Father and Son Team Fleeced 100 Investors Out of $25.8 Million!

SEC v. Brendan H. Church, Edwin N. Church, Old South Trading Co., LLC — U.S. Securities and Exchange Commission Litigation Release No. 26361, dated July 22, 2025.

The SEC charged Old South Trading Co., LLC, Brendan Church, and Edwin Church for conducting an unregistered securities offering that raised $25.8 million from about 100 investors. The defendants allegedly failed to register the offering and misled investors, leading to over $11.6 million in losses. Final judgments were entered against Brendan and Edwin Church, imposing penalties, disgorgement, and bars from participating in securities offerings.

In Plain English

Imagine someone selling special IOUs (like promises to pay you back later) without telling the government or following the rules. They promised about 100 people they'd make money, but instead, many people lost their money when the company stopped paying. The government stepped in, and the people in charge had to pay fines and were banned from selling these kinds of promises again.

Disclaimer: all facts are drawn from the SEC's own filings; the claims described are allegations unless and until a court rules or the parties settle, and some cases end in dismissal.

How the Alleged Scheme Worked

1. Offer Unregistered Notes Brendan Church and his father, Edwin N. "Chuck" Church, through their company Old South Trading Co., LLC, began offering and selling demand promissory notes to investors. These notes were not registered with the SEC, meaning they bypassed the standard regulatory review process designed to protect investors.
2. Raise Millions from Investors The Church defendants managed to raise approximately $25.8 million from around 100 investors. This fundraising effort included soliciting individuals identified through social media forums, indicating a broad outreach strategy.
3. Act as Unregistered Broker Edwin "Chuck" Church also acted as an unregistered broker in connection with the offering. He solicited investors, handled their paperwork and correspondence, and made investment recommendations, all in exchange for transaction-based compensation from Old South.
4. Mislead Investors on Registration The complaint alleged that no registration statement was in effect for the sale of these promissory notes, and no exemptions from registration were applicable. This means the securities were offered and sold illegally, without the disclosures required by law.
5. Stop Payments and Redemptions In June 2022, Old South Trading Co., LLC allegedly stopped making investor interest payments and honoring investor redemption requests. This failure to meet their obligations led to significant financial distress for the investors.
6. Cause Substantial Investor Losses As a result of the company's inability to pay or redeem the notes, at least 79 investors suffered losses totaling more than $11.6 million.

The Enforcement Action

On July 18, 2025, the U.S. District Court for the District of South Carolina entered final judgments against defendants Brendan Church and Edwin N. Church, whom the SEC previously charged with engaging in an unregistered securities offering. The SEC also previously charged Edwin Church for acting as an unregistered broker in connection with the offering. The SEC’s complaint, filed on January 17, 2025, alleged that Brendan Church and his father Edwin Church, through Old South Trading Co., LLC, raised approximately $25.8 million dollars through the unregistered offer and sale of demand promissory notes from approximately 100 investors. The complaint alleged that Edwin Church acted as an unregistered broker in connection with the offering by, among other things, soliciting investors, handling paperwork and correspondence with investors, and making recommendations regarding the investments, in exchange for transaction-based compensation from Old South. Old South allegedly stopped making investor interest payments and honoring investor redemption requests in June 2022, resulting in more than $11.6 million in losses to at least 79 investors. Without admitting or denying the allegations in the complaint, Brendan Church and Edwin Church each consented to the entry of a final judgment permanently enjoining them from violating Sections 5(a) and (c) of the Securities Act of 1933 and enjoining Edwin Church from violating Section 15(a)(1) of the Securities Exchange Act of 1934. The final judgments also ordered Brendan Church to pay a civil penalty of $300,000, ordered Edwin Church to pay a civil penalty of $250,000, and ordered Edwin Church to pay disgorgement of $15,358 plus prejudgment interest thereon. The judgments barred Brendan Church and Edwin Church from participating in the issuance, purchase, offer, or sale of any security, other than purchasing or selling securities for their own personal accounts, and barred Edwin Church from acting as or being associated with a broker or dealer. Upon entry of the judgments, the SEC also filed a notice of dismissal of defendant Old South with prejudice, concluding the litigation.

Named in this action: Brendan H. Church, Edwin N. Church, Old South Trading Co., LLC.

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