UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

ADMINISTRATIVE PROCEEDING

File No. 3-16941

In the Matter of

Scott A. Doak,

Respondent.

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PROPOSED PLAN OF 

DISTRIBUTION 

I. OVERVIEW

1. The Division of Enforcement (“Division”) proposes the following plan of 

distribution (“Proposed Plan”) to the Securities and Exchange Commission (“Commission”) 

pursuant to Rule 1101 of the Commission’s Rules on Fair Fund and Disgorgement Plans (the 

“Commission’s Rules”), 17 C.F.R. § 201.1101. If approved, in accordance with Rule 1102(a) of 

the Commission’s Rules, 17 C.F.R. § 201.1102(a),1 the disgorgement, prejudgment interest, and

civil penalties paid by Scott A. Doak (“Doak”) will be transferred to the Court Registry 

Investment System account (the “CRIS Account”) established in the related criminal action, 

United States v. Apostelos, No. 3:15-cr-00148-TMR (S.D. Ohio) (the “Criminal Action”), for 

distribution to harmed investors in accordance with the restitution process in the Criminal 

Action. As explained below, the Division has concluded that distributing the funds collected in 

the Commission’s administrative proceeding through the Criminal Action’s restitution process is 

fair and reasonable because it would employ a more efficient use of resources to benefit 

 1

 Rule 1102(a) provides that “a plan for the administration of a Fair Fund . . . may provide for payment of funds into 

a court registry . . . in any case pending in federal or state court against a respondent or any other person based upon 

a complaint alleging violations arising from the same or substantially similar facts as those alleged in the 

Commission’s order instituting proceedings.”
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investors harmed as a result of the Respondent’s misconduct than would two separate 

distribution processes that would incur duplicative administrative and other expenses, resulting 

in a significant decrease in the amount of funds available for distribution.2

2. The notice and comment procedures for the Proposed Plan are set forth below. 

The Proposed Plan is subject to approval by the Commission.

II. FACTUAL AND PROCEDURAL BACKGROUND

A. The Administrative Proceeding

3. On November 4, 2015, the Commission issued an Order Instituting 

Administrative and Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act 

of 1933, Section 21C of the Securities Exchange Act of 1934, Sections 203(f) and 203(k) of the 

Investment Advisers Act of 1940, and Section 9(b) of the Investment Company Act of 1940, 

Making Findings, and Imposing Remedial Sanctions and a Cease-and-Desist Order (“Order”)3

against Doak. 

4. In the Order, the Commission found that, from at least 2010 through 2014, 

William M. Apostelos (“Apostelos”) and companies he controlled violated the registration and 

anti-fraud provisions of the federal securities laws by conducting fraudulent, unregistered offers 

of securities and misappropriating investor funds to pay earlier investors and promoters, finance 

other businesses he and his wife owned, and pay his personal expenses. Doak, an emergency 

medicine physician, became a client of Apostelos no later than 2007. According to the Order, in 

early 2013, Doak, Apostelos, and other individuals began operating OVO Wealth Management, 

 2 Consistent with the approach used by district courts when considering whether to approve a distribution plan, the 

Commission’s objective is to distribute Fair Funds in a fair and reasonable manner, taking into account relevant 

facts and circumstances. See Official Committee of Unsecured Creditors of WorldCom, Inc. v. SEC, 467 F.3d 73, 82 

(2d Cir. 2006), citing SEC v. Wang, 944 F.2d 80, 88 (2d Cir. 1991). 3 Securities Act Rel. No. 9976 (Nov. 4, 2015).
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LLC (“OVO”), a state-registered investment adviser. After approximately a year of operations, 

OVO was wound down, and Doak made oral and written misrepresentations and omissions to 

OVO clients to induce them to transfer their advisory accounts to investments controlled by 

Apostelos. 

5. The Order found that Doak violated the registration provisions of the federal 

securities laws by offering and selling securities issued by entities controlled by Apostelos. 

Doak and OVO also violated the anti-fraud provisions of the federal securities laws by making 

misrepresentations and omissions while advising OVO clients to invest their advisory accounts 

in investments controlled by Apostelos. Through the same conduct, Doak aided and abetted and 

caused the violations of Apostelos and OVO. 

6. The Commission ordered Respondent to pay disgorgement of $86,833.34, 

prejudgment interest of $2,874.44, and civil penalties of $160,000.00, for a total of $249,707.78, 

to the Commission, pending a decision whether the Commission would seek to distribute funds 

or transfer them to the U.S. Treasury. 

7. On June 10, 2021, the Commission issued an order4 that created a Fair Fund, 

pursuant to Section 308(a) of the Sarbanes-Oxley Act of 2002, so that the civil penalty paid, 

along with the disgorgement and prejudgment interest paid, can be distributed to harmed 

investors (the “Fair Fund”).

8. The Fair Fund includes the $249,707.78 paid by Respondent. The assets of the 

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

Fund has been deposited in an interest-bearing account at the U.S. Department of Treasury’s

Bureau of the Fiscal Service.

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 Order Establishing a Fair Fund, Exchange Act Rel. No. 92140 (June 10, 2021).
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9. The Commission appointed Miller Kaplan Arase LLP, a certified public 

accounting firm, as Tax Administrator for the Fair Fund on July 17, 2017, to fulfill the taxrelated obligations that the Fair Fund may incur as a Qualified Settlement Fund under the 

Department of the Treasury Regulation § 1.468B-1(c). 5 

B. The Criminal Action

10. On October 29, 2015, in United States v. Apostelos, No. 3:15-cr-00148-TMR 

(S.D. Ohio 2015) (the “Criminal Action”), the United States Attorney’s Office for the Southern 

District of Ohio filed a criminal indictment that charged Apostelos and his wife, Connie 

Apostelos, with one count of conspiracy to commit mail and wire fraud, eight counts of mail 

fraud, 13 counts of wire fraud, and one count of theft or embezzlement from an employee benefit 

plan. The criminal indictment charged that beginning in 2009, and continuing for at least five 

years, the couple orchestrated a Ponzi scheme in which hundreds of investors lost more than $20 

million collectively. 

11. In February 2017, Apostelos pled guilty to conspiracy to commit mail and wire 

fraud and theft or embezzlement from an employee benefit plan. On June 30, 2017, the court 

sentenced Apostelos to 180 months of imprisonment and ordered him to pay restitution of 

$32,767,578.72.6 The court also entered orders of forfeiture as to specific assets.7

 5 Exchange Act Rel. No. 81154 (July 17, 2017). 6 Connie pled guilty to one count of mail fraud on April 4, 2017. On August 2, 2017, she was sentenced to 30 

months of imprisonment. Connie was ordered to pay restitution of $224,797.98 jointly and severally with the 

restitution ordered against her husband. 

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 After the sentencing in the Criminal Action, the USAO engaged in collection efforts. Apostelos and his wife have 

been making small regular payments, and the USAO has liquidated two of their assets. Thus far, the USAO has 

collected more than $1.2 million in the restitution fund. The USAO will continue to pursue collection efforts to 

increase the amount of funds available for victims.
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III. JOINT DISTRIBUTION OF THE FAIR FUND AND CRIMINAL RESTITUTION 

FUND

12. If the Commission approves the Proposed Plan, the Commission staff will take 

necessary steps to transfer the Fair Fund, plus any accrued interest, less any taxes and fees, to the

CRIS Account established in the Criminal Action for distribution through the restitution process 

in the Criminal Action.

IV. NOTICE AND COMMENT PERIOD

13. The Notice of the Proposed Plan of Distribution and Opportunity for Comment 

(“Notice”) will be published on the Commission’s website at

http://www.sec.gov/litigation/fairfundlist.htm. Any person wishing to comment on the 

Distribution Plan must do so in writing by submitting their comments to the Commission within 

thirty (30) days of the date of the Notice: (a) to the Office of the Secretary, United States 

Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549-1090; (b) by 

using the Commission’s Internet comment form (http://www.sec.gov/litigation/admin.shtml); or

(c) by sending an email to rule-comments@sec.gov. Comments submitted by email or via the 

Commission’s website should include “Administrative Proceeding File Number 3-16941” in the 

subject line. Comments received will be publicly available. Persons should only submit 

comments that they wish to make publicly available.