Activated Capital, LLC
Unclaimed16/100 · Serious concerns
Public-record listing · New York, NY (per federal filings)
Unclaimed listing. This firm has not registered or claimed this page. Everything here comes from public records and the firm’s own public website, as of 2026-10-17.
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What they do
New York fund sponsor that raised about $6.3 million from 14 investors for Opportunity Zone real-estate funds. The SEC obtained a final judgment against the firm's founder and the firm (injunction and disgorgement; SEC civil action No. 1:21-cv-09422, S.D.N.Y.), and the founder pleaded guilty to securities fraud and wire fraud and was sentenced to 48 months (criminal case, S.D.N.Y., 2021). The SEC alleged investor money was diverted rather than invested in qualifying properties. Listed as a sourced regulatory example of what the red flags are designed to catch.
Public-record summary. Category: Opportunity zone fund sponsor (S11). Fees: Not published.
Strategies offered
- Opportunity Zone Investments Public record source
Evidence score
16/100 · Serious concerns16 of 98 applicable points = 16. Rubric v1.1 (2026-10-17). Retrieved 2026-10-17.
49 points are pending because the item could not be checked from public records. If every pending item were verified, the score could reach up to 39 (limited by caps or by items that don't apply). How this is calculated.
| Category | Points | |
|---|---|---|
| Regulatory record (weight 25) | 0 / 25 | |
| Tax-controversy record (weight 20) | 16 / 20 | |
| Litigation & complaints (weight 15) | 0 / 15 | |
| Transparency (weight 15) | 0 / 15 | |
| Substance & verifiability (weight 15) | 0 / 15 | |
| Structure quality (weight 10) | 0 / 8 |
Red flags
A flag stays Open, and its cap applies, until it is addressed with new public evidence or with materials the firm submits and a reviewer accepts. Addressed flags no longer limit the score.
Evidence by item
Each line shows the points awarded, how it was checked and a source link where one exists.
Regulatory record · 0 / 25
| Item | Points | Status | Evidence |
|---|---|---|---|
| R1 Registration status verified for firm and soliciting individuals where required (BD/IA/state; insurance producer if relevant) | 0 / 5 | VERIFIED | No IAPD or BrokerCheck registration found; fund interests were sold under claimed exemptions (per SEC complaint). source |
| R2 No SEC/FINRA disciplinary events for the firm (10-yr lookback) | 0 / 8 | VERIFIED | SEC litigation release and final judgment against the firm and its founder for securities-law violations (S.D.N.Y.). source |
| R3 No disciplinary events for principals/control persons (10-yr lookback) | 0 / 6 | VERIFIED | The firm's founder was criminally convicted (guilty plea to securities fraud and wire fraud, S.D.N.Y.) and is permanently enjoined by the SEC. source |
| R4 No state securities-regulator or state AG actions against firm/principals | 0 / 4 | UNVERIFIED | State securities-regulator / AG actions not checked. |
| R5 Named licensed professionals (CPA/attorney/EA) in good standing | 0 / 2 | UNVERIFIED | Licensed-professional good standing needs state CPA board / bar lookups for named individuals; not performed in this pilot. |
Tax-controversy record · 16 / 20
| Item | Points | Status | Evidence |
|---|---|---|---|
| T1 Strategy is not a listed transaction / transaction of interest and not a current Dirty Dozen theme | 8 / 8 | VERIFIED | Qualified Opportunity Zone investments (Sec. 1400Z-2) are not a listed transaction/TOI; this item is scored on the strategy, not on the firm's conduct. source |
| T2 No DOJ Tax Division injunctions / IRC §§6700, 6701 promoter cases against firm or principals | 6 / 6 | VERIFIED (nothing found) | No DOJ Tax Division Sec. 7408 promoter case found; the DOJ criminal case concerned securities and wire fraud. source |
| T3 No adverse Tax Court / appellate opinions involving the sponsor's prior deals | 0 / 4 | UNVERIFIED | Not assessed. |
| T4 Provides clear reportable-transaction disclosure guidance (Form 8886/8918) where applicable | 2 / 2 | VERIFIED | Strategy is not a listed transaction/TOI, so Form 8886/8918 guidance is N/A-justified (rubric: 2 = clear or N/A-justified). source |
Litigation & complaints · 0 / 15
| Item | Points | Status | Evidence |
|---|---|---|---|
| L1 No material civil fraud/misrepresentation litigation (firm, principals, affiliates) | 0 / 6 | VERIFIED | SEC civil action and a parallel criminal case alleged and resulted in securities-fraud outcomes against the firm's founder and the firm (S.D.N.Y.). source |
| L2 Complaint pattern reasonable (BBB, state AG, CFPB where relevant) | 0 / 4 | UNVERIFIED | Complaint history (BBB / state AG) not checked. |
| L3 No bankruptcy/insolvency pattern among principals or affiliates | 0 / 3 | UNVERIFIED | Bankruptcy history not checked. |
| L4 Entities in good standing with Secretary of State; legal entity names match marketing | 0 / 2 | UNVERIFIED | Secretary of State good-standing not checked: state portals checked use CAPTCHA (e.g., SC businessfilings.sc.gov); not bypassed. Needs a manual lookup or paid registry pull. |
Transparency · 0 / 15
| Item | Points | Status | Evidence |
|---|---|---|---|
| X1 Fees and total costs published or provided in writing before commitment | 0 / 4 | UNVERIFIED | Fees are not published on the pages reviewed. |
| X2 Offering documents available before commitment; Form D on EDGAR where applicable | 0 / 4 | UNVERIFIED | No Form D found under the firm name (EDGAR full-text, 0 hits). source |
| X3 Names tax counsel / opinion issuer and allows direct verification | 0 / 4 | UNVERIFIED | No tax counsel or opinion issuer is named on the pages reviewed. |
| X4 Discloses audit/examination and claim history of prior deals | 0 / 3 | UNVERIFIED | Audit/examination and claim history of prior deals is not in public records; would need firm disclosure. |
Substance & verifiability · 0 / 15
| Item | Points | Status | Evidence |
|---|---|---|---|
| V1 Underlying assets independently verifiable (e.g., interconnection agreements, utility records, deeds, dated site evidence) | 0 / 6 | VERIFIED | The SEC alleged investor funds were not used to acquire the represented qualifying properties and that a represented outside custodian and sponsor investments did not exist. source |
| V2 Placed-in-service / completion evidence for prior projects | 0 / 4 | UNVERIFIED | No public completion / placed-in-service evidence. |
| V3 Appraisals by independent credentialed appraisers (not promoter-selected) | 0 / 3 | UNVERIFIED | Appraisals / valuations not public. |
| V4 Pre-tax economic substance: investment case exists apart from tax benefits | 0 / 2 | VERIFIED | The SEC alleged distributions were paid from new investor money and loans rather than property income. source |
Structure quality · 0 / 8
| Item | Points | Status | Evidence |
|---|---|---|---|
| Q1 Independent legal opinion (not solely promoter-paid boilerplate) | 0 / 4 | UNVERIFIED | Legal opinion not seen; independence unknown. |
| Q2 Tax insurance verified directly with named carrier/broker (policy exists, scope understood) | n/a | Not applicable | No tax insurance is claimed in the materials reviewed. |
| Q3 Fees reasonable relative to comparable offerings | 0 / 2 | UNVERIFIED | Needs a written fee comparison set of >=3 comparable offerings; not built in this pilot. |
| Q4 No guaranteed outcomes, benefit multiples or 'audit-proof' claims | 0 / 2 | UNVERIFIED | Marketing materials are no longer available; not assessed. |
Questions to ask this firm
- Is the firm still soliciting investors under any name?
- Restitution status for the 14 investors.
About these scores. Scores reflect only publicly available evidence found as of the retrieval date shown, scored with the same rubric for every firm. They are not an endorsement, rating of quality, accusation or statement about any person. Items we could not check from public records earn no points and are marked Unverified; a firm can supply proof to update them. How we score · Request a correction
Complaints
0 complaints under review · 0 substantiated · 0 with a response from the firm.
Complaints are an allegation until a reviewer decides. We show only the category and status, never the complainant’s identity, the description or any documents. Private complaints are counted but not itemized. The firm can respond by claiming this listing.
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Verification and listing notice
"Verified" means our staff checked the identity, business-registration, and credential details listed against the sources named, on the date shown. It is not an endorsement, rating, or recommendation. Firm- and advisor-reported information is their own statement. Listings are alphabetical; payment never affects order, scores, or warnings.