UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934 

Release No. 98714 / October 10, 2023

ADMINISTRATIVE PROCEEDING

File No. 3-20880

In the Matter of

Kahn Brothers Advisors, LLC and 

Thomas Kahn,

Respondents.

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ORDER APPROVING 

PLAN OF DISTRIBUTION

On June 6, 2022, the Commission issued an Order Instituting Administrative and Ceaseand-Desist Proceedings, Pursuant to Section 15(b) of the Securities Exchange Act of 1934 and 

Sections 203(e), 203(f), and 203(k) of the Investment Advisers Act of 1940, Making Findings, 

and Imposing Remedial Sanctions and a Cease-and-Desist Order (the “Order”)1against Kahn 

Brothers Advisors, LLC (“KIA”) and Thomas Kahn (“Kahn”) (collectively, the “Respondents”). 

In the Order, the Commission found that registered investment adviser KIA and its principal 

owner and president, Kahn, made misstatements and omitted information in statements to KIA’s 

advisory clients and prospective clients relating to brokerage services provided by KIA’s 

affiliated broker-dealer, Kahn Brothers LLC (“KBD”). Specifically, the Commission found KIA 

and Kahn (a) failed to fully and fairly disclose to advisory clients all material facts related to the 

conflict that arose from KIA's use of an affiliated broker-dealer to execute client transactions; 

and (b) made misleading statements to clients and prospective clients that KIA would aggregate 

client transactions to reduce commissions. According to the Order, KIA and Kahn also failed to 

seek best execution for advisory clients, failed to conduct a best execution review of KBD, and 

failed to adopt and implement written policies and procedures reasonably designed to prevent 

violations of the Investment Advisers Act of 1940 and the rules promulgated thereunder. 

According to KIA's policies and procedures, Kahn was responsible for all aspects of KIA's 

compliance program and its implementation, as well as the firms' disclosure obligations. The 

Commission ordered the Respondents to pay $701,799.00 in disgorgement, $146,100.00 in 

prejudgment interest, and a $250,000.00 civil money penalty, for a total of $1,097,899.00, to the 

Commission. The Commission also created a Fair Fund, pursuant to Section 308(a) of the 

Sarbanes-Oxley Act of 2002, so the penalty paid, along with the disgorgement and interest paid, 

can be distributed to harmed investors (the “Fair Fund”).

1

 Exchange Act Rel. No. 95045 (June 6, 2022).
2

The Fair Fund includes the $1,097,899.00 paid by the Respondents. The assets of the 

Fair Fund are subject to the continuing jurisdiction and control of the Commission. The Fair 

Fund has been deposited in a Commission-designated account at the U.S. Department of the 

Treasury, and any interest accrued will be added to the Fair Fund.

On August 14, 2023, the Division of Enforcement, pursuant to delegated authority, 

published a Notice of Proposed Plan of Distribution and Opportunity for Comment (“Notice”),2

pursuant to Rule 1103 of the Commission’s Rules on Fair Fund and Disgorgement Plans 

(“Commission’s Rules”);3and simultaneously posted the Proposed Plan of Distribution (the 

“Proposed Plan”). The Notice advised interested persons that they could obtain a copy of the 

Proposed Plan from the Commission’s public website or by submitting a written request to 

Sondra Panahi, United States Securities and Exchange Commission, 801 Brickell Ave, Suite 

1950, Miami, FL 33131. The Notice also advised that all persons desiring to comment on the 

Proposed Plan could submit their comments, in writing, within 30 days of the Notice. The 

Commission received no comments on the Proposed Plan during the comment period. 

 

The Proposed Plan provides for the distribution of the Net Available Fair Fund4to 

investors who were harmed by the Respondents’ conduct described in the Order and suffered 

losses resulting from excess commissions paid for brokerage services provided by KIA’s 

affiliated broker-dealer, KBD, from March 1, 2015 through March 31, 2020, inclusive, due to the 

Respondents’ failure to direct KBD to aggregate their advisory clients’ transactions.. 

The Division of Enforcement now requests that the Commission approve the Proposed 

Plan. 

Accordingly, it is hereby ORDERED, pursuant to Rule 1104 of the Commission’s Rules,5

that the Proposed Plan is approved, and the approved Plan of Distribution shall be posted 

simultaneously with this order on the Commission’s website at www.sec.gov.

For the Commission, by the Division of Enforcement, pursuant to delegated authority.6

Vanessa A. Countryman

Secretary 

2

 Exchange Act Rel. No. 98119 (Aug. 14, 2023).

3

 17 C.F.R. § 201.1103.

4

 All capitalized terms used herein but not defined shall have the same meanings ascribed to them in the Proposed 

Plan.

5

 17 C.F.R. § 201.1104. 

6

 17 C.F.R. § 200.30-4(a)(21)(iv).