NOTE: Stipulations of Fact and Consent to Penalty (SFC); Offers of Settlement (OS); and Letters of Acceptance Waiver, and Consent (AWC) are entered into by Respondents without admitting or denying the allegations, but consent is given to the described sanctions & to the entry of findings. Additionally, for AWCs, if FINRA has reason to believe a violation has occurred and the member or associated person does not dispute the violation, FINRA may prepare and request that the member or associated person execute a letter accepting a finding of violation, consenting to the imposition of sanctions, and agreeing to waive such member's or associated person's right to a hearing before a hearing panel, and any right of appeal to the National Adjudicatory Council, the SEC, and the courts, or to otherwise challenge the validity of the letter, if the letter is accepted. The letter shall describe the act or practice engaged in or omitted, the rule, regulation, or statutory provision violated, and the sanction or sanctions to be imposed.

Okoboji Financial Services, Inc.
AWC/2005003504001

The Firm entered into a “selling agreement” with a company to serve as a selling agent for the company’s offering, and sold the unregistered offering pursuant to an exemption from SEC registration pursuant to Regulation D. Among other requirements, this form of Reg D (typically a Rule 506) required that the Firm have a substantive and preexisting relationship (to avoid a General Solicitation) with each investor prior to the time that, acting through its representatives, it offered the company’s investment to prospective investors. Acting on the firm’s behalf, its representatives made efforts to sell interests, and sold interests, in the company offering to prospective investors with whom neither the representatives nor the firm had any pre-existing relationship prior to the time the customers were contacted relating to a potential investment in the offering company. The customer contacts constituted engaging in a general solicitation with respect to the offering and, therefore, participated in the sale of unregistered securities. The Firm failed to maintain adequate written supervisory procedures relating to private offerings. 

Okoboji Financial Services, Inc.: Censured; Fined $30,000