* * * * * * * * * * * * * *  IN THE MATTER OF: GDC SECURITIES, LLC  (CRD No. 38931) * * * * * * * * * * * * * *

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STIPULATION AND AGREEMENT File No. ST-07-7358-S

WHEREAS, the Banking Commissioner (the “Commissioner”) is responsible for administering 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, GDC Securities, LLC (“GDC”) of 929 Kings Highway East, Fairfield, Connecticut is a broker-dealer that became registered under the Act on October 6, 1995;

WHEREAS, during the course of an examination of GDC, the Securities and Business Investments Division (the “Division”) of the Department of Banking obtained evidence that 1) from August 2004 to approximately October 2005, GDC employed one Vincent W. Spera (“Spera”) (CRD number 1108720) as an agent at a time when such individual was not registered under Section 36b-6(a) of the Act; 2) from approximately July 2004 to February 2005, GDC employed one Robert Vitale (“Vitale”) (CRD number 2332412) as an agent at a time when such individual was not registered under Section 36b-6(a) of the Act; and 3) from approximately July 2004 to January 17, 2007, GDC transacted business from an unregistered branch office located at 420 Center Street, Wallingford, Connecticut (the “Wallingford Branch”) in contravention of Section 36b-6(d) of the Act;

WHEREAS, Section 36b-6(b) of the Act provides, in part, that:  "No broker-dealer shall employ an agent unless such agent is (1) registered under sections 36b 2 to 36b-33, inclusive, or (2) an associated person who represents a broker-dealer in effecting transactions described in subdivisions (2) and (3) of Section 15(h) of the Securities Exchange Act of 1934";

WHEREAS, Vitale became registered as a broker-dealer agent of GDC under the Act on February 24, 2005;

WHEREAS, Spera filed for registration as an agent of GDC under the Act on December 11, 2006, and GDC has represented to the Division that Spera would not transact business as an agent until Spera was registered under Section 36b-6(a) of the Act;

WHEREAS, Section 36b-6(d) of the Act provides, in part, that:  “No broker-dealer . . . shall transact business from any place of business located within this state unless that place of business is registered as a branch office with the commissioner pursuant to this subsection”;

WHEREAS, on January 17, 2007, the Wallingford Branch became registered under Section 36b-6(d) of the Act;

WHEREAS, the Commissioner acknowledges that GDC cooperated with the Division in providing requested information and documents;

WHEREAS Chapter 54 of the Connecticut General Statutes permits the resolution of a contested case by stipulation or agreed settlement;

WHEREAS GDC desires to settle the matters described herein and voluntarily enters into this Stipulation and Agreement, acknowledging that this Stipulation and Agreement is in lieu of any court action or administrative proceeding adjudicating any issue of fact or law on the matters described herein;

WHEREAS GDC, through its execution of this Stipulation and Agreement, voluntarily waives any rights it may have to seek judicial review or otherwise challenge or contest the terms and conditions of this Stipulation and Agreement;

NOW THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS:

(1)	No later than the date this Stipulation and Agreement is executed by the Commissioner, GDC shall pay to the department by check made payable to “Treasurer, State of Connecticut” the sum of one thousand two hundred dollars ($1,200), one thousand dollars ($1,000) of which shall constitute an administrative fine and two hundred dollars ($200) of which shall constitute reimbursement for past due agent registration fees;
(2)	GDC shall comply with all statutory requirements governing branch office registration and the registration of affected personnel as broker-dealer agents, and shall review, revise and implement such supervisory and compliance procedures as are necessary to ensure such compliance;
(3)	Execution of this Stipulation and Agreement by the Commissioner is without prejudice to the right of the Commissioner to take enforcement action against GDC based upon a violation of this Stipulation and Agreement or the basis for its entry if the Commissioner determines that compliance is not being observed with the terms hereof or if any representation made by GDC and reflected herein is subsequently determined to be untrue; and
(4)	This Stipulation and Agreement shall become binding when executed by all parties hereto.

IN WITNESS WHEREOF , the undersigned have executed this Stipulation and Agreement on the dates indicated.

I, George D. Caravakis, state on behalf of GDC Securities, LLC, that I have read the foregoing Stipulation and Agreement; that I know and fully understand its contents; that I am authorized to execute this Stipulation and Agreement on behalf of GDC Securities, LLC, and that GDC Securities, LLC agrees freely and without threat or coercion of any kind to comply with the terms and conditions stated herein.                                                                 

       GDC Securities, LLC

By
       ________/s/_______________
       George D. Caravakis 
       Managing Member


On this 31 day of May 2007, personally appeared George D. Caravakis, signer of the foregoing Stipulation and Agreement, who, being duly sworn, did acknowledge to me that he was authorized to execute the same on behalf of GDC Securities, LLC, a limited liability company, and acknowledged the same to be his free act and deed, before me.

__________/s/____________________
Notary Public
My Commission Expires:  March 31, 2010

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