There is one detail in this file that nobody could have made up. To illustrate how much autonomy the “independent” American Binance really had, the regulator points to a purchase the founder had to approve personally: eleven thousand dollars’ worth of hoodies with the Binance logo.
Everything above thirty thousand
The American platform opened in September 2019. To the outside world it was an independent company with its own chief executive. On the inside it was something else.
Until at least 30 January 2020 Zhao had to personally approve every expense above thirty thousand dollars. The American subsidiary regularly asked him and Binance for permission for ordinary operating costs: rent, taxes, legal fees, the Amazon bill for hosting the customer data.
And those hoodies.
Well into 2021, staff at the American subsidiary could not get certain real-time trading data from their own platform without Zhao’s personal permission. Nearly everyone who handled clearing and settlement for the American exchange was not in America, but in Shanghai.
Project 1776
The first chief executive of the American company called Binance internally “the mothership”.
In January 2020 her staff started keeping a list. They called it the shackles. It was every function that did not work without an answer, an access right, a permission or money from Binance. On that list, among other things: a lack of respect and transparency between the Asian and the American team, and the fact that the American finance team was not allowed to grow.
She wrote to Binance’s chief financial officer that her whole team was “at breaking point”. His answer: “getting our independence takes time”.
In October 2020 she had someone map out which processes depended on the main exchange. Her reaction to the result: “You have a lot of .com gatekeepers, now that I look at it.” A staff member: “LOL … getting control over anything — fees, sub-accounts or API limits — is an immediate win.”
She gave the project a name. After the year of the American Declaration of Independence.
Project 1776 is for our independence.The first chief executive of Binance.US, October 2020. The project did not make it.
Two chief executives, nine months
She left around March 2021. Zhao decided to replace her.
Her successor set one condition when he took the job: he wanted to be able to run the company independently of Zhao and Binance. In public he said the American exchange was “not an alter ego of Binance”.
Under oath he later told a different story. He had no idea which Binance entity ran the servers of the American platform — only that it was not his own company. The matching engine was “presumably run by some Binance entity, but I have no idea which one”. His conclusion: “the biggest risk in this company is that we are entirely dependent on a bunch of technology that sits in Asia”.
He wanted to bring that technology and the crypto to America. Zhao overruled him. He resigned, roughly three months after starting.
All of the things that we had previously agreed and had worked on for 80 days were suddenly repudiated with no further discussion, and on that day I realized: huh, I'm not actually the one running this company. And as soon as I realized that, I left.The second chief executive of Binance.US, under oath before the SEC.
Where does seventeen million come from?
Two scenes from that period, both from the complaint.
June 2020: the trust company that managed the dollar accounts of the American platform tells the chief executive that internal transfers have risen from around ten million dollars a day to one and a half billion. She knew nothing about it. She could not verify it. And she had to go and ask Binance — a, in the SEC’s words, “supposedly separate and independent company”.
December 2020: seventeen million dollars disappears from the accounts of the American platform to a company in the British Virgin Islands. She writes: “thank you — helpful. I just had to get an explanation, because if someone breaks our limits with huge withdrawals I have to ask — where do you get that kind of money from? And where is it going? … haha, I’m on a wild goose chase to make sure we know where 17 million is moving around.”
That company in the Virgin Islands was called Merit Peak. It belonged to Zhao.
The owner’s market maker
Two names keep coming back. Merit Peak, based in the British Virgin Islands. And Sigma Chain, based in Switzerland. According to the SEC, Zhao is the ultimate beneficial owner of both, and they were run by Binance staff.
Sigma Chain described itself as “the main market maker for Binance.com”. Zhao gave instructions that it should also become one of the first market makers on the American platform. His own argument, according to the complaint: because it was Binance’s “own” market maker, rather than one that was “at arm’s length”.
And here is a detail you have to read twice: the woman who ran the back office at Binance was at the same time president of Sigma Chain and a signatory on the bank accounts of the American platform. One person, on both sides of a wall that was not there.
At least 145 million dollars from the American platform went through that Sigma Chain account in 2021. Another 45 million went to it from the trust account. And from that account, according to the SEC, eleven million dollars was spent on a yacht.
“I tested it myself”
In August 2019, still before the American launch, the head of the team behind the matching engine warned the leadership. The engine allowed a user to trade with himself. “Make sure this is fine with whatever US rules we have to follow”, he wrote. And: “The manipulation angle comes from the fact that traded volume goes up while in reality no money changed hands.”
His closing line was matter-of-fact: “If a US rule says we have to prevent this, we will. Otherwise not.”
A year and a half later, in January 2021, the sales director of the American platform sent a message to his chief executive.
Apparently we have nothing in place to prevent wash trading? Just tested myself, sold market order into my own bid.The sales director of Binance.US, January 2021. A colleague replied with one word: “Yikes.”
Fifty-one out of fifty-eight
What was going on at that platform in the meantime is set out in the complaint in numbers.
On 25 September 2019, the day after the opening, trading between Sigma Chain accounts and other accounts belonging to Zhao and Binance staff accounted for more than 99 percent of the volume in the first hour in at least one crypto asset. By the end of that day it was still almost seventy percent.
In the three months before the company raised two hundred million dollars from investors, Sigma Chain repeatedly wash traded in 51 of the 58 available crypto assets.
For one asset it has been worked out per day. On 11 April 2022, 35.52 percent of all volume in that asset was Sigma Chain trading with itself.
And until at least February 2022 — three and a half years after the launch — the platform had no system at all for detecting market manipulation. While the investor presentation spoke of “robust” surveillance using artificial intelligence, and the July 2021 manual promised monthly reviews of “all potential wash trades”.
Zhao had tweeted something about it himself, back in April 2019.
CREDIBILITY is the most important asset for any exchange! If an exchange fakes their volumes, would you trust them with your funds?Changpeng Zhao, in public, April 2019. The SEC quotes it in its complaint.
The bill
On 21 November 2023 everything came together in one day.
Binance pleaded guilty. The total resolution with the US Department of Justice: $4,316,126,163. On top of that a 3.4 billion penalty from the financial intelligence unit, 968 million for sanctions violations and 2.85 billion from the derivatives regulator — amounts that are partly offset against each other. The headline figure for the company: 4.3 billion dollars, one of the largest settlements in American corporate history, in any sector whatsoever.
Zhao pleaded guilty personally. He paid 200 million dollars out of his own pocket and stepped down as chief executive. On 30 April 2024 he was sentenced to four months in prison. He served them.
On 23 October 2025 he was pardoned by President Trump. That pardon wiped out the conviction of the person — not the settlement of the company.
And on 1 July 2026 Binance left the entire European Economic Area. It never obtained a MiCA licence.
Who were all these people?
In the court records almost nobody has a name. The chief compliance officer is called “Individual 1”, the chief executives of the American platform are called “BAM CEO A” and “BAM CEO B”. Only Zhao appears in full.
We looked them up in other public records. What follows is therefore not speculation — in every case it is another official source or an authoritative outlet that does name the name.
The back office manager, simultaneously president of Sigma Chain: the SEC names her itself in another filing in the same case — Guangying “Heina” Chen. According to Forbes she was a director of eight Binance companies and a signatory on accounts of 27 entities in thirteen countries.
The chief compliance officer of the “fking unlicensed securities exchange”: charged by name by the derivatives regulator as Samuel Lim; settled for one and a half million dollars.
The first chief executive of Binance.US, of Project 1776 and the puppet line: Catherine Coley, a former Morgan Stanley trader, before that at Ripple. Almost entirely out of public view since 2021; her 2022 testimony is attached as an exhibit to the court records.
The second chief executive, who walked out after three months: Brian Brooks — and that is no random name. He had previously been acting Comptroller of the Currency, the most senior banking regulator in the United States. The man who supervised American banking discovered within ninety days that he was not running his own company. He is now chairman of the board of a property lender.
The chief financial officer: Wei Zhou, formerly of Goldman Sachs. Left in 2021, bought the Philippine exchange Coins.ph and is its chief executive today.
The Tai Chi consultant: according to Forbes, Harry Zhou of Koi Trading. The marketing director who reported the 19-out-of-22, and the two co-founders from the June 2019 meetings, we have not been able to tie firmly to a name — so we leave it at their job title.
And what became of them
Catherine Coley, who started Project 1776, all but vanished from public view after 2021. In 2023 she hired a top lawyer in connection with the US investigations. Her LinkedIn still lists one role: former CEO of Binance.US. She has never been charged.
Brian Brooks, the former banking regulator who walked out after three months, has been chairman and CEO of property financier Meridian Capital Group since April 2024, and joined the crypto summit at the White House in 2025. The SEC used his testimony to establish Zhao’s control. He too has never been charged.
Wei Zhou, the chief financial officer, left in 2021, bought Philippine exchange Coins.ph for around two hundred million dollars in 2022 and still runs it. Ted Lin, growth chief almost from the start, left in July 2022 to become a Web3 mentor and angel investor. And Samuel Lim, the compliance chief behind the most quoted chat message in crypto history, paid one and a half million dollars and is barred from the industry.
But the two best endings are not people.
Prime Trust, the Nevada trust company that held the dollars of Binance’s American customers — and that called the CEO in 2020 about those one and a half billion a day — was itself shut down by the Nevada regulator in 2023. The reason: shortfalls in customer funds. Internal ledgers turned out to have been manipulated, assets commingled. The company went into Chapter 11; the wind-down is still running.
And Armanino, the accounting firm that wrote to the board of Binance’s American arm warning it was impossible to establish whether customers were fully collateralised? It also audited the books of FTX.US. After FTX collapsed came the negligence claims. The firm then quit auditing crypto companies altogether.
The warner, the custodian and the bookkeeper. All three gone.
What is settled and what is not
Two things to keep strictly apart. The guilty plea of November 2023 and the 4.3 billion dollars: that is a criminal resolution, and it is settled. The SEC case, which most of the material in this series comes from, is a civil complaint allegations. In June 2024 the judge let a large part of that complaint stand, but threw out elements of it.
The people named here other than Zhao, Lim and Chen have not been criminally prosecuted. Coley, Brooks and Wei Zhou have not been charged anywhere; in the court records Brooks and Coley are in fact presented as people who were trying to break free. Harry Zhou denied through Binance that the plan was ever carried out — the SEC says it was.
And the nuance that falls away most easily: this file is not about one villain. It is about a company that made one choice — not to let go of the biggest market in the world without getting a licence for it — and about everything that was needed afterwards to keep that choice going.
Sources
For this part: the SEC complaint of 5 June 2023 (¶¶141-236 on control, ¶¶239-281 on the wash trading, ¶¶33-34 on Sigma Chain and Merit Peak); the SEC emergency motion in which Guangying Chen is named; the DOJ settlement of 21 November 2023; the CFTC settlement and the case against Samuel Lim; the ruling on the motions to dismiss of 28 June 2024. For the identifications: the SEC emergency motion mentioned above, the CFTC filings, and reporting by Forbes, Bloomberg Law and CoinDesk. Current as of 1 August 2026.