Titan Resources Intl Corp (fka TNRI)

[MAX NORTON]

SEC target Boock responds to hijacking case

2010-11-09 14:04 ET - Street Wire
Also Street Wire (U-*SEC) U.S. Securities and Exchange Commission
by Mike Caswell
http://www.stockwatch.com/News/Item.aspx?bid=Z-C:*SEC-1777342&symbol=*SEC&news_region=C

Irwin Boock, the Ontario man who failed to answer civil fraud charges from the United States Securities and Exchange Commission for hijacking the identities of 43 public companies, has finally responded to the case. In an affirmation filed on Nov. 8, 2010, he has asked that the judge overturn a default judgment the SEC won on March 26, 2010. He says that he will defend the charges on his own, without the help of a lawyer.

The filing is the first indication that Mr. Boock, 55, intends to fight the 13-month-old case. The SEC claims that he and others hijacked inactive public companies and sold them as shells. The companies produced from the scheme included a shell that went on to become Paramount Gold and Silver Corp., a Toronto Stock Exchange listing.

In his affirmation, Mr. Boock says that he did not intentionally ignore the charges. He claims that he told the SEC one year ago that he denied any wrongdoing, but could not afford to defend himself as he was already fighting a parallel administrative proceeding launched by the Ontario Securities Commission. (The OSC matter has not yet concluded.) He did not realize at the time that he could represent himself in the SEC's case, without hiring a lawyer.

Assuming the judge grants Mr. Boock's request, he will then be able to file a formal answer to the charges, and could face a hearing in the case. The default judgment permanently banned Mr. Boock from penny stocks and ordered him to pay yet-to-be-determined financial penalties.

SEC's complaint

The case began on Sept. 29, 2009, when the SEC filed a complaint against Mr. Boock and others in the Southern District of New York. The other defendants were Stanton DeFreitas, 33, of Toronto; Jason Wong, 32, of Markham; and two Houston lawyers, Roger Schoss, 64, and Nicolette Loisel, 52. The SEC also named Select American Transfer, a transfer agent run by Mr. Boock, Mr. DeFreitas and Mr. Wong.

According to the SEC, the hijacking scheme began in November, 2003, and ran for about four years. Typically, the men sought companies that still traded, but lacked a current transfer agent or contact person. They located these companies by scanning the pink sheets website. Once they identified a suitable target, they reactivated the company through the appropriate secretary of state using false names and addresses, the SEC said.

In some instances, the men found that the secretary of state had declared a company void. In these cases, they incorporated a new entity with the same name and used it to assume the identity of the old company. They would then roll back the stock, change the company's name, and obtain a new Cusip number and trading symbol, the complaint stated.

The role of the two Houston lawyers, as described by the complaint, was to help the others obtain free-trading shares in the companies. The SEC said that Mr. Schoss and Ms. Loisel drafted bogus opinion letters authorizing the issuance of 223 million free-trading shares in 19 of the companies. The SEC claimed that Ms. Loisel also prepared fraudulent transfer agent verification forms. She received $455,000 for her services. (All figures are in U.S. dollars.)

It was not entirely clear from the complaint how much money the defendants made from the scheme. The SEC said that Mr. Boock received $267,625 in 2007 by selling shares of five of the hijacked companies through a Florida brokerage account. The complaint also stated that Mr. DeFreitas sold shares of 30 hijacked stocks through offshore companies. He directed his brokerage, New Jersey-based Franklin Ross, to transfer $2.2-million of the money to a Toronto bank account.

The SEC sought appropriate civil penalties and penny stock bans.

SEC halt

On March 13, 2008, the SEC provided a partial list of the stocks that came from the hijacking when it halted 26 of them. At the time, it only said that there were questions about their status as publicly traded companies. Besides Paramount Gold, the stocks included World Hockey Association Corp., a Surrey-based pink sheets listing that briefly ran a hockey league.

While Mr. Boock is only now responding to the case, most of the other defendants have participated in preliminary matters. Mr. Wong, in an answer filed on Feb. 8, 2010, generally denied any wrongdoing and asked for a trial by jury. He had previously filed a motion to dismiss the case, in which he argued that he was simply a software developer at Select American Transfer. The judge denied the motion on Jan. 29, 2010.

On June 15, 2010, Ms. Loisel and Mr. Schoss obtained a temporary stay of proceedings. They are awaiting trial in a Florida criminal case for another hijacking scheme. According to prosecutors, they were part of a group that hijacked 54 companies and sold the stock to residents in the United Kingdom, taking over $100-million from investors. Mr. Schoss and Ms. Loisel have pleaded not guilty and await trial in February, 2011. The judge in the SEC case has granted them a stay while they defend the criminal matter.

http://www.stockwatch.com/News/Item.aspx?bid=Z-C:*SEC-1777342&symbol=*SEC&news_region=C

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Most of these hijacked scam companies were taken over by Jean-Francois Amyot (Hilbory Advisory Inc.) who used John Briner to write bogus opinion letters for billions of counterfeit shares cleared through illegally run Select American Transfer Co.

Here is one example:

LCOL.PK Hijack Time Line, formerly Ensec International Inc.

LOTTA COAL, INC (LCOL.PK)

PRINCIPAL ADDRESS

10151 UNIVERSITY BLVD., STE. 120

ORLANDO FL 32817

OLD NAME WAS : ENSEC INTERNATIONAL, Inc

The Ensec to Lotta Coal (LCOL) story:

Ensec International Inc, was a Florida corporation formed in April 1996 as a holding company for Ensec Inc., a Florida corporation (1991) and Ensec Engenharia e Sistemas de Seguranca, SA., a Brazilian corporation, Ensec, S.A. (1983). They designed, sold, installed and serviced security systems for large commercial or governmental facilities, ranging from single function installations to high-end integrated security systems. Bulk of the operations were in Brazil, however, company's principal executive offices were located at Boca Raton, Florida, and its sales office was located at One World Trade Center, Suite 3357, New York.

Amid financial/patent difficulties here’s a timeline of significant events:

2/28/1998 Ensec International closed offices in Boca Raton

10/23/1998 Ensec Inc files last annual report with Florida SoS

10/28/1998 Ensec International attempts to merge with Sentech International

2/27/1999 Ensec International files last annual report with Florida SoS

Sometime between 6/30/99 and 12/31/99 Sentech terminates merger with Ensec

9/9/1999 Finkel resigns as CEO and proxies his votes to Rosa, Rosa becomes CEO

9/9/1999 A letter of intent to sell Ensec assets to American Computer Machines is reported

9/24/99 Ensec Inc is administratively dissolved by Florida SoS for annual report

11/10/1999 Ensec International files 15-12g

Circa 2/2000 Ensec International Inc is administratively dissolved by Florida SoS for annual report

Bogus mirror Ensec International corporation created (P06000032239):

3/3/2006 Jason Wong files paperwork with Florida SoS that requests the name Ensec International. It is given to Wong as the legit Ensec International was admin dissolved over 5 years earlier. David Duncan is named Director and the address for the bogus Ensec International is the infamous University Blvd, Orlando location.

6/1/2006 A press release is issued: “TORONTO, Jun 1, 2006 (Market Wire delivered by Newstex) -- Ensec International Inc. (PINKSHEETS: ENSC) announced today that it has signed a letter of intent to acquire 100% of the outstanding shares of Lotta Coal Inc. as well as provided details to the special shareholders meeting held in Toronto on May 30, 2006.”

6/14/2006 Jason Wong files the amendment, 1/1000 r/s and name change to Lotta Coal. Document is signed 6/8/2006 and annotated that it was by shareholder vote.

7/06/2006 R/M completed.

3/26/2007 Jason Wong resigns as registered agent.

Returns to legit Ensec International corporation (P96000028650)

5/1/2007 Elizabeth Konieczny signs a reinstatement request as registered agent. Included are 3 years back annual reports.

New Company Officers

Nicolas Matossian, Chairman, Interim CEO, Acting President

Allen Soltis, COO, Dir.

Ron Evans, CFO, Dir.

Jean-Francois Amyot, VP, Bus. Affairs

David Glassman, VP, Investor Rel.

Marc Gagnon, Other

Later Jean-Francois Amyot becomes President

The SEC eventually caught up with these criminals in October, 2009 and suspended LCOL.PK

Here are some other Jean-Francois Amyot related scams:

SOCI.PK (SUSPENDED), PGYC.PK (SUSPENDED), LVLV.PK (SUSPENDED), WHKA.PK (SUSPENDED), KNDR.PK, MGLC.PK, BIEL.PK, EGOC.PK

Posted by The Head at 2010-11-09 14:40