Martindale-Hubbell
State Bar of Georgia
PIAMBA
Atlanta Bar Association

Atlanta Securities Fraud Lawyer

Brannan Law, LLC is dedicated to one practice area - helping defrauded investors recover investment losses that were caused by misconduct or faulty advice of a stockbroker or investment advisor. Many victims are retirees or those nearing retirement who have lost a significant portion of their retirement savings. Sam Brannan is a securities fraud lawyer serving clients in Atlanta and nationwide. He has spent virtually his entire 30-year career representing investors all over the country in FINRA arbitrations and court cases. He is AV Preeminent® Peer Review Rated by Martindale-Hubbell, the highest possible peer review rating for legal ability and ethical standards.

A particular focus of Brannan Law, LLC is investment fraud affecting seniors, retirees and those approaching retirement. The loss of irreplaceable retirement savings is especially devastating to seniors who are in or near their retirement years. FINRA has acknowledged concerns over certain broker sales practices involving seniors, retired investors and those near retirement. Problem areas include, but are not limited to, cold-calling seniors, high-pressure sales tactics, investment seminars aimed at seniors, promises of high returns with low risk, recommending non-conventional income-oriented investments, and the use of senior designations and credentials, including "certified senior adviser," "senior specialist," "retirement specialist" or "certified financial gerontologist." Such designations and credentials imply an expertise that may not be warranted. They are designed to inspire trust and confidence, but they may be misleading. The requirements to obtain such designations are often not stringent and some may simply be bought by paying membership dues. We consider all of these problem areas to be red flags of possible investment fraud and abuse. If any of them apply to you, call us at 404-907-4642 for a free consultation.

Most (but not all) investment fraud case are resolved in securities arbitration cases filed with the Financial Industry Regulatory Authority (FINRA). The reason for this is that virtually all customer brokerage account agreements contain a provision requiring that all disputes are to be arbitrated in a dispute resolution forum administered by FINRA rather than in court. FINRA provides the arbitrators and the procedural rules for these arbitrations. One advantage of FINRA arbitrations over court litigation is that FINRA arbitrations are generally resolved more quickly and less expensively than court cases.

Representation of Investors in FINRA Arbitrations

Brannan Law, LLC is devoted to investor advocacy and the protection of investor rights. Sam Brannan has practiced law since 1990. For over 30 years, his practice has focused on the representation of investors and the recovery of their investment losses caused by broker/adviser misconduct. We are dedicated to providing personal and detail-oriented legal services of the highest quality.

We have obtained substantial recoveries on behalf of investors from large firms such as Merrill Lynch as well as smaller, independent broker-dealers, investment advisor firms, insurance and annuity firms, and their representatives. The securities and investment products at issue have included common stocks, preferred stocks, equity mutual funds, fixed income, fixed income mutual funds, and a wide variety of non-conventional investments, such as structured certificates of deposit, structured notes, options and futures contracts, unlisted real estate investment trusts (non-trade REITs), tenant-in-common (TIC) real estate investments, promissory notes, and private placements.

We have extensive experience in handling all of the claims and issues that arise in FINRA arbitration cases, including unsuitable investment recommendations, breach of fiduciary duty, fraudulent misrepresentations and omissions, churning or excessive trading, unauthorized trading, negligence, breach of contract, and failure to supervise. Importantly, securities brokerage firms are subject to liability and can be made to pay for the wrongful acts and omissions of their associated salespersons, and can also be held liable for investor losses based on their failure to supervise.

Sam Brannan is an Atlanta securities fraud lawyer. This is not a practice area for generalists. FINRA securities arbitration is a unique practice area with its own procedural rules and issues. Brannan Law, LLC has the necessary knowledge and experience to properly present a compelling case to FINRA arbitrators. We have represented residents of Georgia and many other states in FINRA arbitrations and mediations. If you have suffered investment losses, call us at 404-907-4642. We will evaluate your potential claims and recommend a course of action at no charge.

Here are some of the most common claims brought by investors in FINRA arbitration:

Breach of Fiduciary Duty

We have represented numerous investors from all over the country - many of them retirees or on the brink of retirement - who have tragically lost their hard-earned retirement savings as a result of poor and conflicted investment advice from stockbrokers and investment advisors who breached their fiduciary duty by selling them unsuitable, high-risk investments.

A fiduciary duty is the highest duty that can be imposed by law. More than the duty to act honestly and only make suitable investment recommendations, the parameters of a fiduciary duty include, most importantly, the duty to always act in the client's best interest and to put the client's interests first and ahead of the interests of the fiduciary. Failure to meet these standards constitutes a breach of fiduciary duty entitling the client to recover damages for investment losses resulting from the breach.

Most stockbrokers are held out to the public as financial advisers and not as mere order takers. That is also the expectation of most investors. The relationship between a stockbroker and customer is that of principal and agent, which is fiduciary in nature under most state securities laws, including Georgia's.

There are also other grounds for imposing a fiduciary duty on stockbrokers and/or investment advisors. When a client provides a written grant of discretionary authority to a broker or adviser, the broker/advisor becomes a fiduciary. Moreover, when a broker or advisor provides investment advice for a fee, the Investment Advisors Act of 1940 imposes a fiduciary duty. When a stockbroker cultivates a relationship of trust and confidence with the client, and the client reasonably relies on the stockbroker's expertise, such a confidential relationship imposes a fiduciary duty on the broker. Further, stockbrokers can be held to a fiduciary standard because of exercising de facto discretion and control over Claimant's accounts (i.e., without a written agreement granting the broker discretionary trading authority). When a broker exercises de facto control over an account, the broker will be held to the same duty to monitor the account as he would if the customer had given him formal discretion over the account.

We handle cases involving breach of fiduciary duty on a regular basis and know how to present a compelling claim for breach of fiduciary duty to FINRA arbitrators. If your investment accounts lost money as a result of the failure of your broker/advisor to act in your best interest, call us at 404-907-4642 for a free consultation. We will evaluate your potential case and recommend a course of action at no charge.

Unsuitability

FINRA Rule 2111 requires that brokerage firms and their registered representatives have a reasonable basis for believing that an investment recommendation (whether it involves a specific transaction or an investment strategy) is suitable for the customer. The suitability determination must be based on a number of investment profile factors such as the customer's age, investment objective, risk tolerance, time horizon and liquidity needs. The suitability rule has three prongs: (1) the investment or strategy must be suitable for at least some investors; (2) it must be suitable for the specific customer based on his or her investment profile; and (3) it must not involve excessive trading or churning.

A broker's suitability obligations apply to a customer who has an account with the broker at the time of the recommendation. The suitability rule also protects a potential customer who has not opened an account with the broker, but who subsequently executes the transaction through the broker. The suitability requirement also applies to an explicit recommendation to hold (i.e., to refrain from selling) a security. For example, when a broker and his client move from Firm A to Firm B, and the broker explicitly advises the client to hold a transferred-in security or not make any changes to the investments, the hold recommendation is subject to the requirement that it be suitable based on the client's investment profile at the time of the hold recommendation, which may be different from the client's investment profile at the time of the sale at Firm A. The net effect is that Firm B may be jointly and severally liable with Firm A for losses flowing from securities that were purchased at Firm A.

Some broker/advisors take their suitability obligation seriously. At the inception of the relationship and as needed thereafter, they have an in-depth discussion with the client about all of the factors that must be considered in determining whether a recommendation would be suitable or unsuitable for that particular client. Some brokers, however, do not make the proper inquiries and therefore cannot have a reasonable basis for believing a recommendation is suitable. Some brokers do not understand the risks of the recommended security or investment strategy well enough to make the required suitability determination.

If you believe you have lost money in unsuitable investments, you should consult with an attorney with experience in representing investors in FINRA arbitrations. Brannan Law, LLC has extensive experience in representing victims of unsuitable investment recommendations. Call us at 404-907-4642 for a free consultation. We will evaluate your potential case and recommend a course of action at no charge.

Overconcentration

Overconcentration of a client's portfolio in a single security, type of investment or investment strategy is always unsuitably risky. Overconcentration cases often involve a one-size-fits-all sales practice in which the broker peddles the same investment, which is often high-risk, complex, and illiquid, to multiple clients. Some common investments in overconcentration cases include non-traded REITs, structured products, options, promissory notes, hedge funds and various other private offerings, as well as securities traded on a public exchange.

If you believe that your portfolio may be over-concentrated, you should consult with an attorney with experience in representing investors in FINRA arbitrations. Brannan Law, LLC has the necessary knowledge and experience to evaluate your potential claims and make a recommendation on how to proceed at no charge. Call us at 404-907-4642 for a free consultation.

Misrepresentations and Omissions

Stockbrokers and investment advisors are required by law to disclose all material facts (including risks) to an investor prior to purchase. Partial disclosures that amount to misleading half-truths are prohibited. "Material facts" means all facts that a reasonable investor would consider to be important in deciding whether or not to invest. Fraudulent misrepresentation of material fact about an investment is a ground for rescission (i.e., the arbitration panel ordering the brokerage firm to buy back the investment with interest less any income that may have been received by the investor). In short, what is required is full and fair disclosure of all risks - not just the benefits - of the proposed investment. Generalized statements about risk are not sufficient when the seller knows or should know of particular risks. Finally, there is legal authority that risk disclosures in a prospectus or other disclosure document provided to the client do not insulate the broker or brokerage firm from liability for oral statements made by the selling broker that contradict the written risk disclosures and that are reasonably relied on by the client.

If you believe you are a victim of broker lies and other deceptive practices, you should consult with a securities fraud lawyer with experience representing investors in FINRA arbitrations. Sam Brannan is a Georgia FINRA lawyer serving investors in Georgia and nationwide. Brannan Law, LLC has the necessary knowledge and experience to evaluate your potential claims and make a recommendation on how to proceed at no charge. Call us at 404-907-4642 for a free consultation.

Churning

Churning is excessive trading by a broker motivated by a desire to receive commissions. It is also known as "Quantitative Unsuitability." Churning is recognized by FINRA and courts as a fraudulent activity. Churning may be detected by reviewing the account statements. It is measured more precisely by various metrics, including the frequency of trading, the turnover ratio, and the cost-equity ratio.

"Turnover ratio" is the total cost of purchases for an account divided by the account's average net asset value during a specified period of time - typically a year. No annual turnover ratio has been universally recognized as constituting churning. The U. S. Securities and Exchange Commission (SEC) has stated that a turnover ratio in excess of six (6) constitutes excessive trading; however, the SEC has also found that much lower turnover levels can indicate excessive trading. A customer's investment objectives are also key factors in determining whether a particular turnover ratio supports a claim for churning or excessive trading.

The cost-to-equity ratio is the total expenses (e.g., commissions and fees) divided by the average equity in the customer's account. The cost-to-equity ratio reflects the rate of return an account would have to earn on an annual basis to "break even" after accounting for all costs and charges. The SEC has taken the position that a cost-to-equity ratio in excess of 20% is indicative of excessive trading.

If you suspect that your account has been churned, you should consult with an attorney with experience representing investors in FINRA arbitrations. We have the necessary knowledge and experience to evaluate your potential claims and make a recommendation on how to proceed at no charge. Call us at 404-907-4642 for a free consultation.

Unauthorized Trading

Unauthorized trading is a fraudulent practice that is prohibited by FINRA and the law. A stockbroker must have the client's express authorization to buy or sell a security prior to the transaction. Prior authorization must be obtained for each and every transaction unless the client has executed a written authorization providing the broker with discretionary trading authority.

Unauthorized trading and churning are often found together as part of a fraudulent fact pattern. When a client complains about an unauthorized trade or churning, the broker will often try to obtain authorization after the fact. This is known in the law as ratification. Ratification is a common defense raised by brokerage firms and brokers in securities arbitration cases. However, the ratification defense fails if the client was not advised of his right to disavow or reverse the trade(s). Such advice is not usually given. Rather, it is more likely that the broker will tell a client that the unauthorized trade(s) cannot be undone, which is false.

If you believe that your broker has bought or sold securities without obtaining your prior authorization, you should consult with an experienced investment fraud lawyer for advice on how to proceed. We have extensive experience in representing customers of securities brokerage firms in connection with claims based on unauthorized transactions. We would be happy to evaluate your potential claims and recommend a course of action at no charge. Call us at 404-907-4642 for a free consultation.

Failure to Supervise

FINRA Rules require brokerage firms to establish, maintain and properly implement a system of supervision that is reasonably designed to prevent and detect the red flags of fraud and other unlawful sales practices. Failure of the firm to satisfy this requirement is a common ground for naming the firm as a respondent in a FINRA arbitration and holding the firm liable for a salesperson's wrongdoing. Naming the firm as a respondent is important for a number of reasons including discovery of documents and information and the collectability of an award. Rogue salespersons often leave the securities industry and lack the financial wherewithal to pay an award. Firms are incentivized to make timely payment of an award because, if they fail to do so, their securities license can be revoked.

The traditional "Wall Street" broker-dealer is a national or regional firm where every office is a non-independent branch office, each with a large number of full-time securities salespersons who are employees of the firm, and a manager on site who is a full-time supervisor. Despite their vast resources for compliance and supervision, many actionable sales practice violations and failures of supervision occur at these large broker-dealer firms.

Supervision is even more problematic at smaller independent broker-dealer firms that hold themselves out to the public as independent financial services firms. Unlike the large national or regional firms, these smaller independent firms typically consist of a number of geographically dispersed financial services firms, each with a small number of securities salespersons, who also engage in businesses other than securities sales. Many of them are financial planners, investment advisors, insurance agents, tax preparers, accountants and/or estate planners. Securities sales are offered through a broker-dealer firm, but the financial services firm often operates under a different name from the broker dealer firm. The branch manager responsible for supervising the salespersons may be officed miles away or even in another state.

It is always a good idea to see if the firm and the individual broker have any customer complaints or disciplinary actions on FINRA's Brokercheck platform before doing business with them, or if you have concerns about the handling of your investments. Feel free to call us at 404-907-4642 to check out your broker/advisor on Brokercheck.

Private Securities Transactions (Selling Away)

As part of their supervisory responsibilities, firms should monitor and regulate what investments a broker can sell to clients. Rogue brokers often sell private investments away from their firm to evade supervision by the firm. For example, in one case, a stockbroker sold an elderly widow an interest in a car dealership owned by an acquaintance of the broker. Such private transactions are inherently risky (to say the least) and sometimes fraudulent. Ostensibly to help their member firms prevent the problem of "selling away," FINRA rules prohibit a broker from engaging in a private securities transaction that may result in a fee to the broker unless the broker provides the firm prior written notice describing the proposed transaction in detail and the firm approves it. If such a notice is given, the firm is on notice of its potential liability and should implement heightened supervision at the very least. Sometimes, however, no such notice is provided. In that case, the firm can still be held liable for failure to supervise - i.e., failure to detect and act on evidence ("red flags") that its broker is engaged in "selling away." In addition, the firm may be responsible for its broker's "selling away" under agency law and the common law doctrine of apparent authority. In essence, if the firm created the appearance (to the client) that the broker was acting within the scope of his employment at the firm, the firm cannot escape liability by claiming that the broker was acting outside the scope and the firm could not reasonably have known about it.

If you believe you are a victim of "selling away," you should consult with an attorney with experience in such matters. Sam Brannan is a Georgia FINRA attorney serving investors in Georgia and nationwide. Brannan Law, LLC has the requisite experience to evaluate your situation and recommend a course of action at no charge. Call us at 404-907-4642 for a free consultation.

What to do and What not to do if You Have Concerns About Your Investments

Do speak with an attorney with experience representing investors in FINRA arbitrations if you have even just a question or a feeling that something may not be right. We would be happy to consult with you free of charge.

Do keep and gather all correspondence with the firm and the broker, including monthly account statements, transaction confirmations, emails, letters, etc. - i.e., everything you sent or received from the firm and/or broker. These materials may contain statements by the firm or broker that help your case and will help your attorney in case evaluation and development. Don't worry if you have not kept these documents as they can be obtained.

Do not send a complaint letter or email or make a verbal complaint to the firm, the broker, FINRA, or other regulatory agency. In our experience, such communications do not help and may contain unintentional misstatements that could complicate your case. Victims of a breach of trust are naturally emotional and sometimes says things in the moment that can be misconstrued. If you have concerns about the handling of your investments, speak with an experienced securities arbitration attorney. Let your attorney evaluate your situation and communicate for you.

Do not blame yourself. Clients who have been victimized by a broker or investment adviser often have misplaced feelings of guilt and shame. Put the blame where it belongs - on the wrongdoer. Stockbrokers and investment advisers are held out to the public by respected firms as being trusted advisers with the expertise to provide sound investment advice. It is perfectly reasonable to place trust and confidence in such persons.

Sam Brannan is an Atlanta securities fraud lawyer. Brannan Law, LLC helps investors recover their investment losses in FINRA arbitrations and mediations nationwide. If you have suffered investment losses or have questions about your investments, call us at 404-907-4642 for a free consultation. We will evaluate your potential case and recommend a course of action at no charge.

If you are retired or nearing retirement and have suffered a significant investment loss, contact us.
Securities Arbitration and Litigation
Securities Arbitration and Litigation

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Samuel Brannan

Mr. Brannan has over 30 years of experience in representing both individual and institutional investors in securities arbitrations and litigation in Atlanta, Georgia and throughout the United States. He also has experience in representing individuals and businesses in a wide variety of civil litigation matters. His practice is focused on securities arbitration and securities litigation.

Mr. Brannan’s dedication to providing the highest quality of legal representation is evidenced by his AV Preeminent® Peer Review Rating by Martindale-Hubbell, the highest possible peer review rating for legal ability and ethical standards. He is also honored to have received the endorsement on his Linked-in page of numerous highly-skilled attorneys for practice areas including in FINRA arbitration and securities litigation, as well as industry knowledge and interpersonal skills.

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