The Wall Street Legal & Regulatory Feed
Securities Industry Commentator by Bill Singer Esq
February 6, 2018
Lawyer Who Authored Blank-Check Opinions Suspended From Practice Before SEC.
In anticipation of the institution of proceedings by the SEC but without admitting or denying the findings, Andrew H. Wilson, Esq. submitted an Offer of Settlement, which the federal regulator accepted. In the Matter of Andrew H. Wilson, Esq. (Order Instituting Administrative Proceedings, Making Findings, and Imposing Remedial Sanctions, SEC, '34 Act Rel. No. 82632; Admin. Proc. File No. 3-18358)
https://www.sec.gov/litigation/admin/2018/34-82632.pdf
In accordance with the Offer of Settlement, the SEC suspended Wilson from appearing or practicing before the Commission as an attorney. As set forth in part in the SEC OIP:
In anticipation of the institution of proceedings by the SEC but without admitting or denying the findings, Andrew H. Wilson, Esq. submitted an Offer of Settlement, which the federal regulator accepted. In the Matter of Andrew H. Wilson, Esq. (Order Instituting Administrative Proceedings, Making Findings, and Imposing Remedial Sanctions, SEC, '34 Act Rel. No. 82632; Admin. Proc. File No. 3-18358)
https://www.sec.gov/litigation/admin/2018/34-82632.pdf
In accordance with the Offer of Settlement, the SEC suspended Wilson from appearing or practicing before the Commission as an attorney. As set forth in part in the SEC OIP:
1. Wilson, age 69, resides in Nevada City, California. Wilson is an attorney licensed inCalifornia who issued at least five legal opinions and provided other professional services in connection with at least four blank check companies and by which securities of at least three blank check companies were unlawfully allowed to be sold to the public.2. On October 11, 2017, the Commission filed a complaint against Wilson in SEC v.Wilson (Civil Action No. 17-cv-23712-Williams/Torres), in the United States District Court for the Southern District of Florida. On November 6, 2017, the court entered an order permanently enjoining Wilson by consent, from future violations of Sections 5(a) and 5(c) of the Securities Act of 1933 ("Securities Act"). The Court also imposed by consent, a penny stock bar and a conduct based injunction enjoining Wilson from directly or indirectly providing, or receiving compensation from the provision of, professional legal services to any person or entity in connection with the offer or sale of securities pursuant to, or claiming, an exemption under Section 4(a)(1) predicated on Securities Act Rule 144, or any other exemption from the registration provisions of the Securities Act, including, without limitation, participating in the preparation or issuance of any opinion letter relating to such offering or sale. Further, the Court ordered Wilson to pay disgorgement of ill-gotten gains, prejudgment interest, and a civil money penalty with the amounts to be determined at a later date upon the Commission's motion.3. The Commission's complaint alleged, among other things, that from no later thanAugust 2011 through August 2013, Wilson performed legal services for Daniel McKelvey and Steven Sanders (collectively, the "Control Persons") by, among other things, providing at least five legal opinion letters by which restricted securities of at least three blank check companies as defined in Rule 419 under the Securities Act, controlled by the Control Persons ("Blank Check Companies") were unlawfully allowed to be sold to the public. The Control Persons needed Wilson's opinion letters in order to sell the Blank Check Companies, the primary feature of which was a deceptive public float of purportedly unrestricted securities based on the transactions meeting or being exempt from the registration requirements of Section 5 of the Securities Act. These opinion letters were critical to making the securities of the Blank Check Companies eligible for deposit with broker-dealers or otherwise available for public trading.
DavorCoin Latest Cryptocurrency Platform Hit With Order (Texas State Securities Board Press Release)
https://www.ssb.texas.gov/news-publications/davorcoin-latest-cryptocurrency-platform-hit-order
The TSSB entered an Emergency Cease and Desist Order against DavorCoin, an entity offering investments in a cryptocurrency lending program in Texas.In the Matter of Davorcoin (Emergency Cease and Desist Order, ENF-18-CDO-1757) READ the FULL TEXT ORDER. https://www.ssb.texas.gov/sites/default/files/ENF-18-CDO-1757_0.pdf As set forth in part in the TSSB Press Release:
The TSSB entered an Emergency Cease and Desist Order against DavorCoin, an entity offering investments in a cryptocurrency lending program in Texas.In the Matter of Davorcoin (Emergency Cease and Desist Order, ENF-18-CDO-1757) READ the FULL TEXT ORDER. https://www.ssb.texas.gov/sites/default/files/ENF-18-CDO-1757_0.pdf As set forth in part in the TSSB Press Release:
The emergency order found that DavorCoin is telling investors they can earn lucrative profits by investing in a lending program based on a new cryptocurrency known as davorcoin. Investors allegedly purchase davorcoin and then lend it to DavorCoin.According to the order, DavorCoin says an investor lending $30,000 in davorcoin may earn $15,390 in the first month of the program and receive $107,217 after 120 days.DavorCoin, however, is not providing any details about how it will generate such profits. DavorCoin also is not disclosing the identity of its principals or its place of business, claiming instead that "due to tax and regulation risks," it "cannot officialize its domiciliation."
GUEST BLOG: The Department Of Justice's Coming Out Party By Darrell Whitman (BrokeAndBroker.com Blog) http://www.brokeandbroker.com/3809/doj-darrell-whitman/
In 2010, attorney Darrell Whitman became a Regional Investigator for the San Francisco Region Office of Whistleblower Protection Programs ("OWWP"), which was part of the United States Department of Labor's ("DOL's") Occupational Safety and Health Administration ("OSHA"). Beginning in 2011, Whitman and others in the San Francisco OWWP office complained that they were being hamstrung and short-circuited in their efforts to protect whistleblowers against perceived retaliation -- essentially being prevented from doing the job that they were being paid to do. In May 2015, Whitman was fired. How ironic that Whitman, an OWWP investigator charged with protecting whistleblowers from retaliation, found himself the victim of alleged retaliation by OWWP. In response to his termination, Whitman sued. READ the UPDATE of his saga http://www.brokeandbroker.com/3809/doj-darrell-whitman/
Former Silicon Valley CEO Pleads Guilty to Defrauding Employees of Tech Company Start-Up (DOJ Press Release 18-134) https://www.justice.gov/opa/pr/former-silicon-valley-ceo-pleads-guilty-defrauding-employees-tech-company-start
Isaac Choi aka Yi Suk Choi, Yisuk Choi, Yi Suk Chae and Isaac Chae, the founder and chief executive officer of WrkRiot, a now-defunct Silicon Valley technology company start-up, pleaded guilty to defrauding several of his company's former employees by luring them to join his company based on false and misleading statements. As set forth in part in the DOJ Press Release:
Isaac Choi aka Yi Suk Choi, Yisuk Choi, Yi Suk Chae and Isaac Chae, the founder and chief executive officer of WrkRiot, a now-defunct Silicon Valley technology company start-up, pleaded guilty to defrauding several of his company's former employees by luring them to join his company based on false and misleading statements. As set forth in part in the DOJ Press Release:
[C]hoi admitted that while attempting to recruit potential employees, he made false and misleading statements about various topics, including his educational and professional history, and the amount of his wealth. Choi admitted in his plea that, in truth, he never attended any business school, that he was never employed in any capacity by any financial institution, and that he exaggerated his wealth. He further admitted that in August 2016, while at WrkRiot's office in Santa Clara, he emailed several of his employees fake wire transfer confirmation documents purporting to reflect their salary payments for the purpose of convincing his employees to continue working for his privately failing company.