[1] In the Matter of Ally Invest Advisors, Release No. IA-6954 (March 23, 2026). [2] As has been the case with all but one of the Atkins SEC’s actions alleging breaches of fiduciary duty, this action is grounded in the adviser’s fiduciary duty to disclose all material conflicts of interest articulated in the landmark U.S. Supreme Court case, SEC v. Capital Gains Research Bureau, 375 U.S. 180, 194 (1963), as opposed to the broader framing of the fiduciary duty, which includes the duty of care, outlined in the SEC’s 2019 guidance titled “Commission Interpretation Regarding Standard of Conduct for Investment Advisers.” [3] Despite the proceedings against the adviser, the adviser’s corporate parent retained its status as a “well known seasoned issuer” pursuant to a waiver granted by the SEC on the same day the settled charges were announced. [4] See, e.g., In the Matter of FamilyWealth Advisers, Release No. IA6941 (January 20, 2026). [5] See SEC v. Commonwealth Equity Services, 133 F.4th 152, 170 (1st Cir. 2025) (citing TSC Industries v. Northway, 426 U.S. 438, 449 (1976)) (affirming that only material conflicts of interest are required to be disclosed and materiality must be evaluated in light of the “‘total mix’ of information made available” to investors). [6] See In the Matter of Empower Advisory Group, Release No. IA-6911 (August 29, 2025); and In the Matter of Engaged Capital, Release No. IA-6940 (January 16, 2026). [7] As is often the case in settled proceedings involving conflicts of interest, however, the SEC’s order contains relatively brief, mostly conclusory findings of qualitative materiality, and is devoid of any quantitative materiality analysis.
