SEC Bars Adviser Over $509K in Undisclosed Referral Fees Tied to Failed Real Estate Fund

The U.S. Securities and Exchange Commission has barred Keith Gebert, founder of the former New Jersey advisory firm Rightbridge Private Capital LLC, from the securities industry. The regulator found that he took more than $509,000 in undisclosed referral fees for steering clients into a private real estate fund that later collapsed.

Between October 2020 and March 2023, Gebert advised about 36 clients to invest roughly $10 million in a private fund that financed and renovated multifamily properties in East Orange, N.J., according to the settled order, released Sept. 24. The SEC did not name the fund or its affiliated real estate management company. The managing member of the fund’s general partner is also the management company’s chief executive officer, the order said.

From October 2021 through March 2023, the management company paid Gebert about $509,350 in referral fees, according to the order. He routed the payments to a personal bank account he held jointly with a family member instead of Rightbridge’s business account.

None of this appeared in Rightbridge’s disclosures. Its Form ADV brochure listed only a 1% annual advisory fee. The firm’s Form ADV also said that neither Rightbridge nor its related persons had a sales interest in any securities it recommended, which the SEC called false. The fund’s offering documents made no mention of compensation to Gebert or his firm.

Gebert described the limited partnership interests to clients as a “low-risk, collateralized, fixed-income investment” paying 10% or 12% a year in monthly installments, according to the order. Three clients, ages 63 to 75, told the SEC they were never informed of the fees. Two said they would not have invested if they had known.

The fund deferred redemptions in early 2023, and interest payments had largely stopped by the end of that year. In a January 2025 letter to investors, the management company’s CEO said all of the fund’s investments were “in bankruptcy or otherwise unrecoverable,” according to the order. Nearly all of Gebert’s clients are still owed at least their original investment.

The SEC found that Gebert willfully violated Sections 206(1) and 206(2) of the Investment Advisers Act of 1940. He agreed to settle without admitting the findings. He must pay $509,350 in disgorgement, $135,138 in prejudgment interest, and a $150,000 civil penalty, and he is subject to a cease-and-desist order and an industry-wide bar.

Rightbridge was registered with New Jersey from October 2017 until it withdrew in April 2023. The firm last reported at least 103 clients and about $45.3 million in assets under management.

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