Miami Firm Fined and Censured by FINRA Over Private Placements

The following summation was obtained from FINRA’s website under “Disciplinary and Other FINRA Actions, November, 2013.”

Martinez-Ayme Financial Group Incorporated dba Martinez-Ayme Securites (CRD #109838, Miami, Florida)

was censured and fined $25,000. Without admitting or denying the findings, the firm consented to the described sanctions and to the entry of findings that an issuer raised approximately $2.7 million from accredited investors pursuant to a series of private placements of 3.3 million shares of the issuer’s common stock.

FINRA's findings stated that they issued warrants to investors in connection with a number of these private offerings, which were made pursuant to an exemption from registration requirements under Regulation D and/or Section 4(2) of the Securities Act of 1933. These offerings were conducted on a best-efforts basis and did not require any minimum contingency amounts to be raised. The firm acted as the exclusive placement agent and manager for the offerings, and was paid a placement agent and manager fee of 10 percent of the gross proceeds of each offering. Despite participating in the offerings as the exclusive placement agent and manager, the firm failed to file any notice with FINRA.

FINRA's findings stated that the firm was the manager and exclusive placement agent for the distribution of several offerings of the issuer; meaning it was a distribution participant and subject to the prohibitions regarding bidding for or purchasing the issuer’s shares during restricted periods. Despite the prohibitions, the firm placed market-maker bid quotations and engaged in purchases of the issuer’s shares during Regulation M restricted periods.

The findings also included that the firm failed to establish, maintain, and enforce WSPs pertaining to the firm’s compliance with Regulation M or FINRA Rule 5190.
(FINRA Case #2013037419101)

This ends the information from FINRA's website.

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