Consent Order No. 2023-04, In re Binance Holdings Ltd. et al. ($3.4B civil money penalty, 5-yr monitorship) (Part 2 of 2)

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Research, not advice. Part of the Bitcoin research archive (October 2026). Claims labelled unverified, contested or fringe are reported, not endorsed; statuses of bills and rules are as of the date checked. Government, court and patent records are public domain; the research notes are CC BY 4.0.

described therein, and any applicable reporting requirements set forth

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in Binance’s consent orders with the CFTC. The Fifth Review and resulting report, including, if

applicable, the accompanying certification, shall be completed and delivered to FinCEN no later

than 30 days before the end of the Term.

                      Monitor’s Discovery of Potential or Actual Misconduct

       18.     Except as set forth below in paragraphs (19), (20), and (21), should the Monitor

discover during the course of their engagement that any director, officer, employee, agent, third-

party vendor, or consultant of Binance may have engaged in unlawful activity in violation of the

BSA or OFAC regulations (Potential Misconduct), the Monitor shall immediately report the

Potential Misconduct to Binance’s General Counsel and Chief Compliance Officer for further

action, unless the Potential Misconduct was already so disclosed. The Monitor also may report

Potential Misconduct to FinCEN (and OFAC, as appropriate) at any time, and shall report Potential

Misconduct to FinCEN (and OFAC, as appropriate) upon request.

       19.     In some instances, the Monitor should immediately report Potential Misconduct

directly to FinCEN (and OFAC, as appropriate) and not to Binance. The presence of any of the

following factors militates in favor of reporting Potential Misconduct directly to FinCEN (and

OFAC, as appropriate) and not to Binance, namely, where the Potential Misconduct: (i) poses a

risk to public health or safety or the environment; (ii) involves senior management of Binance;

(iii) involves obstruction of justice; or (iv) otherwise poses a substantial risk of harm.

       20.     If the Monitor believes that any Potential Misconduct has occurred or may

constitute a criminal or civil violation (Actual Misconduct), the Monitor shall immediately report

Actual Misconduct to FinCEN (and OFAC, as appropriate). When the Monitor discovers Actual

Misconduct, the Monitor shall disclose the Actual Misconduct solely to FinCEN (and OFAC, as

appropriate), and, in such cases, disclosure of the Actual Misconduct to the General Counsel or

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Chief Compliance Officer of Binance should occur as FinCEN and the Monitor deem appropriate

under the circumstances.

       21.     The Monitor shall address in their reports the appropriateness of Binance’s

response to disclosed Potential Misconduct or Actual Misconduct, whether previously disclosed to

FinCEN (and OFAC, as appropriate) or not. Further, if Binance or any entity or person working

directly or indirectly for or on behalf of Binance withholds information necessary for the

performance of the Monitor’s responsibilities and the Monitor believes that such withholding is

without just cause, the Monitor shall also immediately disclose that fact to FinCEN and address

Binance’s failure to disclose the necessary information in their reports.

       22.     Neither Binance nor anyone acting on its behalf shall take any action to retaliate

against the Monitor for any such disclosures or for any other reason.

                            Meetings During Term of Monitorship

       23.     The Monitor shall meet with FinCEN within 30 days after providing each report to

FinCEN to discuss the report, to be followed by a meeting between FinCEN, the Monitor, and

Binance. OFAC, the CFTC, and the Department of Justice may choose to attend such meetings

but will not be required to do so.

       24.     At least annually, and more frequently if appropriate, representatives from Binance

and FinCEN will meet together to discuss the monitorship and any suggestions, comments, or

improvements Binance may wish to discuss with or propose to FinCEN, including with respect to

the scope or costs of the monitorship. OFAC, the CFTC, and the Department of Justice may

choose to attend such meetings but will not be required to do so.

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                       Contemplated Confidentiality of Monitor’s Reports

       25.     The reports will likely include proprietary, financial, confidential, and competitive

business information. Moreover, public disclosure of the reports could discourage cooperation, or

impede pending or potential government investigations and thus undermine the objectives of the

monitorship. For these reasons, among others, the reports and the contents thereof are intended:

(i) to be made available to only FinCEN, OFAC, the CFTC, and the Department of Justice; and

(ii) to remain non-public, except as otherwise agreed to by the parties in writing, or except to the

extent that FinCEN determines in its exclusive discretion that disclosure would be in furtherance

of FinCEN’s discharge of duties and responsibilities, or is otherwise required by law.

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