| * * * * * * * * * * * * * * * * * *
CHRISTOPHER L. BAKOWSKI d/b/a CLB FINANCIAL * * * * * * * * * * * * * * * * * * |
* * * * * * * * * * * * * * |
CONSENT ORDER File No. CO-04-6926-S |
PRELIMINARY STATEMENT
WHEREAS the Banking Commissioner is charged with the administration of Chapter 672a of the Connecticut General Statutes, the Connecticut Uniform Securities Act (the "Act") and Sections 36b-31-2 et seq. of the Regulations of Connecticut State Agencies (the "Regulations") promulgated under the Act;
WHEREAS the Commissioner, through the Securities and Business Investments Division of the Department of Banking, has conducted an investigation pursuant to Sections 36b-8 and 36b-26 of the Act into the activities of Christopher L. Bakowski d/b/a CLB Financial ("Bakowski"), an applicant for investment adviser registration located at 335 Rocky Rapids Road, Stamford, Connecticut, to determine whether Bakowski has violated or is about to violate any provision of the Act or any Regulation or order under the Act;
WHEREAS the Commissioner, as a result of such investigation, has obtained evidence that from at least July 1997, Bakowski, in contravention of Section 36b-6(c) of the Act, transacted business as an investment adviser absent registration as such under the Act, and that, as of May 13, 2004, Bakowski's Form ADV reported that he had $13 million in assets under management;
WHEREAS the Commissioner believes that the foregoing evidence would support the imposition of administrative sanctions against Bakowski pursuant to Section 36b-27 and/or Section 36b-15 of the Act;
WHEREAS on September 3, 2003, the Division received Bakowski's application to register as an investment adviser under the Act;
WHEREAS an administrative proceeding initiated under Sections 36b-27 or 36b-15 of the Act would constitute a "contested case" within the meaning of Section 4-166(2) of the Connecticut General Statutes;
WHEREAS Section 4-177(c) of Chapter 54 of the Connecticut General Statutes provides that "[u]nless precluded by law, a contested case may be resolved by stipulation, agreed settlement, or consent order or by the default of a party";
WHEREAS Section 36b-31(a) of the Act provides, in part, that: "The commissioner may from time to time make, amend and rescind such ... orders as are necessary to carry out the provisions of Sections 36b-2 to 36b-33, inclusive [of the Connecticut Uniform Securities Act]";
CONSENT TO WAIVER OF PROCEDURAL RIGHTS
WHEREAS Bakowski, through his execution of this Consent Order, voluntarily waives the following rights:
| 1. | To receive prior written notice within the meaning of Sections 36b-15(f) and 4-177(b) of the Connecticut General Statutes; |
| 2. | To present evidence and argument and to otherwise avail himself of Section 4-177c(a) of the Connecticut General Statutes; |
| 3. | To present his position in a hearing in which he is represented by counsel; |
| 4. | To have a written record of the hearing made and a written decision issued by a hearing officer; and |
| 5. | To seek judicial review of, or otherwise challenge or contest, the matters described herein, including the validity of this Consent Order; |
CONSENT TO ENTRY OF FINDINGS
WHEREAS Bakowski, through his execution of this Consent Order, and without admitting or denying the Commissioner's allegations of violations, consents to the entry of the following Findings by the Commissioner:
| 1. | That the entry of this Consent Order Conditioning Registration as an Investment Adviser is appropriate, in the public interest and consistent with the purposes fairly intended by the policy and provisions of the Act; |
| 2. | That, from at least July 1997, Bakowski transacted business as an investment adviser absent registration and in violation of Section 36b-6(c) of the Act; |
CONSENT TO ENTRY OF SANCTIONS AND REMEDIAL MEASURES
WHEREAS Bakowski, through his execution of this Consent Order Conditioning Registration as an Investment Adviser, consents to the Commissioner issuing an order imposing on him the following sanctions:
| 1. | No later than the date this Consent Order Conditioning Registration as an Investment Adviser is entered by the Commissioner Bakowski shall remit to the department by certified bank check the sum of eleven thousand fifty dollars ($11,050), ten thousand dollars ($10,000) of which shall constitute an administrative fine for failing to register as an investment adviser from 1997 to 2003, and one thousand fifty dollars ($1,050) of which shall represent reimbursement for past due registration fees; |
| 2. | Bakowski shall cease and desist from engaging in conduct constituting or which would constitute a violation of the Act or any regulation or order under the Act including, without limitation, transacting business as an investment adviser absent registration or the availability of an exemption from registration pursuant to Section 36b-6(e) of the Act. Prior to relying upon any exemption from investment adviser registration or any definitional exclusion, Bakowski shall first obtain a written advisory interpretation from the department in accordance with Section 36b-31(f) of the Act; |
| 3. | No later than thirty days following the entry of this Consent Order by the Commissioner, Bakowski shall furnish proof to the Division Director that he has mailed (via certified mail, return receipt requested) an informational letter to those clients to whom he rendered investment advisory services while unregistered as an investment adviser in Connecticut. The letter shall apprise such clients of the existence of this Consent Order Conditioning Registration as an Investment Adviser, and provide them with information on how to obtain a copy of this Consent Order. Such letter shall be preapproved as to form by the Division Director before it is mailed to clients, but such preapproval shall in no way be construed as an endorsement of any views or arguments expressed by Bakowski in such letter; |
| 4. | For a two-year period, commencing on the date this Consent Order Conditioning Registration as an Investment Adviser is entered by the Commissioner, Bakowski shall submit to the Division Director a written report each calendar quarter 1) describing any securities-related complaints, actions or proceedings (including arbitrations) (such complaints, actions or proceedings referred to collectively as "Complaints") involving Connecticut residents and initiated against Bakowski and/or CLB Financial for the quarter; 2) providing information on the disposition of any such Complaints or on any Complaints reflected in an earlier report filed pursuant to this paragraph; and 3) attaching copies of such Complaints and any dispositional documents. If no securities-related Complaints exist for the quarter, the report shall so indicate. The first such report shall be due on September 30, 2004 and the final report shall be due on or before September 30, 2006; |
ORDER
THE COMMISSIONER THEREFORE ORDERS THAT:
| 1. | The Findings and Sanctions set forth above be and are hereby entered; |
| 2. | Entry of this Consent Order by the Commissioner is without prejudice to the right of the Commissioner to take enforcement action against Bakowski based upon a violation of this Consent Order Conditioning Registration as an Investment Adviser or the matters underlying its entry if the Commissioner determines that compliance is not being observed with the terms hereof or if any representation made by Bakowski and reflected in his application for investment adviser registration are subsequently discovered to be untrue; |
| 3. | Contemporaneously with the entry of this Consent Order Conditioning Registration as an Investment Adviser by the Commissioner, the name "Christopher L. Bakowski d/b/a CLB Financial" shall be entered on the Register of Investment Advisers pursuant to Section 36b-8 of the Act; and |
| 4. | This Consent Order Conditioning Registration as an Investment Adviser shall become final when issued. |
________/s/_________
John P. Burke
Banking Commissioner
So ordered at Hartford, Connecticut
this 1st day of September 2004.
CONSENT TO ENTRY OF ORDER
I, Christopher L. Bakowski d/b/a CLB Financial state that I have read the foregoing Consent Order Conditioning Registration as an Investment Adviser; that I know and fully understand its contents; that I agree freely and without threat or coercion of any kind to comply with the terms and conditions stated herein; and that I voluntarily consent to the entry of this Consent Order Conditioning Registration as an Investment Adviser expressly waiving any rights I may have to a hearing on the matters described herein.
___________/s/_____________________
Christopher L. Bakowski
d/b/a CLB Financial
Subscribed and sworn to before me
this 27 day of August 2004.
____________/s/_____________________________
Notary Public/Commissioner of the Superior Court
My Commission Expires: August 31, 2004