRRIGHT TO A HEARING AND TO JUDICIAL REVIEW OF THIS MATTER.


Resolution: Order105©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.






Resolution:


Sanction Details: CIVIL MONETARY PENALTY OF $4,586 PAID IN FULL ON 10/28/2011.


No


Order


Initiated By: MAINE OFFICE SECURITIES


Docket/Case Number: CASE NO 11-7620

Allegations: THE MAINE OFFICE OF SECURITIES ALLEGED THAT RAYMOND JAMESENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALE OFSECURITIES IN VIOLATION OF 32 M.R.S. SEC SEC. 16412(4)(M). FURTHER,THE SECURITIES DIVISION ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF 32 M.R.S. SECSEC. 16412(4)(M).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.










CEASE AND DESIST

Docket/Case Number: CASE NO 11-7620




Resolution:


Sanction Details: ON NOVEMBER 7, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$4,586.00TO THE TREASURER STATE OF MAINE

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE MAINE OFFICE OFSECURITIES ON OCTOBER 28, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE MAINE OFFICE OFSECURITIES ON OCTOBER 28, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 35 of 83

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Initiated By: UTAH


Cease and Desist


ADMINISTRATIVE FINE


Docket/Case Number: SD-11-0090




Allegations: THE DIVISION ALLEGED THAT: (1) RESPONDENT ENGAGED IN DISHONESTOR UNETHICAL PRACTICES WARRANTING SANCTIONS UNDER SECTION61-1-6(2)(A)(II)(G) OF THE UTAH UNIFORM SECURITIES ACT ("ACT"); AND (2)RESPONDENT FAILED TO REASONABLY SUPERVISE ITS AGENTSWARRANTING SANCTIONS UNDER SECTION 61-1-6(2)(A)(II)(J) OF THE ACT.



Resolution:


Sanction Details: THE FINE OF $29,328.05 WAS PAID WITHIN TEN (10) DAYS FOLLOWINGENTRY OF THE ORDER.


Yes








Sanction Details: THE FINE OF $29,328.05 WAS PAID WITHIN TEN (10) DAYS FOLLOWINGENTRY OF THE ORDER.

Regulator Statement THE STIPULATION AND CONSENT ORDER CAN BE VIEWED ONLINE AT:HTTP://SECURITIES.UTAH.GOV/DOCKETS/11009001.PDF(NOTE: THE WEB SITE MUST BE ENTERED IN ALL LOWER CASE LETTERS).


Initiated By: UTAH DIVISION OF SECURITIES




CEASE AND DESIST


Docket/Case Number: SD 11-0090



Allegations: THE UTAH DIVION OF SECURITES ALLEGED THAT RAYMOND JAMESENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALE OFSECURITIES IN VIOLATION OF SEC 61-1-6(2)(A)(II)(G). THE UTAH UNIFORMSECURITIES ACT. FURTHER, THE SECURITIES DIVISION ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OFSEC 61-1-6(2)(A)(II)(G) OF TH ACT. RAYMOND JAMESOFFERED AND SOLD TO SOME OF ITS CUSTOMERS AUCTION RATESECURITIES ("ARS") WHILE NOT ACCURATELY CHARACTERIZING OR WHILEFAILING TO ADEQUATELY DISCLOSE THE TRUE NATURE AND RISKSASSOCIATED WITH THESE INVESTMENTS. ALTHOUGH RAYMOND JAMES'ARS TRADE CONFIRMATIONS DISCLOSED THE RISK THAT ARS AUCTIONSCOULD FAIL AND THAT RAYMOND JAMES WAS NOT OBLIGED TO ENSURETHEIR SUCCESS, AT THE POINT-OF-SALE, SOME OF RAYMOND JAMES'FINANCIAL ADVISERS INACCURATELY DESCRIBED ARS AS ALTERNATIVESTO MONEY MARKET FUNDS AND OTHER CASH-LIKE INVESTMENTS,WITHOUT ADEQUATELY DISCLOSING THE AUCTION PROCESS OR THE RISKOF ILLIQUIDITY IF THESE AUCTIONS FAILED. ON FEBRUARY 13, 2008, ASIGNIFICANT NUMBER OF ARS AUCTIONS FAILED, RESULTING IN ANOVERALL MARKET COLLAPSE THAT LEFT THOUSANDS OF INVESTORS,INCLUDING SOME OF RAYMOND JAMES' CUSTOMERS, HOLDING ARS THATTHEY HAVE, IN SOME INSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution: Stipulation and Consent








Sanction Details: ON NOVEMBER 7, 2011 RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$29,328.05 TO THE UTAH DIVISION SECURITIES.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE UTAH DIVISION OFSECURITIES ON OCTOBER 13, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Disclosure 36 of 83

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Allegations: THE OFFICE OF KANSAS SECURITIES COMMISSIONER ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF SECURITIES IN VIOLATION OF K.S.A. 17-12A412 (D)(13).FURTHER, THE SECURITIES COMMISSIONER ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF K.S.A.17-12A412(D) (9)RAYMOND JAMES OFFERED ANDSOLD TO SOME OF ITS CUSTOMERS AUCTION RATE SECURITIES ("ARS")WHILE NOT ACCURATELY CHARACTERIZING OR WHILE FAILING TOADEQUATELY DISCLOSE THE TRUE NATURE AND RISKS ASSOCIATED WITHTHESE INVESTMENTS. ALTHOUGH RAYMOND JAMES' ARS TRADECONFIRMATIONS DISCLOSED THE RISK THAT ARS AUCTIONS COULD FAILAND THAT RAYMOND JAMES WAS NOT OBLIGED TO ENSURE THEIRSUCCESS, AT THE POINT-OF-SALE, SOME OF RAYMOND JAMES' FINANCIALADVISERS INACCURATELY DESCRIBED ARS AS ALTERNATIVES TO MONEYMARKET FUNDS AND OTHER CASH-LIKE INVESTMENTS, WITHOUTADEQUATELY DISCLOSING THE AUCTION PROCESS OR THE RISK OFILLIQUIDITY IF THESE AUCTIONS FAILED. ON FEBRUARY 13, 2008, ASIGNIFICANT NUMBER OF ARS AUCTIONS FAILED, RESULTING IN ANOVERALL MARKET COLLAPSE THAT LEFT THOUSANDS OF INVESTORS,INCLUDING SOME OF RAYMOND JAMES' CUSTOMERS, HOLDING ARS THATTHEY HAVE, IN SOME INSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: KANSAS SECURITIES COMMISSIONER




CEASE AND DESIST


Docket/Case Number: DOCKET NO 12 E 006- KSC NO 2012-5915



Allegations: THE OFFICE OF KANSAS SECURITIES COMMISSIONER ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF SECURITIES IN VIOLATION OF K.S.A. 17-12A412 (D)(13).FURTHER, THE SECURITIES COMMISSIONER ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF K.S.A.17-12A412(D) (9)RAYMOND JAMES OFFERED ANDSOLD TO SOME OF ITS CUSTOMERS AUCTION RATE SECURITIES ("ARS")WHILE NOT ACCURATELY CHARACTERIZING OR WHILE FAILING TOADEQUATELY DISCLOSE THE TRUE NATURE AND RISKS ASSOCIATED WITHTHESE INVESTMENTS. ALTHOUGH RAYMOND JAMES' ARS TRADECONFIRMATIONS DISCLOSED THE RISK THAT ARS AUCTIONS COULD FAILAND THAT RAYMOND JAMES WAS NOT OBLIGED TO ENSURE THEIRSUCCESS, AT THE POINT-OF-SALE, SOME OF RAYMOND JAMES' FINANCIALADVISERS INACCURATELY DESCRIBED ARS AS ALTERNATIVES TO MONEYMARKET FUNDS AND OTHER CASH-LIKE INVESTMENTS, WITHOUTADEQUATELY DISCLOSING THE AUCTION PROCESS OR THE RISK OFILLIQUIDITY IF THESE AUCTIONS FAILED. ON FEBRUARY 13, 2008, ASIGNIFICANT NUMBER OF ARS AUCTIONS FAILED, RESULTING IN ANOVERALL MARKET COLLAPSE THAT LEFT THOUSANDS OF INVESTORS,INCLUDING SOME OF RAYMOND JAMES' CUSTOMERS, HOLDING ARS THATTHEY HAVE, IN SOME INSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON OCTOBER 27, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$6,238.6221, 489.92 TO THE OFFICE OF KANSAS SECURITIESCOMMISSIONER.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE KANSAS SECURITIESCOMMISSIONER ON OCTOBER 14, 2011 IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE KANSAS SECURITIESCOMMISSIONER ON OCTOBER 14, 2011 IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 37 of 83

i


Allegations: THE MINNESOTA DEPARTMENT OF COMMERCE ALLEGED THAT RAYMONDJAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALEOF SECURITIES IN VIOLATION OF MINN ST.80A.07, SUBD. 1(7) AND 80A.67(D) (13).FURTHER, THE DEPARTMENT OF COMMERCE ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF MINN. STAT. 80A.07, SUBD. 1910) AND 80A.67 (D) (9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: STATE OF MINNESOTA, DEPARTMENT OF COMMERCE




CEASE AND DESIST


Docket/Case Number: FILE 21296



THE MINNESOTA DEPARTMENT OF COMMERCE ALLEGED THAT RAYMONDJAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALEOF SECURITIES IN VIOLATION OF MINN ST.80A.07, SUBD. 1(7) AND 80A.67(D) (13).FURTHER, THE DEPARTMENT OF COMMERCE ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF MINN. STAT. 80A.07, SUBD. 1910) AND 80A.67 (D) (9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON OCTOBER 27, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$13,982.32 TO THE MINNESOTA DEPARTMENT OF COMMERCE.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE MINNESOTADEPARTMENT OF COMMERCE OCTOBER 19, 2011, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE MINNESOTADEPARTMENT OF COMMERCE OCTOBER 19, 2011, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 38 of 83

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Initiated By: OREGON DEPARTMENT OF CONSUMER AND BUSINESS SERVICES,DIVISION OF FINANCE AND CORPORATE SECURITIES




BUYBACK OF ELIGIBLE AUCTION RATE SECURITIES FROM ELIGIBLEINVESTORS






Allegations: ENGAGINING IN DISHONEST OR UNETHICAL PRACTICES IN CONNECTIONWITH THE PURCHASE OR SALE OF SECURITIES; FAILURE TO SUPERVISE








BUYBACK OF ELIGIBLE AUCTION RATE SECURITIES FROM ELIGIBLEINVESTORS


Resolution:

Other Sanctions Ordered: BUYBACK OF ELIGIBLE AUCTION RATE SECURITIES FROM ELIGIBLEINVESTORS; CIVIL PENALTY OF $5,577.58

Sanction Details: CIVIL PENALTY PAYMENT TO OREGON DCBS OF $5,577.58 WAS RECEIVEDON 10/21/11

Regulator Statement THIS CASE RELATES TO MULTI-STATE TASK FORCE INVESTIGATIONS,COORDINATED BY NASAA, OF INVESTOR COMPLAINTS REGARDING THEMARKETING OF AUCTION RATE SECURITIES. OREGON CONSENT ORDERWAS EXECUTED ON 10/13/11.


No


Consent


Allegations: THE OREGON DEPARTMENT OF CONSUMER AND BUSINESS SERVICES,DIVISION OF FINANCE AND CORPORATE SERVICES, ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF SECURITIES IN VIOLATION OF ORS 59.205(2)FURTHER,OREGON DEPARTMENT OF CONSUMER AND BUSINESSSERVICES, ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF ORS 59.205 (13).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE







Initiated By: OREGON DEPARTMENT OF CONSUMER AND BUSINESS SERVICES,DIVISION OF FINANCE AND CORPORATE SECURITIES




CEASE AND DESIST


Docket/Case Number: DFCS FILE NO. S-11-0060



THE OREGON DEPARTMENT OF CONSUMER AND BUSINESS SERVICES,DIVISION OF FINANCE AND CORPORATE SERVICES, ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF SECURITIES IN VIOLATION OF ORS 59.205(2)FURTHER,OREGON DEPARTMENT OF CONSUMER AND BUSINESSSERVICES, ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF ORS 59.205 (13).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE


Resolution:


Sanction Details: ON OCTOBER 18, 2011 RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$5,577.58 TO THE OREGON DEPARTMENT OF CONSUMER AND BUSINESSSERVICES.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE OREGON DEPARTMENTOF CONSUMER AND BUSINESS SERVICES ON OCTOBER 13, 2011, INWHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE OREGON DEPARTMENTOF CONSUMER AND BUSINESS SERVICES ON OCTOBER 13, 2011, INWHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 39 of 83

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Allegations: THE WYOMING SECRETARY OF STATE, SECURITIES DIVISION ALLEGEDTHAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN VIOLATION OF W.S. SEC. 17-4-106(A)(2)(G). FURTHER, THE SECURITIES DIVISION ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF W.S. SEC. 17-4-106(B)(2)(A).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: STATE OF WYOMING SECRETARY OF STATE SECURITIES DIVISION.




CEASE AND DESIST


Docket/Case Number: ORDER 11-06



THE WYOMING SECRETARY OF STATE, SECURITIES DIVISION ALLEGEDTHAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN VIOLATION OF W.S. SEC. 17-4-106(A)(2)(G). FURTHER, THE SECURITIES DIVISION ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF W.S. SEC. 17-4-106(B)(2)(A).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON OCTOBER 12, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$21, 489.92 TO THE WYOMING SECRETARY OF STATE.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE WYOMING SECRETARYOF STATE, SECURITIES DIVISION ON OCTOBER 5, 2011, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Other






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE WYOMING SECRETARYOF STATE, SECURITIES DIVISION ON OCTOBER 5, 2011, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 40 of 83

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Initiated By: STATE OF NEW MEXICO REGULATION AND LICENSING DEPARTMENTSECURITIES DIVISION


Allegations: THE STATE OF NEW MEXICO, SECURITIES DIVISION ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF SECURITIES IN VIOLATION OF THE NEW MEXICO UNIFORMSECURITIES ACT SEC. 58-13B-16A(2)(H). FURTHER, THE SECURITIESDIVISION ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF THE NEW MEXICO UNIFORMSECURITIES ACT SEC. 58-13B-16A(2)(K).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.










CEASE AND DESIST

Docket/Case Number: 11-11-996-015




Resolution:


Sanction Details: ON OCTOBER 12, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$5,719.23 TO THE NEW MEXICO SECURITIES DIVISION.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF NEW MEXICOSECURITIES DIVISION ON OCTOBER 3, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE STATE OF NEW MEXICOSECURITIES DIVISION ON OCTOBER 3, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 41 of 83

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Initiated By: IDAHO DEPARTMENT OF FINANCE




CEASE AND DESIST


Docket/Case Number: DOCKET NO. 2011-7-15



Allegations: THE IDAHO DEPARTMENT OF FINANCE ALLEGED THAT RAYMOND JAMESENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALE OFSECURITIES IN VIOLATION OF IDAHO CODE SEC. 30-14-412(D)(13).FURTHER, THE SECURITIES DIVISION ALLEGED THAT RAYMOND JAMESFAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OFIDAHO CODE SEC. 30-14-412(D)(9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.








CEASE AND DESIST


Resolution:


Sanction Details: ON OCTOBER 6, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$4,491.57 TO THE IDAHO DEPARTMENT OF FINANCE.

Firm Statement PROVIDE A BRIEF SUMMARY?WITHOUT ADMITTING OR DENYING THEALLEGATIONS, RAYMOND JAMES FINALIZED A SETTLEMENT AGREEMENTWITH THE IDAHO DEPARTMENT OF FINANCE ON OCTOBER 3, 2011, INWHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






Disclosure 42 of 83

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Initiated By: NORTH DAKOTA SECURITIES DEPARTMENT




CEASE AND DESIST





Allegations: THE NORTH DAKOTA SECURITIES DEPARTMENT ALLEGED THAT RAYMONDJAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALEOF SECURITIES IN VIOLATION OF N.D.C.C. SEC. 10-04-11(1)(C). FURTHER,THE SECURITIES DIVISION ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF N.D.C.C. SEC.10-04-11(1)(M).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.



Resolution:


Order







Sanction Details: ON SEPTEMBER 29, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNTOF $3,972.18 TO THE NORTH DAKOTA SECURITIES DEPARTMENT

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE NORTH DAKOTASECURITIES DEPARTMENT ON SEPTEMBER 26, 2011, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Disclosure 43 of 83

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Allegations: FINRA RULE 2010, NASD RULES 2110, 2440, 3010, INTERPRETATIVEMATERIAL 2440-1 - RAYMOND JAMES FINANCIAL SERVICES, INC. UTILIZEDAN AUTOMATED COMMISSION SCHEDULE PURSUANT TO WHICH THE FIRMCHARGED COMMISSIONS ON CERTAIN PURCHASES AND SALES OFPRIMARILY LOW-PRICED SECURITIES THAT WERE NOT FAIR ANDREASONABLE, TAKING INTO CONSIDERATION THE FACTORS SET FORTH ININTERPRETATIVE MATERIAL 2440-1(B). AS A RESULT, THE FIRM CHARGED$795,568.02 IN EXCESSIVE COMMISSIONS. THE FIRM'S SUPERVISORYSYSTEM WAS INADEQUATE BECAUSE IN ESTABLISHING ITS COMMISSIONSCHEDULE AND IN SETTING COMMISSIONS ON TRANSACTIONS, THE FIRMFAILED TO CONSIDER, FOR EACH SPECIFIC TRANSACTION, THE FACTORSDELINEATED IN INTERPRETATIVE MATERIAL 2440-1(B).







Initiated By: FINRA









Resolution:


Sanction Details: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS;THEREFORE, THE FIRM IS CENSURED, FINED $200,000, AND ORDERED TOPAY $795,568.02, PLUS INTEREST, IN RESTITUTION. THE FIRM SHALL ALSOPAY RESTITUTION TO CUSTOMERS WHO WERE CHARGED, AND WILL BECHARGED, UNFAIR AND UNREASONABLE COMMISSIONS FROMNOVEMBER 1, 2010 THROUGH THE DATE THAT THE FIRM REVISES ITSAUTOMATED COMMISSION SCHEDULE TO CONFORM TO THEREQUIREMENTS IN NASD RULE 2440. THE FIRM SHALL PROVIDE FINRAWITH A CERTIFICATION BY A REGISTERED PRINCIPAL ON BEHALF OF THEFIRM WITHIN 120 DAYS OF ACCEPTANCE OF THIS AWC THAT IT HASREVISED ITS AUTOMATED COMMISSION SCHEDULE. A REGISTEREDPRINCIPAL ON BEHALF OF THE FIRM SHALL SUBMIT SATISFACTORYPROOF OF PAYMENT OF RESTITUTION OR OF REASONABLE ANDDOCUMENTED EFFORTS UNDERTAKEN TO EFFECT RESTITUTION NOLATER THAN 120 DAYS AFTER ACCEPTANCE OF THE AWC. ANYUNDISTRIBUTED RESTITUTION AND INTEREST SHALL BE FORWARDED TOTHE APPROPRIATE ESCHEAT, UNCLAIMED PROPERTY OR ABANDONEDPROPERTY FUND FOR THE STATE IN WHICH THE CUSTOMER LASTRESIDED. THE FIRM SHALL PROVIDE SATISFACTORY PROOF OF SUCHACTION TO FINRA WITHIN 14 DAYS OF FORWARDING THE UNDISTRIBUTEDRESTITUTION AND INTEREST TO THE APPROPRIATE STATE AUTHORITY.


No

Sanctions Ordered: CensureMonetary/Fine $200,000.00Disgorgement/Restitution







www.finra.org/brokercheck User GuidanceWITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS;THEREFORE, THE FIRM IS CENSURED, FINED $200,000, AND ORDERED TOPAY $795,568.02, PLUS INTEREST, IN RESTITUTION. THE FIRM SHALL ALSOPAY RESTITUTION TO CUSTOMERS WHO WERE CHARGED, AND WILL BECHARGED, UNFAIR AND UNREASONABLE COMMISSIONS FROMNOVEMBER 1, 2010 THROUGH THE DATE THAT THE FIRM REVISES ITSAUTOMATED COMMISSION SCHEDULE TO CONFORM TO THEREQUIREMENTS IN NASD RULE 2440. THE FIRM SHALL PROVIDE FINRAWITH A CERTIFICATION BY A REGISTERED PRINCIPAL ON BEHALF OF THEFIRM WITHIN 120 DAYS OF ACCEPTANCE OF THIS AWC THAT IT HASREVISED ITS AUTOMATED COMMISSION SCHEDULE. A REGISTEREDPRINCIPAL ON BEHALF OF THE FIRM SHALL SUBMIT SATISFACTORYPROOF OF PAYMENT OF RESTITUTION OR OF REASONABLE ANDDOCUMENTED EFFORTS UNDERTAKEN TO EFFECT RESTITUTION NOLATER THAN 120 DAYS AFTER ACCEPTANCE OF THE AWC. ANYUNDISTRIBUTED RESTITUTION AND INTEREST SHALL BE FORWARDED TOTHE APPROPRIATE ESCHEAT, UNCLAIMED PROPERTY OR ABANDONEDPROPERTY FUND FOR THE STATE IN WHICH THE CUSTOMER LASTRESIDED. THE FIRM SHALL PROVIDE SATISFACTORY PROOF OF SUCHACTION TO FINRA WITHIN 14 DAYS OF FORWARDING THE UNDISTRIBUTEDRESTITUTION AND INTEREST TO THE APPROPRIATE STATE AUTHORITY.


Initiated By: FINRA

















Resolution:


Sanction Details: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS;THEREFORE, THE FIRM IS CENSURED, FINED $200,000, AND ORDERED TOPAY $795,568.02, PLUS INTEREST, IN RESTITUTION. THE FIRM SHALL ALSOPAY RESTITUTION TO CUSTOMERS WHO WERE CHARGED, AND WILL BECHARGED, UNFAIR AND UNREASONABLE COMMISSIONS FROMNOVEMBER 1, 2010 THROUGH THE DATE THAT THE FIRM REVISES ITSAUTOMATED COMMISSION SCHEDULE TO CONFORM TO THEREQUIREMENTS IN NASD RULE 2440. THE FIRM SHALL PROVIDE FINRAWITH A CERTIFICATION BY A REGISTERED PRINCIPAL ON BEHALF OF THEFIRM WITHIN 120 DAYS OF ACCEPTANCE OF THIS AWC THAT IT HASREVISED ITS AUTOMATED COMMISSION SCHEDULE. A REGISTEREDPRINCIPAL ON BEHALF OF THE FIRM SHALL SUBMIT SATISFACTORYPROOF OF PAYMENT OF RESTITUTION OR OF REASONABLE ANDDOCUMENTED EFFORTS UNDERTAKEN TO EFFECT RESTITUTION NOLATER THAN 120 DAYS AFTER ACCEPTANCE OF THE AWC. ANYUNDISTRIBUTED RESTITUTION AND INTEREST SHALL BE FORWARDED TOTHE APPROPRIATE ESCHEAT, UNCLAIMED PROPERTY OR ABANDONEDPROPERTY FUND FOR THE STATE IN WHICH THE CUSTOMER LASTRESIDED. THE FIRM SHALL PROVIDE SATISFACTORY PROOF OF SUCHACTION TO FINRA WITHIN 14 DAYS OF FORWARDING THE UNDISTRIBUTEDRESTITUTION AND INTEREST TO THE APPROPRIATE STATE AUTHORITY.



Disclosure 44 of 83

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Allegations: THE MONTANA COMMISSIONER OF SECURITIES AND INSURANCE ALLEGEDTHAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN VIOLATION OF MONT. CODEANN. SEC. 30-10-201 (13)(G). FURTHER, THE COMMISSIONER ALLEGEDTHAT RAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIRAGENTS IN VIOLATION OF MONT. CODE ANN. SEC. 30-10-201 (13)(K).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: MONTANA COMMISSIONER OF SECURITIES AND INSURANCE.




CEASE AND DESIST


Docket/Case Number: SEC-2001-228



THE MONTANA COMMISSIONER OF SECURITIES AND INSURANCE ALLEGEDTHAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN VIOLATION OF MONT. CODEANN. SEC. 30-10-201 (13)(G). FURTHER, THE COMMISSIONER ALLEGEDTHAT RAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIRAGENTS IN VIOLATION OF MONT. CODE ANN. SEC. 30-10-201 (13)(K).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON SEPTEMBER 21, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNTOF $4,538.79 TO THE STATE OF MONTANA.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE MONTANACOMMISSIONER OF SECURITIES ON SEPTEMBER 12, 2011, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE MONTANACOMMISSIONER OF SECURITIES ON SEPTEMBER 12, 2011, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 45 of 83

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Allegations: THE TENNESSEE DEPT. OF COMMERCE AND INSURANCE, SECURITIESDIVISION ALLEGED THAT RAYMOND JAMES ENGAGED IN DISHONEST ORUNETHICAL PRACTICES IN THE SALE OF SECURITIES IN VIOLATION OFTENN. CODE ANN. SEC. 48-2-112(A)(2)(G). FURTHER, THE SECURITIESDIVISION ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF TENN. CODE ANN. SEC. 48-2-112(A)(2)(J).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE







Initiated By: TENNESSEE DEPARTMENT OF COMMERCE AND INSURANCE, SECURITIESDIVISION.




CEASE AND DESIST


Docket/Case Number: 11-010 SI# 2011-002



THE TENNESSEE DEPT. OF COMMERCE AND INSURANCE, SECURITIESDIVISION ALLEGED THAT RAYMOND JAMES ENGAGED IN DISHONEST ORUNETHICAL PRACTICES IN THE SALE OF SECURITIES IN VIOLATION OFTENN. CODE ANN. SEC. 48-2-112(A)(2)(G). FURTHER, THE SECURITIESDIVISION ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF TENN. CODE ANN. SEC. 48-2-112(A)(2)(J).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE


Resolution:


Sanction Details: ON SEPTEMBER 21, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNTOF $30,414.06 TO THE STATE OF TENNESSEE, SECURITIES DIVISION.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE TENNESSEESECURITIES DIVISION ON SEPTEMBER 19, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE TENNESSEESECURITIES DIVISION ON SEPTEMBER 19, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 46 of 83

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Allegations: THE VERMONT DEPARTMENT OF BANKING, INSURANCE, SECURITIES ANDHEALTH CARE ADMINISTRATION (THE "DEPARTMENT") ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF SECURITIES IN VIOLATION OF 9 V.S.A. SEC. 5412 (D)(13).FURTHER, THE DEPARTMENT ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF 9 V.S.A. SEC.5412 (D)(9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: VERMONT DEPARTMENT OF BANKING, INSURANCE, SECURITIES ANDHEALTH CARE




CEASE AND DESIST


Docket/Case Number: 11-034-S



THE VERMONT DEPARTMENT OF BANKING, INSURANCE, SECURITIES ANDHEALTH CARE ADMINISTRATION (THE "DEPARTMENT") ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF SECURITIES IN VIOLATION OF 9 V.S.A. SEC. 5412 (D)(13).FURTHER, THE DEPARTMENT ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF 9 V.S.A. SEC.5412 (D)(9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON SEPTEMBER 16, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNTOF $4,255.48 TO THE VERMONT GENERAL FUND.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE DEPARTMENT ONSEPTEMBER 9, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE DEPARTMENT ONSEPTEMBER 9, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 47 of 83

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Initiated By: RHODE ISLAND DEPARTMENT OF BUSINESS REGULATION



Allegations: THE RHODE ISLAND DEPARTMENT OF BUSINESS REGULATION ALLEGEDTHAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN VIOLATION OF SEC. 7-11-212(8)OF THE RIUSA. FURTHER, THE DEPARTMENT ALLEGED THAT RAYMONDJAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATIONOF SEC. 7-11-212(11) OF THE RIUSA. RAYMOND JAMES OFFERED ANDSOLD TO SOME OF ITS CUSTOMERS AUCTION RATE SECURITIES ("ARS")WHILE NOT ACCURATELY CHARACTERIZING OR WHILE FAILING TOADEQUATELY DISCLOSE THE TRUE NATURE AND RISKS ASSOCIATED WITHTHESE INVESTMENTS. ALTHOUGH RAYMOND JAMES' ARS TRADECONFIRMATIONS DISCLOSED THE RISK THAT ARS AUCTIONS COULD FAILAND THAT RAYMOND JAMES WAS NOT OBLIGED TO ENSURE THEIRSUCCESS, AT THE POINT-OF-SALE, SOME OF RAYMOND JAMES' FINANCIALADVISERS INACCURATELY DESCRIBED ARS AS ALTERNATIVES TO MONEYMARKET FUNDS AND OTHER CASH-LIKE INVESTMENTS, WITHOUTADEQUATELY DISCLOSING THE AUCTION PROCESS OR THE RISK OFILLIQUIDITY IF THESE AUCTIONS FAILED. ON FEBRUARY 13, 2008, ASIGNIFICANT NUMBER OF ARS AUCTIONS FAILED, RESULTING IN ANOVERALL MARKET COLLAPSE THAT LEFT THOUSANDS OF INVESTORS,INCLUDING SOME OF RAYMOND JAMES' CUSTOMERS, HOLDING ARS THATTHEY HAVE, IN SOME INSTANCES, NOT BEEN ABLE TO LIQUIDATE.










CEASE AND DESIST


Other Product Type(s): AUCTION RATE ECURITIES


Resolution:


Sanction Details: ON SEPTEMBER 16, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNTOF $3,594.44 TO THE GENERAL TREASURER, STATE OF RHODE ISLAND.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE RHODE ISLANDDEPARTMENT OF BUSINESS REGULATION ON AUGUST 26, 2011, IN WHICHIT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE RHODE ISLANDDEPARTMENT OF BUSINESS REGULATION ON AUGUST 26, 2011, IN WHICHIT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 48 of 83

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Initiated By: NEW JERSEY BUREAU OF SECURITIES




CEASE AND DESIST





Allegations: THE NEW JERSEY BUREAU OF SECURITIES ALLEGED THAT RAYMONDJAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALEOF SECURITIES IN VIOLATION OF N.J.S.A. 49:3-58(A)(2)(VII). FURTHER, THEBUREAU OF SECURITIES ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF N.J.S.A. 49:3-58(A)(2)(XI).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.








CEASE AND DESIST


Resolution:


Sanction Details: ON SEPTEMBER 12, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNTOF $35,183.04 TO THE NEW JERSEY BUREAU OF SECURITIES.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE NEW JERSEY BUREAUOF SECURITIES ON SEPTEMBER 8, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order

Disclosure 49 of 83

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Initiated By: SOUTH DAKOTA DIVISION OF SECURITIES




CEASE AND DESIST





Allegations: THE SOUTH DAKOTA DIVISION OF SECURITIES ALLEGED THAT RAYMONDJAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALEOF SECURITIES IN VIOLATION OF SDCL 47-31B-412(D)(13) AND ARSD20:08:03:06. FURTHER, THE DIVISION OF SECURITIES ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF SDCL 47-31B-412(D)(9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE



Resolution:



Order







Sanction Details: ON SEPTEMBER 12, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNTOF $5,388.71 TO THE STATE OF SOUTH DAKOTA.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE SOUTH DAKOTADIVISION OF SECURITIES ON AUGUST 25, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 50 of 83

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Allegations: THE ALABAMA SECURITIES COMMISSION ALLEGED THAT RAYMOND JAMESENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALE OFSECURITIES IN VIOLATION OF SECTION 8-6-3 (J) (7), CODE OF ALABAMA1975, THE ALABAMA SECURITIES ACT. FURTHER, THE SECURITIESDIVISION ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF SECTION 8-6-3 (J) (10), CODEOF ALABAMA 1975, THE ALABAMA SECURITIES ACT.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: ALABAMA SECURITIES COMMISSION




CEASE AND DESIST


Docket/Case Number: CO-2011



THE ALABAMA SECURITIES COMMISSION ALLEGED THAT RAYMOND JAMESENGAGED IN DISHONEST OR UNETHICAL PRACTICES IN THE SALE OFSECURITIES IN VIOLATION OF SECTION 8-6-3 (J) (7), CODE OF ALABAMA1975, THE ALABAMA SECURITIES ACT. FURTHER, THE SECURITIESDIVISION ALLEGED THAT RAYMOND JAMES FAILED TO REASONABLYSUPERVISE THEIR AGENTS IN VIOLATION OF SECTION 8-6-3 (J) (10), CODEOF ALABAMA 1975, THE ALABAMA SECURITIES ACT.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON SEPTEMBER 12, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNTOF $23,189.76 TO THE ALABAMA SECURITIES COMMISSION PAYABLE AS$22,189.76 TO THE ALABAMA SECURITIES COMMISSION AND $1,000.00 TONASAA.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE ALABAMA SECURITIESCOMMISSION ON AUGUST 23, 2011, IN WHICH IT CONSENTED:(I) TOPURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITSBEST EFFORTS TO PROVIDE INSTITUTIONAL MONEY MANAGERSOPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BESTEFFORTS TO IDENTIFY AND LOCATE CUSTOMERS WHO PURCHASEDELIGIBLE ARS AT RAYMOND JAMES BUT WHO TRANSFERRED SUCHELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIOR TO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN. (V) TO USE ITS BEST EFFORTS TO IDENTIFY ANYCUSTOMER WHO PURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY13, 2008; AND (2) SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PARBETWEEN FEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TOREPAY ANY SUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THEPRICE AT WHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLEARS, PLUS REASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE ALABAMA SECURITIESCOMMISSION ON AUGUST 23, 2011, IN WHICH IT CONSENTED:(I) TOPURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITSBEST EFFORTS TO PROVIDE INSTITUTIONAL MONEY MANAGERSOPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BESTEFFORTS TO IDENTIFY AND LOCATE CUSTOMERS WHO PURCHASEDELIGIBLE ARS AT RAYMOND JAMES BUT WHO TRANSFERRED SUCHELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIOR TO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN. (V) TO USE ITS BEST EFFORTS TO IDENTIFY ANYCUSTOMER WHO PURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY13, 2008; AND (2) SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PARBETWEEN FEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TOREPAY ANY SUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THEPRICE AT WHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLEARS, PLUS REASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 51 of 83

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Allegations: THE SECURITIES COMMISSIONER OF SOUTH CAROLINA ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF SECURITIES IN VIOLATION OF S.C. CODE ANN. SEC. 35-1-412(13). FURTHER, THE SECURITIES COMMISSIONER ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF S.C. CODE ANN. SEC. 35-1-412(9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: SECURITIES COMMISSIONER OF SOUTH CAROLINA




CEASE AND DESIST





THE SECURITIES COMMISSIONER OF SOUTH CAROLINA ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF SECURITIES IN VIOLATION OF S.C. CODE ANN. SEC. 35-1-412(13). FURTHER, THE SECURITIES COMMISSIONER ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS INVIOLATION OF S.C. CODE ANN. SEC. 35-1-412(9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON SEPTEMBER 2, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$15,304.31 TO THE SOUTH CAROLINA ATTORNEY GENERAL.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE SECURITIESCOMMISSIONER OF SOUTH CAROLINA ON AUGUST 25, 2011, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE SECURITIESCOMMISSIONER OF SOUTH CAROLINA ON AUGUST 25, 2011, IN WHICH ITCONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 52 of 83

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Allegations: THE PUERTO RICO COMMISSION OF FINANCIAL INSTITUTIONS ALLEGEDTHAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN VIOLATION OF ARTICLE204(A)(2)(G) OF ACT NO. 60. FURTHER, THE SECURITIES DIVISIONALLEGED THAT RAYMOND JAMES FAILED TO REASONABLY SUPERVISETHEIR AGENTS IN VIOLATION OF ARTICLE 204(A)(2)(I) OF ACT NO. 60.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: PUERTO RICO OFFICE OF THE COMMISSION OF FINANCIAL INSTITUTIONS




CEASE & DESIST


Docket/Case Number: C11-ND-008



THE PUERTO RICO COMMISSION OF FINANCIAL INSTITUTIONS ALLEGEDTHAT RAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICALPRACTICES IN THE SALE OF SECURITIES IN VIOLATION OF ARTICLE204(A)(2)(G) OF ACT NO. 60. FURTHER, THE SECURITIES DIVISIONALLEGED THAT RAYMOND JAMES FAILED TO REASONABLY SUPERVISETHEIR AGENTS IN VIOLATION OF ARTICLE 204(A)(2)(I) OF ACT NO. 60.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON SEPTEMBER 2, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$3,500 TO THE SECRETARIO DE HACIENDA DE PUERTO RICO, SECURITIESTRADING, INVESTOR EDUCATION AND INVESTIGATION FUND

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE PUERTO RICOCOMMISSION OF FINANCIAL INSTITUTIONS ON AUGUST 25, 2011, IN WHICHIT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATEOF THE ORDER, AND TO REPAY ANY SUCH CUSTOMER THE DIFFERENCEBETWEEN PAR AND THE PRICE AT WHICH SUCH CUSTOMER SOLD ORREDEEMED THE ELIGIBLE ARS, PLUS REASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE PUERTO RICOCOMMISSION OF FINANCIAL INSTITUTIONS ON AUGUST 25, 2011, IN WHICHIT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATEOF THE ORDER, AND TO REPAY ANY SUCH CUSTOMER THE DIFFERENCEBETWEEN PAR AND THE PRICE AT WHICH SUCH CUSTOMER SOLD ORREDEEMED THE ELIGIBLE ARS, PLUS REASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 53 of 83

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Initiated By: STATE OF INDIANA, SECRETARY OF STATE, SECURITIES DIVISION


Allegations: THE INDIANA SECRETARY OF STATE, SECURITIES DIVISION ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF SECURITIES IN VIOLATION OF IND. CODE SEC.23-19-4-12(D)(13). FURTHER, THE SECURITIES DIVISION ALLEGED THAT RAYMONDJAMES FAILED TO REASONABLY SUPERVISE THEIR AGENTS IN VIOLATIONOF IND. CODE SEC. 23-19-4-12(D)(9).RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.










CEASE AND DESIST


Docket/Case Number: 11-0210C0




Resolution:


Sanction Details: ON AUGUST 15, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$62,503.17 TO THE INDIANA SECRETARY OF STATE.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE INDIANA SECRETARY OFSTATE ON AUGUST 5, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE INDIANA SECRETARY OFSTATE ON AUGUST 5, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

Disclosure 54 of 83

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Initiated By: STATE OF NEVADA, SECRETARY OF STATE, SECURITIES DIVISION




Docket/Case Number: I11-142



Allegations: THE NEVADA SECRETARY OF STATE, SECURITIES DIVISION ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INTHE SALE OF SECURITIES IN VIOLATION OF NRS 90.420(1)(H). FURTHER,THE SECURITIES DIVISION ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE THEIR AGENTS IN VIOLATION OF NRS 90.420(1)(L).

RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.










CEASE AND DESIST


Resolution:


Sanction Details: ON AUGUST 22, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$7,230.19 TO THE NEVADA SECRETARY OF STATE.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE NEVADA SECRETARY OFSTATE ON AUGUST 18, 2011, IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order






Disclosure 55 of 83

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Initiated By: TEXAS





Docket/Case Number: ORDER NO. IC11-FIN-08




Allegations: INEQUITABLE PRACTICES AND FAILURE TO SUPERVISE AGENTS INCONNECTION WITH THE SALE OF AUCTION RATE SECURITIES PRIOR TOFEBRUARY 13, 2008.



Resolution:

Other Sanctions Ordered: RESPONDENTS HAVE AGREED TO PURCHASE CERTAIN AUCTION RATESECURITIES FROM CUSTOMERS; TO USE BEST EFFORTS TO PROVIDELIQUIDITY SOLUTIONS FOR SOME CUSTOMERS.

Sanction Details: RESPONDENTS PAID A FINE OF $ 293,595.77.


No


Consent


Allegations: THE TEXAS STATE SECURITIES BOARD ALLEGED THAT RAYMOND JAMESENGAGED IN INEQUITABLE PRACTICES IN THE SALE OF SECURITIES.FURTHER, THE TEXAS STATE SECURITIES BOARD ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR FINANCIALADVISORS IN VIOLATION OF SECTION 115.10(B) OF THE RULES ANDREGULATION OF THE TEXAS STATE SECURITIES BOARD.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: TEXAS STATE SECURITIES BOARD


Cease and Desist


FINE


Docket/Case Number: IC11-FIN-08



Allegations: THE TEXAS STATE SECURITIES BOARD ALLEGED THAT RAYMOND JAMESENGAGED IN INEQUITABLE PRACTICES IN THE SALE OF SECURITIES.FURTHER, THE TEXAS STATE SECURITIES BOARD ALLEGED THATRAYMOND JAMES FAILED TO REASONABLY SUPERVISE THEIR FINANCIALADVISORS IN VIOLATION OF SECTION 115.10(B) OF THE RULES ANDREGULATION OF THE TEXAS STATE SECURITIES BOARD.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMERSAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:


Sanction Details: ON JULY 7, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF293,595.77 TO THE STATE OF TEXAS.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE OFR ON JUNE 29, 2011,IN WHICH IT CONSENTED:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.


Order







Disclosure 56 of 83

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Allegations: THE FLORIDA OFFICE OF FINANCIAL REGULATION (OFR) ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INVIOLATION OF SECTION 517.161(1)(H) OF THE FLORIDA STATUTES.FURTHER, THE OFR ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE ITS FINANCIAL ADVISORS IN VIOLATION OFRULE 69W-600.013(1)(H)1., FLORIDA ADMINISTRATIVE CODE, AND NASDCONDUCT RULE 3010.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMER'SAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.







Initiated By: STATE OF FLORIDA OFFICE OF FINANCIAL REGULATIONS


Cease and Desist


FINE; CENSURE; INVESTIGATIVE COSTS; REIMBURSEMENT OF NASAAASSISTANCE.


Docket/Case Number: 0404-S-10/08



THE FLORIDA OFFICE OF FINANCIAL REGULATION (OFR) ALLEGED THATRAYMOND JAMES ENGAGED IN DISHONEST OR UNETHICAL PRACTICES INVIOLATION OF SECTION 517.161(1)(H) OF THE FLORIDA STATUTES.FURTHER, THE OFR ALLEGED THAT RAYMOND JAMES FAILED TOREASONABLY SUPERVISE ITS FINANCIAL ADVISORS IN VIOLATION OFRULE 69W-600.013(1)(H)1., FLORIDA ADMINISTRATIVE CODE, AND NASDCONDUCT RULE 3010.RAYMOND JAMES OFFERED AND SOLD TO SOME OF ITS CUSTOMER'SAUCTION RATE SECURITIES ("ARS") WHILE NOT ACCURATELYCHARACTERIZING OR WHILE FAILING TO ADEQUATELY DISCLOSE THETRUE NATURE AND RISKS ASSOCIATED WITH THESE INVESTMENTS.ALTHOUGH RAYMOND JAMES' ARS TRADE CONFIRMATIONS DISCLOSEDTHE RISK THAT ARS AUCTIONS COULD FAIL AND THAT RAYMOND JAMESWAS NOT OBLIGED TO ENSURE THEIR SUCCESS, AT THE POINT-OF-SALE,SOME OF RAYMOND JAMES' FINANCIAL ADVISERS INACCURATELYDESCRIBED ARS AS ALTERNATIVES TO MONEY MARKET FUNDS ANDOTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELY DISCLOSINGTHE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IF THESE AUCTIONSFAILED. ON FEBRUARY 13, 2008, A SIGNIFICANT NUMBER OF ARSAUCTIONS FAILED, RESULTING IN AN OVERALL MARKET COLLAPSE THATLEFT THOUSANDS OF INVESTORS, INCLUDING SOME OF RAYMONDJAMES' CUSTOMERS, HOLDING ARS THAT THEY HAVE, IN SOMEINSTANCES, NOT BEEN ABLE TO LIQUIDATE.


Resolution:

Other Sanctions Ordered: COSTS OF INVESTIGATION AND CONSIDERATION FOR FINANCIALASSISTANT PROVIDED.

Sanction Details: ON JULY 7, 2011, RAYMOND JAMES PAID A FINE IN THE AMOUNT OF$384,933.58 TO THE OFR AND $250,000 TO THE OFR BASED ON FEES ANDEXPENSES INCURRED IN CONNECTION WITH ITS INVESTIGATION. ONJULY 7, 2011, RAYMOND JAMES PAID $25,000 TO THE NORTH AMERICANSECURITIES ADMINISTRATORS ASSOCIATION AS CONSIDERATION FORFINANCIAL ASSISTANCE PROVIDED.


Sanctions Ordered: CensureMonetary/Fine $384,933.58Cease and Desist/Injunction

Order







Disclosure 57 of 83

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Allegations: SEC ADMIN RELEASES 33-9228, 34-64767; IA RELEASE 3227, JUNE 29, 2011:THE SECURITIES AND EXCHANGE COMMISSION ("COMMISSION") DEEMS ITAPPROPRIATE AND IN THE PUBLIC INTEREST THAT PUBLICADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDINGS BE INSTITUTEDPURSUANT TO SECTION 8A OF THE SECURITIES ACT OF 1933("SECURITIES ACT"), SECTION 15(B) OF THE SECURITIES EXCHANGE ACTOF 1934 ("EXCHANGE ACT"), AND SECTION 203(E) OF THE INVESTMENTADVISERS ACT OF 1940 ("ADVISERS ACT"), AGAINST RAYMOND JAMESFINANCIAL SERVICES, INC. ("RJFS" "RESPONDENT").

THE COMMISSION FOUND THAT:

RJFS OFFERED AND SOLD TO SOME CUSTOMERS FINANCIALINSTRUMENTS KNOWN AS AUCTION RATE SECURITIES ("ARS") WHILE NOTACCURATELY CHARACTERIZING OR WHILE FAILING TO ADEQUATELYDISCLOSE THE TRUE NATURE AND RISKS ASSOCIATED WITH THESEINVESTMENTS. ARS ARE BONDS OR PREFERRED STOCK WHOSELIQUIDITY DEPENDS UPON SUFFICIENT DEMAND AT PERIODICSECURITIES AUCTIONS. ALTHOUGH RJFS' ARS TRADE CONFIRMATIONS,SENT AFTER CUSTOMERS PURCHASED ARS, DISCLOSED THE RISK THATTHESE AUCTIONS COULD FAIL AND THAT IT WAS NOT OBLIGED TOENSURE THEIR SUCCESS, AT THE POINT-OF-SALE, SOME OF RJFS'REGISTERED REPRESENTATIVES AND FINANCIAL ADVISERS IMPROPERLYDESCRIBED ARS AS SAFE, LIQUID ALTERNATIVES TO MONEY MARKETFUNDS AND OTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELYDISCLOSING THE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IFTHESE AUCTIONS FAILED. ON FEBRUARY 13, 2008, A SIGNIFICANTNUMBER OF ARS AUCTIONS FAILED, RESULTING IN AN OVERALL MARKETCOLLAPSE THAT LEFT THOUSANDS OF INVESTORS, INCLUDING RJFS'CUSTOMERS, HOLDING ARS THAT THEY HAVE NOT BEEN ABLE TOLIQUIDATE.

RJFS WILLFULLY VIOLATED SECTION 17(A)(2) OF THE SECURITIES ACT,WHICH MAKES IT UNLAWFUL FOR ANY PERSON IN THE OFFER OR SALE OFANY SECURITIES BY THE USE OF ANY MEANS OR INSTRUMENTS OFTRANSPORTATION OR COMMUNICATION IN INTERSTATE COMMERCE ORBY USE OF THE MAILS, DIRECTLY OR INDIRECTLY, TO OBTAIN MONEY ORPROPERTY BY MEANS OF ANY UNTRUE STATEMENT OF A MATERIAL FACTOR ANY OMISSION TO STATE A MATERIAL FACT NECESSARY IN ORDER TOMAKE THE STATEMENTS MADE, IN LIGHT OF THE CIRCUMSTANCES UNDERWHICH THEY WERE MADE, NOT MISLEADING.









Cease and Desist






SEC ADMIN RELEASES 33-9228, 34-64767; IA RELEASE 3227, JUNE 29, 2011:THE SECURITIES AND EXCHANGE COMMISSION ("COMMISSION") DEEMS ITAPPROPRIATE AND IN THE PUBLIC INTEREST THAT PUBLICADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDINGS BE INSTITUTEDPURSUANT TO SECTION 8A OF THE SECURITIES ACT OF 1933("SECURITIES ACT"), SECTION 15(B) OF THE SECURITIES EXCHANGE ACTOF 1934 ("EXCHANGE ACT"), AND SECTION 203(E) OF THE INVESTMENTADVISERS ACT OF 1940 ("ADVISERS ACT"), AGAINST RAYMOND JAMESFINANCIAL SERVICES, INC. ("RJFS" "RESPONDENT").

THE COMMISSION FOUND THAT:

RJFS OFFERED AND SOLD TO SOME CUSTOMERS FINANCIALINSTRUMENTS KNOWN AS AUCTION RATE SECURITIES ("ARS") WHILE NOTACCURATELY CHARACTERIZING OR WHILE FAILING TO ADEQUATELYDISCLOSE THE TRUE NATURE AND RISKS ASSOCIATED WITH THESEINVESTMENTS. ARS ARE BONDS OR PREFERRED STOCK WHOSELIQUIDITY DEPENDS UPON SUFFICIENT DEMAND AT PERIODICSECURITIES AUCTIONS. ALTHOUGH RJFS' ARS TRADE CONFIRMATIONS,SENT AFTER CUSTOMERS PURCHASED ARS, DISCLOSED THE RISK THATTHESE AUCTIONS COULD FAIL AND THAT IT WAS NOT OBLIGED TOENSURE THEIR SUCCESS, AT THE POINT-OF-SALE, SOME OF RJFS'REGISTERED REPRESENTATIVES AND FINANCIAL ADVISERS IMPROPERLYDESCRIBED ARS AS SAFE, LIQUID ALTERNATIVES TO MONEY MARKETFUNDS AND OTHER CASH-LIKE INVESTMENTS, WITHOUT ADEQUATELYDISCLOSING THE AUCTION PROCESS OR THE RISK OF ILLIQUIDITY IFTHESE AUCTIONS FAILED. ON FEBRUARY 13, 2008, A SIGNIFICANTNUMBER OF ARS AUCTIONS FAILED, RESULTING IN AN OVERALL MARKETCOLLAPSE THAT LEFT THOUSANDS OF INVESTORS, INCLUDING RJFS'CUSTOMERS, HOLDING ARS THAT THEY HAVE NOT BEEN ABLE TOLIQUIDATE.

RJFS WILLFULLY VIOLATED SECTION 17(A)(2) OF THE SECURITIES ACT,WHICH MAKES IT UNLAWFUL FOR ANY PERSON IN THE OFFER OR SALE OFANY SECURITIES BY THE USE OF ANY MEANS OR INSTRUMENTS OFTRANSPORTATION OR COMMUNICATION IN INTERSTATE COMMERCE ORBY USE OF THE MAILS, DIRECTLY OR INDIRECTLY, TO OBTAIN MONEY ORPROPERTY BY MEANS OF ANY UNTRUE STATEMENT OF A MATERIAL FACTOR ANY OMISSION TO STATE A MATERIAL FACT NECESSARY IN ORDER TOMAKE THE STATEMENTS MADE, IN LIGHT OF THE CIRCUMSTANCES UNDERWHICH THEY WERE MADE, NOT MISLEADING.

Resolution: Order 153©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.






Resolution:

Other Sanctions Ordered: UNDERTAKING:

RJFS HAS UNDERTAKEN TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLECUSTOMERS, AND OTHER MEASURES, AS SPECIFIED UNDER THE TERMSSET FORTH.

A. KEY DEFINITIONS

1. "ELIGIBLE ARS" SHALL MEAN AUCTION RATE SECURITIES THAT WEREPURCHASED AT RJFS ON OR BEFORE FEBRUARY 13, 2008 AND THAT HAVEFAILED AT AUCTION AT LEAST ONCE SINCE THEN.

2. "ELIGIBLE CUSTOMERS" ARE THE CURRENT AND FORMER ACCOUNTOWNERS WHO PURCHASED ELIGIBLE ARS AT RJFS ON OR BEFOREFEBRUARY 13, 2008, DID NOT TRANSFER SUCH ELIGIBLE ARS AWAY FROMRJFS PRIOR TO JANUARY 1, 2006, AND HELD THOSE SECURITIES ONFEBRUARY 13, 2008. "ELIGIBLE CUSTOMERS" SHALL NOT INCLUDE ARSCUSTOMERS WHO ACTED AS INSTITUTIONAL MONEY MANAGERS AND DIDNOT HOLD ARS IN RJFS ACCOUNTS.

A. RJFS WILL USE BEST EFFORTS TO PROVIDE THE INSTITUTIONALMONEY MANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARSINCLUDING, BUT NOT LIMITED TO, FACILITATING ISSUER REDEMPTIONS,RESTRUCTURINGS, AND THROUGH OTHER REASONABLE MEANS.

B. RJFS WILL USE BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RESPONDENTS BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RESPONDENTS PRIORTO JANUARY 1, 2006.

B. RJFS SHALL ESTABLISH: 1) A DEDICATED TOLL-FREE TELEPHONEASSISTANCE LINE TO PROVIDE INFORMATION AND TO RESPOND TOQUESTIONS CONCERNING THE TERMS OF THE ORDER; AND 2) A PUBLICINTERNET PAGE ON ITS CORPORATE WEB SITE(S), WITH A PROMINENTLINK TO THAT PAGE APPEARING ON RJFS' RELEVANT HOMEPAGE(S), TOPROVIDE INFORMATION CONCERNING THE TERMS OF THE ORDER AND,TO RESPOND TO QUESTIONS CONCERNING THE TERMS OF THE ORDER.

C. RJFS' OFFER TO PURCHASE ELIGIBLE ARS

1. OFFER NOTICES.

A. NO LATER THAN 30 DAYS AFTER THE DATE OF THE ORDER, RJFS SHALLOFFER TO PURCHASE, AT PAR PLUS ACCRUED AND UNPAIDDIVIDENDS/INTEREST, ELIGIBLE ARS FROM ELIGIBLE CUSTOMERS("PURCHASE OFFER"), AND EXPLAIN WHAT THE ELIGIBLE CUSTOMERSMUST DO TO ACCEPT THE PURCHASE OFFER. [UNDERTAKINGCONTINUED IN COMMENTS]


Yes

Sanctions Ordered: CensureCease and Desist/Injunction

Order






UNDERTAKING:

RJFS HAS UNDERTAKEN TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLECUSTOMERS, AND OTHER MEASURES, AS SPECIFIED UNDER THE TERMSSET FORTH.

A. KEY DEFINITIONS

1. "ELIGIBLE ARS" SHALL MEAN AUCTION RATE SECURITIES THAT WEREPURCHASED AT RJFS ON OR BEFORE FEBRUARY 13, 2008 AND THAT HAVEFAILED AT AUCTION AT LEAST ONCE SINCE THEN.

2. "ELIGIBLE CUSTOMERS" ARE THE CURRENT AND FORMER ACCOUNTOWNERS WHO PURCHASED ELIGIBLE ARS AT RJFS ON OR BEFOREFEBRUARY 13, 2008, DID NOT TRANSFER SUCH ELIGIBLE ARS AWAY FROMRJFS PRIOR TO JANUARY 1, 2006, AND HELD THOSE SECURITIES ONFEBRUARY 13, 2008. "ELIGIBLE CUSTOMERS" SHALL NOT INCLUDE ARSCUSTOMERS WHO ACTED AS INSTITUTIONAL MONEY MANAGERS AND DIDNOT HOLD ARS IN RJFS ACCOUNTS.

A. RJFS WILL USE BEST EFFORTS TO PROVIDE THE INSTITUTIONALMONEY MANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARSINCLUDING, BUT NOT LIMITED TO, FACILITATING ISSUER REDEMPTIONS,RESTRUCTURINGS, AND THROUGH OTHER REASONABLE MEANS.

B. RJFS WILL USE BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RESPONDENTS BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RESPONDENTS PRIORTO JANUARY 1, 2006.

B. RJFS SHALL ESTABLISH: 1) A DEDICATED TOLL-FREE TELEPHONEASSISTANCE LINE TO PROVIDE INFORMATION AND TO RESPOND TOQUESTIONS CONCERNING THE TERMS OF THE ORDER; AND 2) A PUBLICINTERNET PAGE ON ITS CORPORATE WEB SITE(S), WITH A PROMINENTLINK TO THAT PAGE APPEARING ON RJFS' RELEVANT HOMEPAGE(S), TOPROVIDE INFORMATION CONCERNING THE TERMS OF THE ORDER AND,TO RESPOND TO QUESTIONS CONCERNING THE TERMS OF THE ORDER.

C. RJFS' OFFER TO PURCHASE ELIGIBLE ARS

1. OFFER NOTICES.

A. NO LATER THAN 30 DAYS AFTER THE DATE OF THE ORDER, RJFS SHALLOFFER TO PURCHASE, AT PAR PLUS ACCRUED AND UNPAIDDIVIDENDS/INTEREST, ELIGIBLE ARS FROM ELIGIBLE CUSTOMERS("PURCHASE OFFER"), AND EXPLAIN WHAT THE ELIGIBLE CUSTOMERSMUST DO TO ACCEPT THE PURCHASE OFFER. [UNDERTAKINGCONTINUED IN COMMENTS]

Sanction Details: IN ANTICIPATION OF THE INSTITUTION OF THE PROCEEDINGS,RESPONDENT SUBMITTED AN OFFER OF SETTLEMENT ("OFFER"), WHICHTHE COMMISSION HAS DETERMINED TO ACCEPT. SOLELY FOR THEPURPOSE OF THE PROCEEDINGS AND ANY OTHER PROCEEDINGSBROUGHT BY OR ON BEHALF OF THE COMMISSION, OR TO WHICH THECOMMISSION IS A PARTY, AND WITHOUT ADMITTING OR DENYING THEFINDINGS, EXCEPT AS TO THE COMMISSION'S JURISDICTION OVER IT ANDTHE SUBJECT MATTER OF THE PROCEEDINGS, WHICH ARE ADMITTED,RESPONDENT CONSENTED TO THE ENTRY OF THE ORDER INSTITUTINGADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDINGS PURSUANT TOSECTION 8A OF THE SECURITIES ACT OF 1933, SECTION 15(B) OF THEEXCHANGE ACT, AND SECTION 203(E) OF THE ADVISERS ACT, MAKINGFINDINGS, AND IMPOSING REMEDIAL SANCTIONS AND A CEASE-AND-DESIST ORDER ("ORDER").

THE COMMISSION FOUND THAT RJFS WILLFULLY VIOLATED SECTION17(A)(2) OF THE SECURITIES ACT.

THE COMMISSION DEEMS IT APPROPRIATE AND IN THE PUBLIC INTERESTTO IMPOSE THE SANCTIONS AGREED TO IN RESPONDENT RJFS' OFFER.

PURSUANT TO SECTION 8A OF THE SECURITIES ACT, SECTION 15(B) OFTHE EXCHANGE ACT, AND SECTION 203(E) OF THE ADVISERS ACT, THECOMMISSION ORDERED THAT:

A. RESPONDENT RAYMOND JAMES FINANCIAL SERVICES, INC. CEASE ANDDESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANYFUTURE VIOLATIONS OF SECTION 17(A)(2) OF THE SECURITIES ACT;

B. RESPONDENT RAYMOND JAMES FINANCIAL SERVICES, INC. ISCENSURED; AND

C. THE COMMISSION IS NOT IMPOSING A PENALTY AGAINST RESPONDENTAT THIS TIME. HOWEVER, IN THE EVENT THE DIVISION OF ENFORCEMENT("DIVISION") BELIEVES THAT RJFS HAS NOT COMPLIED WITH THEUNDERTAKINGS, THE DIVISION MAY, AT ANY TIME FOLLOWING THE ENTRYOF THE ORDER, PETITION THE COMMISSION TO: (1) REOPEN THIS MATTERTO CONSIDER THE APPROPRIATENESS OF A PENALTY; AND (2) SEEK ANORDER DIRECTING PAYMENT OF UP TO THE MAXIMUM CIVIL PENALTYALLOWABLE UNDER THE LAW.






IN ANTICIPATION OF THE INSTITUTION OF THE PROCEEDINGS,RESPONDENT SUBMITTED AN OFFER OF SETTLEMENT ("OFFER"), WHICHTHE COMMISSION HAS DETERMINED TO ACCEPT. SOLELY FOR THEPURPOSE OF THE PROCEEDINGS AND ANY OTHER PROCEEDINGSBROUGHT BY OR ON BEHALF OF THE COMMISSION, OR TO WHICH THECOMMISSION IS A PARTY, AND WITHOUT ADMITTING OR DENYING THEFINDINGS, EXCEPT AS TO THE COMMISSION'S JURISDICTION OVER IT ANDTHE SUBJECT MATTER OF THE PROCEEDINGS, WHICH ARE ADMITTED,RESPONDENT CONSENTED TO THE ENTRY OF THE ORDER INSTITUTINGADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDINGS PURSUANT TOSECTION 8A OF THE SECURITIES ACT OF 1933, SECTION 15(B) OF THEEXCHANGE ACT, AND SECTION 203(E) OF THE ADVISERS ACT, MAKINGFINDINGS, AND IMPOSING REMEDIAL SANCTIONS AND A CEASE-AND-DESIST ORDER ("ORDER").

THE COMMISSION FOUND THAT RJFS WILLFULLY VIOLATED SECTION17(A)(2) OF THE SECURITIES ACT.

THE COMMISSION DEEMS IT APPROPRIATE AND IN THE PUBLIC INTERESTTO IMPOSE THE SANCTIONS AGREED TO IN RESPONDENT RJFS' OFFER.

PURSUANT TO SECTION 8A OF THE SECURITIES ACT, SECTION 15(B) OFTHE EXCHANGE ACT, AND SECTION 203(E) OF THE ADVISERS ACT, THECOMMISSION ORDERED THAT:

A. RESPONDENT RAYMOND JAMES FINANCIAL SERVICES, INC. CEASE ANDDESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANYFUTURE VIOLATIONS OF SECTION 17(A)(2) OF THE SECURITIES ACT;

B. RESPONDENT RAYMOND JAMES FINANCIAL SERVICES, INC. ISCENSURED; AND

C. THE COMMISSION IS NOT IMPOSING A PENALTY AGAINST RESPONDENTAT THIS TIME. HOWEVER, IN THE EVENT THE DIVISION OF ENFORCEMENT("DIVISION") BELIEVES THAT RJFS HAS NOT COMPLIED WITH THEUNDERTAKINGS, THE DIVISION MAY, AT ANY TIME FOLLOWING THE ENTRYOF THE ORDER, PETITION THE COMMISSION TO: (1) REOPEN THIS MATTERTO CONSIDER THE APPROPRIATENESS OF A PENALTY; AND (2) SEEK ANORDER DIRECTING PAYMENT OF UP TO THE MAXIMUM CIVIL PENALTYALLOWABLE UNDER THE LAW.

Regulator Statement [UNDERTAKING CONTINUED]B. RJFS SHALL PROVIDE ELIGIBLE CUSTOMERS THAT HAVE NOTRESPONDED TO THE PURCHASE OFFER ON OR BEFORE 45 DAYS BEFORETHE END OF THE APPLICABLE OFFER PERIOD A SECOND WRITTENNOTICE INFORMING THEM AGAIN OF THE RESPONDENTS' PURCHASEOFFER, THE RELEVANT TERMS OF THE ORDER AND ANY OTHER MATERIALISSUES REGARDING THE ELIGIBLE CUSTOMERS' RIGHTS.

2. FOR ELIGIBLE CUSTOMERS, THE PURCHASE OFFER SHALL REMAINOPEN FOR A PERIOD OF 75 DAYS FROM THE DATE ON WHICH RJFS SENTTHE FIRST OFFER NOTICE ("OFFER PERIOD").

ACCEPTANCE AND PURCHASE PROCEDURES

1. ELIGIBLE CUSTOMERS MAY ACCEPT RJFS' PURCHASE OFFER BYNOTIFYING RJFS IN WRITING.

2. RJFS SHALL SEND THOSE ELIGIBLE CUSTOMERS A NOTICE ("PURCHASENOTICE"), INDICATING WHEN ("PURCHASE DATE") AND HOW RJFS WILLPURCHASE THEIR ELIGIBLE ARS.

3. ELIGIBLE CUSTOMERS MAY REVOKE THEIR ACCEPTANCE OF RJFS'PURCHASE OFFER UP UNTIL RJFS PURCHASES AN ELIGIBLE CUSTOMER'SELIGIBLE ARS.

4. RJFS SHALL PURCHASE THE ELIGIBLE ARS NO LATER THAN 5 BUSINESSDAYS FOLLOWING EXPIRATION OF THE OFFER PERIOD.

5. RJFS' PURCHASE OBLIGATIONS APPLY EQUALLY TO THOSE ELIGIBLECUSTOMERS WHO ACCEPT THE PURCHASE OFFER WITHIN THE OFFERPERIOD, BUT WHO HAVE SINCE TRANSFERRED THEIR ELIGIBLE ARS AWAYFROM RJFS.

A. RJFS' PURCHASE OBLIGATIONS TO THESE ELIGIBLE CUSTOMERSSHALL BE CONTINGENT ON: (1) RJFS RECEIVING REASONABLYSATISFACTORY ASSURANCE FROM THE FINANCIAL SERVICES FIRMCURRENTLY HOLDING THE ELIGIBLE CUSTOMER'S ELIGIBLE ARS THATTHE BIDDING RIGHTS ASSOCIATED WITH THE ELIGIBLE ARS WILL BETRANSFERRED TO RJFS; (2) THE ELIGIBLE CUSTOMER REACTIVATINGTHEIR FORMER ACCOUNT WITH RJFS; AND (3) THE TRANSFER OF THEELIGIBLE ARS TO THE ELIGIBLE CUSTOMER'S FORMER ACCOUNT WITHRJFS.

B. RJFS SHALL USE BEST EFFORTS TO IDENTIFY, CONTACT AND ASSISTSUCH ELIGIBLE CUSTOMERS TO REACTIVATE THEIR FORMER ACCOUNT ATRJFS AND TO TRANSFER THE ELIGIBLE ARS TO SUCH ACCOUNT, ANDSHALL NOT CHARGE SUCH ELIGIBLE CUSTOMERS ANY FEES RELATING TOOR IN CONNECTION WITH THE TRANSFER TO RJFS OR CUSTODIANSHIPBY RJFS OF SUCH ELIGIBLE ARS.

E. RJFS SHALL USE BEST EFFORTS TO IDENTIFY ELIGIBLE CUSTOMERSWHO TOOK OUT LOANS FROM RJFS AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN. RJFS SHALL REIMBURSE SUCH CUSTOMERSFOR THE EXCESS EXPENSE, PLUS REASONABLE INTEREST THEREON.

F. RJFS SHALL USE BEST EFFORTS TO IDENTIFY ANY ELIGIBLECUSTOMERS WHO: (1) PURCHASED ELIGIBLE ARS AT RJFS ON OR BEFOREFEBRUARY 13, 2008; AND (2) SUBSEQUENTLY SOLD THOSE ELIGIBLE ARSBELOW PAR BETWEEN FEBRUARY 13, 2008 AND THE DATE OF THIS ORDER("BELOW PAR SELLERS"). RJFS SHALL PAY THE BELOW PAR SELLERS THEDIFFERENCE BETWEEN PAR AND THE PRICE AT WHICH THE BELOW PARSELLER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUS REASONABLEINTEREST THEREON.

G. CONSEQUENTIAL DAMAGES CLAIMS.

1. RJFS SHALL CONSENT TO PARTICIPATE IN THE SPECIAL ARBITRATIONPROCEDURES ANNOUNCED BY FINRA ON DECEMBER 16, 2008, FOR THEEXCLUSIVE PURPOSE OF ARBITRATING AN ELIGIBLE CUSTOMER'S CLAIMFOR CONSEQUENTIAL DAMAGES AGAINST RJFS RELATED TO THECUSTOMER'S INVESTMENT IN ELIGIBLE ARS.

I. REPORTS AND MEETINGS

1. BEGINNING WITH THE MONTH ENDED AFTER THE DATE OF THE ORDERAND CONTINUING THROUGH THE MONTH ENDED 9 MONTHS FROM THEDATE OF THE ORDER, RJFS SHALL SUBMIT BI-MONTHLY WRITTENREPORTS AND A FINAL WRITTEN REPORT DETAILING ITS PROGRESS WITHRESPECT TO THE UNDERTAKINGS.

2. RJFS SHALL CONFER AT LEAST QUARTERLY WITH THE COMMISSIONSTAFF TO DISCUSS THEIR PROGRESS WITH RESPECT TO THEUNDERTAKINGS FOR 9 MONTHS FROM THE DATE OF THE ORDER.

3. THE REPORTING AND CONFERENCE DEADLINES SET FORTH MAY BEAMENDED OR MODIFIED WITH AGREEMENT FROM THE COMMISSIONSTAFF.






[UNDERTAKING CONTINUED]B. RJFS SHALL PROVIDE ELIGIBLE CUSTOMERS THAT HAVE NOTRESPONDED TO THE PURCHASE OFFER ON OR BEFORE 45 DAYS BEFORETHE END OF THE APPLICABLE OFFER PERIOD A SECOND WRITTENNOTICE INFORMING THEM AGAIN OF THE RESPONDENTS' PURCHASEOFFER, THE RELEVANT TERMS OF THE ORDER AND ANY OTHER MATERIALISSUES REGARDING THE ELIGIBLE CUSTOMERS' RIGHTS.























[UNDERTAKING CONTINUED]B. RJFS SHALL PROVIDE ELIGIBLE CUSTOMERS THAT HAVE NOTRESPONDED TO THE PURCHASE OFFER ON OR BEFORE 45 DAYS BEFORETHE END OF THE APPLICABLE OFFER PERIOD A SECOND WRITTENNOTICE INFORMING THEM AGAIN OF THE RESPONDENTS' PURCHASEOFFER, THE RELEVANT TERMS OF THE ORDER AND ANY OTHER MATERIALISSUES REGARDING THE ELIGIBLE CUSTOMERS' RIGHTS.



















Initiated By: SECURITIES EXCHANGE COMMISSION


Cease and Desist


CENSURE





Allegations: THE SEC ALLEGED THAT RAYMOND JAMES VIOLATED SECTION 17(A) (2) OFTHE SECURITIES ACT WHEN RAYMOND JAMES OFFERED AND SOLD TOSOME OF ITS CUSTOMER'S AUCTION RATE SECURITIES ("ARS") WHILE NOTACCURATELY CHARACTERIZING OR WHILE FAILING TO ADEQUATELYDISCLOSE THE TRUE NATURE AND RISKS ASSOCIATED WITH THESEINVESTMENTS. ALTHOUGH RAYMOND JAMES' ARS TRADECONFIRMATIONS DISCLOSED THE RISK THAT ARS AUCTIONS COULD FAILAND THAT RAYMOND JAMES WAS NOT OBLIGED TO ENSURE THEIRSUCCESS, AT THE POINT-OF-SALE, SOME OF RAYMOND JAMES' FINANCIALADVISERS INACCURATELY DESCRIBED ARS AS ALTERNATIVES TO MONEYMARKET FUNDS AND OTHER CASH-LIKE INVESTMENTS, WITHOUTADEQUATELY DISCLOSING THE AUCTION PROCESS OR THE RISK OFILLIQUIDITY IF THESE AUCTIONS FAILED. ON FEBRUARY 13, 2008, ASIGNIFICANT NUMBER OF ARS AUCTIONS FAILED, RESULTING IN ANOVERALL MARKET COLLAPSE THAT LEFT THOUSANDS OF INVESTORS,INCLUDING SOME OF RAYMOND JAMES' CUSTOMERS, HOLDING ARS THATTHEY HAVE, IN SOME INSTANCES, NOT BEEN ABLE TO LIQUIDATE.








CENSURE


Resolution:


Sanction Details: NOT APPLY

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE SEC ON JUNE 29, 2011,IN WHICH IT CONSENTED TO AN ORDER TO CEASE AND DESIST, ACENSURE, AND THE FOLLOWING UNDERTAKINGS:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON,13RESPOND AS FOLLOWS:

WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE SEC ON JUNE 29, 2011,IN WHICH IT CONSENTED TO AN ORDER TO CEASE AND DESIST, ACENSURE, AND THE FOLLOWING UNDERTAKINGS:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

* * *NOTE: RAYMOND JAMES' PROPOSED RESPONSE TO QUESTION 14 OF THECIVIL ACTION DRP STATING THAT IT ENDEAVORED TO DISCLOSE RISKS TOITS CUSTOMERS PURCHASING ARS NEED NOT BE INCLUDED.

Sanctions Ordered: CensureCease and Desist/Injunction

Order






WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE SEC ON JUNE 29, 2011,IN WHICH IT CONSENTED TO AN ORDER TO CEASE AND DESIST, ACENSURE, AND THE FOLLOWING UNDERTAKINGS:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON,13RESPOND AS FOLLOWS:

WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINALIZED A SETTLEMENT AGREEMENT WITH THE SEC ON JUNE 29, 2011,IN WHICH IT CONSENTED TO AN ORDER TO CEASE AND DESIST, ACENSURE, AND THE FOLLOWING UNDERTAKINGS:(I) TO PURCHASE ELIGIBLE ARS HELD BY ELIGIBLE CUSTOMERS.(II) TO USE ITS BEST EFFORTS TO PROVIDE INSTITUTIONAL MONEYMANAGERS OPPORTUNITIES TO LIQUIDATE THEIR ELIGIBLE ARS.(III) TO USE ITS BEST EFFORTS TO IDENTIFY AND LOCATE CUSTOMERSWHO PURCHASED ELIGIBLE ARS AT RAYMOND JAMES BUT WHOTRANSFERRED SUCH ELIGIBLE ARS AWAY FROM RAYMOND JAMES PRIORTO JANUARY 1, 2006.(IV) TO IDENTIFY, AND REPAY EXCESS EXPENSES AND REASONABLEINTEREST THEREON, INCURRED BY ELIGIBLE CUSTOMERS WHO TOOKOUT LOANS FROM RAYMOND JAMES AFTER FEBRUARY 13, 2008 SECUREDBY ELIGIBLE ARS THAT WERE NOT SUCCESSFULLY AUCTIONING AT THETIME THE LOAN WAS TAKEN AND WHO PAID INTEREST ASSOCIATED WITHTHE ARS-BASED PORTION OF THOSE LOANS IN EXCESS OF THE TOTALINTEREST AND DIVIDENDS RECEIVED ON THE ELIGIBLE ARS DURING THEDURATION OF THE LOAN.(V) TO USE ITS BEST EFFORTS TO IDENTIFY ANY CUSTOMER WHOPURCHASED ELIGIBLE ARS ON OR BEFORE FEBRUARY 13, 2008; AND (2)SUBSEQUENTLY SOLD THOSE ELIGIBLE ARS BELOW PAR BETWEENFEBRUARY 13, 2008 AND THE DATE OF THE ORDER, AND TO REPAY ANYSUCH CUSTOMER THE DIFFERENCE BETWEEN PAR AND THE PRICE ATWHICH SUCH CUSTOMER SOLD OR REDEEMED THE ELIGIBLE ARS, PLUSREASONABLE INTEREST.(VI) TO PARTICIPATE, AT THE ELECTION OF AN ELIGIBLE CUSTOMER, INTHE SPECIAL ARBITRATION PROCEDURES ANNOUNCED BY FINRA ONDECEMBER 16, 2008, FOR THE EXCLUSIVE PURPOSE OF ARBITRATING ANELIGIBLE CUSTOMER'S CLAIM FOR CONSEQUENTIAL DAMAGES AGAINSTRAYMOND JAMES RELATED TO THE CUSTOMER'S INVESTMENT INELIGIBLE ARS.

* * *NOTE: RAYMOND JAMES' PROPOSED RESPONSE TO QUESTION 14 OF THECIVIL ACTION DRP STATING THAT IT ENDEAVORED TO DISCLOSE RISKS TOITS CUSTOMERS PURCHASING ARS NEED NOT BE INCLUDED.

Disclosure 58 of 83

i


Allegations: MSRB RULES G-2, G-3, G-27: THE FIRM FAILED TO ENFORCE ITS WRITTENSUPERVISORY PROCEDURES TO ACHIEVE COMPLIANCE WITH SUITABILITYREQUIREMENTS AS THEY RELATE TO THE SALE OF INTERNAL REVENUECODE SECTION 529 COLLEGE SAVINGS PLANS. THE FIRM'S WRITTENSUPERVISORY PROCEDURES REQUIRED ITS REPRESENTATIVES,INCLUDING PRODUCING BRANCH MANAGERS TO SUBMIT, AT THE TIME OFA CLIENT PURCHASE OF A 529 PLAN, A FORM #1529 (529 PLAN ACCOUNTCLIENT DISCLOSURE FORM) AS WELL AS THE 529 PLAN APPLICATION, TOAN APPROPRIATELY LICENSED PRINCIPAL TO ENSURE, AMONG OTHERTHINGS, THAT ALL 529 PLANS OFFERED OUTSIDE OF A CLIENT'S STATE OFRESIDENCE WERE SUITABLE IN LIGHT OF STATE TAX LAWS, FUNDPERFORMANCE, COMMISSIONS AND PLAN FEES; AND THE FIRM'SCOMPLIANCE DEPARTMENT RELIED ON THE BRANCH TO FORWARD THEFORMS TO IT FOR TRACKING. FINRA INVESTIGATION REVEALED ASIGNIFICANT NUMBER OF DEFICIENCIES WITH RESPECT TO THE FIRM'SIMPLEMENTATION OF ITS WRITTEN SUPERVISORY PROCEDURESPERTAINING TO THE ACCURATE AND TIMELY COMPLETION OF FORMS#1529. IN A SIGNIFICANT NUMBER OF INSTANCES, DOCUMENTARYEVIDENCE OF THE SUPERVISION OF 529 PLAN SALES WAS MISSING, ANDIN THESE INSTANCES, IT APPEARS THAT THE BRANCHES WERE NOTFORWARDING THE FORMS AND APPLICATIONS TO COMPLIANCE ASREQUIRED BY FIRM POLICY. SOME OF THE FIRM BRANCH MANAGERSFUNCTIONED AS MUNICIPAL SECURITIES PRINCIPALS, REVIEWING ANDAPPROVING 529 PLAN TRANSACTIONS, WHILE FAILING TO BEREGISTERED AND/OR QUALIFIED IN AN APPROPRIATE MUNICIPALSECURITIES PRINCIPAL CAPACITY.







Initiated By: FINRA


Other


N/A




Other Product Type(s): MUNICIPAL SECURITIES

MSRB RULES G-2, G-3, G-27: THE FIRM FAILED TO ENFORCE ITS WRITTENSUPERVISORY PROCEDURES TO ACHIEVE COMPLIANCE WITH SUITABILITYREQUIREMENTS AS THEY RELATE TO THE SALE OF INTERNAL REVENUECODE SECTION 529 COLLEGE SAVINGS PLANS. THE FIRM'S WRITTENSUPERVISORY PROCEDURES REQUIRED ITS REPRESENTATIVES,INCLUDING PRODUCING BRANCH MANAGERS TO SUBMIT, AT THE TIME OFA CLIENT PURCHASE OF A 529 PLAN, A FORM #1529 (529 PLAN ACCOUNTCLIENT DISCLOSURE FORM) AS WELL AS THE 529 PLAN APPLICATION, TOAN APPROPRIATELY LICENSED PRINCIPAL TO ENSURE, AMONG OTHERTHINGS, THAT ALL 529 PLANS OFFERED OUTSIDE OF A CLIENT'S STATE OFRESIDENCE WERE SUITABLE IN LIGHT OF STATE TAX LAWS, FUNDPERFORMANCE, COMMISSIONS AND PLAN FEES; AND THE FIRM'SCOMPLIANCE DEPARTMENT RELIED ON THE BRANCH TO FORWARD THEFORMS TO IT FOR TRACKING. FINRA INVESTIGATION REVEALED ASIGNIFICANT NUMBER OF DEFICIENCIES WITH RESPECT TO THE FIRM'SIMPLEMENTATION OF ITS WRITTEN SUPERVISORY PROCEDURESPERTAINING TO THE ACCURATE AND TIMELY COMPLETION OF FORMS#1529. IN A SIGNIFICANT NUMBER OF INSTANCES, DOCUMENTARYEVIDENCE OF THE SUPERVISION OF 529 PLAN SALES WAS MISSING, ANDIN THESE INSTANCES, IT APPEARS THAT THE BRANCHES WERE NOTFORWARDING THE FORMS AND APPLICATIONS TO COMPLIANCE ASREQUIRED BY FIRM POLICY. SOME OF THE FIRM BRANCH MANAGERSFUNCTIONED AS MUNICIPAL SECURITIES PRINCIPALS, REVIEWING ANDAPPROVING 529 PLAN TRANSACTIONS, WHILE FAILING TO BEREGISTERED AND/OR QUALIFIED IN AN APPROPRIATE MUNICIPALSECURITIES PRINCIPAL CAPACITY.


Resolution:


Sanction Details: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS,THEREFORE THE FIRM IS CENSURED AND FINED $150,000.


No




Allegations: MSRB RULES G-2, G-3, G-27: THE FIRM FAILED TO ENFORCE ITS WRITTENSUPERVISORY PROCEDURES TO ACHIEVE COMPLIANCE WITH SUITABILITYREQUIREMENTS AS THEY RELATE TO THE SALE OF INTERNAL REVENUECODE SECTION 529 COLLEGE SAVINGS PLANS. THE FIRM'S WRITTENSUPERVISORY PROCEDURES REQUIRED ITS REPRESENTATIVES,INCLUDING PRODUCING BRANCH MANAGERS TO SUBMIT, AT THE TIME OFA CLIENT PURCHASE OF A 529 PLAN, A FORM #1529 (529 PLAN ACCOUNTCLIENT DISCLOSURE FORM) AS WELL AS THE 529 PLAN APPLICATION, TOAN APPROPRIATELY LICENSED PRINCIPAL TO ENSURE, AMONG OTHERTHINGS, THAT ALL 529 PLANS OFFERED OUTSIDE OF A CLIENT'S STATE OFRESIDENCE WERE SUITABLE IN LIGHT OF STATE TAX LAWS, FUNDPERFORMANCE, COMMISSION AND PLAN FEES; AND THE FIRM'SCOMPLIANCE DEPARTMENT RELIED ON THE BRANCH TO FORWARD THEFORMS TO IT FOR TRACKING. FINRA INVESTIGATION REVEALED ASIGNIFICANT NUMBER OF DEFICIENCIES WITH RESPECT TO THE FIRM'SIMPLEMENTATION OF ITS WRITTEN SUPERVISORY PROCEDURESPERTAINING TO THE ACCURATE AND TIMELY COMPLETION OF FORMS#1529. IN A SIGNIFICANT NUMBER OF INSTANCES, DOCUMENTARYEVIDENCE OF THE SUPERVISION OF 529 PLAN SALES WAS MISSING, ANDIN THESE INSTANCES, IT APPEARS THAT THE BRANCHES WERE NOTFORWARDING THE FORMS AND APPLICATIONS TO COMPLIANCE ASREQUIRED BY FIRM POLICY. THE FIRM'S BRANCH MANAGERSFUNCTIONED AS MUNICIPAL SECURITIES PRINCIPALS, REVIEWING ANDAPPROVING PLAN TRANSACTIONS, WHILE FAILING TO BE REGISTEREDAND/OR QUALIFIED IN AN APPROPRIATE MUNICIPAL SECURITIESPRINCIPAL CAPACITY.








Initiated By: FINRA


Other


N/A




Other Product Type(s): MUNICIPAL SECURITIES

MSRB RULES G-2, G-3, G-27: THE FIRM FAILED TO ENFORCE ITS WRITTENSUPERVISORY PROCEDURES TO ACHIEVE COMPLIANCE WITH SUITABILITYREQUIREMENTS AS THEY RELATE TO THE SALE OF INTERNAL REVENUECODE SECTION 529 COLLEGE SAVINGS PLANS. THE FIRM'S WRITTENSUPERVISORY PROCEDURES REQUIRED ITS REPRESENTATIVES,INCLUDING PRODUCING BRANCH MANAGERS TO SUBMIT, AT THE TIME OFA CLIENT PURCHASE OF A 529 PLAN, A FORM #1529 (529 PLAN ACCOUNTCLIENT DISCLOSURE FORM) AS WELL AS THE 529 PLAN APPLICATION, TOAN APPROPRIATELY LICENSED PRINCIPAL TO ENSURE, AMONG OTHERTHINGS, THAT ALL 529 PLANS OFFERED OUTSIDE OF A CLIENT'S STATE OFRESIDENCE WERE SUITABLE IN LIGHT OF STATE TAX LAWS, FUNDPERFORMANCE, COMMISSION AND PLAN FEES; AND THE FIRM'SCOMPLIANCE DEPARTMENT RELIED ON THE BRANCH TO FORWARD THEFORMS TO IT FOR TRACKING. FINRA INVESTIGATION REVEALED ASIGNIFICANT NUMBER OF DEFICIENCIES WITH RESPECT TO THE FIRM'SIMPLEMENTATION OF ITS WRITTEN SUPERVISORY PROCEDURESPERTAINING TO THE ACCURATE AND TIMELY COMPLETION OF FORMS#1529. IN A SIGNIFICANT NUMBER OF INSTANCES, DOCUMENTARYEVIDENCE OF THE SUPERVISION OF 529 PLAN SALES WAS MISSING, ANDIN THESE INSTANCES, IT APPEARS THAT THE BRANCHES WERE NOTFORWARDING THE FORMS AND APPLICATIONS TO COMPLIANCE ASREQUIRED BY FIRM POLICY. THE FIRM'S BRANCH MANAGERSFUNCTIONED AS MUNICIPAL SECURITIES PRINCIPALS, REVIEWING ANDAPPROVING PLAN TRANSACTIONS, WHILE FAILING TO BE REGISTEREDAND/OR QUALIFIED IN AN APPROPRIATE MUNICIPAL SECURITIESPRINCIPAL CAPACITY.


Resolution:


Sanction Details: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS,THEREFORE THE FIRM IS CENSURED AND FINED $150,000.



Disclosure 59 of 83

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Disclosure 59 of 83


Initiated By: CONNECTICUT





Docket/Case Number: CO-2009-7757-S




Allegations: ON MARCH 16, 2010, THE CONNECTICUT BANKING COMMISSIONERENTERED A CONSENT ORDER (NO. CO-2009-7757-S) WITH RESPECT TORAYMOND JAMES FINANCIAL SERVICES, INC. THE CONSENT ORDERALLEGED THAT, IN VIOLATION OF SECTION 36B-31-6(B) OF THEREGULATIONS UNDER THE CONNECTICUT UNIFORM SECURITIES ACT THEFIRM 1) FAILED TO FOLLOW ITS MUTUAL FUND EXCHANGE PROCEDURESRELATING TO THE COMPLETION AND SUBMISSION OF MUTUAL FUNDSWITCH LETTERS; AND 2) FAILED TO REASONABLY SUPERVISE THEACTIVITIES OF AN EMPLOYEE WHO PROVIDED INACCURATE WRITTENSTATEMENTS TO THE DIVISION CONCERNING MUTUAL FUND TRADES IN ACONNECTICUT CLIENT'S ACCOUNTS, WHICH TRADES WERE OUTSIDETHEIR CONTINGENT DEFERRED SALES CHARGE PERIOD.



Resolution:

Other Sanctions Ordered: THE CONSENT ORDER DIRECTED THE FIRM TO CEASE AND DESIST FROMREGULATORY VIOLATIONS AND TO PAY $15,000 TO THE DEPARTMENT. OFTHAT AMOUNT, $10,000 CONSTITUTED AN ADMINISTRATIVE FINE AND$5,000 WOULD BE APPLIED TO DEFRAY AGENCY INVESTIGATIVE COSTS.


No


Consent






THE CONSENT ORDER DIRECTED THE FIRM TO CEASE AND DESIST FROMREGULATORY VIOLATIONS AND TO PAY $15,000 TO THE DEPARTMENT. OFTHAT AMOUNT, $10,000 CONSTITUTED AN ADMINISTRATIVE FINE AND$5,000 WOULD BE APPLIED TO DEFRAY AGENCY INVESTIGATIVE COSTS.

Sanction Details: SEE RESPONSE TO ITEM 13.B.


Initiated By: CONNECTICUT





Docket/Case Number: CO-2009-7757-S



Allegations: ON MARCH 16, 2010, THE CONNECTICUT BANKING COMMISSIONERENTERED A CONSENT ORDER (NO. CO-2009-7757-S) WITH RESPECT TORAYMOND JAMES FINANCIAL SERVICES, INC. THE CONSENT ORDERALLEGED THAT, IN VIOLATION OF SECTION 36B-31-6(B) OF THEREGULATIONS UNDER THE CONNECTICUT UNIFORM SECURITIES ACT THEFIRM 1) FAILED TO FOLLOW ITS MUTUAL FUND EXCHANGE PROCEDURESRELATING TO THE COMPLETION AND SUBMISSION OF MUTUAL FUNDSWITCH LETTERS; AND 2) FAILED TO REASONABLY SUPERVISE THEACTIVITIES OF AN EMPLOYEE WHO PROVIDED INACCURATE WRITTENSTATEMENTS TO THE DIVISION CONCERNING MUTUAL FUND TRADES IN ACONNECTICUT CLIENT'S ACCOUNTS, WHICH TRADES WERE OUTSIDETHEIR CONTINGENT DEFERRED SALES CHARGE PERIOD



Resolution:

Other Sanctions Ordered: THE CONSENT ORDER DIRECTED THE FIRM TO CEASE AND DESIST FROMREGULATORY VIOLATIONS AND TO PAY $15,000 TO THE DEPARTMENT. OFTHAT AMOUNT, $10,000 CONSTITUTED AN ADMINISTRATIVE FINE AND$5,000 WOULD BE APPLIED TO DEFRAY AGENCY INVESTIGATIVE COSTS.



Consent







Disclosure 60 of 83

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Initiated By: MISSOURI


Other


CONSENT ORDER






Allegations: AFTER RECEIVING A COMPLAINT THE ENFORCEMENT SECTION OF THEMISSOURI SECURITIES DIVISION CONDUCTED AN INVESTIGATION INTORESPONDENT'S SALE OF A VARIABLE ANNUITY TO A MISSOURI RESIDENT.THE DIVISION FOUND FACTS THAT LED THE DIVISION TO BELIEVE THATTHE RESPONDENT'S REGISTERED REPRESENTATIVE COMMITTED AVIOLATION OF THE MISSOURI SECURITIES ACT BY NOT HAVING AREASONABLE BASIS TO RECOMMEND THE SELLING OF A SECURITY TOPURCHASE A VARIABLE ANNUITY AND THAT RESPONDENT FAILED TOREASONABLY SUPERVISE THE REGISTERED REPRESENTATIVE IN THISTRANSACTION. THE DIVISION ALLEGES THAT THE RESPONDENT'SACTIONS CONSTITUTE GROUNDS TO DISCIPLINE THE REGISTRATION OFRAYMOND JAMES FINANCIAL SERVICES, INC. PURSUANT TO SECTION409.4-412, RSMO. (CUM. SUPP. 2008).



Resolution:

Other Sanctions Ordered: RESPONDENT SHALL PAY TO THE MISSOURI SECRETARY OF STATE'SINVESTOR EDUCATION AND PROTECTION FUND $50,000. RESPONDENT ISORDERED TO PAY $2,300 AS THE COST OF THIS INVESTIGATION.RESPONDENT SHALL PAY ITS OWN COSTS AND ATTORNEYS' FEES WITHRESPECT TO THIS MATTER.


No


Consent






Other Sanctions Ordered: RESPONDENT SHALL PAY TO THE MISSOURI SECRETARY OF STATE'SINVESTOR EDUCATION AND PROTECTION FUND $50,000. RESPONDENT ISORDERED TO PAY $2,300 AS THE COST OF THIS INVESTIGATION.RESPONDENT SHALL PAY ITS OWN COSTS AND ATTORNEYS' FEES WITHRESPECT TO THIS MATTER.

Sanction Details: SEE ABOVE


Initiated By: STATE OF MISSOURI OFFICE OF SECRETARY OF STATE.







Other Product Type(s): N/A

Allegations: THE STATE OF MISSOURI ALLEGES THE FIRM FAILED TO REASONABLYSUPERVISE A SINGLE TRANSACTION CONDUCTED BY ONE OF ITSFINANCIAL ADVISORS RELATING TO THE SUITABILITY OF A VARIABLEANNUITY PURCHASE.


Appealed To and Date AppealFiled:

N/A


Resolution:


Sanction Details: $ 50,000.00 CONTRIBUTION TO THE STATE OF MISSOURI INVESTOREDUCATION AND PROTECTION FUND; $2,300 TO COVER COST OFINVESTIGATION.

Firm Statement THE FIRM WAS ORDERED TO MAKE A CONTRIBUTION TO THE STATE OFMISSOURI INVESTOR EDUCATION AND PROTECTION FUND AND COVERTHE COST OF INVESTIGATION NO OTHER SANCTIONS WERE LEVIED.


Consent






Disclosure 61 of 83

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Initiated By: STATE OF GA


Other


AWC FINE $25,000.00.


Docket/Case Number: ENCSC01003



Allegations: LACK OF CERTAIN HOME OFFICE PERSONNEL WHO MAY DEAL WITHGEORGIA RESIDENTS TO BE PROPERLY REGISTERED WITHIN THE STATEOF GEORGIA.DEFICIENCIES WITHIN SOME BRANCH OFFICES LOCATED WITHIN THESTATE OF GEORGIA THAT WERE DETECTED BY THE FIRM AS A RESULT OFROUTINE BRANCH[JOHN BOWMAN] EXAMINATIONS .



Resolution:


Sanction Details: TOTAL AMOUNT TO BE PAID BY RAYMOND JAMES FINANCIAL SERVICES,INC $25,000.00. PORTION LEVY AGAINST APPLICANT. DATE PAID 02/07/2008/PENALTY WAIVED NONE.



Disclosure 62 of 83

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Allegations: FAILURE TO REASONABLY SUPERVISE TRADING ACTIVITY AT THEIRFORMER BRANCH RUN BY REGISTERED REPRESENTATIVE W.B. SMITH("WBS BRANCH"), RESULTING IN UNAUTHORIZED DISCRETIONARYTRADING, UNSUITABLE AND DISCRETIONARY OPTIONS ACTIVITY, ANDFAILURE OF THE BRANCH MANAGER TO APPROVE OF DAILY TRADES







Initiated By: MASSACHUSETTS




CEASE & DESIST; EXTENSION OF OFFER(S) OF SETTLEMENT TO PARTIESWITH OUTSTANDING CLAIMS RELATED TO TRADING DURING THERELEVANT TIME PERIOD & IMPLEMENTATION/MAINTENANCE OF POLICIESAND PROCEDURES DESIGNED TO PROTECT AGAINST/PREVENT TYPES OFSUPERVISORY FAILURES THAT LED TO WRONGDOING






FAILURE TO REASONABLY SUPERVISE TRADING ACTIVITY AT THEIRFORMER BRANCH RUN BY REGISTERED REPRESENTATIVE W.B. SMITH("WBS BRANCH"), RESULTING IN UNAUTHORIZED DISCRETIONARYTRADING, UNSUITABLE AND DISCRETIONARY OPTIONS ACTIVITY, ANDFAILURE OF THE BRANCH MANAGER TO APPROVE OF DAILY TRADES


Resolution:

Other Sanctions Ordered: EXTENSION OF OFFER(S) OF SETTLEMENT TO PARTIES WITHOUTSTANDING CLAIMS RELATED TO TRADING IN THE WBS BRANCHDURING THE RELEVANT TIME PERIOD & MAINTENANCE OF POLICIES ANDPROCEDURES DESIGNED TO PROTECT AGAINST/PREVENT TYPES OFSUPERVISORY FAILURES THAT LED TO WRONGDOING

Sanction Details: SUCH NEW/UPGRADED POLICIES AND PROCEDURES SHALL INCLUDECORRESPONDENCE REVIEW, POSITION CONCENTRATION/SUITABILITYREVIEW, TRAINING PROGRAMS FOR BRANCH AUDITORS & WRITTENSUPERVISORY PROCEDURES REGARDING VARIABLE ANNUITIES, MUTUALFUND SWITCHES, AND HANDLING OF CUSTOMER COMPLAINTS


No


Consent







Initiated By: COMMONWEALTH OF MASSACHUSETTS


Other


FINE





Allegations: FAILURE TO PROPERLY SUPERVISE TWO REGISTEREDREPRESENTATIVES.



Resolution:


Sanction Details: TOTAL AMOUNT TO BE PAID BY RAYMOND JAMES FINANCIAL SERVICES,INC $25,000.0. PORTION LEVY AGAINST APPLICANT. DATE PAID 02/07/2008.PENALTY WAIVED NONE.

Sanctions Ordered: CensureMonetary/Fine $25,000.00Cease and Desist/Injunction


Disclosure 63 of 83

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Initiated By: WISCONSIN


Docket/Case Number: S-05127

Allegations: A CONSENT ORDER OF CENSURE AND ASSESSMENT WAS GIVEN FORFAILURE TO SUPERVISE THEIR SECURITIES AGENTS AS THEY MADEUNSUITABLE RECOMMENDATIONS TO CUSTOMERS, LENT MONEY TO ACUSTOMER, ENGAGED IN FRAUDULENT ACTIVITY, INDUCED EXCESSIVETRADING IN CUSTOMERS' ACCOUNTS, AND FILED FALSE AND/ORMISLEADING STATEMENTS WITH THE DIVISION.








Censure


AND ASSESSMENT




Other Product Type(s): LICENSED BROKER-DEALER


Resolution:

Other Sanctions Ordered: AND ASSESSMENT

Sanction Details: RAYMOND JAMES FINANCIAL SERVICES, INC. SHALL PAY THE SUM OF$50,000 AS AN ADMINISTRATIVE ASSESSMENT PURSUANT TO SEC. 551.605,WIS. STATS.

Regulator Statement A CONSENT ORDER OF CENSURE AND ASSESSMENT WAS GIVEN FORFAILURE TO SUPERVISE THEIR SECURITIES AGENTS AS THEY MADEUNSUITABLE RECOMMENDATIONS TO CUSTOMERS, LENT MONEY TO ACUSTOMER, ENGAGED IN FRAUDULENT ACTIVITY, INDUCED EXCESSIVETRADING IN CUSTOMERS' ACCOUNTS, AND FILED FALSE AND/ORMISLEADING STATEMENTS WITH THE DIVISION.


Yes

Sanctions Ordered: Censure

Order


Initiated By: WISCONSIN


Allegations: A CONSENT ORDER OF CENSURE AND ASSESSMENT WAS GIVEN FORFAILURE TO SUPERVISE THEIR SECURITIES AGENTS AS THEY MADEUNSUITABLE RECOMMENDATIONS TO CUSTOMERS, LENT MONEY TO ACUSTOMER, ENGAGED IN FRAUDULENT ACTIVITY, INDUCED EXCESSIVETRADING IN CUSTOMERS' ACCOUNTS, AND FILED FALSE AND/ORMISLEADING STATEMENTS WITH THE DIVISION








Censure


AND ASSESSMENT




Other Product Type(s): LICENSED BROKER-DEALER


Resolution:

Other Sanctions Ordered: AND ASSESSMENT

Sanction Details: RAYMOND JAMES FINANCIAL SERVICES, INC. SHALL PAY THE SUM OF$50,000 AS AN ADMINISTRATIVE ASSESSMENT PURSUANT TO SEC. 551.605,WIS. STATS.

Firm Statement A CONSENT ORDER OF CENSURE AND ASSESSMENT WAS GIVEN FORFAILURE TO SUPERVISE THEIR SECURITIES AGENTS AS THEY MADEUNSUITABLE RECOMMENDATIONS TO CUSTOMERS, LENT MONEY TO ACUSTOMER, ENGAGED IN FRAUDULENT ACTIVITY, INDUCED EXCESSIVETRADING IN CUSTOMERS' ACCOUNTS, AND FILED FALSE AND/ORMISLEADING STATEMENTS WITH THE DIVISION.

Sanctions Ordered: Censure

Order

Disclosure 64 of 83

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Initiated By: MONTANA


Docket/Case Number: C-05-04-06-225

Allegations: FAILURE TO REASONABLE SUPERVISE SALESPERSON RICHARDWESTERMAN BY ALLOWING HIM TO ENGAGE IN AN UNSUITABLE TRADINGSTRATEGY IN A CLIENT'S IRA, BY ALLOWING HIM TO TRANSACT BUSINESSIN A CLIENT'S IRA WITHOUT AUTHORIZATION OR WRITTEN DISCRETIONAND BY ALLOWING HIM TO INDUCE TRADING IN A CLIENT'S IRA WHICH WASEXCESSIVE IN SIZE OR FREQUENCY IN VIEW OF THE FINANCIALRESOURCES AND CHARACTER OF THE ACCOUNT.










RESTITUTION


Principal Product Type: Equity Listed (Common & Preferred Stock)



Resolution:


Sanction Details: PAY $6,296.76 TO THE INVESTOR PROTECTION TRUST.


No


Consent


Initiated By: THE STATE OF MT


Restitution



Docket/Case Number: C-05-04-06-225



Allegations: THE STATE OF MONTANA, AS A RESULT OF A CUSTOMER COMPLAINT,ALLEGES THE FIRM FAILED TO ADEQUATELY SUPERVISE ITS FINANCIALADVISOR, RICHARD WESTERMAN.


Resolution: Stipulation and Consent172©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.






Resolution:


Sanction Details: AMOUNT TO BE PAID BY RAYMOND JAMES FINANCIAL SERVICES, INC$10,000. TO THE STATE OF MT.

AMOUNT TO BE PAID BY RAYMOND JAMES FINANCIAL SERVICES, INC INTHE AMOUNT OF $6,296.76 TO THE INVESTOR PROTECTION TRUST FORTHE BENEFIT OF MONTANA INVESTORS.

PORTION LEVIED AGAINST APPLICANT. PENALTY WAIVED NONE.

Firm Statement WITHOUT ADMITTING OR DENYING ANY WRONGDOING OR THEALLEGATIONS CITED HEREIN, RAYMOND JAMES FINANCIAL SERVICES,STIPULATES AND CONSENTS AS FOLLOWS:

TO PAY A FINE IN THE AMOUNT OF $10,000 TO THE STATE OF MT.TO PAY THE AMOUNT OF $6,296.76 TO THE INVESTOR PROTECTION TRUSTFOR THE BENEFIT OF MONTANA INVESTORS.



Disclosure 65 of 83

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Initiated By: NASD






Allegations: NASD RULE 2110 - RAYMOND JAMES FINANCIAL SERVICES, INC. FAILED TORECORD A REGISTERED REPRESENTATIVE'S PRIVATE SECURITIESTRANSACTION ON ITS BOOKS AND RECORDS AND TO SUPERVISE THEINDIVIDUAL'S PARTICIPATION IN THE PRIVATE SECURITIES TRANSACTIONAS IF IT WAS A TRANSACTION OF THE FIRM OR IN A MANNER REASONABLYDESIGNED TO ACHIEVE COMPLIANCE WITH THE LAWS, RULES ANDREGULATIONS THAT APPLIED TO THE REGISTERED REPRESENTATIVE'SACTIVITIES.











Resolution:


Sanction Details: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS;THEREFORE, THE FIRM IS CENSURED AND FINED $12,000.


No




Initiated By: NASD






Allegations: IN JULY 2001 ONE OF RJFS'S REGISTERED REPRESENTATIVES, SOUGHTAUTHORIZATION FROM RJFS TO PARTICIPATE IN A TRANSACTIONINVOLVING THE PURCHASE OF A TELECOMMUNICATIONS SERVICECOMPANY BY THE REGISTERED REPRESENTATIVE AND SEVERAL OTHERINVESTORS. RJFS REVIEWED AND APPROVED THE REGISTEREDREPRESENTATIVE'S PARTICIPATION IN THE TRANSACTION AS AN OUTSIDEBUSINESS ACTIVITY. HOWEVER, THE PROPOSED TRANSACTION WAS INFACT A PRIVIATE SECURITIES TRANSACTION, AS THAT TERM IS USED INNASD CONDUCT RULE 3040.











Resolution:


Sanction Details: TOTAL AMOUNT TO BE PAID BY RAYMOND JAMES FINANCIAL SERVICES,INC. $12,000. PORTION LEVIED AGAINST APPLICANT. PENALTY WAIVEDNONE.



Disclosure 66 of 83

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Allegations: SEC RULES 17A-3, 17A-4,NASD RULES 2110, 3010, 3010(A)(2), 3110(A) -RAYMOND JAMES FINANCIAL SERVICES, INC.'S SUPERVISORY SYSTEMWAS NOT REASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITHSECURITIES RULES AND REGULATIONS AND FAILED TO DETECT ANINDIVIDUAL'S VIOLATIONS. THE FIRM'S SUPERVISORY SYSTEM ANDPROCEDURES FOR SUPERVISING VARIABLE ANNUITY (VA)TRANSACTIONSWERE NOT SUFFICIENT TO DETECT AND PREVENT VIOLATIONS; MOST OFTHE REVIEWS WERE DELEGATED TO A SUBSIDIARY FIRM NOT A MEMBEROF NASD; NASD REQUIRES REVIEW OF EACH TYPE OF BUSINESS BY ADESIGNATED PRINCIPAL. AN INDIVIDUAL'S UNSUITABLERECOMMENDATIONS APPEARED ON EXCEPTION REPORTS BUT WERENOT BROUGHT TO THE ATTENTION OF HER DIRECT SUPERVISOR ORCOMPLIANCE OFFICERS; CUSTOMER CLAIMS AGAINST THE INDIVIDUALWERE SETTLED AT A TOTAL COST OF $10,178,395. SAMPLED ACCOUNTSOF THE INDIVIDUAL APPEARED IN AUDIT REPORTS INCLUDINGOBJECTIVES AND RISK TOLERANCE BUT THE AUDITOR FOUND NORELATED DEFICIENCIES AND NOTED NO FOLLOW-UP ACTION.TRANSACTION REPORTS WERE REVIEWED BY BRANCH MANAGERS BUTDID NOT REQUIRE ANYONE ELSE TO CONDUCT A DAILY REVIEW OF THEREPORTS. BRANCH MANAGERS APPROVED THEIR OWN TRANSACTIONS,OPENED AND ACCEPTED NEW ACCOUNTS AS THE REGISTEREDREPRESENTATIVE AND AS THE ACCEPTING PRINCIPAL OR BRANCHMANAGER AND SENT CORRESPONDENCE TO CUSTOMERS THAT WAS NOTREVIEWED BY A DESIGNATED PRINCIPAL. SALES MANAGERSRESPONSIBLE FOR SUPERVISION OF BRANCH OFFICE MANAGERS WEREPERMITTED TO GO FOR YEARS WITHOUT CONTACTING A PRINCIPAL THEBRANCH OFFICE MANAGER WAS RESPONSIBLE FOR SUPERVISING; THEFIRM FAILED TO PROVIDE ADEQUATE TRAINING AND INSTRUCTION TOCOMPLIANCE ADVISORS ON HOW AND WHEN TO DETECT A SUSPECTTRANSACTION AND ESCALATE IT FOR REVIEW. THE FIRM HAD NOINDEPENDENT PRINCIPAL REVIEW OF CUSTOMERS'INVESTMENTSUITABILITY. [CONTINUED IN COMMENTS]







Initiated By: NASD




Docket/Case Number: EAF0400730001


Other Product Type(s): VARIABLE ANNUITIES

SEC RULES 17A-3, 17A-4,NASD RULES 2110, 3010, 3010(A)(2), 3110(A) -RAYMOND JAMES FINANCIAL SERVICES, INC.'S SUPERVISORY SYSTEMWAS NOT REASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITHSECURITIES RULES AND REGULATIONS AND FAILED TO DETECT ANINDIVIDUAL'S VIOLATIONS. THE FIRM'S SUPERVISORY SYSTEM ANDPROCEDURES FOR SUPERVISING VARIABLE ANNUITY (VA)TRANSACTIONSWERE NOT SUFFICIENT TO DETECT AND PREVENT VIOLATIONS; MOST OFTHE REVIEWS WERE DELEGATED TO A SUBSIDIARY FIRM NOT A MEMBEROF NASD; NASD REQUIRES REVIEW OF EACH TYPE OF BUSINESS BY ADESIGNATED PRINCIPAL. AN INDIVIDUAL'S UNSUITABLERECOMMENDATIONS APPEARED ON EXCEPTION REPORTS BUT WERENOT BROUGHT TO THE ATTENTION OF HER DIRECT SUPERVISOR ORCOMPLIANCE OFFICERS; CUSTOMER CLAIMS AGAINST THE INDIVIDUALWERE SETTLED AT A TOTAL COST OF $10,178,395. SAMPLED ACCOUNTSOF THE INDIVIDUAL APPEARED IN AUDIT REPORTS INCLUDINGOBJECTIVES AND RISK TOLERANCE BUT THE AUDITOR FOUND NORELATED DEFICIENCIES AND NOTED NO FOLLOW-UP ACTION.TRANSACTION REPORTS WERE REVIEWED BY BRANCH MANAGERS BUTDID NOT REQUIRE ANYONE ELSE TO CONDUCT A DAILY REVIEW OF THEREPORTS. BRANCH MANAGERS APPROVED THEIR OWN TRANSACTIONS,OPENED AND ACCEPTED NEW ACCOUNTS AS THE REGISTEREDREPRESENTATIVE AND AS THE ACCEPTING PRINCIPAL OR BRANCHMANAGER AND SENT CORRESPONDENCE TO CUSTOMERS THAT WAS NOTREVIEWED BY A DESIGNATED PRINCIPAL. SALES MANAGERSRESPONSIBLE FOR SUPERVISION OF BRANCH OFFICE MANAGERS WEREPERMITTED TO GO FOR YEARS WITHOUT CONTACTING A PRINCIPAL THEBRANCH OFFICE MANAGER WAS RESPONSIBLE FOR SUPERVISING; THEFIRM FAILED TO PROVIDE ADEQUATE TRAINING AND INSTRUCTION TOCOMPLIANCE ADVISORS ON HOW AND WHEN TO DETECT A SUSPECTTRANSACTION AND ESCALATE IT FOR REVIEW. THE FIRM HAD NOINDEPENDENT PRINCIPAL REVIEW OF CUSTOMERS'INVESTMENTSUITABILITY. [CONTINUED IN COMMENTS]


Resolution:


Sanction Details: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS;THEREFORE, THE FIRM IS CENSURED AND FINED $2,750,000.

Regulator Statement THE FIRM'S SYSTEM AND PROCEDURES ALLOWED BRANCH MANAGERSTO REVIEW AND ENDORSE THEIR OWN VA CONTRACTS, TRANSFERS TOFUND VAS AND MOST 1035 EXCHANGES WITHOUT ADDITIONAL PRINCIPALREVIEW; THE FIRM HAD NO SYSTEM FOR REVIEWING THE SUITABILITY OFSUB-ACCOUNT TRANSACTIONS AND HAD NO SYSTEM TO ENSURE VA SUB-ACCOUNT SWITCHES WERE ENTERED INTO A COMPUTERRECORDKEEPING PROGRAM OR WERE ENTERED ONTO HANDWRITTENBLOTTERS. WRITTEN SUPERVISORY PROCEDURES CONCERNING MUTUALFUND SWITCHES WERE NOT REASONABLY DESIGNED TO DETECT ANDPREVENT VIOLATIONS; THERE WAS NO GUIDANCE IN THE WRITTENSUPERVISORY PROCEDURES TO ASSIST A BRANCH MANAGER INDETERMINING IF CORRESPONDENCE CONSTITUTED A COMPLAINT THATSHOULD BE FORWARDED TO THE COMPLIANCE DEPT. THE FIRM'S AUDITMODULE DID NOT HAVE A SECTION OR QUESTIONS TO ENSURE THATTRANSACTIONS AND CORRESPONDENCE OF PRODUCING PRINCIPALSWORKING IN ONE-PERSON OFFICES WERE REVIEWED INDEPENDENTLYBY ANOTHER PRINCIPAL. THE FIRM FAILED TO MAKE, KEEP CURRENT ORPRESERVE BLOTTERS CONTAINING ITEMIZED DAILY RECORDS OF ALLSECURITIES TRANSACTIONS.


No







https://www.finra.org/rules-guidance/oversight-enforcement/finra-disciplinary-actions?search=EAF0400730001


THE FIRM'S SYSTEM AND PROCEDURES ALLOWED BRANCH MANAGERSTO REVIEW AND ENDORSE THEIR OWN VA CONTRACTS, TRANSFERS TOFUND VAS AND MOST 1035 EXCHANGES WITHOUT ADDITIONAL PRINCIPALREVIEW; THE FIRM HAD NO SYSTEM FOR REVIEWING THE SUITABILITY OFSUB-ACCOUNT TRANSACTIONS AND HAD NO SYSTEM TO ENSURE VA SUB-ACCOUNT SWITCHES WERE ENTERED INTO A COMPUTERRECORDKEEPING PROGRAM OR WERE ENTERED ONTO HANDWRITTENBLOTTERS. WRITTEN SUPERVISORY PROCEDURES CONCERNING MUTUALFUND SWITCHES WERE NOT REASONABLY DESIGNED TO DETECT ANDPREVENT VIOLATIONS; THERE WAS NO GUIDANCE IN THE WRITTENSUPERVISORY PROCEDURES TO ASSIST A BRANCH MANAGER INDETERMINING IF CORRESPONDENCE CONSTITUTED A COMPLAINT THATSHOULD BE FORWARDED TO THE COMPLIANCE DEPT. THE FIRM'S AUDITMODULE DID NOT HAVE A SECTION OR QUESTIONS TO ENSURE THATTRANSACTIONS AND CORRESPONDENCE OF PRODUCING PRINCIPALSWORKING IN ONE-PERSON OFFICES WERE REVIEWED INDEPENDENTLYBY ANOTHER PRINCIPAL. THE FIRM FAILED TO MAKE, KEEP CURRENT ORPRESERVE BLOTTERS CONTAINING ITEMIZED DAILY RECORDS OF ALLSECURITIES TRANSACTIONS.


Initiated By: NASD


Allegations: THE NASD ALLEGED VIOLATIONS OF SECURITIES EXCHANGE ACT RULES17A-3 AND 17A-4 AND NASD RULES 2110 AND 3010. THE NASD'S PRIMARYALLEGATION IS THAT RJFS' SUPERVISORY SYSTEM AND PROCEDURESFOR SUPERVISING THE ACTIVITIES OF PRODUCING BRANCH MANAGERSWERE NOT REASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITHSECURITIES RULES AND REGULATIONS, IN VIOLATION OF NASD CONDUCTRULES 2110 AND 3010. THE FIRM'S SUPERVISORY PROCEDURES WITHRESPECT TO PRODUCING MANAGERS WERE FOUND TO BE TOO RELIANTON THE REVIEW OF PERIODIC EXCEPTION REPORTS, QUARTERLYBRANCH REVIEW AND SURPRISE AUDITS WHICH WERE DEEMEDINADEQUATE, ALLOWING A NUMBER OF ACTIVITIES COMMONLYASSOCIATED WITH DAILY SUPERVISION TO BE CONDUCTED BY THEPRODUCING MANAGERS.

IN ADDITION, THE NASD ALLEGED THAT RJFS' SUPERVISORY SYSTEM ANDPROCEDURES FOR SUPERVISING VARIABLE ANNUITY ("VA")TRANSACTIONS AND MUTUAL FUND SWITCHES WERE NOT REASONABLYDESIGNED TO ACHIEVE COMPLIANCE WITH SECURITIES RULES ANDREGULATIONS, IN VIOLATION OF NASD CONDUCT RULES 2110 AND 3010.

FINALLY, THE NASD ALLEGED THAT RJFS FAILED TO MAKE AND KEEPCURRENT OR PRESERVE BLOTTERS CONTAINING ITEMIZED DAILYRECORDS OF ALL PURCHASES AND SALES OF VARIABLE ANNUITIES INVIOLATION OF SECURITIES EXCHANGE ACT RULES17A-3 AND 17A-4 ANDNASD RULES 2110 AND 3010.










Docket/Case Number: EAF0400730001




Resolution:


Sanction Details: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTEDTO THE DESCRIBED SANCTIONS AND TO THE ENTRY OF FINDINGS;THEREFORE, THE FIRM IS CENSURED AND FINED $2,750,000.

Firm Statement THE FIRM'S SYSTEM AND PROCEDURES ALLOWED BRANCH MANAGERSTO REVIEW AND ENDORSE THEIR OWN VA CONTRACTS, TRANSFERS TOFUND VAS AND MOST 1035 EXCHANGES WITHOUT ADDITIONAL PRINCIPALREVIEW; THE FIRM HAD NO SYSTEM FOR REVIEWING THE SUITABILITY OFSUB-ACCOUNT TRANSACTIONS AND HAD NO SYSTEM TO ENSURE VA SUB-ACCOUNT SWITCHES WERE ENTERED INTO A COMPUTERRECORDKEEPING PROGRAM OR WERE ENTERED ONTO HANDWRITTENBLOTTERS. WRITTEN SUPERVISORY PROCEDURES CONCERNING MUTUALFUND SWITCHES WERE NOT REASONABLY DESIGNED TO DETECT ANDPREVENT VIOLATIONS; THERE WAS NO GUIDANCE IN THE WRITTENSUPERVISORY PROCEDURES TO ASSIST A BRANCH MANAGER INDETERMINING IF CORRESPONDENCE CONSTITUTED A COMPLAINT THATSHOULD BE FORWARDED TO THE COMPLIANCE DEPT. THE FIRM'S AUDITMODULE DID NOT HAVE A SECTION OR QUESTIONS TO ENSURE THATTRANSACTIONS AND CORRESPONDENCE OF PRODUCING PRINCIPALSWORKING IN ONE-PERSON OFFICES WERE REVIEWED INDEPENDENTLYBY ANOTHER PRINCIPAL. THE FIRM FAILED TO MAKE, KEEP CURRENT ORPRESERVE BLOTTERS CONTAINING ITEMIZED DAILY RECORDS OF ALLSECURITIES TRANSACTIONS.



Disclosure 67 of 83

i






https://www.finra.org/rules-guidance/oversight-enforcement/finra-disciplinary-actions?search=EAF0400730001


Initiated By: NEW HAMPSHIREBUREAU OF SECURITIES REGULATION


Restitution


COST OF THE INVESTIGATION.


Docket/Case Number: COM05-005



Other Product Type(s): NA

Allegations: SUITABILITY, EXCESSIVE TRADING, AND SUPERVISION.



Resolution:

Other Sanctions Ordered: COSTS OF $20,000.

Sanction Details: RESTITUTION TO INVESTOR OF $60,000.

Regulator Statement RJFS AGENT RECOMMENDATIONS TO BUY AND SELL STOCKS FOR ONEELDERLY CLIENT RESULTED IN EXCESSIVE TRADING, AND UNSUITABLEPURCHASES. RJFS FAILED TO SUPERVISE LEADING TO SUITABILITYISSUES AND EXCESSIVE TRADING OF ACCOUNT RESULTING INUNNECESSARY LOSSES AND COMMISSIONS. RJFS DID NOT ADMIT ORDENY THE ALLEGATIONS.


No

Sanctions Ordered: Disgorgement/Restitution

Consent


Allegations: FROM 2003 TO 2004 A CLIENT OF THE FIRM ALLEGED THAT HE INVESTEDAPPROXIMATELY TWO HUNDRED AND SEVENTY THOUSAND DOLLARS TOPURCHASE THESE VARIABLE ANNUITIES WHICH HE CLAIMS WEREUNSUITABLE, CARRIED UNNECESSARY AND UNWANTED EXPENSES ANDRESULTED IN A LOSS OF PRINCIPAL.







Initiated By: STATE OF NEW HAMPSHIRE


Restitution


UNDERTAKING


Docket/Case Number: COMO5-005



Allegations: FROM 2003 TO 2004 A CLIENT OF THE FIRM ALLEGED THAT HE INVESTEDAPPROXIMATELY TWO HUNDRED AND SEVENTY THOUSAND DOLLARS TOPURCHASE THESE VARIABLE ANNUITIES WHICH HE CLAIMS WEREUNSUITABLE, CARRIED UNNECESSARY AND UNWANTED EXPENSES ANDRESULTED IN A LOSS OF PRINCIPAL.


Resolution:


Sanction Details: THE FIRM WAS ORDERED TO PAY RESTITUTION TO THE CLIENT IN THEAMOUNT OF $60,000.00. THE SETTLEMENT WAS EXECUTED ON NOVEMBER10, 2006.

Firm Statement THE MATER WAS RESOLVED BY A CONSENT ORDER REQUIRING THE FIRMTO MAKE RESTITUTION TO THE CLIENT IN THE AMOUNT OF $60,000.00.


Consent

Disclosure 68 of 83

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Initiated By: UTAH DIVISION OF SECURITIES





Allegations: FAILURE TO SUPERVISE; FAILURE TO MAINTAIN PROPER BOOKS ANDRECORDS








Suspension


CENSURE; FINE; HIRE OUTSIDE CONSULTANT TO REVIEW SUPERVISORYSTRUCTURE AND PROCEDURES




Resolution:


Sanction Details: FINE OF $100,000.00 TO BE PAID WITHIN THIRTY (30) DAYS OF THE ORDER.PAID 11/02/2006.

Regulator Statement DETAILS OF THE STIPULATION AND CONSENT ORDER CAN BE VIEWEDONLINE AT: HTTP://SECURITIES.UTAH.GOV/DOCKETS/05006103.PDF


No




Allegations: THE DEPARTMENT OF COMMERCE OF THE STATE OF UTAH (THE "DIVISION") FILED A PETITION FOR ORDER REVOKING LICENSE AND/ORBARRING LICENSEE AGAINST KARON COOK AND AN ORDER OF CENSURE,SUSPENSION OF LICENSE AND IMPOSITION OF FINE AGAINST RJFS. THESTATED GROUNDS FOR REVOCATION AND/OR BAR AND SUSPENSION OFCOOK'S LICENSE, INCLUDES, BUT ARE NOT LIMITED TO, BORROWINGMONEY FROM A CLIENT, SELLING AWAY, SELLING UNREGISTEREDSECURITY, ACTING AS A PERSONAL CUSTODIAN, ACTING AS ANUNLICENSED INVESTMENT ADVISER, FILING A FALSE FORM U-4, ANDSECURITIES FRAUD. THE DIVISION'S ALLEGATIONS REGARDING RJFS AREFAILURE TO SUPERVISE, INADEQUATE SUPERVISORY SYSTEM, ANDFAILURE TO MAINTAIN BOOKS AND RECORDS OF THE FIRM. THE DIVISIONSEEKS MONETARY AND OTHER RELIEF FROM BOTH PARTIES INCLUDINGFOR RJFS A PROPOSED FINE OF $100,000.00, A 90 DAY SUSPENSION, ANDA CENSURE.







Initiated By: DIVISION OF SECURITIES - UTAH DEPARTMENT OF COMMERCE








Resolution:


Sanction Details: TOTAL AMOUNT TO BE PAID BY RAYMOND JAMES FINANCIAL SERVICS,INC$100,000. PORTION LEVIED AGAINST APPLICANT. DATE PAID 10/30/2006.PENALTY WAIVED NONE.



Disclosure 69 of 83

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Allegations: NASD CONDUCT RULE 3010, 2110, 2210(D) RAYMOND JAMES FINANCIALSERVICES, INC. CONTINUED TO UTILIZE EXISTING PROCEDURES FORREVIEW OF ACCOUNT OPENING DOCUMENTS AND ACCOUNTTRANSACTIONS, AND DID NOT ESTABLISH AND MAINTAIN A SUPERVISORYSYSTEM, INCLUDING WRITTEN PROCEDURES, SPECIFICALLY DESIGNEDTO REVIEW AND MONITOR THEIR FEE-BASED BUSINESS. THE FIRM NEVERCONDUCTED AN INITIAL OR PERIODIC SUPERVISORY REVIEW OF THEIRCUSTOMERS' FEE-BASED BROKERAGE ACCOUNTS TO DETERMINEWHETHER SUCH ACCOUNTS WERE APPROPRIATE FOR PARTICULARCUSTOMERS. THE FIRM HAS NEVER MONITORED THEIR FEE-BASEDBROKERAGE ACCOUNTS FOR INACTIVITY. IN ADDITION THE FORM FAILEDTO PROVIDE THEIR BROKERS WITH ANY CRITERIA OR GUIDANCE TODETERMINE WHETHER A FEE-BASED BROKERAGE ACCOUNT WASAPPROPRIATE FOR A CUSTOMER AND DID NOT REQUIRE THEIR BROKERSTO DETERMINE WHETHER CERTAIN ACCOUNTS WERE APPROPRIATE FORA CUSTOMER BEFORE OPENING IT. RAYMOND JAMES DID NOT DIRECTTHEIR BROKERS TO CONSIDER WHETHER THE FEE-BASED BROKERAGEACCOUNT WAS APPROPRIATE FOR A PARTICULAR CUSTOMER IN LIGHT OFTHE SERVICES PROVIDED, THE PROJECTED COST TO THE CUSTOMER,ALTERNATIVE FEE STRUCTURES THAT WERE AVAILABLE, AND THECUSTOMER'S FEE STRUCTURE PREFERENCES. IN ADDITION, THE FIRMMARKETED ACCOUNTS THROUGH THE USE OF SALES LITERATURE THATFAILED TO COMPLY WITH NASD'S ADVERTISING RULES.







Initiated By: NASD




Docket/Case Number: CE3050007


Other Product Type(s): STOCKS

NASD CONDUCT RULE 3010, 2110, 2210(D) RAYMOND JAMES FINANCIALSERVICES, INC. CONTINUED TO UTILIZE EXISTING PROCEDURES FORREVIEW OF ACCOUNT OPENING DOCUMENTS AND ACCOUNTTRANSACTIONS, AND DID NOT ESTABLISH AND MAINTAIN A SUPERVISORYSYSTEM, INCLUDING WRITTEN PROCEDURES, SPECIFICALLY DESIGNEDTO REVIEW AND MONITOR THEIR FEE-BASED BUSINESS. THE FIRM NEVERCONDUCTED AN INITIAL OR PERIODIC SUPERVISORY REVIEW OF THEIRCUSTOMERS' FEE-BASED BROKERAGE ACCOUNTS TO DETERMINEWHETHER SUCH ACCOUNTS WERE APPROPRIATE FOR PARTICULARCUSTOMERS. THE FIRM HAS NEVER MONITORED THEIR FEE-BASEDBROKERAGE ACCOUNTS FOR INACTIVITY. IN ADDITION THE FORM FAILEDTO PROVIDE THEIR BROKERS WITH ANY CRITERIA OR GUIDANCE TODETERMINE WHETHER A FEE-BASED BROKERAGE ACCOUNT WASAPPROPRIATE FOR A CUSTOMER AND DID NOT REQUIRE THEIR BROKERSTO DETERMINE WHETHER CERTAIN ACCOUNTS WERE APPROPRIATE FORA CUSTOMER BEFORE OPENING IT. RAYMOND JAMES DID NOT DIRECTTHEIR BROKERS TO CONSIDER WHETHER THE FEE-BASED BROKERAGEACCOUNT WAS APPROPRIATE FOR A PARTICULAR CUSTOMER IN LIGHT OFTHE SERVICES PROVIDED, THE PROJECTED COST TO THE CUSTOMER,ALTERNATIVE FEE STRUCTURES THAT WERE AVAILABLE, AND THECUSTOMER'S FEE STRUCTURE PREFERENCES. IN ADDITION, THE FIRMMARKETED ACCOUNTS THROUGH THE USE OF SALES LITERATURE THATFAILED TO COMPLY WITH NASD'S ADVERTISING RULES.


Resolution:


Sanction Details: WITHOUT ADMITTING OR DENYING THE ALLEGATIONS RAYMOND JAMESFINANCIAL SERVICES, INC. CONSENTED TO THE DESCRIBED SANCTIONSAND TO THE ENTRY OF FINDINGS, THEREFORE THE FIRM IS CENSURED,FINED $750,000 AND ORDERED TO PAY $138,000, PLUS INTEREST, INRESTITUTION TO PUBLIC CUSTOMERS. THE FIRM SHALL RETAIN ANINDEPENDENT CONSULTANT IF THE FIRM WISHES TO CONTINUE WITHFEE-BASED BUSINESS AFTER JULY 1, 2005.

Regulator Statement RESPONDENT FIRM HAS STATED THEIR INTENTION TO DISCONTINUE ALLOF THEIR FEE-BASED BROKERAGE BUSINESS BY JULY 1, 2005.


No







https://www.finra.org/rules-guidance/oversight-enforcement/finra-disciplinary-actions?search=CE3050007



Initiated By: NATIONAL ASSOCIATION OF SECURITIES DEALERS (NASD)




Docket/Case Number: CE3050007


Other Product Type(s): STOCKS

Allegations: THE NASD ALLEGED THAT RJFS VIOLATED NASD CONDUCT RULES 3010AND 2110 BY FAILING TO IMPLEMENT SUPERVISORY PROCEDURESSPECIFICALLY DESIGNED TO MONITOR FEE-BASED BROKERAGEACCOUNTS TO DETERMINE WHETHER THEY WERE "APPROPRIATE" FORCUSTOMERS. AS A RESULT, THE NASD ALLEGED THAT RJFSRECOMMENDED AND OPENED FEE-BASED BROKERAGE ACCOUNTSWITHOUT DETERMINING WHETHER THE ACCOUNTS WERE APPROPRIATE.THE NASD ALSO ALLEGED THAT RJFS MARKETED FEE-BASEDBROKERAGE ACCOUNTS THROUGH THE USE OF SALES LITERATURE THATFAILED TO COMPLY WITH NASD'S ADVERTISING RULES WHICH VIOLATEDNASD CONDUCT RULES 2210(D) AND 2110.



Resolution:


Sanction Details: SANCTIONS: $750,000 - RJFS RESPONSIBLE FOR $525,900.RESTITUTION: $138,000 - RJFS RESPONSIBLE FOR $110,707.35 + INTERSTOF $6,165.30



Disclosure 70 of 83

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https://www.finra.org/rules-guidance/oversight-enforcement/finra-disciplinary-actions?search=CE3050007


Initiated By: NASD




Docket/Case Number: C8A040107



Allegations: NASD RULES 2110, 3010 - RESPONDENT MEMBER ACTING THROUGH ANEMPLOYEE IMPROPERLY FORMED AND MAINTAINED A PARTNERSHIP IN ASECURITIES ACCOUNT AT THE FIRM WITH A PUBLIC CUSTOMER BYFAILING TO MEMORIALIZE THE PARTNERSHIP AGREEMENT IN WRITING;FAILING TO HAVE A SPECIFIC AGREEMENT OR UNDERSTANDING AS TOTHE CAPITAL CONTRIBUTIONS TO BE MADE BY THE PARTNERS, HOW ANDWHEN CAPITAL CONTRIBUTIONS WOULD BE WITHDRAWN, AND HOWPROFIT AND LOSSES WERE TO BE SHARED; FAILING TO PROVIDE THECUSTOMER WITH COMPLETE PERIODIC STATEMENTS AS TO THECOMPLETE COST TO THE PARTNERSHIP OF EACH SECURITIESTRANSACTIONS; FAILED TO ENFORCE A SUPERVISORY SYSTEM ANDWRITTEN SUPERVISORY PROCEDURES REASONABLY DESIGNED TOACHIEVE COMPLIANCE WITH APPLICABLE SECURITIES LAWS ANDREGULATIONS, AND WITH APPLICABLE RULES OF NASD.



Resolution:


Sanction Details: WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINANCIAL SERVICES, INC., CONSENTED TO THE DESCRIBED SANCTIONSAND TO THE ENTRY OF FINDINGS, THEREFORE THE FIRM IS CENSUREDAND FINED $10,000.


No








WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINANCIAL SERVICES, INC., CONSENTED TO THE DESCRIBED SANCTIONSAND TO THE ENTRY OF FINDINGS, THEREFORE THE FIRM IS CENSUREDAND FINED $10,000.


Initiated By: NATIONAL ASSOCIATION OF SECURITIES DEALERS (NASD)







Allegations: THE NASD FOUND THAT MICHAEL P. MONSON, A FORMER RJFS FINANCIALADVISOR, IMPROPERLY FORMED AND MAINTAINED A PARTNERSHIP IN ASECURITIES ACCOUNT WITH A CUSTOMER IN VIOLATION OF NASDCONDUCT RULE 2110. IN ADDITION, THE NASD FOUND THAT RJFS FAILEDTO ENFORCE A SUPERVISORY SYSTEM OR WRITTEN SUPERVISORYPROCEDURES REGARDING MONSON'S INVOLVEMENT IN THEPARTNERSHIP, IN VIOLATION OF NASD CONDUCT RULES 2110 AND 3010.



Resolution:


Sanction Details: FINE: $10,000, PAID ON 12/13/04.


Other

Disclosure 71 of 83

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Allegations: MSRB RULES G-14 AND G-27 - RAYMOND JAMES FINANCIAL SERVICES,INC. FAILED TO ACCURATELY REPORT 3,740 (48%) OF 7,812 MUNICIPALTRANSACTIONS REPORTED DURING THE PERIOD OF OCTOBER 1, 2002THROUGH DECEMBER 31, 2002 IN THAT IT IMPROPERLY DESIGNATED THERAYMOND JAMES & ASSOCIATES AS BOTH THE BUYER AND SELLER ONMUNICIPAL BOND TRANSACTIONS WHERE RAYMOND JAMES FINANCIALSERVICES, INC. WAS A PARTY TO THE TRANSACTIONS. THE FIRMFURTHER FAILED TO ADOPT, MAINTAIN AND ENFORCE SUPERVISORYPROCEDURES REASONABLY DESIGNED TO ENSURE COMPLIANCE WITHMSRB RULES RELATING TO TRADE REPORTING IN THAT IT FAILED, AMONGOTHER THINGS, TO PROPERLY TEST MUNICIPAL TRADE REPORTS FORACCURACY.







Initiated By: NASD




Docket/Case Number: C07040085

Principal Product Type: Debt - Municipal


MSRB RULES G-14 AND G-27 - RAYMOND JAMES FINANCIAL SERVICES,INC. FAILED TO ACCURATELY REPORT 3,740 (48%) OF 7,812 MUNICIPALTRANSACTIONS REPORTED DURING THE PERIOD OF OCTOBER 1, 2002THROUGH DECEMBER 31, 2002 IN THAT IT IMPROPERLY DESIGNATED THERAYMOND JAMES & ASSOCIATES AS BOTH THE BUYER AND SELLER ONMUNICIPAL BOND TRANSACTIONS WHERE RAYMOND JAMES FINANCIALSERVICES, INC. WAS A PARTY TO THE TRANSACTIONS. THE FIRMFURTHER FAILED TO ADOPT, MAINTAIN AND ENFORCE SUPERVISORYPROCEDURES REASONABLY DESIGNED TO ENSURE COMPLIANCE WITHMSRB RULES RELATING TO TRADE REPORTING IN THAT IT FAILED, AMONGOTHER THINGS, TO PROPERLY TEST MUNICIPAL TRADE REPORTS FORACCURACY.


Resolution:


Sanction Details: WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RAYMOND JAMESFINANCIAL SERVICES, INC CONSENTED TO THE DESCRIBED SANCTIONSAND TO THE ENTRY OF FINDINGS; THEREFORE, THE FIRM IS CENSUREDAND FINED $12,500.


No




Allegations: NASD ALLEGES THAT BETWEEN OCTOBER 1, 2002 AND DECEMBER 31,2002, RESPONDENT FAILED TO ACCURATELY REPORT 3,740 OF 7,812MUNICIPAL PRINCIPAL TRANSACTIONS. THE INACCURACY WAS THERESULT OF A TECHNICAL ERROR THAT INCORRECTLY CODED OURAFFILIATE, RAYMOND JAMES & ASSOCIATES INSTEAD OF RAYMONDJAMES FINANCIAL SERVICES AS THE PARTY TO THE TRANSACTION.







Initiated By: NATIONAL ASSOCIATION OF SECURITIES DEALERS, INC.






Principal Product Type: Debt - Municipal


Allegations: NASD ALLEGES THAT BETWEEN OCTOBER 1, 2002 AND DECEMBER 31,2002, RESPONDENT FAILED TO ACCURATELY REPORT 3,740 OF 7,812MUNICIPAL PRINCIPAL TRANSACTIONS. THE INACCURACY WAS THERESULT OF A TECHNICAL ERROR THAT INCORRECTLY CODED OURAFFILIATE, RAYMOND JAMES & ASSOCIATES INSTEAD OF RAYMONDJAMES FINANCIAL SERVICES AS THE PARTY TO THE TRANSACTION.


Resolution:


Sanction Details: FINED $12,500.

Firm Statement THE RESPONDENT, WITHOUT ADMITTING OR DENYING THE ALLEGATIONS,AGREED TO AN ACCEPTANCE, WAIVER AND CONSENT AND A MONETARYFINE OF $12,500 FOR FAILURE TO ACCURATELY REPORT CERTAINMUNICIPAL BOND TRANSACTIONS FOR A PERIOD OF OCTOBER 1, 2002 TODECEMBER 31, 2002.



Disclosure 72 of 83

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Allegations: THE NASD HAS ALLEGED THAT THE FIRM FAILED TO ADEQUATELYENFORCE A SUPERVISORY SYSTEM AND WRITTEN SUPERVISORYPROCEDURES AS IT APPLIES TO NASD CONDUCT RULES 2110 AND 3010 (A)AND (B). THE ALLEGEATIONS STEM FROM THE ACTION OF A FORMERFINANCIAL ADVISOR OF THE MEMBER FIRM WHO FAILED TO FOLLOW THEFIRM'S WRITTEN SUPERVISORY PROCEDURES AS IT RELATED TODISCLOSING OUTSIDE BUSINESS ACTIVITIES AND MAINTAINING ANACCOUNT WITH A FIRM CUSTOMER.







Initiated By: NATIONAL ASSOCIATION OF SECURITIES DEALERS







THE NASD HAS ALLEGED THAT THE FIRM FAILED TO ADEQUATELYENFORCE A SUPERVISORY SYSTEM AND WRITTEN SUPERVISORYPROCEDURES AS IT APPLIES TO NASD CONDUCT RULES 2110 AND 3010 (A)AND (B). THE ALLEGEATIONS STEM FROM THE ACTION OF A FORMERFINANCIAL ADVISOR OF THE MEMBER FIRM WHO FAILED TO FOLLOW THEFIRM'S WRITTEN SUPERVISORY PROCEDURES AS IT RELATED TODISCLOSING OUTSIDE BUSINESS ACTIVITIES AND MAINTAINING ANACCOUNT WITH A FIRM CUSTOMER.


Resolution:


Sanction Details: FINED 10,000.00 PAID ON 10/11/2004.

PENALTY WAIVED-NONE

Firm Statement THE FIRM IS CURRENTLY REVIEWING THE PROPOSED AWC AND WILLRESPOND TO THE NASD ON OR BEFORE THE AUGUST 2, 2004 DEADLINE.



Disclosure 73 of 83

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Allegations: ARTICLE V, SECTIONS 2(C) AND 3(B) OF NASD'S BY-LAWS, AND NASDRULES 2110, 3010 AND 3070 - RAYMOND JAMES FINANCIAL SERVICES, INC.("RESPONDENT FIRM") FILED 350 LATE AMENDMENTS TO FORMS U4 ANDU5, WHICH REPRESENTED APPROXIMATELY 60% OF THE REQUIREDAMENDMENTS RELATING TO REPORTABLE CUSTOMER COMPLAINTS,TERMINATIONS, REGULATORY ACTIONS, AND CRIMINAL DISCLOSURES. INADDITION, THE RESPONDENT FIRM FAILED TO FILE 13 FORMS U4/U5 ANDFAILED TO REPORT APPROXIMATELY 200 REPORTABLE EVENTSPURSUANT TO NASD RULE 3070. DURING THE RELEVANT PERIOD, THERESPONDENT FIRM'S SUPERVISORY SYSTEM AND PROCEDURES WERENOT REASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH ITSARTICLE V REPORTING OBLIGATIONS.







Initiated By: NASD




Docket/Case Number: CAF040095



ARTICLE V, SECTIONS 2(C) AND 3(B) OF NASD'S BY-LAWS, AND NASDRULES 2110, 3010 AND 3070 - RAYMOND JAMES FINANCIAL SERVICES, INC.("RESPONDENT FIRM") FILED 350 LATE AMENDMENTS TO FORMS U4 ANDU5, WHICH REPRESENTED APPROXIMATELY 60% OF THE REQUIREDAMENDMENTS RELATING TO REPORTABLE CUSTOMER COMPLAINTS,TERMINATIONS, REGULATORY ACTIONS, AND CRIMINAL DISCLOSURES. INADDITION, THE RESPONDENT FIRM FAILED TO FILE 13 FORMS U4/U5 ANDFAILED TO REPORT APPROXIMATELY 200 REPORTABLE EVENTSPURSUANT TO NASD RULE 3070. DURING THE RELEVANT PERIOD, THERESPONDENT FIRM'S SUPERVISORY SYSTEM AND PROCEDURES WERENOT REASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH ITSARTICLE V REPORTING OBLIGATIONS.


Resolution:


Sanction Details: WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RESPONDENT FIRMCONSENTED TO THE DESCRIBED SANCTIONS AND TO THE ENTRY OFFINDINGS, THEREFORE, IT IS CENSURED AND FINED $400,000, WHICHSHALL BE PAID WITHIN 10 DAYS OF NOTICE OF ACCEPTANCE OF THISAWC. IN ADDITION RESPONDENT FIRM SHALL COMPLY WITH THEFOLLOWING UNDERTAKINGS: (1) PROMPTLY FOLLOWING NOTICE OFACCEPTANCE OF THIS AWC, THE FIRM'S INTERNAL AUDIT DEPARTMENTOR PERSONNEL NOT DIRECTLY RESPONSIBLE FOR THE FIRM'S ARTICLE VREPORTING OBLIGATIONS AND THEIR IMMEDIATE SUPERVISORS SHALLCONDUCT AN AUDIT TO ASSESS THE EFFECTIVENESS OF ITS SYSTEM ANDPROCEDURES FOR ENSURING TIMELY FILING OF FORM U4 AND U5AMENDMENTS SUMMARIZING FINDINGS AND RECOMMENDATIONS ANDSHALL FOR THE NEXT FOUR CALENDAR QUARTERS BEGINNING FOURTHQUARTER 2004, CONDUCT A SIMILAR AUDIT AND PREPARE A SIMILARWRITTEN AUDIT REPORT. (2) NO LATER THAN 90 DAYS AFTER NOTICE OFACCEPTANCE OF THIS AWC, AN OFFICER OF THE FIRM SHALL CERTIFY INWRITING TO NASD THAT AN AUDIT WAS CONDUCTED AND THE OFFICERHAS REVIEWED THE CURRENT AUDIT REPORT. (3) NO LATER THAN 60DAYS AFTER THE DATE OF THE CURRENT AUDIT REPORT, AN OFFICERSHALL CERTIFY IN WRITING TO NASD THAT THE FIRM HAS IMPLEMENTED,OR HAS BEGUN TO IMPLEMENT, ANY RECOMMENDATIONS WITHIN ASPECIFIED TIME PERIOD. (4) NO LATER THAN 60 DAYS AFTER THE LASTDAY OF THE NEXT FOUR QUARTERS, AN OFFICER SHALL CERTIFY INWRITING TO NASD THAT AN AUDIT WAS CONDUCTED, THE CURRENT AUDITREPORT WAS REVIEWED, AND RECOMMENDATIONS IMPLEMENTED, ORBEGUN TO BE IMPLEMENTED. (5) NO LATER THAN SIX MONTHS AFTERNOTICE OF ACCEPTANCE OF THIS AWC, AN OFFICER SHALL CERTIFY INWRITING TO NASD THAT THE FIRM HAS REVIEWED ITS SYSTEM ANDPROCEDURES FOR COMPLYING WITH ITS ARTICLE V REPORTINGOBLIGATIONS AND HAS ESTABLISHED A SYSTEM AND PROCEDURESREASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH REPORTINGREQUIREMENTS SET FORTH THEREIN.


No








WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RESPONDENT FIRMCONSENTED TO THE DESCRIBED SANCTIONS AND TO THE ENTRY OFFINDINGS, THEREFORE, IT IS CENSURED AND FINED $400,000, WHICHSHALL BE PAID WITHIN 10 DAYS OF NOTICE OF ACCEPTANCE OF THISAWC. IN ADDITION RESPONDENT FIRM SHALL COMPLY WITH THEFOLLOWING UNDERTAKINGS: (1) PROMPTLY FOLLOWING NOTICE OFACCEPTANCE OF THIS AWC, THE FIRM'S INTERNAL AUDIT DEPARTMENTOR PERSONNEL NOT DIRECTLY RESPONSIBLE FOR THE FIRM'S ARTICLE VREPORTING OBLIGATIONS AND THEIR IMMEDIATE SUPERVISORS SHALLCONDUCT AN AUDIT TO ASSESS THE EFFECTIVENESS OF ITS SYSTEM ANDPROCEDURES FOR ENSURING TIMELY FILING OF FORM U4 AND U5AMENDMENTS SUMMARIZING FINDINGS AND RECOMMENDATIONS ANDSHALL FOR THE NEXT FOUR CALENDAR QUARTERS BEGINNING FOURTHQUARTER 2004, CONDUCT A SIMILAR AUDIT AND PREPARE A SIMILARWRITTEN AUDIT REPORT. (2) NO LATER THAN 90 DAYS AFTER NOTICE OFACCEPTANCE OF THIS AWC, AN OFFICER OF THE FIRM SHALL CERTIFY INWRITING TO NASD THAT AN AUDIT WAS CONDUCTED AND THE OFFICERHAS REVIEWED THE CURRENT AUDIT REPORT. (3) NO LATER THAN 60DAYS AFTER THE DATE OF THE CURRENT AUDIT REPORT, AN OFFICERSHALL CERTIFY IN WRITING TO NASD THAT THE FIRM HAS IMPLEMENTED,OR HAS BEGUN TO IMPLEMENT, ANY RECOMMENDATIONS WITHIN ASPECIFIED TIME PERIOD. (4) NO LATER THAN 60 DAYS AFTER THE LASTDAY OF THE NEXT FOUR QUARTERS, AN OFFICER SHALL CERTIFY INWRITING TO NASD THAT AN AUDIT WAS CONDUCTED, THE CURRENT AUDITREPORT WAS REVIEWED, AND RECOMMENDATIONS IMPLEMENTED, ORBEGUN TO BE IMPLEMENTED. (5) NO LATER THAN SIX MONTHS AFTERNOTICE OF ACCEPTANCE OF THIS AWC, AN OFFICER SHALL CERTIFY INWRITING TO NASD THAT THE FIRM HAS REVIEWED ITS SYSTEM ANDPROCEDURES FOR COMPLYING WITH ITS ARTICLE V REPORTINGOBLIGATIONS AND HAS ESTABLISHED A SYSTEM AND PROCEDURESREASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITH REPORTINGREQUIREMENTS SET FORTH THEREIN.









Allegations: ON JUNE 25, 2004, THE NASD ADVISED THAT IT HAS MADE A PRELIMINARYDETERMINATION TO RECOMMEND THAT DISCIPLINARY ACTION BEBROUGHT AGAINST RJFS IN CONNECTION WITH NUMEROUS LATE FILINGSOR AMENDMENTS OF FORM U-4S AND U-5S. THE APPLICABLE TIMEPERIOD IS JANUARY 1, 2002 THROUGH MARCH 5, 2004.



Resolution:










Sanction Details: FINE: $400,000.00; PAID: 12/6/04.

Disclosure 74 of 83

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Allegations: SEC ADMINISTRATIVE PROCEEDING RELEASE NO. 33-8499, SECURITIESEXCHANGE ACT 34-50476, INVESTMENT ADVISERS ACT 40-2309, DATEDSEPTEMBER 30, 2004; THE SECURITES AND EXCHANGE COMMISSIONCOMPLAINT ALLEGES THAT RAYMOND JAMES COMMITTED FRAUD BASEDON THE FRAUDULENT ACTS ONE OF ITS REGISTERED REPRESENTATIVES,AND ALSO CHARGES RAYMOND JAMES FAILING REASONABLY TOSUPERVISE. THE DIVISION ALLEGES THAT IN HIS CAPACITY AS A RAYMONDJAMES REGISTERED REPRESENTATIVE DURING 1999 AND 2000 AND ASPART OF A FRAUDULENT SCHEME, AN EMPLOYEE MADE NUMEROUSFALSE REPRESENTATIONS TO SOLICIT INVESTORS, WHO DEPOSITEDAPPROXIMATELY $44.5 MILLION IN A BROKERAGE.THE DIVISION ALSO ALLEGES THAT RAYMOND JAMES COMMITTED DIRECTVIOLATIONS OF THE ANTIFRAUD PROVISIONS OF THE FEDERALSECURITIES LAWS BASED ON ITS EMPLOEE ACTIVITIES, AND CHARGESRAYMOND JAMES WITH FAILING REASONABLY TO SUPERVISE BY FAILINGTO ESTABLISH PROCEDURES OR SYSTEMS TO IMPLEMENT EXISTINGPROCEDURES CONCERNING THE SUPERVISION OF REGISTEREDREPRESENTATIVES WHO WORKED AWAY FROM THE OFFICE, HEIGHTENEDSUPERVISION OF REGISTERED REPRESENTATIVES, MONITORING ORAUDITING OPERATING ACCOUNTS OF BRANCH OFFICES, ANDINVESTIGATION OF FUND TRANSFERS.THE DIVISION ALLEGES THAT AS A RESULT OF FIRM EMPLOYEE'SFRAUDULENT CONDUCT, RAYMOND JAMES VIOLATED SECTION 17(A) OFTHE SECURITIES ACT AND SECTION 10(B) OF THE EXCHANGE ACT ANDRULE 10B-5 THEREUNDER. THE DIVISION ALSO ALLEGES THAT RAYMONDJAMES FAILED REASONABLY TO SUPERVISE AN EMPLOYEE, A PERSONSUBJECT TO THEIR SUPERVISION, WITH A VIEW TO PREVENTING ORDETECTING VIOLATIONS OF SECTION 17(A) OF THE SECURITIES ACT ANDSECTION 10(B) OF THE EXCHANGE ACT AND RULE 10B-5 THEREUNDER.ACCORDING TO THE ORDER, RAYMOND JAMES ALSO VIOLATED SECTION17(A) OF THE EXCHANGE ACT AND RULE 17A-4 THEREUNDER BY FAILINGTO PRESERVE FOR THREE YEARS, THE FIRST TWO YEARS IN ANACCESSIBLE PLACE, ELECTRONIC MAIL COMMUNICATIONS, AND BYFAILING TO PROMPTLY FURNISH CERTAIN ELECTRONIC MAILCOMMUNICATIONS TO THE COMMISSION.








Cease and Desist


DISGORGEMENT; CIVIL PENALTIES




Other Product Type(s): UNSPECIFIED TYPE OF SECURITIES


Resolution:


Sanction Details: SEC ADM. REL. 33-8636, SEC ACT 34-52810, NOVEMBER 21, 2005;NOTICE IS GIVEN, PURSUANT TO RULE 360(E) OF THE COMMISSION'SRULES OF PRACTICE, THAT THE INITIAL DECISION OF THEADMINISTRATIVE LAW JUDGE HAS BECOME THE FINAL DECISION OF THECOMMISSION WITH RESPECT TO RAYMOND JAMES FINANCIAL SERVICES,INC. THE ORDERS CONTAINED IN THAT DECISION HEREBY DECLAREDEFFECTIVE. THE ORDERS IN THE INITIAL DECISION REQUIRED THATRAYMOND JAMES DISGORGE $5,866.25, PLUS PREJUDGMENT INTERESTFROM JANUARY 1, 2001, THROUGH THE LAST DAY OF THE MONTHPRECEDING THE MONTH IN WHICH PAYMENT IS MADE; PAY A CIVILPENALTY OF $6,900,000; FAIR FUND PURSUANT TO RULE 1100 OF THECOMMISSION'S RULES OF PRACTICE SHALL BE ESTABLISHED; THEALLEGATION THAT RAYMOND JAMES VIOLATED SECTION 17(A)(1) OF THESECURITIES EXCHANGE ACT OF 1934 AND EXCHANGE ACT RULE 17A-4 BEDISMISSED; AND THAT THE REQUEST OF THE DIVISION OF ENFORCEMENTTHAT RAYMOND JAMES BE ORDERED TO CEASE AND DESIST FROMVIOLATIONS OF SECTION 17(A) OF THE SECURITIES ACT OF 1933 ANDSECTIONS 10(B) AND 17(A) OF THE SECURITIES EXCHANGE ACT OF 1934AND EXCHANGE ACT RULES 10B-5 AND 17A-4 BE DENIED.

Regulator Statement INITIAL DECISION; PURSUANT TO SECTION 8A(E) OF THE SECURITIES ACTOF 1933, SECTION 21C(E) OF THE SECURITIES EXCHANGE ACT OF 1934,AND SECTION 203(J) OF THE INVESTMENT ADVISERS ACT OF 1940, ISORDERED THAT THE FIRM SHALL DISGORGE $5,866.25, PLUSPREJUDGMENT INTEREST; PURSUANT TO SECTION 21B OF THESECURITIES ACT OF 1934 AND SECTION 203(I) OF THE INVESTMENTADVISERS ACT OF 1940, SHALL PAY A CIVIL PENALTY OF $6,900,000.00.


No

Sanctions Ordered: Monetary/Fine $6,900,000.00Disgorgement/Restitution

Order






Regulator Statement INITIAL DECISION; PURSUANT TO SECTION 8A(E) OF THE SECURITIES ACTOF 1933, SECTION 21C(E) OF THE SECURITIES EXCHANGE ACT OF 1934,AND SECTION 203(J) OF THE INVESTMENT ADVISERS ACT OF 1940, ISORDERED THAT THE FIRM SHALL DISGORGE $5,866.25, PLUSPREJUDGMENT INTEREST; PURSUANT TO SECTION 21B OF THESECURITIES ACT OF 1934 AND SECTION 203(I) OF THE INVESTMENTADVISERS ACT OF 1940, SHALL PAY A CIVIL PENALTY OF $6,900,000.00.


Allegations: SEC ADMINISTRATIVE PROCEEDING RELEASE NO. 33-8499, SECURITIESEXCHANGE ACT 34-50476, INVESTMENT ADVISERS ACT 40-2309, DATEDSEPTEMBER 30, 2004; THE SECURITES AND EXCHANGE COMMISSIONCOMPLAINT ALLEGES THAT RAYMOND JAMES COMMITTED FRAUD BASEDON THE FRAUDULENT ACTS ONE OF ITS REGISTERED REPRESENTATIVES,AND ALSO CHARGES RAYMOND JAMES FAILING REASONABLY TOSUPERVISE. THE DIVISION ALLEGES THAT IN HIS CAPACITY AS A RAYMONDJAMES REGISTERED REPRESENTATIVE DURING 1999 AND 2000 AND ASPART OF A FRAUDULENT SCHEME, AN EMPLOYEE MADE NUMEROUSFALSE REPRESENTATIONS TO SOLICIT INVESTORS, WHO DEPOSITEDAPPROXIMATELY $44.5 MILLION IN A BROKERAGE. THE DIVISION ALSOALLEGES THAT RAYMOND JAMES COMMITTED DIRECT VIOLATIONS OFTHE ANTIFRAUD PROVISIONS OF THE FEDERAL SECURITIES LAWS BASEDON ITS EMPLOEE ACTIVITIES, AND CHARGES RAYMOND JAMES WITHFAILING REASONABLY TO SUPERVISE BY FAILING TO ESTABLISHPROCEDURES OR SYSTEMS TO IMPLEMENT EXISTING PROCEDURESCONCERNING THE SUPERVISION OF REGISTERED REPRESENTATIVESWHO WORKED AWAY FROM THE OFFICE, HEIGHTENED SUPERVISION OFREGISTERED REPRESENTATIVES, MONITORING OR AUDITING OPERATINGACCOUNTS OF BRANCH OFFICES, AND INVESTIGATION OF FUNDTRANSFERS. THE DIVISION ALLEGES THAT AS A RESULT OF FIRMEMPLOYEE'S FRAUDULENT CONDUCT, RAYMOND JAMES VIOLATEDSECTION 17(A) OF THE SECURITIES ACT AND SECTION 10(B) OF THEEXCHANGE ACT AND RULE 10B-5 THEREUNDER. THE DIVISION ALSOALLEGES THAT RAYMOND JAMES FAILED REASONABLY TO SUPERVISE ANEMPLOYEE, A PERSON SUBJECT TO THEIR SUPERVISION, WITH A VIEW TOPREVENTING OR DETECTING VIOLATIONS OF SECTION 17(A) OF THESECURITIES ACT AND SECTION 10(B) OF THE EXCHANGE ACT AND RULE10B-5 THEREUNDER. ACCORDING TO THE ORDER, RAYMOND JAMES ALSOVIOLATED SECTION 17(A) OF THE EXCHANGE ACT AND RULE 17A-4THEREUNDER BY FAILING TO PRESERVE FOR THREE YEARS, THE FIRSTTWO YEARS IN AN ACCESSIBLE PLACE, ELECTRONIC MAILCOMMUNICATIONS, AND BY FAILING TO PROMPTLY FURNISH CERTAINELECTRONIC MAIL COMMUNICATIONS TO THE COMMISSION.







Initiated By: SECURITIES AND EXCHANGE COMMISSION


Cease and Desist


DISGORGEMENT; CIVIL PENALTIES





SEC ADMINISTRATIVE PROCEEDING RELEASE NO. 33-8499, SECURITIESEXCHANGE ACT 34-50476, INVESTMENT ADVISERS ACT 40-2309, DATEDSEPTEMBER 30, 2004; THE SECURITES AND EXCHANGE COMMISSIONCOMPLAINT ALLEGES THAT RAYMOND JAMES COMMITTED FRAUD BASEDON THE FRAUDULENT ACTS ONE OF ITS REGISTERED REPRESENTATIVES,AND ALSO CHARGES RAYMOND JAMES FAILING REASONABLY TOSUPERVISE. THE DIVISION ALLEGES THAT IN HIS CAPACITY AS A RAYMONDJAMES REGISTERED REPRESENTATIVE DURING 1999 AND 2000 AND ASPART OF A FRAUDULENT SCHEME, AN EMPLOYEE MADE NUMEROUSFALSE REPRESENTATIONS TO SOLICIT INVESTORS, WHO DEPOSITEDAPPROXIMATELY $44.5 MILLION IN A BROKERAGE. THE DIVISION ALSOALLEGES THAT RAYMOND JAMES COMMITTED DIRECT VIOLATIONS OFTHE ANTIFRAUD PROVISIONS OF THE FEDERAL SECURITIES LAWS BASEDON ITS EMPLOEE ACTIVITIES, AND CHARGES RAYMOND JAMES WITHFAILING REASONABLY TO SUPERVISE BY FAILING TO ESTABLISHPROCEDURES OR SYSTEMS TO IMPLEMENT EXISTING PROCEDURESCONCERNING THE SUPERVISION OF REGISTERED REPRESENTATIVESWHO WORKED AWAY FROM THE OFFICE, HEIGHTENED SUPERVISION OFREGISTERED REPRESENTATIVES, MONITORING OR AUDITING OPERATINGACCOUNTS OF BRANCH OFFICES, AND INVESTIGATION OF FUNDTRANSFERS. THE DIVISION ALLEGES THAT AS A RESULT OF FIRMEMPLOYEE'S FRAUDULENT CONDUCT, RAYMOND JAMES VIOLATEDSECTION 17(A) OF THE SECURITIES ACT AND SECTION 10(B) OF THEEXCHANGE ACT AND RULE 10B-5 THEREUNDER. THE DIVISION ALSOALLEGES THAT RAYMOND JAMES FAILED REASONABLY TO SUPERVISE ANEMPLOYEE, A PERSON SUBJECT TO THEIR SUPERVISION, WITH A VIEW TOPREVENTING OR DETECTING VIOLATIONS OF SECTION 17(A) OF THESECURITIES ACT AND SECTION 10(B) OF THE EXCHANGE ACT AND RULE10B-5 THEREUNDER. ACCORDING TO THE ORDER, RAYMOND JAMES ALSOVIOLATED SECTION 17(A) OF THE EXCHANGE ACT AND RULE 17A-4THEREUNDER BY FAILING TO PRESERVE FOR THREE YEARS, THE FIRSTTWO YEARS IN AN ACCESSIBLE PLACE, ELECTRONIC MAILCOMMUNICATIONS, AND BY FAILING TO PROMPTLY FURNISH CERTAINELECTRONIC MAIL COMMUNICATIONS TO THE COMMISSION.


Resolution:


Sanction Details: EXCHANGE ACT OF 1934, AND SECTION 203(J) OF THE INVESTMENTADVISERS ACT OF 1940, IS ORDERED THAT THE FIRM SHALL DISGORGE$5,866.25, PLUS PREJUDGMENT INTEREST; PURSUANT TO SECTION 21BOF THE SECURITIES ACT OF 1934 AND SECTION 203(I) OF THEINVESTMENT ADVISERS ACT OF 1940, SHALL PAY A CIVIL PENALTY OF$6,900,000.00.

Firm Statement THE ADMINISTRATIVE LAW JUDGE DENIED THE COMMISSION'S REQUESTFOR A CEASE AND DESIST ORDER. THE JUDGE FURTHER REFUSED TOORDER AN INDEPENDENT CONSULTANT TO REVIEW COMPLIANCE ANDSUPERVISORY PROCEDURES. THE COMMISSION'S REQUEST FOR AMORATORIUM ON RECRUITING OF FINANCIAL ADVISORS AND OPENING OFNEW BRANCH OFFICES WAS LIKEWISE DENIED. ALL CHARGES RELATEDTO PRESERVATION OF EMAIL WERE DISMISSED. WHILE THE COMMISSIONSOUGHT UP TO $31 MILLION IN DISGORGEMENT, THE JUDGE REDUCEDTHAT AMOUNT TO $5,866.25.

Sanctions Ordered: Monetary/Fine $6,900,000.00Disgorgement/Restitution

Decision

Disclosure 75 of 83

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Allegations: NASD RULE 2110 - RESPONDENT MEMBER SOLD SHARES ISSUED BYMUTUAL FUNDS WITHOUT PROVIDING CERTAIN CUSTOMERS WITHBREAKPOINT DISCOUNTS DESCRIBED IN THE PROSPECTUSES OF THEFUNDS; FAILED TO GIVE ITS CUSTOMERS BREAKPOINT DISCOUNTS IN31.78% OF ELIGIBLE MUTUAL FUND TRANSACTIONS IN 2001 AND 2002 THATRESULTED IN MISSED BREAKPOINTS THAT WOULD HAVE REDUCEDCUSTOMERS' CHARGES BY AT LEAST $2.5 MILLION ON THEIR PURCHASESOF MUTUAL FUND SHARES WITH FRONT-END LOADS DURING THERELEVANT PERIOD.







Initiated By: NASD







NASD RULE 2110 - RESPONDENT MEMBER SOLD SHARES ISSUED BYMUTUAL FUNDS WITHOUT PROVIDING CERTAIN CUSTOMERS WITHBREAKPOINT DISCOUNTS DESCRIBED IN THE PROSPECTUSES OF THEFUNDS; FAILED TO GIVE ITS CUSTOMERS BREAKPOINT DISCOUNTS IN31.78% OF ELIGIBLE MUTUAL FUND TRANSACTIONS IN 2001 AND 2002 THATRESULTED IN MISSED BREAKPOINTS THAT WOULD HAVE REDUCEDCUSTOMERS' CHARGES BY AT LEAST $2.5 MILLION ON THEIR PURCHASESOF MUTUAL FUND SHARES WITH FRONT-END LOADS DURING THERELEVANT PERIOD.


Resolution:

Other Sanctions Ordered: UNDERTAKINGS.

Sanction Details: WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RESPONDENT FIRMCONSENTED TO THE DESCRIBED SANCTIONS AND TO THE ENTRY OFFINDINGS; THEREFORE, THE FIRM IS CENSURED, FINED $2,595,129, OFWHICH ONE HALF SHALL BE PAID TO NASD AND ONE HALF SHALL BE PAIDTO THE U.S. TREASURY PURSUANT TO RELATED SEC PROCEEDINGSBEING INSTITUTED AGAINST RESPONDENT ON THIS DATE, AND REQUIREDTO PROVIDE WRITTEN NOTIFICATION TO EACH CUSTOMER WHOPURCHASED FRONT-END LOAD MUTUAL FUNDS THROUGH THE FIRMFROM JANUARY 1, 1999 THROUGH NOVEMBER 3, 2003 THAT THE FIRMEXPERIENCED A PROBLEM DELIVERING BREAKPOINT DISCOUNTS ANDTHAT AS A RESULT, THE CUSTOMER MAY BE ENTITLED TO A REFUND;PERFORM A TRADE-BY-TRADE ANALYSIS OF ALL FRONT-END LOADMUTUAL FUND PURCHASES OF $2,500 OR MORE AND ALL OVERCHARGESIDENTIFIED REFUNDED BY MARCH 31, 2004; PROVIDE REFUNDS TO ALLCUSTOMERS WHO DID NOT RECEIVE ALL APPLICABLE BREAKPOINTDISCOUNTS AS DESCRIBED IN NTM 03-47; PROVIDE NASD A REPORT ONRESPONDENT'S REFUND PROGRAM BY 4/16/04; AND NOT LATER THAN SIXMONTHS AFTER THE DATE OF THIS ORDER, RESPONDENT'S CHIEFEXECUTIVE OFFICER SHALL CERTIFY IN WRITING TO NASD THATRESPONDENT HAS IMPLEMENTED PROCEDURES AND A SYSTEM FORAPPLYING SUCH PROCEDURES THAT CAN REASONABLY BE EXPECTED TOPREVENT AND DETECT FAILURES TO PROVIDE BREAKPOINT DISCOUNTSFOR WHICH CUSTOMERS ARE ELIGIBLE ON PURCHASES OF FRONT-ENDLOAD MUTUAL FUNDS.


No








WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RESPONDENT FIRMCONSENTED TO THE DESCRIBED SANCTIONS AND TO THE ENTRY OFFINDINGS; THEREFORE, THE FIRM IS CENSURED, FINED $2,595,129, OFWHICH ONE HALF SHALL BE PAID TO NASD AND ONE HALF SHALL BE PAIDTO THE U.S. TREASURY PURSUANT TO RELATED SEC PROCEEDINGSBEING INSTITUTED AGAINST RESPONDENT ON THIS DATE, AND REQUIREDTO PROVIDE WRITTEN NOTIFICATION TO EACH CUSTOMER WHOPURCHASED FRONT-END LOAD MUTUAL FUNDS THROUGH THE FIRMFROM JANUARY 1, 1999 THROUGH NOVEMBER 3, 2003 THAT THE FIRMEXPERIENCED A PROBLEM DELIVERING BREAKPOINT DISCOUNTS ANDTHAT AS A RESULT, THE CUSTOMER MAY BE ENTITLED TO A REFUND;PERFORM A TRADE-BY-TRADE ANALYSIS OF ALL FRONT-END LOADMUTUAL FUND PURCHASES OF $2,500 OR MORE AND ALL OVERCHARGESIDENTIFIED REFUNDED BY MARCH 31, 2004; PROVIDE REFUNDS TO ALLCUSTOMERS WHO DID NOT RECEIVE ALL APPLICABLE BREAKPOINTDISCOUNTS AS DESCRIBED IN NTM 03-47; PROVIDE NASD A REPORT ONRESPONDENT'S REFUND PROGRAM BY 4/16/04; AND NOT LATER THAN SIXMONTHS AFTER THE DATE OF THIS ORDER, RESPONDENT'S CHIEFEXECUTIVE OFFICER SHALL CERTIFY IN WRITING TO NASD THATRESPONDENT HAS IMPLEMENTED PROCEDURES AND A SYSTEM FORAPPLYING SUCH PROCEDURES THAT CAN REASONABLY BE EXPECTED TOPREVENT AND DETECT FAILURES TO PROVIDE BREAKPOINT DISCOUNTSFOR WHICH CUSTOMERS ARE ELIGIBLE ON PURCHASES OF FRONT-ENDLOAD MUTUAL FUNDS.


Initiated By: NATIONAL ASSOCIATION OF SECURITIES DEALERS




CENSURE; DISGORGEMENT; UNDERTAKING


Docket/Case Number: CAF 040006



Allegations: DURING 2001 AND 2002, RESPONDENT SOLD SHARES ISSUED BY MUTUALFUNDS WITHOUT PROVIDING CERTAIN CUSTOMERS WITH THEREDUCTION IN THE FRONT-END LOADS, OR SALES CHARGES, ALSOKNOWN AS "BREAKPOINT" DISCOUNTS, DESCRIBED IN THEPROSPECTUSES OF THE FUNDS.



Resolution:


Sanction Details: FINED $1,297,564.50; PAID 2/20/2004

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, RESPONDENT FIRMCONSENTED TO THE DESCRIBED SANCTIONS AND TO THE ENTRY OFFINDINGS; THEREFORE, THE FIRM IS CENSURED, FINED $2,595,129, ANDREQUIRED TO PROVIDE WRITTEN NOTIFICATION TO EACH CUSTOMERWHO PURCHASED FRONT-END LOAD MUTUAL FUNDS THROUGH THE FIRMFROM JANUARY 1, 1999 THROUGH NOVEMBER 3, 2003 THAT THE FIRMEXPERIENCED A PROBLEM DELIVERING BREAKPOINT DISCOUNTS ANDTHAT AS A RESULT, THE CUSTOMER MAY BE ENTITLED TO A REFUND;PERFORM A TRADE-BY-TRADE ANALYSIS OF ALL FRONT-END LOADMUTUAL FUND PURCHASES OF $2,500 OR MORE AND ALL OVERCHARGESIDENTIFIED REFUNDED BY MARCH 31, 2004; PROVIDE REFUNDS TO ALLCUSTOMERS WHO DID NOT RECEIVE ALL APPLICABLE BREAKPOINTDISCOUNTS AS DESCRIBED IN NTM 03-47; PROVIDE NASD A REPORT ONRESPONDENT'S REFUND PROGRAM BY 4/16/04; AND NOT LATER THAN SIXMONTHS AFTER THE DATE OF THIS ORDER, RESPONDENT'S CHIEFEXECUTIVE OFFICER SHALL CERTIFY IN WRITING TO NASD THATRESPONDENT HAS IMPLEMENTED PROCEDURES AND A SYSTEM FORAPPLYING SUCH PROCEDURES THAT CAN REASONABLY BE EXPECTED TOPREVENT AND DETECT FAILURES TO PROVIDE BREAKPOINT DISCOUNTSFOR WHICH CUSTOMERS ARE ELIGIBLE ON PURCHASES OF FRONT-ENDLOAD MUTUAL FUNDS.









Disclosure 76 of 83

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Docket/Case Number: SEC ADMIN FILE NO. 3-11404/REL 33-8374



Allegations: SEC ADMIN PROCEEDING FILE NO. 3-11404, RELS 33-8374, 34-49234, DATEDFEBRUARY 12, 2004 - THE SECURITIES AND EXCHANGE COMMISSION("COMMISSION") DEEMS IT APPROPRIATE AND IN THE PUBLIC INTERESTTHAT PUBLIC ADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDINGSBE, AND HEREBY ARE, INSTITUTED PURSUANT TO SECTION 8A OF THESECURITIES ACT OF 1933 ("SECURITIES ACT") AND SECTION 15(B)(4) OFTHE SECURITIES EXCHANGE ACT OF 1934 ("EXCHANGE ACT") AGAINSTRAYMOND JAMES FINANCIAL SERVICES, INC. ("RESPONDENT"). INANTICIPATION OF THE INSTITUTION OF THESE PROCEEDINGS,RESPONDENT HAS SUBMITTED AN OFFER OF SETTLEMENT (THE "OFFER")WHICH THE COMMISSION HAS DETERMINED TO ACCEPT.








Cease and Desist




Resolution:


Sanction Details: IT IS HEREBY ORDERED: PURSUANT TO SECTION 15(B)(4) OF THEEXCHANGE ACT, THAT RESPONDENT IS CENSURED; PURSUANT TOSECTION 8A OF THE SECURITIES ACT, THAT RESPONDENT SHALL CEASEAND DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANYFUTURE VIOLATIONS OF SECTION 17(A)(2) OF THE SECURITIES ACT;WITHIN 10 DAYS OF THE ENTRY OF THIS ORDER, RESPONDENT SHALL PAYA CIVIL MONEY PENALTY IN THE AMOUNT OF $1,297,564 TO THE UNITEDSTATES TREASURY. RESPONDENT SHALL PAY DISGORGEMENT ANDPREJUDGMENT INTEREST, WHICH OBLIGATION SHALL BE SATISFIED BYCOMPLIANCE WITH THE CUSTOMER REFUND PROGRAM SUMMARIZED INTHE ORDER, AND MORE FULLY SET FORTH IN NASD'S RELATED ORDER;AND NOT LATER THAN 6 MONTHS AFTER THE DATE OF THIS ORDER,UNLESS OTHERWISE EXTENDED BY THE STAFF OF THE COMMISSION FORGOOD CAUSE SHOWN, RESPONDENT'S CHIEF EXECUTIVE OFFICER SHALLCERTIFY IN WRITING TO THE STAFF OF THE COMMISSION THATRESPONDENT HAS IMPLEMENTED PROCEDURES, AND A SYSTEM FORAPPLYING SUCH PROCEDURES, THAT CAN REASONABLY BE EXPECTED TOPREVENT AND DETECT FAILURES BY RESPONDENT TO PROVIDEAPPROPRIATE BREAKPOINT DISCOUNTS FOR WHICH CUSTOMERS AREELIGIBLE ON PURCHASES OF FRONT-END LOAD MUTUAL FUNDS, BASEDON INFORMATION REASONABLY ASCERTAINABLE BY RESPONDENT.

Regulator Statement DURING 2001 AND 2002 (THE "RELEVANT PERIOD"), RESPONDENT SOLDSHARES ISSUED BY MUTUAL FUNDS WITHOUT PROVIDING CERTAINCUSTOMERS WITH THE REDUCTIONS IN FRONT-END LOADS, OR SALESCHARGES, ALSO KNOWN AS "BREAKPOINT" DISCOUNTS, DESCRIBED INTHE PROSPECTUSES OF THE FUNDS. ACCORDING TO DATA SUBMITTEDTO NASD BY RESPONDENT, RESPONDENT IS ESTIMATED TO HAVE FAILEDTO GIVE CERTAIN CUSTOMERS BREAKPOINT DISCOUNTS TOTALINGAPPROXIMATELY $2,595,129 DURING THE RELEVANT PERIOD. BY FAILINGTO DISCLOSE TO CERTAIN CUSTOMERS THAT THEY WERE NOT RECEIVINGTHE BENEFIT OF APPLICABLE BREAKPOINT DISCOUNTS, RESPONDENTVIOLATED SECTION 17(A)(2) OF THE SECURITIES ACT.


No


Order






Regulator Statement DURING 2001 AND 2002 (THE "RELEVANT PERIOD"), RESPONDENT SOLDSHARES ISSUED BY MUTUAL FUNDS WITHOUT PROVIDING CERTAINCUSTOMERS WITH THE REDUCTIONS IN FRONT-END LOADS, OR SALESCHARGES, ALSO KNOWN AS "BREAKPOINT" DISCOUNTS, DESCRIBED INTHE PROSPECTUSES OF THE FUNDS. ACCORDING TO DATA SUBMITTEDTO NASD BY RESPONDENT, RESPONDENT IS ESTIMATED TO HAVE FAILEDTO GIVE CERTAIN CUSTOMERS BREAKPOINT DISCOUNTS TOTALINGAPPROXIMATELY $2,595,129 DURING THE RELEVANT PERIOD. BY FAILINGTO DISCLOSE TO CERTAIN CUSTOMERS THAT THEY WERE NOT RECEIVINGTHE BENEFIT OF APPLICABLE BREAKPOINT DISCOUNTS, RESPONDENTVIOLATED SECTION 17(A)(2) OF THE SECURITIES ACT.


Initiated By: SECURITIES AND EXCHANGE COMMISSION




CEASE AND DESIST; CENSURE; DISGORGEMENT; UNDERTAKING





Allegations: DURING 2001 AND 2002, RESPONDEANT SOLD SHARES ISSUED BYMUTUAL FUNDS WITHOUT PROVIDING CERTAIN CUSTOMERS WITH THEREDUCTION IN THE FRONT-END LOADS, OR SALES CHARGES, ALSOKNOWN AS "BREAKPOINT" DISCOUNTS, DESCRIBED IN THEPROSPECTUSES OF THE FUNDS.



Resolution:


Sanction Details: FINED $1,297,564.00; PAID 2/20/2004



Decision & Order of Offer of Settlement







Disclosure 77 of 83

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Allegations: NASD RULES 2110, 3070 - WITHOUT ADMITTING OR DENYING THEALLEGATIONS, THE RESPONDENT MEMBER CONSENTED TO THE ENTRYOF FINDINGS THAT IT FAILED TO REPORT STATISTICAL AND SUMMARYINFORMATION CONCERNING CUSTOMER COMPLAINTS IT RECEIVED.


Resolution: Acceptance, Waiver & Consent(AWC)201©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.






Resolution:


Sanction Details: CENSURED AND FINED $10,000






Censure


FINE $10,000.





Allegations: NASD RULES 2110, 3070 - WITHOUT ADMITTING OR DENYING THEALLEGATIONS, THE RESPONDENT MEMBER CONSENTED TO THE ENTRYOF FINDINGS THAT IT FAILED TO REPORT STATISTICAL AND SUMMARYINFORMATION CONCERNING CUSTOMER COMPLAINTS IT RECEIVED.



Resolution:


Sanction Details: CENSURE & FINE $10,000. PAID AUGUST 26, 2002

Firm Statement CENSURED AND FINED $10,000.



Disclosure 78 of 83

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Initiated By: MARYLAND DIVISION OF SECURITIES


Other


FINE





Other Product Type(s): STOCK

Allegations: FAILURE TO REASONABLY SUPERVISE FORMER REPRESENTATIVEROUBEN M. HALIMA WITH RESPECT TO BROKERAGE ACCOUNT OF ASPECIFIC CUSTOMER.



Resolution:


Sanction Details: RESPONDENT SHALL CONTINUE TO MAINTAIN AND SHALL ENFORCEPOLICIES DESIGNED TO SUPERVISE REPRESENTATIVES AND TO HIREREPRESENTATIVES WITH REPUTABLE BACKGROUNDS

Regulator Statement THE DIVISION ALLEGED THAT RESPONDENT'S REPRESENTATIVEEXCESSIVELY TRADED A CUSTOMER'S ACCOUNT, EARNING COMMISSIONSIN EXCESS OF $80,000 OVER AN APPROXIMATE 2-YEAR PERIOD.




Initiated By: STATE OF MARYLAND



Allegations: INVESTIGATION INTO SUPERVISORY ACTIVITIES OVER FORMERREGISTERED REPRESENTATIVE.








Censure





Resolution:


Sanction Details: $7,000. PAID 7/24/02


Consent

Disclosure 79 of 83

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Initiated By: STATE OF VA







Allegations: THE COMMONWEALTH OF VIRGINIA ALLEGES RJFS AND REP JOHN AMICKARE IN VIOLATION OF VIRGINIA SECURITIES ACT RULE 21.



Resolution:


Sanction Details: RECEIVED NOTIFICATION FROM THE STATE OF COMMONWEALTH OFVIRGINIA BY LETTER DATED 04/16/2008. NO FURTHER ACTION BY THEDIVISION IS WARRANTED AT THIS TIME.

Sanctions Ordered:

Other






Sanction Details: RECEIVED NOTIFICATION FROM THE STATE OF COMMONWEALTH OFVIRGINIA BY LETTER DATED 04/16/2008. NO FURTHER ACTION BY THEDIVISION IS WARRANTED AT THIS TIME.

Firm Statement RECEIVED NOTIFICATION FROM THE STATE OF COMMONWEALTH OFVIRGINIA BY LETTER DATED 04/16/2008. NO FURTHER ACTION BY THEDIVISION IS WARRANTED AT THIS TIME.

Disclosure 80 of 83

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Initiated By: STATE OF NORTH DAKOTA


Other



Docket/Case Number:

Principal Product Type: Debt - Corporate


Allegations: THE STATE OF NORTH DAKOTA ALLEGED THAT FIRM OFFEREDINVESTMENTS IN ROYAL CROWN CORP. BONDS TO RESIDENTS OF NDWHILE INVESTMENTS WERE NOT REGISTERED OR EXEMPT UNDER NDLAW.



Resolution:


Sanction Details: $2,000. FINE PAID TO STATE OF NORTH DAKOTA RECEIPT ISSUED ON7/15/97.

Firm Statement CONSENT ORDER FROM STATE OF NORTH DAKOTA AND $2,000. FINE.


Order

Disclosure 81 of 83

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Initiated By: VIRGINIA - STATE CORPORATION COMMISSIONDIVISION OF SECURITIES




Docket/Case Number: SEC980038


Principal Product Type:


Allegations: INVESTMENT MANAGEMENT & RESEARCH, INC., INVIOLATION OF SECTION 13.1-504C OF THE CODE OF VIRGINIA,EMPLOYED FREDERICK SCOTT VALPEY AS AN UNREGISTEREDINVESTMENTADVISOR REPRESENTATIVE.



Resolution:


Sanction Details: THE FIRM WAS ASSESSED A PENALTY IN THE AMOUNT OF$1,000 AND WAS CHARGED FOR COSTS OF INVESTIGATION IN THEAMOUNTOF $85.00.

Regulator Statement CONTACT: SEAN A. ABBOTT, INVESTMENT ADVISOREXAMINER, 804-371-9528.


Decision


Initiated By: COMMONWEALTH OF VIRGINIA, DIV. OF SECURITIES


Allegations: THAT AN INVESTMENT ADVISOR REPRESENTATIVE WAS NOT LICENSED INTHE STATE OF VIRGINIA








Other


PAY COSTS OF THE COMMISSION'S INVESTIGATION.


Docket/Case Number: SEC 980038




Resolution:

Other Sanctions Ordered: REIMBURSE COSTS - $85.00

Sanction Details: FULL AMOUNT, $1,085.OO PAID TO COMMONWEALTH ON JUNE 23, 1998.

Firm Statement WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, INVESTMENTMANAGEMENT & RESARCH, INC. (NOW RAYMOND JAMES FINANCIALSERVICES, INC.) PAID $1,000. FINE PLUS $85. TO REIMBURSE THECOMMISSION FOR THE COST OF INVESTIGATION.


Settled

Disclosure 82 of 83

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Docket/Case Number: C3B940028

Allegations: ALLEGING VIOLATIONS OF ARTICLE III, SECTIONS 1, 2, AND 27 OFTHERULES OF FAIR PRACTICE THAT KRULL RECOMMENDED PURCHASE ANDREDEMPTION OF MUTUAL FUND SHARES IN 10ACCOUNTS OF EIGHTPUBLIC CUSTOMERS WITHOUT REASONABLEGROUNDS THATTRANSACTIONS WERE SUITABLE FOR CUSTOMERS IN VIEW OF ITSFREQUENCY, INVESTMENT BE REDEEMED OR PURCHASED ANDCUSTOMERS' FINANCIAL SITUATIONS,CIRCUMSTANCES, AND NEEDS; ANDIN CONNECTION WITH ABOVE-REFERENCED ACTIVITY, MEMBER ACTINGTHROUGH GREENE AND DIGIROLAMO, FAILED TO ENSURE KRULL'S SALESACTIVITIES WERE ADEQUATELY REVIEWED AND MONITORED TO ENSURESALES ACTIVITIES WERE NOT IN CONTRAVENTION OF NASD'S RULES OFFAIR PRACTICE.












Resolution:


Sanction Details: FINED,CENSURED AND SUSPENDED.

Regulator Statement [TOP]COMPLAINT NO. C3B940028 FILED12/ 21/ 94 BY DISTRICT NO.3AGAINST INVESTMENT MANAGEMENT & RESEARCH, MILTONANTHONYGREENE, KENNETH CRAIG KRULL AND MICHAEL JOHNDIGIROLAMOALLEGING VIOLATIONS OF ARTICLE III, SECTIONS 1, 2, AND 27OFTHE RULES OF FAIR PRACTICE THAT KRULL RECOMMENDEDPURCHASE AND REDEMPTION OF MUTUAL FUND SHARES IN 10ACCOUNTSOF EIGHT PUBLIC CUSTOMERS WITHOUT REASONABLEGROUNDS THATTRANSACTIONS WERE SUITABLE FOR CUSTOMERS IN VIEW OF ITS FREQUENCY, INVESTMENT BE REDEEMEDOR PURCHASED AND CUSTOMERS' FINANCIALSITUATIONS,CIRCUMSTANCES, AND NEEDS; AND IN CONNECTION WITHABOVE-REFERENCED ACTIVITY, MEMBER ACTING THROUGH GREENE ANDDIGIROLAMO, FAILED TO ENSURE KRULL'S SALES ACTIVITIES WEREADEQUATELY REVIEWED AND MONITORED TO ENSURE SALES ACTIVITIESWERE NOT IN CONTRAVENTION OF NASD'S RULES OF FAIR PRACTICE;AND FAILEDTO HAVE IN PLACE ADEQUATE WRITTEN OR UNWRITTENSUPERVISORYPROCEDURES AND/OR SYSTEMS GOVERNING REVIEW ANDENDORSEMENTBY REGISERED PRINCIPAL IN WRITING ON AN INTERNALRECORD ALLTRANSACTIONS PERTAINING TOTHE SOLICITATION ANDEXECUTION OF ANY SECURITIES TRANSACTIONS,INCLUDINGPROCEDURES DESIGNED TO PREVENT AND DETECT SWITCHING ANDSHORT TERM TRADING OF MUTUAL FUNDS BY REGISTEREDPERSONSINCLUDING ITS OSJ GENERAL PRINCIPALS. DECISIONRENDERED 2/ 8/ 96 WHEREIN RESPONDENT IS CENSURED ANDFINED$10,000; KRULL IS CENSURED, FINED $50,000,SUSPENDED FROMASSOCIATION WITH ANY NASD MEMBER IN ANY CAPACITYFOR 90 DAYS,BARRED FROM ASSOCIATION WITH NASD MEMBER IN PRINCIPALCAPACITY, REQUIRED TO REQUALIFY BYEXAMINATION ANDRESPONDENTSAND KRULL ASSESSED HEARING COSTS FOR $4,922.50, JOINTLY ANDSEVERALLY. DECISION SERVE AS LETTER THAT EVIDENCE IN RECORD DIDNOT SUPPORT FINDING THAT RESPONDENTS WERE RESPONSIBLE FORSUPERVISORY FAILURES. NO FURTHER ACTION, DECISION 8/ 25/ 97. 8/ 25/97 - DECISION FINAL$14,922.50 FULLY PAID AS OF 11/24/97, INVOICE #97-3B-798

Sanctions Ordered: CensureMonetary/Fine $10,000.00Disgorgement/RestitutionSuspension

Decision






[TOP]COMPLAINT NO. C3B940028 FILED12/ 21/ 94 BY DISTRICT NO.3AGAINST INVESTMENT MANAGEMENT & RESEARCH, MILTONANTHONYGREENE, KENNETH CRAIG KRULL AND MICHAEL JOHNDIGIROLAMOALLEGING VIOLATIONS OF ARTICLE III, SECTIONS 1, 2, AND 27OFTHE RULES OF FAIR PRACTICE THAT KRULL RECOMMENDEDPURCHASE AND REDEMPTION OF MUTUAL FUND SHARES IN 10ACCOUNTSOF EIGHT PUBLIC CUSTOMERS WITHOUT REASONABLEGROUNDS THATTRANSACTIONS WERE SUITABLE FOR CUSTOMERS IN VIEW OF ITS FREQUENCY, INVESTMENT BE REDEEMEDOR PURCHASED AND CUSTOMERS' FINANCIALSITUATIONS,CIRCUMSTANCES, AND NEEDS; AND IN CONNECTION WITHABOVE-REFERENCED ACTIVITY, MEMBER ACTING THROUGH GREENE ANDDIGIROLAMO, FAILED TO ENSURE KRULL'S SALES ACTIVITIES WEREADEQUATELY REVIEWED AND MONITORED TO ENSURE SALES ACTIVITIESWERE NOT IN CONTRAVENTION OF NASD'S RULES OF FAIR PRACTICE;AND FAILEDTO HAVE IN PLACE ADEQUATE WRITTEN OR UNWRITTENSUPERVISORYPROCEDURES AND/OR SYSTEMS GOVERNING REVIEW ANDENDORSEMENTBY REGISERED PRINCIPAL IN WRITING ON AN INTERNALRECORD ALLTRANSACTIONS PERTAINING TOTHE SOLICITATION ANDEXECUTION OF ANY SECURITIES TRANSACTIONS,INCLUDINGPROCEDURES DESIGNED TO PREVENT AND DETECT SWITCHING ANDSHORT TERM TRADING OF MUTUAL FUNDS BY REGISTEREDPERSONSINCLUDING ITS OSJ GENERAL PRINCIPALS. DECISIONRENDERED 2/ 8/ 96 WHEREIN RESPONDENT IS CENSURED ANDFINED$10,000; KRULL IS CENSURED, FINED $50,000,SUSPENDED FROMASSOCIATION WITH ANY NASD MEMBER IN ANY CAPACITYFOR 90 DAYS,BARRED FROM ASSOCIATION WITH NASD MEMBER IN PRINCIPALCAPACITY, REQUIRED TO REQUALIFY BYEXAMINATION ANDRESPONDENTSAND KRULL ASSESSED HEARING COSTS FOR $4,922.50, JOINTLY ANDSEVERALLY. DECISION SERVE AS LETTER THAT EVIDENCE IN RECORD DIDNOT SUPPORT FINDING THAT RESPONDENTS WERE RESPONSIBLE FORSUPERVISORY FAILURES. NO FURTHER ACTION, DECISION 8/ 25/ 97. 8/ 25/97 - DECISION FINAL$14,922.50 FULLY PAID AS OF 11/24/97, INVOICE #97-3B-798


Initiated By: NASDR


Censure


$10,000 FINE;ORDER TO REPAY $42,785.21 IN COMMISSIONS TOCUSTOMERS


Docket/Case Number: C3B940028



Allegations: DBCC ALLEGED VIOLATIONS OF ARTICLE III,SECTIONS 1 & 27 OF THE NASDRULES OF FAIR PRACTICE THAT INVESTMENT MANAGEMENT &RESEARCH, INC. (NOW RAYMOND JAMES FINANCIAL SERVICES, INC.)FAILED TO ENSURE A REGISTERED REPRESENTATIVE'S ACTIVITIES WEREADEQUATELY REVIEWED AND MONITORED AND FAILED TO HAVEADEQUARE SUPERVISORY PROCEDURES GOVERNING THE REVIEW ANDENDORSEMENT OF TRANSACTIONS OF ITS REGISTEREDREPRESENTATIVES.



Resolution:


Sanction Details: $10,000. FINE PAID BY INVESTMENT MANAGEMENT & RESEARCH, INC.(NOW RAYMOND JAMES FINANCIAL SERVICES, INC.) TO NASD ON 09/16/97.$42,785.21 IN COMMISSIONS PAID BY INVESTMENT MANAGEMENT &RESEARCH, INC. (NOW RAYMOND JAMES FINANCIAL SERVICES, INC.) TOCUSTOMERS ON 09/16/97.


Decision






$10,000. FINE PAID BY INVESTMENT MANAGEMENT & RESEARCH, INC.(NOW RAYMOND JAMES FINANCIAL SERVICES, INC.) TO NASD ON 09/16/97.$42,785.21 IN COMMISSIONS PAID BY INVESTMENT MANAGEMENT &RESEARCH, INC. (NOW RAYMOND JAMES FINANCIAL SERVICES, INC.) TOCUSTOMERS ON 09/16/97.

Firm Statement THE NATIONAL BUSINESS CONDUCT COMMITTEE FOUND THAT IM&R'SSUPERVISORY PROCEDURES WERE NOT REASONABLY DESIGNED TODETECT MUTUAL FUND SWITCHING IN AN INDIVIDUAL BRANCH OFFICE.THE FIRM WAS CENSURED, FINED, AND ORDERED TO REPAYCOMMISSIONS.

Disclosure 83 of 83

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Initiated By: MASSACHUSETTS SECURITIES DIVISION




Docket/Case Number: 92-007-E


Principal Product Type:


Allegations: IN THE ADMINISTRATIVE COMPLAINT DATED JANUARY28, 1994, THE MASSACHUSETTS SECURITIES DIVISION (MSD) ALLEGEDTHAT CYPRESS EQUIPMENT FUND, RAYMOND JAMES & ASSOCIATES,INVESTMENT MANAGEMENT & RESEARCH, ROBERT THOMAS SECURITIES,WILLIAM HAAS AND STEPHEN COOK SOLD UNREGISTERED NON-EXEMPTSECURITIES OF THE FUND IN VIOLATION OF M.G.L. c.110A SECTION301. THE MSD ALSO ALLEGED THAT RESPONDENTS VIOLATED M.G.L.c.110A SECTION 101 BY FAILING TO DISCLOSE THE SECURITIES' LACKOF REGISTRATION, THAT RESPONDENTS ENGAGED IN DISHONEST ANDUNETHICAL PRACTICES, AND THAT RJA, IM&R AND ROBERT THOMASFAILED TO REASONABLY SUPERVISE THEIR AGENTS.



Resolution:


Consent







Sanction Details: ON NOVEMBER 22, 1994 RESPONDENTS ENTERED INTO ACONSENT ORDER WITHOUT ADMITTING OR DENYING FINDINGS OF FACTSORCONCLUSIONS OF LAW. RESPONDENT UNDERTOOK THE FOLLOWING:THATTHEY DISCLOSED ALL OFFER AND SALES OF THE FUND IN THECOMMONWEALTH; THAT THE FUND, RJA, IM&R AND ROBERT THOMASDISCLOSED ALL DISCIPLINARY ACTIONS AGAINST THEM REQUIRED TO BEDISCLOSED; RJA, IM&R, AND ROBERT THOMAS WILL REVISE THEIRCOMPLAINCE MANUALS TO REQUIRE AGENTS WHO TRANSACT BUSINESSINSECURITIES IN THE COMMONWELATH TO COMPLY WITH THE ACT; THEFUNDWILL OFFER RESCISSION TO ALL MASSACHUSETTS INVESTORS IN THEFUND; THE FUND, RJA, IM&R AND ROBERT THOMAS WILL IMPLEMENT ANDMAINTAIN PROCEDURES DESIGNED TO ENSURE COMPLIANCE WITH THEACT;THE FUND, RJA, IM&R AND ROBERT THOMAS WILL COMPLY WITH ALLPROVISION OF THE ACT. THE ORDER IMPOSED SANCTIONS OF A $5,000FINE EACH UPON BY THE FUND, RJA, IM&R AND ROBERT THOMAS;DISGORGEMENT OF COMMISSIONS BY THE FUND, RJA, IM&R AND ROBERTTHOMAS; AND A BAR UPON THE FUND FROM UTILIZING EXEMPTIONSECTION 402 (b)(9) FOR FIVE YEARS. NO SANCTIONS WERE IMPOSEDUPON HAAS OR COOK.

Regulator Statement Not Provided

Monetary/Fine $5,000.00Disgorgement/Restitution


Initiated By: COMMONWEALTH OF MA, ENFORCEMENT SECTION OF THE SECURITIESDIV.


Docket/Case Number: 92-007-E

Principal Product Type: Investment Contract(s)


Allegations: COMPLIANT ALLEGED THAT RESPONDENTS SOLD SECURITIES OFCYPRESS EQUIPMENT FUND NOT REGISTERED OR EXEMPT FROMREGISTRATION WITHIN THE COMMONWEALTH IN VIOLATION OF M.G.L.301AFTER WITHDRAWING THE SECURITIES FROM THE REGISTRATIONPROCESS.








Disgorgement




Resolution:


Sanction Details: EACH BROKER/DEALER PAID A FINE OF $5,000 TO THE COMMONWEALTHAND DISGORGED ALL COMMISSIONS OBTAINED AS THE RESULT OF THESALE.

Firm Statement WITHOUT ADMITTING OR DENYING LIABILITY, AGREED TO OFFER ARESCISSION TO THE THREE CUSTOMERS.


Settled






Arbitration Award - Award / Judgment

Brokerage firms are not required to report arbitration claims filed against them by customers; however, BrokerCheckprovides summary information regarding FINRA arbitration awards involving securities and commodities disputesbetween public customers and registered securities firms in this section of the report. The full text of arbitration awards issued by FINRA is available at www.finra.org/awardsonline.

Disclosure 1 of 75


Type of Event: ARBITRATION

Arbitration Forum:

Case Initiated:

Case Number:

Allegations:

Disputed Product Type:

Sum of All Relief Requested:

Disposition:

Disposition Date:

Sum of All Relief Awarded:

NASD

10/03/2000

00-04103

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT RELATED-BREACHOF CONTRACT; ACCOUNT RELATED-NEGLIGENCE; ACCOUNT RELATED-OTHER

DO NOT USE-NO OTHER TYPE OF SEC INVOLVE; OTHER TYPES OFSECURITIES

$473,000.01

AWARD AGAINST PARTY

01/10/2002

$250,000.00

There may be a non-monetary award associated with this arbitration.Please select the Case Number above to view more detailed information.

Disclosure 2 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:

NASD

01/17/2001

00-05682

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-CHURNING; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT ACTIVITY-UNAUTHORIZED TRADING





www.finra.org/awardsonline

https://www.finra.org/arbitration-mediation/arbitration-awards-online?search=00-04103





Disposition:

Disposition Date:


COMMON STOCK; DO NOT USE-NO OTHER TYPE OF SEC INVOLVE

$901,807.38

AWARD AGAINST PARTY

08/05/2002

$400,619.31


Disclosure 3 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

03/09/2001

01-00324

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT RELATED-FAILURE TO SUPERVISE;ACCOUNT RELATED-NEGLIGENCE

DO NOT USE-NO OTHER TYPE OF SEC INVOLVE; LIMITED PARTNERSHIPS

$30,000.00

AWARD AGAINST PARTY

04/05/2002

$20,000.00


Disclosure 4 of 75

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Arbitration Forum:

Allegations:

NASD

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT RELATED-BREACHOF CONTRACT; ACCOUNT RELATED-FAILURE TO SUPERVISE; ACCOUNTRELATED-MARGIN CALLS







Case Initiated:

Case Number:



Disposition:

Disposition Date:


04/12/2001

01-01668


$343,850.00

AWARD AGAINST PARTY

05/02/2002

$79,650.00


Disclosure 5 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

12/31/2001

01-03776

ACCOUNT RELATED-FAILURE TO SUPERVISE; ACCOUNT RELATED-NEGLIGENCE; DO NOT USE-NO OTHER CONTROVERSY INVOLVED

DO NOT USE-NO OTHER TYPE OF SEC INVOLVE; UNKNOWN TYPE OFSECURITIES

$100,000.00

AWARD AGAINST PARTY

11/18/2002

$17,500.00


Disclosure 6 of 75

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Allegations: ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-CHURNING; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNTACTIVITY-UNAUTHORIZED TRADING 215©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.







Arbitration Forum:

Case Initiated:

Case Number:



Disposition:

Disposition Date:


NASD

10/02/2001

01-04334

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-CHURNING; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNTACTIVITY-UNAUTHORIZED TRADING

COMMON STOCK; DO NOT USE-NO OTHER TYPE OF SEC INVOLVE;MUTUAL FUNDS; OPTIONS

$341,310.18

AWARD AGAINST PARTY

11/15/2002

$47,336.63


Disclosure 7 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

09/06/2001

01-04715

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNTRELATED-NEGLIGENCE

COMMON STOCK; DO NOT USE-NO OTHER TYPE OF SEC INVOLVE; OTHERTYPES OF SECURITIES

$59,540.93

AWARD AGAINST PARTY

07/29/2002

$43,000.00


Disclosure 8 of 75

i










Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

12/13/2001

01-06680

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNTRELATED-NEGLIGENCE


$171,710.00

AWARD AGAINST PARTY

10/02/2003

$90,000.00


Disclosure 9 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

02/21/2002

02-00914

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT RELATED-FAILURE TO SUPERVISE; DO NOT USE-NO OTHER CONTROVERSY INVOLVED


$200,000.00

AWARD AGAINST PARTY

03/13/2003

$188,553.00









Disclosure 10 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

04/29/2002

02-01960

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-CHURNING; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNTACTIVITY-UNAUTHORIZED TRADING

COMMON STOCK; DO NOT USE-NO OTHER TYPE OF SEC INVOLVE;MUTUAL FUNDS; OPTIONS

$999,000.00

AWARD AGAINST PARTY

07/29/2003

$30,875.00


Disclosure 11 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

NASD

05/22/2002

02-02769

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT RELATED-ERRORS-CHARGES; ACCOUNTRELATED-FAILURE TO SUPERVISE

ANNUITIES; COMMON STOCK; MUTUAL FUNDS; OPTIONS

$100,000.00

AWARD AGAINST PARTY218©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.







Disposition:

Disposition Date:


AWARD AGAINST PARTY

06/16/2003

$0.00


Disclosure 12 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

05/28/2002

02-02993

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT RELATED-FAILURETO SUPERVISE; ACCOUNT RELATED-NEGLIGENCE; ACCOUNT RELATED-TRANSFER


$715,802.44

AWARD AGAINST PARTY

05/04/2004

$70,893.01


Disclosure 13 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:


NASD

11/27/2002

02-06239

ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSIONOF FACTS; ACCOUNT ACTIVITY-OTHER; ACCOUNT RELATED-NEGLIGENCE

COMMON STOCK; DO NOT USE-NO OTHER TYPE OF SEC INVOLVE 219©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.









Disposition:

Disposition Date:



$800,000.00

AWARD AGAINST PARTY

05/09/2005

$166,929.65


Disclosure 14 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

11/13/2002

02-06300

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT ACTIVITY-UNAUTHORIZED TRADING; ACCOUNTRELATED-NEGLIGENCE


$26,655.00

AWARD AGAINST PARTY

03/25/2003

$6,212.50


Disclosure 15 of 75

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Arbitration Forum:

Case Initiated:

Allegations:

NASD

11/05/2002

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT RELATED-FAILURE TO SUPERVISE; ACCOUNTRELATED-NEGLIGENCE







Case Initiated:

Case Number:



Disposition:

Disposition Date:


11/05/2002

02-06507


$329,018.00

AWARD AGAINST PARTY

03/02/2004

$71,277.36


Disclosure 16 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

11/12/2002

02-06665

ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSIONOF FACTS; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT RELATED-FAILURETO SUPERVISE


$642,373.81

AWARD AGAINST PARTY

03/26/2004

$72,875.01


Disclosure 17 of 75

i



Allegations: ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT RELATED-BREACHOF CONTRACT; ACCOUNT RELATED-FAILURE TO SUPERVISE; ACCOUNTRELATED-NEGLIGENCE








Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

02/26/2003

03-01219

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT RELATED-BREACHOF CONTRACT; ACCOUNT RELATED-FAILURE TO SUPERVISE; ACCOUNTRELATED-NEGLIGENCE

COMMON STOCK; DO NOT USE-NO OTHER TYPE OF SEC INVOLVE;MUTUAL FUNDS

$110,000.00

AWARD AGAINST PARTY

04/26/2005

$44,000.01


Disclosure 18 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

04/30/2003

03-02176

ACCOUNT ACTIVITY-OTHER; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNTRELATED-FAILURE TO SUPERVISE; ACCOUNT RELATED-NEGLIGENCE

DO NOT USE-NO OTHER TYPE OF SEC INVOLVE; MUTUAL FUNDS

$339,000.00

AWARD AGAINST PARTY

07/27/2004

$80,000.00


Disclosure 19 of 75

i










Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

04/04/2003

03-02306

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSION OF FACTS;ACCOUNT RELATED-BREACH OF CONTRACT


$1,713,214.00

AWARD AGAINST PARTY

01/11/2005

$9,999.00


Disclosure 20 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

07/18/2003

03-04051

DO NOT USE-NO OTHER CONTROVERSY INVOLVED; UNKNOWN TYPE OFCONTROVERSIES


$16,000,000.00

AWARD AGAINST PARTY

10/29/2004

$10,600.00









Disclosure 21 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

06/16/2003

03-04149

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-CHURNING; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNTACTIVITY-OMISSION OF FACTS


$100,000.00

AWARD AGAINST PARTY

04/30/2004

$7,255.00


Disclosure 22 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:

NASD

06/17/2003

03-04284

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-CHURNING; ACCOUNT ACTIVITY-UNAUTHORIZED TRADING; ACCOUNTRELATED-FAILURE TO SUPERVISE


$1,020,040.00

AWARD AGAINST PARTY

05/21/2004








Sum of All Relief Awarded: $510,500.00


Disclosure 23 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

07/16/2003

03-05109

ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSIONOF FACTS; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT RELATED-BREACHOF CONTRACT


$500,000.00

AWARD AGAINST PARTY

08/31/2005

$0.00


Disclosure 24 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:


NASD

08/21/2003

03-05945

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT ACTIVITY-UNAUTHORIZED TRADING; ACCOUNTRELATED-NEGLIGENCE










Disposition:

Disposition Date:



$250,000.00

AWARD AGAINST PARTY

11/24/2004

$57,636.00


Disclosure 25 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

12/03/2003

03-07711

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT RELATED-FAILURE TO SUPERVISE; ACCOUNTRELATED-NEGLIGENCE


$525,000.00

AWARD AGAINST PARTY

09/09/2005

$367,985.36


Disclosure 26 of 75

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Arbitration Forum:

Case Initiated:

Allegations:

NASD

11/25/2003

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT RELATED-BREACHOF CONTRACT; ACCOUNT RELATED-ERRORS-CHARGES; ACCOUNTRELATED-FAILURE TO SUPERVISE







Case Initiated:

Case Number:



Disposition:

Disposition Date:


11/25/2003

03-08282

CORPORATE BONDS; DO NOT USE-NO OTHER TYPE OF SEC INVOLVE;MUTUAL FUNDS

$400,000.00

AWARD AGAINST PARTY

01/24/2006

$0.00


Disclosure 27 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

12/17/2003

03-08764

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSION OF FACTS;ACCOUNT ACTIVITY-SUITABILITY


$1,000,000.00

AWARD AGAINST PARTY

03/21/2005

$437,058.52


Disclosure 28 of 75

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Allegations: ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSION OF FACTS;ACCOUNT ACTIVITY-SUITABILITY








Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

12/22/2003

03-08927


ANNUITIES; COMMON STOCK; CORPORATE BONDS; MUTUAL FUNDS

$499,000.00

AWARD AGAINST PARTY

04/21/2005

$23,400.00


Disclosure 29 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

12/23/2003

03-08972

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSION OF FACTS;ACCOUNT ACTIVITY-UNAUTHORIZED TRADING


$100,000.00

AWARD AGAINST PARTY

12/02/2004

$20,000.00


Disclosure 30 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

02/02/2004

04-00511

ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT RELATED-BREACH OFCONTRACT; ACCOUNT RELATED-OTHER

ANNUITIES; DO NOT USE-NO OTHER TYPE OF SEC INVOLVE; MUTUALFUNDS

$602,886.00

AWARD AGAINST PARTY

09/27/2005

$499,417.57


Disclosure 31 of 75

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Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

03/09/2004

04-01133



$303,548.28

AWARD AGAINST PARTY

04/19/2005

$52,127.87









Disclosure 32 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

03/30/2004

04-02059

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT RELATED-BREACH OF CONTRACT;ACCOUNT RELATED-FAILURE TO SUPERVISE


$1,800,000.00

AWARD AGAINST PARTY

05/03/2006

$340,920.44


Disclosure 33 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:

NASD

06/09/2004

04-03717


DO NOT USE-NO OTHER TYPE OF SEC INVOLVE; MUTUAL FUNDS

Unspecified Damages

AWARD AGAINST PARTY

09/30/2005










Disclosure 34 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

07/09/2004

04-04830

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-OMISSION OF FACTS; ACCOUNT ACTIVITY-SUITABILITY; DO NOT USE-NOOTHER CONTROVERSY INVOLVED


Unspecified Damages

AWARD AGAINST PARTY

07/18/2005

$148,136.44


Disclosure 35 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:


NASD

08/11/2004

04-05628











Disposition:

Disposition Date:



$516,000.00

AWARD AGAINST PARTY

12/01/2005

$78,000.00


Disclosure 36 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

12/14/2004

04-08383



$143,000.00

AWARD AGAINST PARTY

10/19/2005

$156,080.77


Disclosure 37 of 75

i



Arbitration Forum:

Case Initiated:

Allegations:

NASD

03/22/2005

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-OMISSION OF FACTS; ACCOUNT RELATED-BREACH OF CONTRACT;ACCOUNT RELATED-FAILURE TO SUPERVISE







Case Initiated:

Case Number:



Disposition:

Disposition Date:


03/22/2005

05-01437


$2,200,000.00

AWARD AGAINST PARTY

04/21/2006

$200,000.00


Disclosure 38 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

04/08/2005

05-01668

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSION OF FACTS;ACCOUNT RELATED-NEGLIGENCE


$3,000,000.00

AWARD AGAINST PARTY

10/26/2006

$469,917.95


Disclosure 39 of 75

i



Allegations: ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT RELATED-FAILURE TO SUPERVISE;ACCOUNT RELATED-NEGLIGENCE








Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

07/21/2005

05-02058



Unspecified Damages

AWARD AGAINST PARTY

10/12/2006

$260,548.09


Disclosure 40 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

05/09/2005

05-02363

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT RELATED-BREACHOF CONTRACT; DO NOT USE-NO OTHER CONTROVERSY INVOLVED


$123,000.00

AWARD AGAINST PARTY

04/27/2006

$77,000.00


Disclosure 41 of 75

i








Disclosure 41 of 75



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

05/23/2005

05-02671



$145,000.00

AWARD AGAINST PARTY

05/02/2006

$126,748.61


Disclosure 42 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

06/02/2005

05-02845

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT RELATED-BREACH OF CONTRACT; ACCOUNTRELATED-NEGLIGENCE

ANNUITIES; DO NOT USE-NO OTHER TYPE OF SEC INVOLVE

$431,533.00

AWARD AGAINST PARTY

04/12/2006

$417,359.01









Disclosure 43 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

06/15/2005

05-03030

ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSIONOF FACTS; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT RELATED-BREACHOF CONTRACT


$2,000,000.00

AWARD AGAINST PARTY

10/26/2006

$728,280.12


Disclosure 44 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

NASD

01/30/2006

06-00236

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT RELATED-BREACHOF CONTRACT; ACCOUNT RELATED-NEGLIGENCE; DO NOT USE-NO OTHERCONTROVERSY INVOLVED


$200,000.00

AWARD AGAINST PARTY236©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.







Disposition:

Disposition Date:


AWARD AGAINST PARTY

04/02/2007

$225,000.00


Disclosure 45 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

09/07/2006

06-04035

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNTRELATED-BREACH OF CONTRACT

ANNUITIES; GOVERNMENT SECURITIES; MUTUAL FUNDS; OTHER TYPESOF SECURITIES

$27,992.00

AWARD AGAINST PARTY

06/15/2007

$21,879.51


Disclosure 46 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:

NASD

11/06/2006

06-04074

ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT RELATED-FAILURE TO SUPERVISE; ACCOUNTRELATED-NEGLIGENCE








Case Number:



Disposition:

Disposition Date:


06-04074


$640,000.00

AWARD AGAINST PARTY

03/28/2008

$225,375.00


Disclosure 47 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

10/10/2006

06-04161

ACCOUNT ACTIVITY-UNAUTHORIZED TRADING; DO NOT USE-NO OTHERCONTROVERSY INVOLVED

DO NOT USE-NO OTHER TYPE OF SEC INVOLVE

$150,000.00

AWARD AGAINST PARTY

11/15/2007

$8,300.00


Disclosure 48 of 75

i



Arbitration Forum:

Allegations:

NASD

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT RELATED-BREACH OF CONTRACT;ACCOUNT RELATED-NEGLIGENCE








Arbitration Forum:

Case Initiated:

Case Number:



Disposition:

Disposition Date:


NASD

05/15/2007

07-01361


Unspecified Damages

AWARD AGAINST PARTY

04/15/2008

$36,916.79


Disclosure 49 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

06/14/2007

07-01783



$3,156,145.00

AWARD AGAINST PARTY

10/06/2008

$145,300.00


Disclosure 50 of 75

i










Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


FINRA

09/03/2009

09-03354

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-CHURNING; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNTACTIVITY-OMISSION OF FACTS; ACCOUNT RELATED-BREACH OFCONTRACT; ACCOUNT RELATED-FAILURE TO SUPERVISE; ACCOUNTRELATED-NEGLIGENCE; ACCOUNT RELATED-OTHER; DO NOT USE-EXECUTIONS-FAILURE TO EXECUTE

AUCTION RATE SECURITIES

$2,466,635.00

AWARD AGAINST PARTY

07/22/2010

$33,120.01


Disclosure 51 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


FINRA

07/13/2009

09-03475

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSION OF FACTS;ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT RELATED-BREACH OFCONTRACT; ACCOUNT RELATED-FAILURE TO SUPERVISE; ACCOUNTRELATED-NEGLIGENCE; ACCOUNT RELATED-OTHER


$12,000,000.00

AWARD AGAINST PARTY

07/19/2010

$0.00 240©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.







Sum of All Relief Awarded: $0.00


Disclosure 52 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


FINRA

07/14/2009

09-03951

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-UNAUTHORIZED TRADING; ACCOUNT RELATED-BREACH OF CONTRACT;ACCOUNT RELATED-NEGLIGENCE

CERTIFICATE OF DEPOSIT; MUNICIPAL BONDS; MUTUAL FUNDS

$480,129.27

AWARD AGAINST PARTY

08/27/2010

$22,999.17


Disclosure 53 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

FINRA

09/17/2009

09-04932



$5,400,000.00

AWARD AGAINST PARTY 241©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.







Disposition:

Disposition Date:


AWARD AGAINST PARTY

11/10/2010

$0.00


Disclosure 54 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


FINRA

12/24/2009

09-06746

ACCOUNT RELATED-ERRORS-CHARGES

COMMON STOCK; OPTIONS

$26,006.03

AWARD AGAINST PARTY

07/28/2010

$556.03


Disclosure 55 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



FINRA

05/14/2010

10-01601

ACCOUNT ACTIVITY-CHURNING; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSION OF FACTS;ACCOUNT ACTIVITY-SUITABILITY

COMMON STOCK; MUTUAL FUNDS; PRIVATE EQUITIES

$210,834.00242©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.








Disposition:

Disposition Date:


$210,834.00

AWARD AGAINST PARTY

02/03/2012

$15,300.00


Disclosure 56 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


FINRA

05/26/2010

10-02162

ACCOUNT ACTIVITY-MANIPULATION; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNTRELATED-NEGLIGENCE

OTHER TYPES OF SECURITIES; VARIABLE ANNUITIES

$2,379,634.00

AWARD AGAINST PARTY

05/10/2011

$1,497,065.00


Disclosure 57 of 75

i



Arbitration Forum:

Allegations:

FINRA

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSION OF FACTS;ACCOUNT ACTIVITY-OTHER; ACCOUNT RELATED-BREACH OF CONTRACT;ACCOUNT RELATED-FAILURE TO SUPERVISE; ACCOUNT RELATED-NEGLIGENCE







Case Initiated:

Case Number:



Disposition:

Disposition Date:


10/27/2010

10-04291

ANNUITIES; MUTUAL FUNDS

Unspecified Damages

AWARD AGAINST PARTY

10/04/2012

$265,000.01


Disclosure 58 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


FINRA

11/30/2010

10-04885

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSION OF FACTS;ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT RELATED-BREACH OFCONTRACT; ACCOUNT RELATED-FAILURE TO SUPERVISE; ACCOUNTRELATED-NEGLIGENCE; ACCOUNT RELATED-OTHER


$1,554,611.10

AWARD AGAINST PARTY

05/24/2012

$518,203.70


Disclosure 59 of 75

i










Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


FINRA

07/16/2012

12-01905

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MANIPULATION; ACCOUNT ACTIVITY-OMISSION OF FACTS; ACCOUNTACTIVITY-SUITABILITY; ACCOUNT RELATED-FAILURE TO SUPERVISE

HEDGE FUND

$232,101.84

AWARD AGAINST PARTY

07/22/2013

$132,095.00


Disclosure 60 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


FINRA

02/07/2013

13-00325

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-CHURNING; ACCOUNT ACTIVITY-OTHER; ACCOUNT ACTIVITY-SUITABILITY;ACCOUNT RELATED-BREACH OF CONTRACT; ACCOUNT RELATED-FAILURETO SUPERVISE

$29,374,472.69

AWARD AGAINST PARTY

02/16/2016

$593,540.01


Disclosure 61 of 75

i








Disclosure 61 of 75



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


FINRA

07/24/2013

13-02097

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-CHURNING; ACCOUNT RELATED-BREACH OF CONTRACT; ACCOUNTRELATED-FAILURE TO SUPERVISE; ACCOUNT RELATED-NEGLIGENCE

COMMON STOCK

$50,000.00

AWARD AGAINST PARTY

03/13/2014

$13,750.01


Disclosure 62 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


FINRA

10/11/2013

13-02837

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-CHURNING; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNTACTIVITY-OMISSION OF FACTS; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNTRELATED-FAILURE TO SUPERVISE

COMMON STOCK; VARIABLE ANNUITIES

$1,679,504.38

AWARD AGAINST PARTY

03/17/2015

$165,148.00









Disclosure 63 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


FINRA

11/20/2014

14-02745

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-CHURNING; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNTACTIVITY-OMISSION OF FACTS; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNTACTIVITY-UNAUTHORIZED TRADING; ACCOUNT RELATED-BREACH OFCONTRACT; ACCOUNT RELATED-FAILURE TO SUPERVISE; ACCOUNTRELATED-NEGLIGENCE

ANNUITIES; UNIT INVESTMENT TRUST

$4,617,724.00

AWARD AGAINST PARTY

10/15/2015

$100,000.00


Disclosure 64 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



FINRA

07/15/2016

16-01727


VARIABLE ANNUITIES

$50,000.00 247©2021 FINRA. All rights reserved. Report about RAYMOND JAMES FINANCIAL SERVICES, INC.








Disposition:

Disposition Date:


$50,000.00

AWARD AGAINST PARTY

11/29/2016

$20,743.09


Disclosure 65 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


FINRA

10/05/2016

16-02915

ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-OMISSIONOF FACTS; ACCOUNT ACTIVITY-OTHER; ACCOUNT ACTIVITY-SUITABILITY;ACCOUNT RELATED-FAILURE TO SUPERVISE

COMMON STOCK; LIMITED PARTNERSHIPS; MUTUAL FUNDS

$51,116.00

AWARD AGAINST PARTY

03/07/2017

$29,884.01


Disclosure 66 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:

FINRA

09/06/2019

19-02688

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNT RELATED-BREACH OF CONTRACT; ACCOUNTRELATED-FAILURE TO SUPERVISE; ACCOUNT RELATED-NEGLIGENCE








Case Number:



Disposition:

Disposition Date:


19-02688

COMMON STOCK

$4,000,000.00

AWARD AGAINST PARTY

08/12/2021

$165,000.00


Disclosure 67 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

09/06/1991

91-02646

ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT RELATED-NEGLIGENCE; DO NOT USE-NO OTHER CONTROVERSY INVOLVED


$45,000.00

AWARD AGAINST PARTY

03/26/1993

$8,500.00


Disclosure 68 of 75

i



Arbitration Forum:

Allegations:

NASD

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-CHURNING; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNTACTIVITY-SUITABILITY








Arbitration Forum:

Case Initiated:

Case Number:



Disposition:

Disposition Date:


NASD

11/05/1991

91-03261

COMMON STOCK; LIMITED PARTNERSHIPS; MUTUAL FUNDS; OPTIONS

$1,376,653.00

AWARD AGAINST PARTY

06/16/1993

$219,329.00


Disclosure 69 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

08/15/1995

95-03706



$270,065.00

AWARD AGAINST PARTY

08/06/1996

$60,000.00


Disclosure 70 of 75

i










Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

08/03/1995

95-03735



$579,000.00

AWARD AGAINST PARTY

05/21/1997

$125,000.00


Disclosure 71 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

11/14/1996

96-01860

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNTRELATED-FAILURE TO SUPERVISE

DO NOT USE-NO OTHER TYPE OF SEC INVOLVE; LIMITED PARTNERSHIPS

$412,314.36

AWARD AGAINST PARTY

05/28/1999

$117,200.00









Disclosure 72 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

07/30/1996

96-02817

ACCOUNT ACTIVITY-UNAUTHORIZED TRADING; ACCOUNT RELATED-BREACH OF CONTRACT; ACCOUNT RELATED-FAILURE TO SUPERVISE;ACCOUNT RELATED-NEGLIGENCE


$1,300,000.00

AWARD AGAINST PARTY

05/30/1997

$40,500.00


Disclosure 73 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

03/24/1998

98-00167

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT RELATED-FAILURETO SUPERVISE; DO NOT USE-NO OTHER CONTROVERSY INVOLVED


$11,550.00

AWARD AGAINST PARTY

03/03/1999










Disclosure 74 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



Disposition:

Disposition Date:


NASD

06/17/1998

98-01391

ACCOUNT ACTIVITY-BRCH OF FIDUCIARY DT; ACCOUNT ACTIVITY-MISREPRESENTATION; ACCOUNT ACTIVITY-SUITABILITY; ACCOUNTRELATED-FAILURE TO SUPERVISE


$18,100.00

AWARD AGAINST PARTY

02/02/2000

$16,500.00


Disclosure 75 of 75

i



Arbitration Forum:

Case Initiated:

Case Number:

Allegations:



NASD

12/17/1999

99-05270

ACCOUNT RELATED-BREACH OF CONTRACT; ACCOUNT RELATED-ERRORS-CHARGES; ACCOUNT RELATED-FAILURE TO SUPERVISE;ACCOUNT RELATED-NEGLIGENCE










Disposition:

Disposition Date:


$426,037.00

AWARD AGAINST PARTY

01/23/2002

$9,500.00







End of Report

This page is intentionally left blank.





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RAYMOND JAMES FINANCIAL SERVICES, INC