EXHIBIT 8

Case 1:20-cv-21254-BB Document 47-9 Entered on FLSD Docket 07/02/2021 Page 1 of 4
From: Rutkowski, Joanne

To: "David Jarvis"

Subject: RE:

Date: Friday, January 05, 2018 10:15:00 AM

David, could you use this dial-in for our call this morning, thx:

202-551-7000 (US/Canada)

888-732-8001 (US/Canada Toll-free)

17000 (SEC In

Access Code:

980 530 750

From: David Jarvis [mailto:djarvis@alpine-securities.com] 

Sent: Thursday, January 04, 2018 4:41 PM

To: Rutkowski, Joanne

Subject: RE:

Again, I’m not asking about the order. I am asking a far more general question. How about 11:00

EST? I will conference in one of my colleagues at that time.

I can be reached at 804 357 0567

Thanks!

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From: Rutkowski, Joanne [mailto:RutkowskiJ@sec.gov] 

Sent: Thursday, January 4, 2018 1:53 PM

To: David Jarvis <djarvis@alpine-securities.com>

Subject: RE:

Mr. Jarvis,

Thank you for writing. I’m not sure I can add any gloss to the Commission’s order but would be

happy to talk with you. Is there a time tomorrow I could call you?

Many thx,

Joanne Rutkowski

Case 1:20-cv-21254-BB Document 47-9 Entered on FLSD Docket 07/02/2021 Page 2 of 4
From: David Jarvis [mailto:djarvis@alpine-securities.com] 

Sent: Thursday, January 04, 2018 10:36 AM

To: Rutkowski, Joanne

Subject:

Importance: High

Dear Ms. Rutkowski:

I write to you, unfortunately, after having unsuccessful interaction with one of your colleagues. I

give you the entire history of the inquiry that I have on behalf of my organization.

Fairly recently the Commission filed an action against Microcap Equity Group and an individual that

can be found here: https://www.sec.gov/litigation/complaints/2017/comp23992.pdf

The gravamen of the Complaint can be found in numerical paragraph 2. It alleges: Between January

2013 and July 2016, Defendants, as part of a regular business, engaged in the buying and selling of

securities for Defendants’ own accounts. Defendants purchased from debtholders the aged debts of

various microcap issuers of securities. Contemporaneously, and as part of their purchase of the aged

debt, Defendants obtained

agreements with the issuers permitting Defendants to, at their discretion, convert the debt into

shares of the issuers’ common stock. Defendants deposited these shares (once converted from the

debt) into their brokerage accounts and sold significant numbers of them into the market.

Finally, Defendants deposited the net proceeds from the stock sales into their bank accounts.

Generally speaking, the Defendants acquired aged convertible debt or simply aged where the issuer

agreed to conversion terms because it could not pay the obligation. Thereafter, Defendants

converted the debt and sold the positions. In a scheduled conference call with the Staff Attorneys

who brought this action they would not provide us guidance in terms of our inquiries and instead

directed us to OCIE.

What we as an organization are trying to understand is whether or not the Staff

and/or the Commission are deeming the acquisition of third party debt,

conversion of that debt, and sale into the public marketplace a business model

(if you will) that requires registration as a dealer? We are aware that the

definition of dealer excludes routine trading transactions for ones own account

as well as other potentially relevant carve outs. Here we are simply trying to

gain our regulators posture.

Despite advising you colleague that we do not seek any information or insight into pending litigation,

she has refused to provide any guidance responsive to our inquiry basing her refusal on an errant

belief that we are seeking comment on an enforcement action, where we clearly are not. Rather,

what we are trying to be is a compliant firm that operates well within the confines of propriety and

our inquiry is on all fours with how we seek to operate our business.

Case 1:20-cv-21254-BB Document 47-9 Entered on FLSD Docket 07/02/2021 Page 3 of 4
Moreover, you colleague suggests we should obtain a no action letter where she certainly should

know that the SEC will not provide no action relief or responses to hypothetical scenarios.

I, along with my organization, appreciate your assistance in this regard.

Thank you.

DHJ

David H . Jarvis

Special Counsel

Privileged Information: This message, together with any attachments, is intended only for

the use of the individual or entity to which it is addressed and may contain information that

is legally privileged, confidential and/or exempt from disclosure. If you are not the intended

recipient, you are hereby notified that any use, dissemination, distribution, or copying of

this message, or any attachment, is strictly prohibited. If you have received this message in

error, please delete this message, along with any attachments, from your computer. Thank

you.

Case 1:20-cv-21254-BB Document 47-9 Entered on FLSD Docket 07/02/2021 Page 4 of 4