UNITED STATES DISTRICT COURT 

SOUTHERN DISTRICT OF FLORIDA

CASE NO. 22-61689-CIV-SINGHAL

SECURITIES AND EXCHANGE 

COMMISSION,

Plaintiff,

v.

TBG HOLDINGS CORPORATION, et al.,

Defendants.

/

FINAL JUDGMENT AS TO DEFENDANT TBG HOLDINGS CORPORATION

The Securities and Exchange Commission having filed a Complaint and Defendant 

TBG Holdings Corporation having entered a general appearance; consented to the 

Court’s jurisdiction over Defendant and the subject matter of this action; consented to 

entry of this Final Judgment without admitting or denying the allegations of the Complaint 

(except as to jurisdiction); waived findings of fact and conclusions of law; and waived any 

right to appeal from this Final Judgment:

I. PERMANENT INJUNCTIVE RELIEF

SECTION 15(a)(1) OF THE SECURITIES EXCHANGE ACT OF 1934

IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant is 

permanently restrained and enjoined from violating, directly or indirectly, Section 15(a)(1) 

of the Securities Exchange Act of 1934 (the “Exchange Act”) [15 U.S.C. § 78o(a)(1)], by 

making use of any means or instrumentality of interstate commerce or of the mails and 

engaging in the business of effecting transactions in securities for the accounts of others, or 

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inducing or effecting the purchase and sale of securities, while not registered with the 

Commission in accordance with the provisions of Section 15(b) of the Exchange Act, or while 

not associated with a broker-dealer that was so registered.

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as provided in 

Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following 

who receive actual notice of this Final Judgment by personal service or otherwise: (a) 

Defendant’s officers, agents, servants, employees, and attorneys; and (b) other persons 

in active concert or participation with Defendant or with anyone described in (a).

II. CIVIL PENALTY

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant shall 

pay a civil penalty in the amount of $100,000.00 to the Securities and Exchange 

Commission pursuant to Section 21(d)(3) of the Exchange Act [15 U.S.C. § 78u(d)(3)]. 

Defendant shall make this payment within 30 days after entry of this Final Judgment.

Defendant may transmit payment electronically to the Commission, which will 

provide detailed ACH transfer/Fedwire instructions upon request. Payment may also 

be made directly from a bank account via Pay.gov through the SEC website at 

http://www.sec.gov/about/offices/ofm.htm. Defendant may also pay by certified check, 

bank cashier’s check, or United States postal money order payable to the Securities 

and Exchange Commission, which shall be delivered or mailed to 

Enterprise Services Center

Accounts Receivable Branch

6500 South MacArthur Boulevard

Oklahoma City, OK 73169

and shall be accompanied by a letter identifying the case title, civil action number, and 

name of this Court; TBG Holdings Corporation as a defendant in this action; and 

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specifying that payment is made pursuant to this Final Judgment. 

Defendant shall simultaneously transmit photocopies of evidence of payment and 

case identifying information to the Commission’s counsel in this action. By making this 

payment, Defendant relinquishes all legal and equitable right, title, and interest in such 

funds and no part of the funds shall be returned to Defendant. The Commission shall 

send the funds paid pursuant to this Final Judgment to the United States Treasury.

The Commission may enforce the Court’s judgment for penalties by the use of all 

collection procedures authorized by law, including the Federal Debt Collection 

Procedures Act, 28 U.S.C. § 3001 et seq., and moving for civil contempt for the violation 

of any Court orders issued in this action. Defendant shall pay post judgment interest on 

any amounts due after 30 days of the entry of this Final Judgment pursuant to 28 U.S.C. 

§ 1961. 

III. PENNY STOCK BAR

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant is 

barred for a period of five years from participating in an offering of penny stock, including 

engaging in activities with a broker, dealer, or issuer for purposes of issuing, trading, or 

inducing or attempting to induce the purchase or sale of any penny stock. A penny stock 

is any equity security that has a price of less than five dollars, except as provided in Rule 

3a51-1 under the Exchange Act [17 C.F.R. 240.3a51-1].

IV. INCORPORATION OF CONSENT

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that the Consent is 

incorporated herein with the same force and effect as if fully set forth herein, and that 

Defendant shall comply with all of the undertakings and agreements set forth therein. 

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V. RETENTION OF JURISDICTION

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court shall 

retain jurisdiction of this matter for the purposes of enforcing the terms of this Final 

Judgment. 

VI. RULE 54(b) CERTIFICATION

There being no just reason for delay, pursuant to Rule 54(b) of the Federal Rules

of Civil Procedure, the Clerk is ordered to enter this Final Judgment forthwith and without 

further notice. 

DONE AND ORDERED in Chambers in Fort Lauderdale, Florida, this 13th day of 

September 2022. 

Copies Furnished Counsel of Record via CM/ECF

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