IN THE SUPREME COURT OF FLORIDA THE FLORIDA BAR, Complainant

,
v.

Supreme Court Case No. TFB File No. 2011-10,964 (ISA)

KIMBERLY L. RUDGE, Respondent.

COMPLAINT

The Florida Bar, complainant, files this Complaint against Kimberly L. Rudge, Respondent, pursuant to the Rules Regulating The Florida Bar and alleges: 1. Respondent is, and at all times mentioned in the complaint was, a

member ofThe Florida Bar, admitted on November 19, 1998 and is subject to the jurisdiction of the Supreme Court of Florida. 2. On May 9, 2012, Fifteenth Judicial Circuit Grievance Committee A

found probable cause to file this complaint pursuant to Rule 3-7.4, of the Rules Regulating The Florida Bar, and this complaint has been approved by the presiding member of that committee.

AS TO ALL COUNTS 3. The Over the Counter Market (hereinafter "OTC Market") is a

quotation service that displays quote information for publicly traded companies and also displays disclosures required by securities laws. 4. One of the documents available on the OTC Markets is a legal opinion

as to whether a certain company has made disclosures that comply with securities law and the OTC Markets disclosure requirements. 5. Such document is used by investors to make investment decisions

about the companies. COUNTI 6. On or about June 1, 2010, Respondent issued an opinion letter on

behalf of Cloud Centric, Inc. (hereinafter "Cloud"). 7. Such letter stated that Respondent had met with a majority of the

Board of Directors of Cloud in order to confirm the facts as stated in her opinion letter. 8. Further, Respondent stated that at the time of the issuance of the

opinion, neither the company (Cloud) or nor any entity that held 5% or more of the company's securities was under investigation by any federal or state regulatory authority for violations of securities laws.

9.

Finally, Respondent stated in the June 1, 2010 opinion letter that she

is a member of the Bar of the States of Florida and Virginia Bar. 10. At the time Respondent issued the opinion, this statement in her

letterhead was a misrepresentation in the Respondent was an inactive member of the Virginia Bar. 11. Further, Respondent had not met with a majority of the Board of

Directors of Cloud. 12. Respondent admits that she met with only David Lovatt, Cloud's

CEO, just days prior to the letter being issued. 13. Finally, at the time that the opinion was issued, Respondent knew or

should have known that Big Apple Consulting, Big Apple Equities LLC and/or Management Solutions International, Inc., (hereinafter "Big Apple") was under investigation by the Securities and Exchange Commission (hereinafter "SEC"). 14. Since Big Apple held a total of 7.48% of Cloud's securities, the SEC

investigation should have been disclosed in Respondent's opinion. 15. Respondent made intentional, material misrepresentations in her

opinion letter dated June 1, 2010. 16. By the conduct set forth above, Respondent violated R. Regulating

Fla. Bar 4-4.1 [In the course of representing a client, a lawyer shall not knowingly: (a) make a false statement of material fact or law to a third person; or (b) fail to

disclose a material fact to a third person when disclosure is necessary to avoid assisting a criminal or fraudulent act by a client, unless disclosure is prohibited by rule 4-1.6]; and 4-8.4(c) [A lawyer shall not engage in conduct involving dishonesty, fraud, deceit or misrepresentation.]. COUNT II 17. On or about June 14, 2010, September 13, 2010, and November 16,

2010, Respondent issued three separate opinion letters on behalf of Connectyx Technologies, Inc. (hereinafter "Connectyx") 18. Each letter stated that Respondent had met with a majority of the

Board of Directors of Connectyx in order to confirm the facts as stated in her opinion letter. 19. Further, Respondent stated that at the time of the issuance of the

opinion, neither the company (Connectyx ) nor any entity that held 5% or more of the company's securities was under investigation by any federal or state regulatory authority for violations of securities laws. 20. Finally, Respondent stated in the June 1, 2010 opinion letter that she

is a member of the Bar of the States of Florida and Virginia Bar. 21. At the time Respondent issued the opinion, this statement in her

letterhead was a misrepresentation in the Respondent was an inactive member of the Virginia Bar.

22.

Further, Respondent had not met with a majority of the Board of

Directors of Connectyx. 23. Finally, at the time that the opinion was issued, Respondent knew or

should have known that Big Apple Consulting, Big Apple Equities LLC and/or Management Solutions International, Inc., (hereinafter "Big Apple") was under investigation by the Securities and Exchange Commission (hereinafter "SEC"). 24. Since Big Apple held at least 5% of Connectyx securities, the SEC

investigation should have been disclosed in Respondent's three separate opinion letters. 25. Respondent made intentional, material misrepresentations in her

opinion letters dated June 14, 2010, September 13, 2010 and November 16, 2010. 26. By the conduct set forth above, Respondent violated R. Regulating

Fla. Bar 4-4.1 [In the course of representing a client, a lawyer shall not knowingly: (a) make a false statement of material fact or law to a third person; or (b) fail to disclose a material fact to a third person when disclosure is necessary to avoid assisting a criminal or fraudulent act by a client, unless disclosure is prohibited by rule 4-1.6]; and 4-8.4(c) [A lawyer shall not engage in conduct involving dishonesty, fraud, deceit or misrepresentation.].

WHEREFORE, The Florida Bar prays Respondent will be appropriately disciplined in accordance with the provisions of the Rules Regulating The Florida Bar as amended.

Ghenete Elaine Wright Muir, Bar Counsel The Florida Bar Ft. Lauderdale Branch Office Lake Shore Plaza II 1300 Concord Terrace, Suite 130 Sunrise, Florida 33323 (954) 835-0233 Florida Bar No. 550728 gwrightmuir@flabar.org

iNNETH LAWRENCE MARVIN Staff Counsel, The Florida Bar 651 East Jefferson Street Tallahassee, Florida 32399-2300 (850)561-5600 Florida Bar No. 200999 kmarvin(a),flabar.org

CERTIFICATE OF SERVICE I HEREBY CERTIFY that I have served the original of the foregoing Complaint to Thomas D. Hall, Clerk of the Supreme Court of Florida, Supreme Court Building, 500 South Duval Street, Tallahassee, Florida, 32399-1927; copies of the foregoing by email (ddavis@smithtozian.comX and by certified mail No. 7011 2970 0003 6884 2082, return receipt requested, to Respondent's Counsel, Debra Joyce Davis, Esq., at Smith, Tozian & Hinkle, P.A. 109 N. Brush Street, Ste. 200, Tampa, FL 33602-4157, and copies by email (gwrightmuir@flabar.org) and by first-class mail to Ghenete Elaine Wright Muir, Bar Counsel, The Florida Bar, Lake Shore Plaza II, 1300 Concord Terrace, Suite 130, Sunrise, Florida 33323, on this £4fn day of te+t&W , 2012.

KENNETH LAWRENCE MARVIN Staff Counsel

NOTICE OF TRIAL COUNSEL AND DESIGNATION OF PRIMARY AND SECONDARY EMAIL ADDRESS PLEASE TAKE NOTICE that the trial counsel in this matter is Ghenete Elaine Wright Muir, Bar Counsel, whose address, telephone number and primary email address are The Florida Bar, Lake Shore Plaza II, 1300 Concord Terrace, Suite 130, Sunrise, Florida 33323, (954) 835-0233 and gwrightmuir@flabar.org and esanchez@flabar.org. Respondent need not address pleadings, correspondence, etc. in this matter to anyone other than trial counsel and to Staff Counsel, The Florida Bar. 651 East Jefferson Street. Tallahassee, Florida 32399-2300, kmarvin@flabar.org.

MANDATORY ANSWER NOTICE RULE 3-7.6(h)(2), RULES OF DISCIPLINE, EFFECTIVE MAY 20, 2004, PROVIDES THAT A RESPONDENT SHALL ANSWER A COMPLAINT.

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