The Securities and Exchange Commission (SEC) today charged registered broker-dealer BMO Capital Markets Corp. with failing to supervise employees who, from December 2020 until May 2023, sold mortgage-backed bonds using offering sheets and bond metrics that were misleading and did not accurately describe the characteristics of the collateral backing the bonds.

To settle the charges, BMO agreed to pay more than $40 million in disgorgement, prejudgment interest, and a civil penalty.

According to the SEC’s order, BMO representatives structured mixed collateral bonds backed by pools of residential mortgages, using a small sliver of higher-interest mortgages, in a way that caused the systems of third-party data providers to generate inaccurate information about the bonds’ overall composition. BMO then sent misleading metrics about the bonds to customers, even though its representatives should have known they were misleading.

In about two and a half years, BMO sold $3 billion worth of these bonds, which are known as Agency CMO Bonds, and the SEC’s order found that the broker-dealer’s supervisory policies and procedures did not include guidance concerning the structure and sale of these bonds.

BMO also did not have a process for reviewing the type of information firm representatives shared with customers about the bonds or a process for reviewing bond structures against marketing communications.

The SEC’s order finds that BMO failed to reasonably supervise its registered representatives involved in the offer and sale of Agency CMO Bonds as required by Section 15(b)(4)(E) of the Securities Exchange Act of 1934.

Without admitting or denying the Commission’s findings, BMO agreed to an order requiring it to pay $19,417,908 in disgorgement, $2,241,507 in pre-judgment interest, and a $19 million civil penalty.

The SEC’s order establishes a fair fund for the distribution of these funds to harmed investors.