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We were just mentioning FNAT on the Melting Pot.
FNAT $$$$ STILL ALIVE HERE...GREAT NEWS IF SOMEONE IS BUYING THE SHELL HERE..
There is no reason for me to attend this bogus stock any more
I am apparently dying of Cancer and having no reason to attempt to talk sense to anyone anymore about this stock.
Good Bye
Bruce
I gotta find that post where I said it was majorly thin up to .001 ........
She's alive.... ....dats' all that counts... lolzzzzzzzzzz
Someone will take this for a ride at some point...
Maybe a test....interested party or a player... either one sounds good to me... A fat finger trade doubtful, not enough shares....
Good luck. Talk to your broker. Place a market order to get rid of this scam.
jmo
Probably not. It was probably a fat finger trade where someone forgot to add another zero. In the greys, this happens every so often since there is no bid/ask.
Here I am super rookie asking, can I hope to sell what I have in it, is that a possibility if I try at .001
No sane person would buy this Hijacked shell.
jmo
Read back through the last 10-15 messages
This was a hijacked company. The shares don't exist., The attorneys who set it up were all convicted of the crime and were sent to federal prison.
Don't spend any money here. It will all be lost.
Someone trying to buy the shell? What is involved in this?
Can't believe this stock is still trading after all the gloom and doom. It can;t go down anymore. How is this possible?
Tankin'...lolzzzzzzzzzzz
There will never be a receivership
This stock is as dead as any definition of the word dead can describe.
The shares are bogus. There is no (and never will be) registrant for this scam.
The attorneys who setup this illegal hijack have both been disbarred, both convicted of their crimes, and both gone to prison for their involvement.
There is and never will be an officer of the corporation, a business, an address or anything but the dead remains here on Ihub.
Folks, don't think this stock can be resurrected. It won't be since it never existed in the first place.
FNAT - I love Shell Plays.... This bad boy is ripe. Pretty soon it will be time for a receivership....That is a piece of cake here....
Made so much on FNAT back when, I just had to leave some leftovers in here for just such a catalyst....Can't wait for the Shell to Sell $$$$$$$$$$$$ it's free bank time then....
Loading FNMA today
First buy @ $4.09
Shoss, Now Age 70 Homeless And No Job.
http://www.bop.gov/inmateloc/
ROGER LEE SHOSS
Register Number: 99006-179
Age: 70
Race: White
Sex: Male
Released On: 01/14/2014
Everyone involved in this Fraud should pay digorgement forfeiture.
jmo
It Gets Better
When he gets out of prison he will be homeless.
Order finds that a final forfeiture money judgment, in the amount of $800,000, was also entered and that a final order of forfeiture was entered for Shoss's residence in Houston, which was purchased with proceeds traceable to the wire fraud conspiracy.
http://www.floridastockfraudblog.com/2012/09/roger-l-shoss-esq---conspiracy-to-commit-wire-fraud.shtml
The SEC should put all of these hijacked scams out of their misery and Delist them permanently.
jmo
Second Attorney Goes To Prison For His Part In The Scam
Disbarred: http://txboda.org/cases/re-roger-lee-shoss
Gets 18 months in Federal Prison
Attorney Goes To Prison For Her Part In The Scam
That case was decided on December 20, 2012, and Loisel was subsequently sentenced to 12 months and one day in federal prison, followed by three years’ probation.
The Curious Case of Irwin Boock l Corporate Hijackings 101
Posted on April 9, 2014 by securities-lawyer-101 Leave a Comment
Securities Lawyer 101 Blog
The Irwin Boock corporate hijacking case is a gift that keeps on giving. The Securities and Exchange Commission (“SEC”) brought its original action against Boock and his associates in September 2009; since then several parallel actions have been filed. On September 27, 2013, the SEC announced that Nicolette Loisel, a Houston-area attorney, had agreed to settle. Loisel had been charged with hijacking 22 dormant public companies (along with the other original defendants) and with writing 28 legal opinion letters falsely stating that offerings of approximately 223 million shares were exempt from the registration requirements of the federal securities laws.
She agreed to accept a permanent injunction from violating antifraud provisions and was barred from participating in any penny stock offering. Disgorgement of $143,755 was ordered but waived due to the her financial condition. She had previously been suspended from practicing before the Commission as an attorney. The suspension stemmed from a criminal prosecution brought against her in Florida by the Department of Justice in connection with the hijackings.
That case was decided on December 20, 2012, and Loisel was subsequently sentenced to 12 months and one day in federal prison, followed by three years’ probation.
Corporate hijackings are more common than many market observers realize. Scammers locate an inactive public company that has allowed its corporate charter to lapse. They may then simply pay a small fee to reinstate the company in its state of domicile, and convince the transfer agent that they are the legitimate management of the company. Alternatively, they may bring fraudulent custodianship or receivership actions to gain control through an order granted by a state court judge. Either way, they then either sell the public shell in a reverse merger transaction, use it in a pump and dump scheme, or both.
The various actions against Boock and his accomplices began in October 2008, when the Ontario Securities Commission (“OSC”) filed a Statement of Allegations and scheduled a hearing. The SEC followed up a year later, filing suit against Boock, Stanton B. J. DeFreitas, Loisel, her parter Roger Lee Shoss, and Jason C. Wong on September 29, 2009. Boock dreamed up the scheme in late 2003, and recruited Shoss and Loisel to handle the paperwork. That, according to the SEC, consisted of false documentation to Secretaries of State, the Standard & Poor’s CUSIP Service Bureau, transfer agents, and Nasdaq Corporate Data Operations. They also provided fraudulent opinion letters.
This hijacking operation was more complex than most. Boock (who was born Irwin Lawrence Krakowsky), is, like Wong and DeFreitas, a Canadian citizen. In the course of the scam, all three used a variety of aliases, and even “borrowed” the names of real people. Boock was a recidivist securities laws violator; he and his wife Birte were sued by the SEC in 2000, in connection with another penny stock scam. Birte Boock was a relief defendant in the 2009 case.
The perpetrators even created their own transfer agency, Select American Transfer Company, to ensure that no questions would be asked by a suspicious independent transfer agent.
In late September 2008 the SEC obtained judgments against Boock, DeFreitas and Wong. Boock and DeFreitas had defaulted; the agency won summary judgment against Wong in 2011. Despite DeFreitas’s default, he had cooperated with Commission staff during the litigation, and so received a lesser penalty than Boock. Disgorgement and monetary penalties were ordered in the amount of $12.9 million.
On September 16, 2013, the SEC was granted summary judgment against a relief defendant, Alena Dubinsky. Dubinsky opened brokerage accounts in her name through which some of the other defendants made unregistered sales of stock. She was ordered to pay disgorgement and prejudgment interest of $1,085,495.55.
Both investors and companies considering going public in a reverse merger transaction should be aware that the SEC is cracking down on hijacking operations like Boock’s. Buying stock in a hijacked company could result in heavy losses when an enforcement action is brought, because the issue would be demoted to the Grey Market, where it would die a slow and painful death.
For further information about corporate hijackings and reverse mergers, please contact Brenda Hamilton, Securities Attorney at 101 Plaza Real S, Suite 202N, Boca Raton Florida, (561) 416-8956, info@securitieslawyer101.com or visit www.securitieslawyer101.com. This memorandum is provided as a general informational service to clients and friends of Hamilton & Associates Law Group and should not be construed as, and does not constitute, legal and compliance advice on any specific matter, nor does this message create an attorney-client relationship. For more information concerning the rules and regulations affecting the use of Rule 144, Form 8K, FINRA Rule 6490, Rule 506 private placement offerings, Regulation A, Rule 504 offerings, SEC reporting requirements, SEC registration on Form S-1 and Form 10, Pink Sheet listing, OTCBB and OTCMarkets disclosure requirements, DTC Chills, Global Locks, reverse mergers, public shells, go public direct transactions and direct public offerings please contact Hamilton and Associates at (561) 416-8956 or info@securitieslawyer101.com. Please note that the prior results discussed herein do not guarantee similar outcomes.
Hamilton & Associates | Securities Lawyers
Brenda Hamilton, Securities Attorney
101 Plaza Real South, Suite 202 North
Boca Raton, Florida 33432
Telephone: (561) 416-8956
Facsimile: (561) 416-2855
www.SecuritiesLawyer101.com
http://www.securitieslawyer101.com/irwin-boock/
FNAT mgmt was charged with Fraud by the SEC.
Plus its a hijacked shell.
Nothing here ... its dead.
jmo
So, what's it been? 4 years?
You've been holding a no bid stock? With the attorneys disbarred who helped setup this scam, with the shares declared non-transferrable by the DTCC, with no transfer agent, you will be holding a lot longer.
We witnessed the rise of equities not unlike FNAT....A nice pop here could mean big numbers for FNAT in comparison...
The FNAT Scam is dead dead dead.
jmo
Still holding on to this one, waitin' for da moonshot....
THANKFULLY, THIS SCAM IS STILL DEAD.
This Hijacked Fraud will NEVER come off the Greys.
jmo
Just another reason to buy at this level. Time to bring it off the greys.
SEC sued this Fraud and won.
jmo
Glad to see some volume on this stock. Will rocket soon on news. Paperwork being done right now.
THERE IS NO PENDING NEWS
Just some MOMO's trying to get out of their years old positions.
Don't fall for it folks.
This stock was fraudulently issued and has been declared not transferable by the DTCC. The shares cannot be transferred.
Pending News??? There is none on this proven FRAUD ... but for giggles post it.
LMAO
jmo
mudslog, FNAT SP AND THE NEWS COULD BE EXPLOSIVE..
This may be the second stock that ever came off the grey list if the pending news is true.
SEC fines and penalties unpaid. Just a fraud hijacked stock.
jmo
FNAT to be the next stock symbol of PHOT (Growlife)? They want to take over a shell company? The resurrection continues..
2 1/2 cents worth of volume going to revive this pig?????
Puhleese.
25,000 more in volume....preparing to come off the greys!!!
8.9 cents worth of Non-transferable stock
Don't fall for the hype folks.
8900 in volume today! Coming back to life!!! Something is brewing!
Gotta post 1 x 30 days to keep my Mod job
Then why do you keep coming back to the funeral?
NEWS FLASH: FNAT still a dead scam
NOPE .. FNAT is a dead scam.
jmo
New Electronic Marijuana Pens are in the works!!!...is all this company needs to send it through the roof!
Probably would be
But there is nobody who can legally speak for the company or the "Shareholders".
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FNAT - CLARIFICATION
* TRADES ON THE AMERICAN STOCK EXCHANGE AND IS TRADING TO THIS DATE.
FURTHER UPDATES TO COME AS WE DISCOVER VARAFIABLE FACTS WITH NO OPINIONS.
FACT LIST:
* FNAT IS TRADING AND DOES TRANSFER SHARES AS SEEN IN LAST TRADES.
CONTACT YOUR INDIVIDUAL BROKER FOR FURTHER INFORMATION. AS ALL NON BIG BOARD EQUITIES, EACH BROKER HAS IT'S OWN POLICIES ON TRADING EACH INDIVIDUAL EQUITY.
* AMTD AND ETRADE AMONG THE GENERAL LIST OF BROKERS DO TRADE THIS EQUITY.
OTHER BROKERS NOT LISTED ALSO ARE TRADING THIS EQUITY.
* STOCK ROSE FROM .0001 TO .001 WHICH WOULD CLEARLY INDICATE AS A FACT FNAT IS AN ACTIVE EQUITY
* KNOWLEGE OF PAST OWNER LISTED IS UNVERIFIED WITH ANY FACTS AT THIS POINT IN TIME.
FNAT Security Details
Market Value1 | $46,025,450 | a/o Jan 30, 2015 |
Shares Outstanding | 46,025,450,000 | a/o Jan 28, 2009 |
Float | 6,025,450,000 | a/o Jan 28, 2009 |
Authorized Shares | 50,000,000,000 | a/o Jan 28, 2009 |
Par Value | 0.005 |
Shareholders of Record | 20 | a/o Jan 28, 2009 |
Ex. Date | Record Date | Pay Date |
---|
|
Short Interest | 0 (-100%) Jun 28, 2013 |
Significant Failures to Deliver | No |
Securities Transfer Corporation |
Reporting Status | Dark: Alternative Reporting Standard Deregistered a/o Feb 25, 2008 |
Latest Report | Jun 30, 1999 10-Q |
CIK | 0000853832 |
Fiscal Year End | 12/31 |
OTC Marketplace | Grey Market |
SIC - Industry Classification | 4841 - Cable and pay television services |
Business Status | Development Stage Company a/o Jan 30, 2007 |
Incorporated In: | DE, USA |
Year of Inc. | Not Available |
Employees | 1 a/o Jan 16, 2007 |
Somsak Injan | President |
Somsak Injan |
THE FOLLOWING IS FOR CANADIAN TRADERS/RESIDENTS
TRADING IN CANADA ONLY - FNAT IS LISTED AS AN AMERICAN
COMPANY AND TRADES ON THE AMERICAN STOCK EXCHANGES,
USLESS IF YOU TRADE IN AMERICA EXCEPT FOR NASTALGA
PURPOSES. ONTARIO EXCHANGE HAS ZERO EFFECT ON
AMERICAN EXCHANGES OR ANY OTHER THROUGHOUT THE
WORLD. INFORMATION CONCERNING OTHER COMPANIES ALSO
CONTAINED NOT AFFILIATED WITH FNAT!! BRING SOME MILK
AND COOKIES IF READING FURTHER.
SPOILER ALERT, ONLY THE CHARGES, NO RESULTS LISTED.
CANADA EXCHANGE ONLY BELOW:
UPDATE: October, 2009
https://online.regalsecurities.com/Meridian/0910worthless.html
UPDATE: April 6, 2010 SEC wins Ban against Boock and other defendants by default.
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=48738934
UPDATE: April, 2010
Ontario Securities Commission
des P.O. Box 55, 19th Floor CP 55, 19e étage
valeurs mobilières 20 Queen Street West 20, rue queen ouest
Commission de l’Ontario Toronto ON M5H 3S8 Toronto ON M5H 3S8
IN THE MATTER OF THE SECURITIES ACT,
R.S.O. 1990, c. S.5, AS AMENDED
- AND -
IN THE MATTER OF
IRWIN BOOCK, STANTON DEFREITAS, JASON WONG,
SAUDIA ALLIE, ALENA DUBINSKY, ALEX KHODJIAINTS
SELECT AMERICAN TRANSFER CO.,
LEASESMART, INC., ADVANCED GROWING SYSTEMS, INC.,
INTERNATIONAL ENERGY LTD., NUTRIONE CORPORATION,
POCKETOP CORPORATION, ASIA TELECOM LTD.,
PHARM CONTROL LTD., CAMBRIDGE RESOURCES CORPORATION,
COMPUSHARE TRANSFER CORPORATION,
FEDERATED PURCHASER, INC., TCC INDUSTRIES, INC., FIRST NATIONAL
ENTERTAINMENT CORPORATION, WGI HOLDINGS, INC.
and ENERBRITE TECHNOLOGIES GROUP
STATEMENT OF ALLEGATIONS
(Section 127)
Staff of the Ontario Securities Commission allege the following in respect of the Respondents:
I. THE RESPONDENTS
1. Irwin Boock, Stanton DeFreitas, Jason Wong, Saudia Allie, Alena Dubinsky and Alex
Khodjiaints (the “Individual Respondents”) are all residents of Ontario and are
connected to each other through a complex scheme of securities fraud involving: a) the
creation of fraudulent shell corporations by way of “corporate hijackings” as described
herein; and b) the issuance of fraudulent or false securities in those corporations; and c)
the trading of the fraudulent or false securities by the Respondents in Ontario and
elsewhere.
2. Select American Transfer Co. (“Select American”) is a Delaware corporation that was
established by Boock, DeFreitas and Wong in April 2005. Select American was operated
as a transfer agent, primarily by DeFreitas, using aliases and nominees until May 2007,
when it ceased operations due to cease trade orders issued by the Commission.
3. Compushare Transfer Corporation (“Compushare”) is also a Delaware corporation that
operated out of Toronto as a transfer agent. Compushare was incorporated by Boock in
September 2006 and was operated by him using aliases and nominees until May 2008,
when it ceased operations due to cease trade orders and other regulatory action by the
Commission.
4. By virtue of the corporate hijacking scheme described herein, the following entities are
fraudulently created U.S. corporations, the securities of which were quoted for trading on
the Pink Sheets LLC in the over-the-counter securities market in the U.S.:
(a) LeaseSmart, Inc. (“LeaseSmart”);
(b) Advanced Growing Systems, Inc. (formerly, The Bighub.com, Inc.) (“Bighub”);
(c) NutriOne Corporation (“NutriOne”);
(d) International Energy Ltd. (“International Energy”);
(e) Pocketop Corporation (formerly, Universal Seismic, Inc.) (“Pocketop”);
(f) Asia Telecom Ltd. (“Asia Telecom”);
(g) Pharm Control Ltd. (“Pharm Control”);
(h) Cambridge Resources Corporation (“Cambridge Resources”);
(i) WGI Holdings, Inc. (“WGI Holdings”);
(j) Federated Purchaser, Inc. (“Federated Purchaser”);
(k) First National Entertainment Corporation (“First National”);
(l) TCC Industries, Inc. (“TCC Industries”);
(m) Enerbrite Technologies Group Inc. (“Enerbrite”)
(collectively, the “Issuer Respondents”).
5. Select American and Compushare acted as the transfer agents to the Issuer Respondents
and were the primary vehicles through which the corporate hijackings and share
issuances were carried out.
6. Dubinsky and Khodjiaints operated trading accounts in Ontario in 2006 and 2007 for the
purpose of receiving and trading fraudulent or false securities in a number of the Issuer
Respondents.
II. THE FRAUDULENT SECURITIES SCHEME
A. Corporate Hijacking
7. The corporate hijacking scheme used to perpetrate securities fraud with respect to the
Issuer Respondents was carried out in the following manner:
(a) Corporate documents were filed with the relevant Secretary of State in the U.S.
(either Delaware, Nevada, California or Florida) to incorporate a company with
the same name as a defunct public issuer. Typically, the directors, officers and
registered agents listed on the corporate documents were either fictitious identities
or nominees and the purported corporate addresses for the newly created entities
would be mailbox locations obtained through UPS or other virtual mailbox
providers;
(b) Shortly thereafter, amendment documents were filed with the relevant Secretary
of State to effect a name change of the newly created entity and a consolidation of
the company’s shares in the form of a reverse stock split;
(c) Subsequently, steps were taken to obtain a new CUSIP number for the renamed,
newly created entity as if it was the successor company to the defunct public
issuer; and
(d) Documents containing false representations were then filed by the transfer agent
with NASDAQ to obtain a new trading symbol for the renamed company and to
effect the reverse stock split of the company’s shares on a 1 for 1,000 basis.
B. Select American Transfer Co.
8. DeFreitas, Boock and Wong are the founders of Select American. Between April and
August 2005, DeFreitas and Wong operated Select American jointly and were the
directing minds of Select American.
9. Between April 2005 and July 2005, Boock, DeFreitas and Wong, acting individually or in
concert, usurped the corporate identity of a number of defunct public issuers using the
corporate hijacking scheme described above, including but not limited to LeaseSmart,
Bighub, NutriOne and International Energy.
10. Boock, DeFreitas and Wong, using Select American as the vehicle, caused the companies
to obtain quotations for trading on the Pink Sheets as if they were the legitimate defunct
public issuers whose identities had been hijacked and, further, caused the companies to
issue fraudulent shares as if they were the shares of the defunct public issuers.
11. In or around August 2005, Wong left Select American. Following Wong’s departure,
DeFreitas operated Select American using aliases and nominees. The day-to-day
operations, however, were run with the assistance of Saudia Allie, a friend of DeFreitas’
who was employed as the office manager of Select American.
12. Following Wong’s departure, Boock and DeFreitas, acting individually or in concert,
created additional fraudulent shell companies for which Select American acted as the
transfer agent, including but not limited to Pocketop, Asia Telecom, Pharm Control and
Cambridge Resources.
13. Following their incorporation, Boock and DeFreitas used Select American as the transfer
agent to these entities to obtain quotations for trading on the Pink Sheets as if they were
the legitimate defunct public issuers whose identities had been hijacked and, further,
caused the companies to issue fraudulent shares as if they were the shares of the defunct
public issuers.
14. In certain cases, Boock and DeFreitas also caused these companies to set up false web
sites and issue false or promotional press releases as a means of creating a market for the
fraudulent shares.
15. Boock and DeFreitas also sold some of the fraudulently created shell companies to third
parties who were seeking to “go public” by way of a reverse takeover or reverse merger
with an existing privately-held company. More particularly, DeFreitas sold NutriOne and
Cambridge Resources to third parties in Montreal and Boock sold International Energy to
a third party in Florida and Pharm Control to a third party in Ontario. In other cases,
however, the fraudulent shell companies were purely vehicles for DeFreitas and Boock to
issue and trade fraudulent securities.
16. In her role, Allie participated in and facilitated the fraudulent scheme by assisting
DeFreitas in operating Select American, including by preparing the fraudulent share
certificates for the shares of the Issuer Respondents for which Select American was the
transfer agent. In preparing the share certificates, Allie knowingly and fraudulently
signed the share certificates in a manner that purported the shares to be authenticated by
the officers and directors of Select American. Allie knew the officers and directors of
Select American to be either aliases or nominees.
C. Compushare as a Vehicle for Additional Shell Companies
17. Between August 2006 and March 2007, Boock used Compushare as a separate vehicle
through which to perpetrate securities fraud. In that period, Boock created the following
fraudulent entities: WGI Holdings, Federated Purchaser and Enerbrite.
18. Using Compushare as the vehicle, Boock then caused the companies to obtain quotations
for trading on the Pink Sheets as if they were the legitimate defunct public issuers whose
identities had been hijacked and, further, caused the companies to issue fraudulent shares
as if they were the shares of these defunct public issuers.
19. In certain cases, Boock caused these companies to set up false web sites and issue
promotional or false press releases as a means of creating a market for the securities.
20. With respect to Enerbrite, Boock acted together in concert with Wong in incorporating
the initial fraudulent entity in September 2006, which was initially named IDF
International but which was renamed Compliance Resource Group and was merged with
and further renamed Enerbrite following the sale of the entity as a shell company by
Boock.
21. In addition to selling this predecessor shell to Enerbrite, Boock sold the predecessor shell
of Federated Purchaser to third parties for the purposes of a reverse merger.
D. Cease Trade of Select American and Continued Operation of Compushare
22. In or around April 2007, DeFreitas caused Select American to be sold to a third party in
Montreal. Shortly thereafter, on or around May 18, 2007, the Commission issued
temporary cease trade orders in respect of Select American and others, including
DeFreitas and the fraudulent shell companies identified above for which Select American
was the transfer agent. Following the cease trade orders, Select American ceased
operations.
23. Boock, however, continued to perpetrate securities fraud using Compushare as the
vehicle to carry out corporate hijackings and to issue and trade securities of the hijacked
entities.
24. In December 2007 and February 2008, respectively, Boock incorporated First National
and TCC Industries. Compushare acted as the transfer agent for both entities and, using
Compushare as the vehicle, Boock caused these entities to obtain quotations on the Pink
Sheets and to issue fraudulent shares for trading in the over-the-counter securities market.
E. Cease Trade of Compushare
[B]25. On May 5, 2008, the Commission issued temporary cease trade orders against Boock,
Compushare and others, including the fraudulently created entities for which
Compushare acted as the transfer agent. Following the cease trade orders issued by the
Commission, Compushare ceased operations.[/B]
F. Trading by Individual Respondents
(i) Trading by Wong
26. For his involvement in the scheme as described above, Wong primarily received
fraudulent shares in lieu of compensation, including shares of LeaseSmart, International
Energy, Asia Telecom and Pocketop.
27. Between February and March 2006, Wong sold the fraudulent shares of LeaseSmart he
had received through a corporate trading account held at RBC Direct Investing Inc.
(“RBC”) and controlled by him.
28. Subsequently, between November 2006 and February 2007, Wong sold the additional
fraudulent shares he had received in International Energy, Asia Telecom and Pocketop.
These trades were made through a separate corporate trading account at RBC controlled
by Wong.
29. In November 2007, Wong received additional compensation from Boock in respect of his
involvement in the scheme as described herein.
(ii) Trading by DeFreitas – The Franklin Ross Accounts
30. Between November 2006 and May 2007, DeFreitas operated approximately 48 nominee
accounts at Franklin Ross, a brokerage firm in the U.S. DeFreitas opened and operated
the accounts purportedly as a “foreign affiliate” to the firm (the “Franklin Ross
Accounts”). DeFreitas was recommended to Franklin Ross by Wong.
31. A number of the Franklin Ross Accounts were opened by DeFreitas solely for the
purpose of trading in fraudulent securities of companies for which Select American was
the transfer agent.
32. In at least 23 of the 48 Franklin Ross Accounts, DeFreitas engaged in a wholesale
liquidation of fraudulent securities in LeaseSmart, Bighub, International Energy,
NutriOne, Pocketop, Asia Telecom, Pharm Control and Cambridge Resources as well as
others for which Select American was the transfer agent and which exhibited the same
pattern of fraudulent corporate history.
33. The proceeds of trading from these 23 accounts totalled over USD $750,000 in 2006 and
over USD $2.3 million in 2007. All of the trading proceeds were transferred to bank
accounts in Ontario that were controlled and owned by DeFreitas.
(iii) Trading by DeFreitas and Boock – The Scottrade Account
34. In January 2007, using fraudulent and deceitful means, DeFreitas and Boock caused a
corporate trading account to be opened at Scottrade, a retail brokerage firm in the U.S.
that offers discount brokerage services online, in order to trade additional fraudulent
securities (the “Scottrade Account”). The Scottrade Account was opened in the name of
For Better Living Inc., a company created by DeFreitas and Boock using aliases and
nominees.
35. In February and March 2007, DeFreitas and Boock caused share certificates representing
millions of fraudulent shares in International Energy, Asia Telecom, Pharm Control and
Universe Seismic to be issued by the respective entities and to be deposited to the
Scottrade Account. Using the online trading services of Scottrade, Boock sold the
fraudulent shares from Ontario between February and October 2007.
36. In July 2007, using fraudulent and deceitful means, DeFreitas and Boock caused
approximately $120,000 of the proceeds of the trading in the Scottrade Account to be
transferred to them in Ontario.
(iv) Trading by Dubinsky and Khodjiaints
37. Alena Dubinsky and Alex Khodjiaints are residents of Toronto. Dubinsky is the
girlfriend of Khodjiaints. Their involvement in the scheme is described below and
includes: a) fraudulent and manipulative trading of shares of a number of the Issuer
Respondent; and b) participation in an illegal distribution of those shares.
• RBC Account
38. In June 2006, at the instruction of Khodjiaints, Dubinsky opened an account at RBC in
her name.
39. The account was operated and maintained by Dubinsky and Khodjiaints between June
2006 and March 2007.
40. Between July and September 2006, millions of fraudulent share certificates were issued
to Khodjiaints in Dubinsky’s name, including shares of: BigHub (42.5 million),
Leasesmart (30 million), El Apparel (the fraudulent predecessor company to NutriOne)
(12 million), Universal Seismic (the fraudulent predecessor company to Pocketop) (1.8
million) and International Energy (.25 million).
41. At the time, Boock and DeFreitas controlled the issuance of shares in these companies
and caused the shares to be issued to Khodjiaints in Dubinsky’s name.
42. At the instruction of Khodjiaints, Dubinsky deposited the shares to the RBC account, a
significant number of which were sold by December 2006. All of the sales were carried
out by or at the instruction of Khodjiaints.
43. Around that time, RBC expressed concerns to Dubinsky regarding the questionable
nature of the securities and the trading in the account.
44. As of December 2006, the only activity in the account at RBC had been: a) the delivery
of over 100 million securities in entities whose securities were quoted for trading on the
Pink Sheets, all of which had Select American as the transfer agent; and b) significant
selling activity with respect to the shares.
45. In March 2007, RBC advised Dubinsky that it was restricting the account due to its
concerns regarding the securities and the transactions in the account.
• HSBC Account
46. In February 2007, as a result of the difficulties in trading in the RBC account, Khodjiaints
instructed Dubinsky to open a trading account at HSBC Securities (Canada) Inc.
(“HSBC”).
47. As with the account at RBC, Dubinsky opened the account at HSBC in her name.
48. In March 2007, at the instruction of Khodjiaints, Dubinsky deposited millions of
fraudulent shares of the Bighub (10 million), LeaseSmart (10 million), International
Energy (289 million) and Universal Seismic (the fraudulent predecessor to Pocketop) (1.5
million), all of which had also been traded in her account at RBC. In addition, Dubinsky
deposited millions of shares of Pharm Control and Asia Telecom to the account.
49. At that time, Boock and DeFreitas controlled the issuance of shares in these companies
and caused the shares identified above to be issued to Khodjiaints in Dubinsky’s name.
50. Once the shares were deposited, Khodjiaints proceeded to engage in manipulative trading
in respect of the securities, and in particular in respect of the shares of Pharm Control and
Asia Telecom.
51. Over a 5 day trading period between March 7 and 13, 2007, Khodjiaints sold
approximately 40 million shares of Pharm Control, which represented virtually all of the
Pharm Control shares issued to him in Dubinsky’s name. Khodjiaints carried out the
selling following an intensive period of promotional press releases by or on behalf of
Pharm Control.
52. The sales of Pharm Control as identified constituted approximately 40% of the total
volume of trading in Pharm Control on those days.
53. With respect to the securities of Asia Telecom, most of the trading occurred on 4 separate
days within a 6 day period between March 7 and 14, 2007 and consisted of selling large
quantities of shares on days when Asia Telecom had made press releases containing
promotional information regarding its purported business.
54. In that 4 day period, Khodjiaints sold approximately 60 million shares of Asia Telecom,
which represented virtually all of the Asia Telecom shares issued to him in Dubinsky’s
name.
55. The sales of Asia Telecom as identified constituted approximately 25% of the total
volume of trading in Asia Telecom on those days.
56. In addition to the fraudulent and manipulative nature of the trading by Khodjiaints, the trades in the securities of Pharm Control and Asia Telecom were trades in securities not previously issued. Neither a preliminary prospectus nor a prospectus had been filed with the Commission and no receipts had been issued by the Director to qualify the trading ofthese securities in Ontario.
57. On or around March 12, 2007, Dubinsky sought to withdraw $400,000 in trading
proceeds from the account. HSBC did not allow the withdrawal due to its concerns
regarding the questionable nature of the securities and the trading that had been carried
out in the account.
58. As of March 19, 2007, HSBC restricted the account and any remaining securities were
not sold. As of that time, very few securities remained in the account.
59. During the operation of the account at HSBC, the only account activity was: a) the
delivery of hundreds of millions of fraudulent shares in entities quoted for trading on the
Pink Sheets for which Select American acted as the transfer agent; and b) the virtual
wholesale liquidation of those shares on successive or near successive days following the
issuance of promotional press releases by the company.
60. The total proceeds generated from the trading in the account at HSBC (attributable
almost entirely to trading the fraudulent securities of Pharm Control and Asia Telcom)
was approximately $1 million. The trading was the most profitable trading of all the
trading across Canada in these securities.
61. The trading in the account was fraudulent, manipulative and constituted an illegal
distribution in which both Dubinsky and Khodjiaints participated.
BREACHES OF THE ACT
62. With respect to each of the Individual Respondents, by their involvement in the securities
scheme described above, each of them has engaged in acts, practices or courses of
conduct relating to securities that they knew or reasonably ought to have known resulted
in or contributed to a misleading appearance of trading activity in, or an artificial price for, the securities contrary to subsection 126.1(a) of the Securities Act (the “Act”) and,
further, perpetrated a fraud on persons or companies contrary to subsection 126.1(b) of
the Act.
63. In addition, Dubinsky and Khodjiaints, in trading and carrying out acts in furtherance of
trading in the securities of Pharm Control and Asia Telecom as described above,
participated in an illegal distribution of those securities contrary to section 53 of the Act.
64. With respect to the Issuer Respondents, by virtue of their status as instruments for
securities fraud and by virtue of their fraudulent corporate history, it is contrary to the
public interest that their securities trade in Ontario’s capital markets.
65. With respect to Select American and Compushare, by virtue of their status as vehicles for
securities fraud, it is contrary to the public interest that they be permitted to trade or act as
market participants in Ontario’s capital markets.
66. Such further and other allegations as Staff may advise and the Commission may permit.
DATED this 16th day of October, 2008.
http://www.osc.gov.on.ca/documents/en/Proceedings-SOA/soa_20081016_boocki.pdf
THIRD TRANSFER AGENT SHUT DOWN
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=38378924
U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 21243 / October 8, 2009
SEC v. Irwin Boock, Stanton B. J. DeFreitas, Nicolette D. Loisel, Roger L. Shoss, and Jason C. Wong, Birte Boock, and 1621566 Ontario, Inc., Civil Action No. 09 CV 8261 (S.D.N.Y) (DLC)
SEC Charges Five With Dozens of Fraudulent Corporate Hijackings and Unregistered Offerings of Securities and Names Two Relief Defendants
On September 29, 2009, the United States Securities and Exchange Commission filed a civil injunctive action against Irwin Boock, Stanton B. J. DeFreitas, and Jason C. Wong, all of Ontario, Canada, and two Houston-based attorneys, Roger L. Shoss and Nicolette D. Loisel, charging them with having violated the antifraud and registration provisions of the federal securities laws by effecting dozens of corporate hijackings and making unregistered offerings and sales of shares. The complaint also names as relief defendants Boock's wife, Birte Boock, and a company of which she allegedly was the sole officer and director during the relevant period, 1621566 Ontario, Inc.
http://www.sec.gov/litigation/litreleases/2009/lr21243.htm
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