Brenda Hamilton, Securities Lawyer
Her services include forensic investigations of investment schemes, trading and short sale transactions, securities offerings, corporate identity theft and international money laundering activity. Ms. Hamilton has analyzed matters involving hundreds of publicly traded companies.
Ms. Hamilton is frequently interviewed by international, national and local media about securities law and white collar crimes.
Notable Representation & Matters
During 2012-2014, Ms. Hamilton, on behalf of two issuers, conducted a forensic analysis of baseless legal opinions, stock transfer records and trading records of multiple penny stock issuers. In that connection, Ms. Hamilton uncovered more than 100 forged legal opinions rendered by a Florida attorney. She assisted a client in reporting the matter to law enforcement and the Florida Bar. Ms. Hamilton’s referral resulted in a Securities and Exchange Commission (“SEC”) enforcement action and a judgment and injunction against the attorney. In 2013, the Florida Supreme Court permanently disbarred the attorney as a result of Ms. Hamilton’s representation.
In a related matter, Ms. Hamilton conducted an analysis of baseless legal opinions, trading and transfer records that resulted in the referral of a Maryland attorney to law enforcement. The SEC obtained a judgment and injunction against the attorney.
In 2013, Ms. Hamilton assisted a whistleblower in referring certain matters to the Financial Industry Regulatory Authority (“FINRA”) related to a broker dealer who accepted baseless legal opinions for multiple penny stock issuers. Those opinions resulted in more than 1 billion shares of stock being sold into the public markets. The matter resulted in civil and administrative penalties and a suspension of the firm and its principal.
That same year, Ms. Hamilton testified on behalf of the SEC as a witness in the penalty phase of an enforcement proceeding involving stock promoters and penny stock issuers.
In 2011, Ms. Hamilton represented an investor in a matter and prepared a forensic analysis of securities law violations by an issuer, its officers, directors and auditors. The matter was referred to the SEC. The SEC issued a trading suspension of the company and the auditor was enjoined from practicing before the Commission.
Ms. Hamilton assists clients in all aspects of the go public direct process, including the filing of Forms S-1 and other Registration Statements, Forms 211 with FINRA and electronic trading applications with the Depository Trust Company (“DTC”). She has assisted clients in successfully removing DTC Chills and Global Locks.
She also assists clients with obtaining dual and single go public direct listings on international exchanges such as the Frankfurt, TSX Venture Exchange, and Toronto and London exchanges. Her services comprehend legal and compliance with regulatory requirements of the various Securities Commissions, including corporate governance matters, liaising with the various Securities Commissions, continuous disclosure and other filing requirements, prospectus preparation and filings (IPO and non-IPO), domestic and international direct public offerings, preparation and filing of stock exchange listing submissions and compliance with various stock exchange policies.
Ms. Hamilton assists litigation counsel with specialized analysis of trading records, trading schemes, short sale transactions and investigative and litigation matters involving securities fraud and money laundering.
Other Notable Clients Include:
♦ Multiple domestic and international oil and gas issuers, in connection with their registration statements filed with the SEC and subsequent SEC reports and filings.
♦ Domestic manufacturer of customized armor solutions for tactical and non-tactical transport vehicles, and construction equipment used by the military, in connection with its private placement, and registration statement filed with the SEC.
♦ Multiple international and domestic gold, silver and copper mining companies, in connection with their private and public offerings, SEC filings and reports, registration statements, corporate matters and going public transactions.
♦ Prescription drug manufacturer, in connection with its private offering and its registration statement filed with the SEC.
♦ International hotel and entertainment center, in connection with a registration statement filed with the SEC.
♦ Israeli telecommunications provider, in connection with a registration statement filed with the SEC.
♦ A Greece based entity in its cross border purchase of securities.
♦ Application of a Chinese manufacturer for quotation filed with FINRA.
♦ Alternative fuel company, in connection with its registration statement with the SEC.
♦ Central American mining company listing application for the Frankfurt Stock Exchange.
♦ Listing of an oil and gas company, in connection with listing on the Frankfurt Stock Exchange.
♦ A European alternative energy company, in connection with a NYSE stock exchange listing.
♦ Russian manufacturer of consumer products, in connection with its filing of a registration statement with the SEC and subsequent SEC reports and filings.
♦ Corporate internal investigation after a corporate hijacking which resulted in removal of the Board of Directors and shareholders regaining control of the issuer without litigation.
♦ Controlling shareholders, in a dispute involving the hijacking of multiple publicly traded companies, and/or ticker symbols which resulted in removal of the Board of Directors and legitimate shareholders regaining control of the corporate entity without litigation.
♦ Officer of a public company, in a matter against an issuer, attorney and other securities professionals, based on firm involvement in an estimated $40,000,000 securities fraud by another issuer through the falsification of financial statements.
♦ A shareholder, in a matter involving an Issuer and other securities professionals involving an estimated $32,000,000 securities fraud based upon non-disclosure of related party transactions and unregistered securities violations.
♦ An entity, in a matter involving an estimated $4,000,000 securities fraud based upon an alleged corporate hijacking by a transfer agent and its attorney.
♦ An individual, in a Dodd Frank matter involving an issuer that inflated its stock price by touting fake treatments for diseases including diabetes, cancer and HIV.
♦ An individual, in a Dodd Frank matter involving a fraudulent reverse merger transaction that resulted in the loss of his patent and other intellectual property, as well as assisted litigation counsel in regaining control of the patent and other intellectual property.
♦ Representation of an individual in a matter involving criminal and civil referrals under the Dodd Frank Act of multiple attorneys and other individuals who allegedly established a fictitious law firm to render more than 100 forged legal opinions for publicly traded companies.
♦ An issuer, in an internal investigation after a corporate hijacking, criminal and SEC investigations, and related civil litigation. As part of the investigation, securities lawyer Brenda Hamilton reviewed thousands of documents and emails and interviewed witnesses.
Bar Associations and Professional Memberships and Awards
Florida State Bar
American Bar Association
International Law Committee of the American Bar Association
Business Law Committee of the American Bar Association
Palm Beach County Bar Association
International Bar Association
Civic Activities and Associations
Member, Boca Raton Chamber of Commerce
Benefactor, Boca Raton Community Hospital Foundation
Sponsor, The Haven
Benefactor, Boca Raton Historical Society
Underwriter, Junior League of Boca Raton Trinkets and Treasures
Patron of the Arts, Boca Raton Museum of Art
University of Miami School of Law, Miami, Florida, 1993
University of Arkansas, Fayetteville, Arkansas, JD, 1993
Admitted to practice – State of Florida
Brenda Lee Hamilton may be contacted by e-mail at [email protected] or telephone at 561-416-8956.
Hamilton & Associates Law Group P.A.
101 Plaza Real South, Suite 202 North
Boca Raton, Florida 33432
Telephone: (561) 416-8956
Facsimile: (561) 416-2855