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|1.||What was this case about?|
On July 29, 2010, the Securities and Exchange Commission (“SEC” or “Commission”) filed a complaint (“Complaint”) alleging that defendant Citigroup Inc. (“Citigroup” or “Defendant”) violated Section 17(a)(2) of the Securities Act of 1933 (“Securities Act”), Section 13(a) of the Securities Exchange Act of 1934 (“Exchange Act”) and Exchange Act Rules 12b-20 and 13a-11. The Complaint alleges that from July 2007 through October 2007, Citigroup made a series of materially misleading statements concerning the extent of the company’s exposure to sub-prime mortgage-related assets in earnings calls and public filings.1 The Defendant entered into consent agreements and on October 19, 2010 the Court entered Final Judgment ordering the Defendant to pay disgorgement of $1.00, and a civil penalty in the amount of $75,000,000.00. Pursuant to the Final Judgment, on October 22, 2010, defendant Citigroup Inc. paid a total of $75,000,001 to the Clerk of the Court (the “Fair Fund”) under the case name designation “SEC v. Citigroup Inc., Case No. 10-cv-01277 ESH.” The Fair Fund was deposited into an interest bearing account and it constitutes a Qualified Settlement Fund (“QSF”) under Section 468B(g) of the Internal Revenue Code, and related regulations, 26 C.F.R. §§ 1.468B-1 through 5. By order dated December 17, 2010, the Court appointed Damasco & Associates LLP, now known as Miller Kaplan Arase LLP, as Tax Administrator to fulfill the tax obligations of the Fair Fund. By order dated October 6, 2016, the Court appointed Garden City Group, LLC (“GCG”) as the Distribution Agent for the Fair Fund to assist in overseeing the administration and the distribution of the Fair Fund in coordination with Commission staff, pursuant to the terms of this Distribution Plan (the “Plan”). Pursuant to the Final Judgment, the Fair Fund shall be distributed pursuant to the Fair Fund provisions of Section 308(a) of the Sarbanes-Oxley Act of 2002. Pursuant to a March 20, 2017 order of the United States District Court for the Southern District of New York, and pursuant to Section 308(b) of the Sarbanes-Oxley Act of 2002, as amended, $375,000 in residual distribution funds from the related class action, In re Citigroup Securities Litigation, 1:07-cv-09901 (SDNY) will be deposited into the Fair Fund. This Plan relates solely to the Fair Fund created in connection with the distribution described in the Order. Pursuant to the Final Judgment, the costs of distributing the Fair Fund shall be paid separately by the Defendant. This Plan sets forth the methods and procedures for distributing the Fair Fund. The distribution methodology allocates the Fair Fund amongst Eligible Claimants based on the Plan of Allocation herein, on a pro rata basis.
1 Complaint, SEC v. Citigroup Inc., 10-cv-1277 (D.D.C. 2010). On the same day the Commission filed this action against Citigroup, it instituted administrative proceedings against Citigroup’s former Chief Financial Officer, Gary Crittenden, and Citigroup’s former head of Investor Relations, Arthur Tildesley, for their roles in causing Citigroup to make certain of the misleading statements alleged in the Complaint. In their offers of settlement related to those proceedings, Messrs. Crittenden and Tildesley consented to the entry of a cease-and-desist order finding that each of them caused violations by Citigroup of Section 13(a) of the Exchange Act and Exchange Act Rules 12b-20 and 13a-11. In addition, Mr. Crittenden paid $100,000 and Mr. Tildesley paid $80,000 to the United States Department of Treasury.
2 Final Judgment as to Defendant Citigroup Inc. (D.D.C. 2010).
|2.||Why did I receive a Notice?|
You received a Notice because records indicate you may have purchased or acquired Citigroup common stock between February 26, 2007 and April 18, 2008, inclusive (the “Relevant Period”). The notice you received is designed to notify you of the settlement reached and to inform you that you may be eligible to receive payment from the Citigroup Fair Fund.
|3.||Who is eligible to participate in the Fair Fund?|
To qualify for a payment from the Citigroup Fair Fund, you must satisfy certain eligibility criteria that are described in detail in the Plan and the Plan of Allocation, attached to the Plan as Exhibit A. Those criteria include the following:
|4.||Who is excluded from participating in the Fair Fund?|
You are excluded from participation in the Citigroup Fair Fund if you are:
Please note that for purposes of the Citigroup Fair Fund, the parties have defined a "Director" as a member of the Citigroup Inc. Board of Directors. The term "Officer" is defined as a president, principal financial officer, principal accounting officer, controller, any vice-president in charge of a principal business unit, division or function (such as sales, administration or finance), any other officer who performs a policy-making function or any other person who performs similar policy-making function.
|5.||What is the amount of the Fair Fund?|
Pursuant to the Final Judgment, on October 22, 2010, defendant Citigroup Inc. paid a total of $75,000,001 to the Clerk of the Court (the “Fair Fund”) under the case name designation “SEC v. Citigroup Inc., Case No. 10-cv-01277 ESH.”
|6.||What do I need to do to participate in the Fair Fund?|
If you submitted a Proof of Claim Form in the settlement of the related securities Class Action, entitled, In re Citigroup Securities Litigation and your claim was approved, you are automatically deemed an Eligible Claimant with respect to those transactions that were approved and you do not need to submit a Proof of Claim Form for those previously approved transactions.
If you submitted a claim in connection with the Class Action that was determined to be deficient and failed to cure the deficiencies, you must provide the required information and/or documentation to cure the deficiencies in your Class Action Claim. Please do not re-submit the same Proof of Claim Form and documentation previously submitted.
If you did not submit a claim in the Class Action or you wished to file a claim for additional transactions not included in your Class Action Claim, you must have submitted the Proof of Claim Form by August 31, 2018.
|7.||What did I need to submit with my Proof of Claim Form?|
You must have documented each transaction that you included on your Proof of Claim Form. Acceptable forms of supporting documentation include, but are not limited to:
|8.||What was the deadline for submitting my Proof of Claim Form?|
The deadline to submit the Proof of Claim Form was August 31, 2018.
|9.||How much money will I receive if my claim is approved?|
|10.||Who is the Distribution Agent?|
The Garden City Group, LLC was appointed as the Distribution Agent. As of June 1, 2018, The Garden City Group has been operating as Epiq Class Action and Claim Solutions, Inc.
|11.||Where can I obtain the Plan, Notices and Proof of Claim Form?|
You can obtain the Plan and Notices by either downloading these documents from this website by clicking on the tabs to the left, or the documents can be requested by mail to:
SEC v. Citigroup Inc.
P.O. Box 10345
Dublin, OH 43017-5545
|12.||How do I get more information?|
|13.||When did the Initial Distribution take place?|
The Initial Distribution took place on Thursday, October 29th, 2020.