SEC v. Robynne Alexander, No. 1:25-cv-00242, District of New Hampshire (June 26, 2025) — Complaint

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UNITED STATES DISTRICT COURT
DISTRICT OF NEW HAMPSHIRE

       )
UNITED STATES SECURITIES     )
AND EXCHANGE COMMISSION,  )
       )
     Plaintiff,  )
       )
   v.    ) Civil Action No.
       )
ROBYNNE ALEXANDER,    ) JURY TRIAL DEMANDED
       )
     Defendant. )
__________________________________________)

COMPLAINT
 Plaintiff, the United States Securities and Exchange Commission (the “Commission”),
alleges the following against defendant Robynne Alexander.

PRELIMINARY STATEMENT
1. Between at least 2018 and 2024, Robynne Alexander (“Alexander”) defrauded
investors who purchased securities in various real estate investment projects. Alexander raised a
total of more than $4 million from at least 28 investors in connection with eight real estate
investment projects. Alexander represented to her investors that she would purchase, renovate,
and sell properties for profit. However, she defrauded investors and misappropriated investor
funds by using a substantial amount of investor money to pay fake investment returns to certain
favored investors, to repay some investors and lenders in unrelated projects, and as her primary
means of paying her personal expenses. She also falsely represented to investors, among other
things, that she would provide regular updates on the projects, that she maintained accurate
books and records concerning the projects, and that any investment returns provided to investors

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would represent their share of profits derived from the projects. None of these representations
were true: She never notified investors when she disposed of a property or when it was
foreclosed upon; she rarely provided updates to investors and when she did, it was only after
repeated requests; she never kept accurate books and records; and some purported investment
returns paid to investors were not derived from profits on the projects but were made by taking
money from some investors to pay off others.
2. As a result of Alexander’s misrepresentations and deceptive conduct in
connection with the offer and sale of the securities related to these real estate investment
projects, investors have lost at least $3 million.
VIOLATIONS
3. As a result of the conduct alleged herein, Alexander violated Sections 17(a)(1)-(3)
of the Securities Act of 1933 (the “Securities Act”) [15 U.S.C. §§ 77(e)(1)-(3)] and Section 10(b)
of the Securities Exchange Act of 1934 (the “Exchange Act”) [15 U.S.C. §§ 78j(b)] and Rule
10b-5(a)-(c) thereunder [17 C.F.R. §§ 240.10b-5(a)-(c)].
RELIEF SOUGHT
4. The Commission seeks permanent injunctions against Alexander, disgorgement of
all ill-gotten gains from the unlawful conduct set forth in this Complaint, together with
prejudgment interest pursuant to Section 20(b) of the Securities Act [15 U.S.C. § 77t(b)] and
Sections 21(d)(1),(5), and (7) of the Exchange Act [15 U.S.C. § 78u(d)(1),(5), and (7)],
respectively; civil penalties pursuant to Section 20(d) of the Securities Act [15 U.S.C. § 77t(d)]
and Section 21(d)(3) of the Exchange Act [15 U.S.C. § 78u(d)(3)]; and an order pursuant to
Section 20(e) of the Securities Act [15 U.S.C. § 77t(e)] and Section 21(d)(2) of the Exchange Act
[15 U.S.C. § 78u(d)(2)] barring Alexander from acting as an officer or director of any issuer that

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has a class of securities registered pursuant to Section 12 of the Exchange Act [15 U.S.C. § 78l]
or that is required to file reports pursuant to Section 15(d) of the Exchange Act [15 U.S.C. §
78o(d)].
JURISDICTION AND VENUE
5. The Commission brings this action pursuant to Sections 20 and 22 of the
Securities Act [U.S.C. §§ 77t and 77v] and Sections 21(d) and 27 of the Exchange Act [15
U.S.C. §§ 78u(d) and 78aa].
6. This Court has jurisdiction over this matter pursuant to 28 U.S.C. § 1331.
Alexander has directly or indirectly made use of the means or instrumentalities of interstate
commerce, or of the mails in connection with the acts, practices, transactions, and courses of
business alleged in this Complaint.
7. Venue in the District of New Hampshire is proper under Section 22(a) of the
Securities Act [15 U.S.C. § 77v(a)] and Section 27 of the Exchange Act [15 U.S.C. § 78aa]
because the acts, practices, transactions, and courses of business constituting the alleged
securities law violation(s) occurred in substantial part within New Hampshire.
DEFENDANT
8. Alexander, age 63, is a United States citizen and a New Hampshire resident. At all
relevant times Alexander purported to be a real estate developer responsible for the real estate
investments described herein.
RELEVANT ENTITIES
9. Raxx-LeMay LLC is  a  now-dissolved Nevada limited liability company.
Alexander formed Raxx-LeMay LLC in February 2018 to receive investments, purportedly to

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acquire, operate, renovate, and eventually sell two commercial buildings located at 1211 & 1217
Elm Street in Manchester, New Hampshire.
10. Signature on Elm, LLC is a New Hampshire limited liability company.
Alexander formed Signature on Elm, LLC in July 2021, purportedly to acquire the two
commercial buildings located at 1211 & 1217 Elm Street in Manchester, New Hampshire from
Raxx-LeMay LLC and then operate and eventually sell the buildings. Signature on Elm, LLC
acquired the two buildings from Raxx-LeMay, LLC in February 2022. Alexander is no longer
affiliated with Signature on Elm, LLC after being removed by two investors in the project who
are the current principals of Signature on Elm, LLC.
11. Four on Elm, LLC is  a  now-dissolved New Hampshire limited liability company.
Alexander formed Four on Elm, LLC in December 2019 to receive investments, purportedly to
acquire, operate, renovate, and eventually sell a building located at 4 Elm Street in Manchester,
New Hampshire.
12. Elm & Baker, LLC is a now-dissolved New Hampshire limited liability
company. Alexander formed Elm & Baker, LLC in December 2020 to receive investments,
purportedly to acquire, operate, renovate, and eventually sell a building located at 4 Elm Street in
Manchester, New Hampshire.
13. HB9G, LLC is a New Hampshire limited liability company. Alexander formed
HB9G, LLC in January 2020 to receive investments, purportedly to acquire, operate, renovate,
and eventually sell a building located at 9 G Street in Hampton, New Hampshire.
14. Legacy at Laconia LLC is a New Hampshire limited liability company.
Alexander formed Legacy at Laconia LLC in November 2022, purportedly to acquire, renovate,

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and operate a 250-acre tract of land known as the “Lakes Region Facility Site” in Laconia, New
Hampshire being sold by the State of New Hampshire.
15. Legacy at Laconia Fund LLC is a Delaware limited liability company.
Alexander formed Legacy at Laconia Fund LLC in May 2023 to accept and pool investment
funds, purportedly to develop a 250-acre tract of land known as the “Lakes Region Facility Site”
in Laconia, New Hampshire being sold by the State of New Hampshire for a project known as
Legacy at Laconia.
16. Any Property Rehab, LLC is a New Hampshire limited liability company.
Alexander formed Any Property Rehab, LLC in December 2015 to receive investments,
purportedly to acquire, operate, renovate, and sell various real estate projects.
FACTUAL ALLEGATIONS
Raxx-LeMay
a. Alexander Misappropriated Investor Funds
17. Alexander was a real estate investment coach
1
 in 2018 when she began accepting
investments for her first real estate investment project in New England – Raxx-LeMay, LLC,
later known as Signature on Elm, LLC. Between 2018 and 2021, Alexander raised at least $2
million from 18 investors by issuing membership interests
2
 in a Nevada limited liability
company named Raxx-LeMay LLC (“Raxx-LeMay”). Many of the Raxx-LeMay investors first
met Alexander as their real estate investment coach.

1
 Alexander was associated with a company where she was paid to provide education on “foundational” real estate
investing principles, personalized mentorship and advice, and connections in the real estate investing industry.
2
 A membership interest represents an ownership interest in a limited liability company. Ownership and governance
of limited liability companies (or “ LLCs”) typically uses different terminology than corporations, such as members
instead of shareholders, operating agreement instead of bylaws, and membership interests or units instead of shares
of stock. An LLC may assign different levels of voting and economic rights to members by issuing different classes
of membership interests. https://www.sec.gov/resources-small-businesses/capital-raising-building-blocks/common-
startup-securities.

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18. Alexander provided to at least ten investors in the Raxx-LeMay project a six-page
document titled “Investment Summary,” a 49-page document titled “Private Placement
Memorandum” (the “Raxx-LeMay PPM”), and a 66-page document titled “Operating
Agreement” (the “Raxx-LeMay Operating Agreement”).
19. The Raxx-LeMay PPM set forth the details of the investment. It stated that the
project required a “Minimum Dollar Amount” of $2 million to be raised by the later of May 15,
2018, or the date by which the property was “no longer under contract.”
3
 If the Minimum Dollar
Amount was not raised in that timeframe, Raxx-LeMay Investors were to get their money back,
with interest. According to public records, Alexander, in large part with funds from a hard money
lender
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 that received a mortgage on the property, purchased the property on July 27, 2018.
Therefore, the property was “no longer under contract” as of July 27, 2018. Also as of July 27,
2018, Alexander had only raised a total of $700,000 for the Raxx-LeMay project. Alexander,
however, did not return any funds to Raxx-LeMay investors as required under the Raxx-LeMay
PPM.
20. Because Alexander did not raise the Minimum Dollar Amount by July 27, 2018,
the date the property was “no longer under contract,” she was not entitled to use investor funds
for any purpose, including collecting any management fees.
21. Despite having been obligated to return the Raxx-LeMay investors’ funds as of
July 27, 2018, Alexander went on to use investor money for other purposes that were not

3
 The PPM includes this statement in the “Summary of Offering” section on page one and in the “Executive
Summary on page six. However, Section 2.5 of the PPM includes a statement that says, “[i]f the Minimum Dollar
Amount has not been raised by May 15, 2018 (or at such time as the Property is no longer under contract, whichever
comes first), the Manager will not Break Impounds and all funds, including any interest earned thereon, will be
returned to Investors without deduction.” Alexander did not raise the Minimum Dollar Amount by the prescribed
deadline in either statement.
4
 A “hard money lender” refers to an individual or company (rather than a bank or conventional lender) that makes
loans secured by real property, generally short-term bridge loans, primarily in real estate transactions. Hard money
loans generally have higher interest rates than more traditional financing options.

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permissible under the Raxx-LeMay PPM. Section 2.7.1 of the Raxx-LeMay PPM states that the
project “involves the acquisition of two specific commercial buildings sharing a common party
wall located at 1211 & 1217 Elm Street, Manchester, New Hampshire 03101 (the Property), for
the purchase price of One Million Eight Hundred Thousand Dollars ($1,800,000).” The
Executive Summary for the Raxx-LeMay PPM states that the “Funds raised from this Offering
will be used to purchase, improve, operate, and ultimately dispose of the Property, to reimburse
the Manager for its acquisition costs, and to compensate the Manager in the form of Fees for
making this investment opportunity available to investors.” Investor funds were thus only to be
used to acquire and renovate the two properties identified in the Raxx-LeMay PPM.
22. The Raxx-LeMay PPM includes further details about how investor funds would
be used.  Section 3 includes the following chart summarizing the sources and uses of investor
proceeds:

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23. Section 5 also includes the below chart describing the Manager’s Fees or Other
Compensation:

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24. As described above, Alexander was not entitled to use any investor funds, having
failed to meet the Minimum Dollar Amount. She nevertheless used Raxx-LeMay investor funds
for purposes other than those set forth in the Raxx-LeMay PPM. Between July 2018 and
November 2018, Alexander used Raxx-LeMay investor funds as collateral to draw $1.3 million
from a line of credit held in the name of another entity she owned and controlled. In September
and October 2018, Alexander then used a portion of the $1.3 million to pay back at least four
investors in projects other than Raxx-LeMay, in an amount totaling approximately $282,000.
Alexander later used Raxx-LeMay investor funds to repay the line of credit.

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25. In July 2021, Alexander also used Raxx-LeMay investor funds to make payments
to two Raxx-LeMay investors totaling approximately $435,000. Alexander also used Raxx-
LeMay investor funds to pay lenders and costs related to other real estate investment projects and
to make loans to herself or other entities she controlled totaling at least $110,000.
26. All told, Alexander misused at least $820,000 of Raxx-LeMay investor money for
purposes that had nothing to do with acquiring and renovating the two properties.
b. Alexander Failed to Obtain Investor Approval for the Transfer of the
Property

27. In July 2021, Alexander received a $600,000 investment in the Raxx-LeMay
project from a company controlled by two Raxx-LeMay investors (Investors C and D) in
exchange for 25% of the ownership of Raxx-LeMay. The company was also to perform the
general contracting services for the Raxx-LeMay project. Between July 2021 and February 2022,
Investors C and D learned that Alexander had not filed Raxx-LeMay’s tax returns, that Alexander
failed to keep ordinary business records, that Alexander was struggling to keep up with payments
to Raxx-LeMay’s hard money lender, and that Alexander would not be able to finance the
renovation of the Raxx-LeMay buildings.
28. As a result of these discoveries, Investors C and D sought to take control of the
Raxx-LeMay project. To accomplish that, Alexander agreed to give Investors C and D an 81%
interest in Signature on Elm, LLC (“Signature on Elm”) - an entity Alexander created in July
2021 - while retaining a 19% interest for herself. Alexander then transferred the real estate Raxx-
LeMay owned to Signature on Elm in February 2022. At the time of the transfer, Investors C and
D believed that Alexander was the sole owner of Raxx-LeMay because Alexander never
mentioned the other investors in Raxx-LeMay. Signature on Elm later obtained traditional

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commercial bank financing to pay off Raxx-LeMay’s hard money lender and associated fees,
totaling roughly $2.8 million, as compensation for taking over the ownership of the property.
29. Alexander did not have the authority to transfer the property from Raxx-LeMay to
Signature on Elm without the knowledge and consent of Raxx-LeMay investors. As a general
matter, Section 6.1 of the Raxx-LeMay Operating Agreement gave Alexander the authority to
“manage all business and affairs of the Company.”  But that authority was not unlimited,
particularly with respect to the sale of the Raxx-LeMay property. Specifically, Section 14.1 of the
Raxx-LeMay Operating Agreement states that the “the Company shall be dissolved upon... the
sale of the Property (which will require the affirmative vote of a Majority of Interests).” In other
words, a majority of the Raxx-LeMay investors would have had to approve the sale to Signature
on Elm. Not only did Alexander violate this provision in the Raxx-LeMay Operating Agreement,
she kept the other Raxx-LeMay investors in the dark despite the fact that Section 10.8 of the
Raxx-LeMay PPM provides that Alexander “intends to conduct periodic teleconferences and/or
email updates with the Members, as the Manager deems necessary to keep them apprised about
affairs involving the Company.”
30. Despite the clear terms of the Raxx-LeMay Operating Agreement and Raxx-
LeMay PPM,  Alexander transferred the Raxx-LeMay real estate to Signature on Elm without
providing notice or obtaining the approval of a majority of the Raxx-LeMay investors. As a
result of the transfer, Raxx-LeMay, which did not have any interest in Signature on Elm, had no
real estate holdings, a fact that was concealed from the other Raxx-LeMay investors whose
investments then became worthless.

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c. Alexander Failed to Provide Required Annual Information Packages to
Investors

31. The Raxx-LeMay PPM states that Alexander, as the Manager, will prepare an
annual information package that ...will include such things as an annual operations update,
financial statements, K-1 forms
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, and a copy of the Company tax return, as applicable.” At least
five Raxx-LeMay investors did not receive financial statements, K-1s, or regular updates,
including after repeated written and oral requests to Alexander regarding Raxx-LeMay.
Elm and Baker
32. Alexander received the first investment to purchase and renovate a property
located at 4 Elm St. in Manchester, New Hampshire from Investor E on November 26, 2019,
totaling $120,000. She deposited the money into a bank account for Four on Elm, LLC (“Four on
Elm”).
33. The Certificate of Formation for Four on Elm lists Investor E as a member of the
entity and the wire memo for Investor E’s $120,000 investment states “Real Estate LLC
Contribution.”
34. On or about December 4, 2019, Four on Elm, through Alexander, issued an
investment for $140,000 to Investor F. The investment security was documented in the form of a
promissory note
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 that required a “lump sum repayment of $140,000.00 plus 12% per annum due
on December 1, 2021 or sooner.” The note also states that “[a]ll proceeds of the Loans shall be

5
 A K-1 form is an IRS form used by partnerships, S corporations, and estates and trusts to declare the income,
deductions, and credits that partners, shareholders, and beneficiaries have received in the tax year.
6
 The promissory note is a security. The proceeds of the note were intended to be used for developing 4 Elm St., the
investor was motivated to make the investment for the expected profit from the high interest rate, the investor
thought of the promissory note as a security, and there is no alternate regulatory scheme with oversight of the
promissory note.

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used solely for the purposes more particularly provided for and limited by the the [sic]
acquisition and construction build out of 4 Elm Street, Manchester, NH.”
35. On December 5, 2019, Four on Elm purchased the 4 Elm St. property.
36. Approximately a year after receiving investments from Investors E and F in Four
on Elm, Alexander formed a second entity, Elm and Baker, LLC (“Elm and Baker”), to accept
additional investments related to the 4 Elm St. property. Alexander issued membership interests
in Elm and Baker to two investors, Investor G and Investor H. Each of those investors received
an operating agreement governing their investments in Elm and Baker. The operating agreements
that Investor G and Investor H received contain differing terms despite both being in effect at the
same time.
37. Investor G executed a version of the Elm and Baker operating agreement
(“Investor G Operating Agreement”) on May 25, 2021 and invested $750,000 in Elm and Baker
on May 27, 2021. The Investor G Operating Agreement states that Elm and Baker will own the 4
Elm St. property by June 30, 2021 and that if it doesn’t, Elm and Baker will return Investor G’s
money along with 8% interest.
38. Although Alexander controlled the 4 Elm St. property through Four on Elm, she
did not transfer the property to Elm and Baker until January 27, 2022, more than six months after
she was required to under the Investor G Operating Agreement. Alexander did not return Investor
G’s money or the required interest.
39. The Investor G Operating Agreement includes a “Principal Purpose” section that
states that Elm and Baker’s “sole purpose is to develop the Property into an adaptive reuse
conversion to apartments to be sold on the market” and that Investor G would have received her
investment principal and 25% of the net sale profits after the sale of the property.

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40. Investor G understood, based on the Investor G Operating Agreement and
conversations with Alexander, that the investment would be used to renovate the 4 Elm St.
property. Alexander instead used approximately $327,000 of Investor G’s investment to repay
Investors E and F $260,000, plus $67,000 in purported return on investment in June 2021.
Alexander also used approximately $210,000 of Investor G’s investment to pay investors
unrelated to the 4 Elm St. property in May and June of 2021. Alexander thus misappropriated
Investor G’s money for purposes unrelated to acquiring and renovating the 4 Elm St. property.
41. Investor H executed the first version of the Elm and Baker operating agreement
(the “Investor H Operating Agreement”) on March 11, 2021. That same day, Investor H wired the
first of four investment installments to Alexander in the amount of $25,000. Investor H wired the
final of the four installments to Alexander on October 22, 2021. The total amount of the four
installments wired to Alexander was $150,000.
42. The Investor H Operating Agreement includes a different “Principal Purpose”
section from the Investor G Operating Agreement. The Investor H Operating Agreement simply
states that “[Elm and Baker’s] principal purpose shall be to purchase, lease and sell real estate.
The LLC may also pursue any other purpose permitted by law and approved by the Managers.”
However, based on statements made by Alexander, Investor H understood that his investment
would be used to renovate the 4 Elm St. property.
43. Alexander used at least $50,000 of Investor H’s investment for project expenses
unrelated to Elm and Baker, numerous “loans” to herself or other business entities, and personal
expenses such as grocery bills. Each of these uses was an improper use of Investor H’s money.
44. Despite her statements to investors, the property was never developed, the project
failed, and the property went into foreclosure in May 2023.

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HB9G
45. Alexander formed HB9G, LLC (“HB9G”) on January 17, 2020, purportedly to
obtain investments to purchase, renovate, “stabilize,” and sell a multifamily property located at 9
G St. in Hampton, New Hampshire. Between January 16, 2020 and January 28, 2020, Alexander
received a total of $273,000 from three investors in exchange for membership interests in HB9G.
46. All three investors received and executed the same version of the HB9G operating
agreement. The HB9G operating agreement includes a “Principal Purpose” section that states
that the “LLC’s principal purpose shall be to purchase, lease and sell real estate.” Based on
statements made to them by Alexander, all three investors understood that Alexander would only
use the investment funds to purchase and improve the 9 G St. property. Alexander also showed a
private placement memorandum to at least one investor. The private placement memorandum
stated that Alexander would renovate and sell the 9 G St. property to generate investment returns.
47. Despite these statements to investors, Alexander improperly used approximately
$50,000 of the $273,000 she raised for expenses related to other real estate investments and
personal expenses in February 2020.
48. In response to frequent requests for updates from investors, Alexander sent an
email update to investors on April 3, 2023, more than three years after the initial investments.
Alexander told the investors that the property was in a “deteriorated state” and that it needed
“approximately $100K in renovations to bring it where it needs to be for high-season rentals.”
Even though Alexander told investors she would renovate and sell the property, the property was
not renovated and went into foreclosure in November 2023. Investors were not notified of the
foreclosure which rendered their investments worthless.

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49. From the time Alexander received the investments in 2020 until she started
providing updates in 2023, investors continued to request updates and began threatening legal
action. In response, Alexander made promises of repayment to the investors, including with
returns on the initial investment.  However, because she no longer owned the property, she would
have to use funds intended for a different project called Legacy at Laconia to make any
repayments to the HB9G investors. In an email to the HB9G investors on November 24, 2023,
just 13 days after the property was foreclosed upon, Alexander said she was “working with
several lenders that are helping us with working capital to exit you as an investor. [Lender A] is
providing us a $40M loan which will be used for the purchase of a large property (21.5M) up in
the lakes area and the remaining funding is to be used for operating capital.”  That representation
was false. Alexander was not working with lenders relating to investors in HB9G. She was
actually working with lenders to purchase a large property for a different project that none of the
HB9G investors were invested in.
50. In another email on March 2, 2024. Alexander told investors that she was “fully
approved for a large institutional line of credit which was originally only for the purchase of the
State Property (Laconia). It has since been expanded to include any real estate transaction
meaning we can use the funds for any of my real estate projects – past or present.” That
representation was false. Alexander had not been fully approved for a large institutional line of
credit, nor was she ever approved for such.
51. Alexander never received a line of credit for the Legacy at Laconia project
described below and no HB9G investors received any repayment much less any returns on their
investments.

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Legacy at Laconia
52. Alexander, on behalf of Legacy at Laconia, LLC (“Legacy at Laconia”), signed a
purchase agreement dated November 30, 2022 to purchase from the State of New Hampshire a
property known as the “State of New Hampshire Lakes Region Facility”– a 217-acre property in
Laconia, New Hampshire (the “Laconia Property”). The Legacy at Laconia project is described
on “legacyatlaconia.com,” as a project to “create a first in the world, innovative, world class
resort implementing universal design with barrier free accessibility within an all-in-one
sustainable village.”
53. Alexander offered membership interests through a different entity called Legacy
at Laconia Fund LLC through the website, which would accept and pool investments to be used
in the Legacy at Laconia project. The “Investment Details” tab of legacyatlaconia.com described
a “Secure & Simple Investment Process” seeking $40 million for a Round A offering. In
exchange for investments, investors would receive units in Legacy at Laconia Fund LLC.
Alexander did not receive any investments in Legacy at Laconia Fund LLC.
54. However, Alexander received one investment of $250,000 in Legacy at Laconia –
the entity that entered into the purchase agreement for the Laconia Property - from Investor B on
October 11, 2023. Legacy at Laconia documented the investment in the form of a promissory
note that would be payable, with all “simple, non-compounded accrued interest [at a] rate of
15.00%” by February 15, 2024 – an approximate period of 4 months. The note was secured by a
“collateral assignment of Life Insurance of [Alexander’s]” life insurance policy. Investor B’s
funds were wired to a Legacy at Laconia bank account in Alexander’s control. Like the
promissory note Alexander issued for Four on Elm, this note was a security.

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55. Despite Investor B’s funds being given to Legacy at Laconia, Alexander
misappropriated at least $75,000 for payments related to other real estate investment projects,
personal living expenses, and nearly $5,000 of personal travel expenses in Paris, Barcelona,
Valencia, Nassau, Florida, and New Orleans in October and November 2023.
56. To date, Investor B has not received any repayment. Because Alexander could not
secure financing to close the purchase of the Laconia Property, the State of New Hampshire
terminated the sale agreement on April 21, 2024. The property is now under agreement with
another purchaser unrelated to Alexander.
Other Instances of Alexander Misappropriating Investor Funds
57. In addition to the four projects described above, between August 2019 and
February 2024 Alexander obtained a total of at least $360,000 from four investors in four other
purported real estate projects.
a. 9 Cross St. Somerville, Massachusetts
58. Alexander received one investment for a total of $100,000 from Investor B, who
also invested in Legacy at Laconia. She deposited those funds into a bank account in the name of
Any Property Rehab LLC (“Any Property Rehab”), an entity Alexander used to fund
miscellaneous real estate investment projects. Investor B’s funds were wired into Any Property
Rehab’s account on February 2, 2024 with a wire memo stating “FOR 9 CROSS ST.,
SOMERVILLE MA.” At the time Investor B’s funds were deposited into Any Property Rebab’s
account, the account balance was $204.45.
59. On February 5, 2024, Alexander wired $81,579.00 to Investor A, a Raxx-LeMay
investor, from the same Any Property Rehab bank account that held Investor B’s investment

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funds. Alexander thus improperly used Investor B’s investment funds to repay Investor A the
principal investment amount and purported return-on-investment for the Raxx-LeMay project.
60. The property at 9 Cross St. is being foreclosed upon and Investor B has not been
repaid.
b. 23 Country Club Rd. Manchester, New Hampshire
61. On November 12, 2019, Alexander received one investment for a total of $36,000
for a project on 23 Country Club Rd. in Manchester, New Hampshire. Alexander documented the
investment in the form of a promissory note that required a “lump sum payment in the amount of
$36,000...plus $4,320 which represents 12% per annum due on December 1, 2020 or sooner –
for a total amount due of $40,320.” The investor understood that when the property was sold, the
repayment, including interest, would come out of the proceeds of the sale. Like the promissory
note Alexander issued for Four on Elm, this note was a security.
62. Alexander sold the 23 Country Club Rd. property in May 2020 for $120,000.
Despite having sold the property and telling the investor that repayment would come from the
proceeds of the sale, Alexander used $77,000 of the money from the title company for the sale of
the 23 Country Club Rd. property to repay an investor in a different property – 37 C St.
Manchester, NH – on June 3, 2020.
63. To date, Alexander has only paid $4,500 of the total amount due under the
investment to the investor in the 23 Country Club Rd. property.
Haverhill, Massachusetts Project
64. On June 8, 2022, Alexander received one investment totaling $75,000 to purchase
a property in Haverhill, Massachusetts. Alexander was not able to secure a property transaction

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in Haverhill, Massachusetts and repaid the investor a total of $100,000 using funds related to an
unrelated portfolio of properties in Rhode Island.
FIRST CLAIM FOR RELIEF
Violations of Section 17(a) of the Securities Act of 1933
65. The Commission repeats and incorporates by reference the allegations in
paragraphs 1 through 64 above.
66. By engaging in the conduct described above, Alexander, in connection with the
offer or sale of securities, by the use of the means or instrumentalities of interstate commerce or
of the mails, directly or indirectly, acting intentionally, knowingly, recklessly or negligently (i)
employed devices, schemes, or artifices to defraud, (ii) obtained money by means of untrue
statements of material facts or omissions to state material facts necessary in order to the make the
statements made, in light of the circumstances under which they were made, not misleading, and
(iii) engaged in transactions, practices, or courses of business which operated or would operate as
a fraud or deceit upon the purchasers and sellers of the securities.
67. As a result, Alexander violated and, unless enjoined, will continue to violate
Sections 17(a)(1), (2), and (3) of the Securities Act [15 U.S.C. §§ 77q(1), (2), and (3)].
SECOND CLAIM FOR RELIEF
Violations of Section 10(b) of the Securities Exchange Act of 1934
and Rule 10b-5 thereunder
68. The Commission repeats and incorporates by reference the allegations in
paragraphs 1 through 64 above.
69. By engaging in the conduct described above, Alexander, directly or indirectly, in
connection with the purchase or sale of securities, by the use of the means or instrumentalities of
interstate commerce or of the mails, or of any facility of any national securities exchange,

21

intentionally, knowingly or recklessly, (i) employed devices, schemes, or artifices to defraud, (ii)
made untrue statements of material facts or omitted to state a material fact necessary in order to
the make the statements made, in light of the circumstances under which they were made, not
misleading, and (iii) engaged in acts, practices, or courses of business which operated or would
operate as a fraud or deceit upon purchasers or sellers of the securities.
70. As a result, Alexander violated and, unless enjoined, will continue to violate
Section 10(b) of the Securities Act [15 U.S.C. §§ 78j(b)] and Rules 10b-5(a), (b), and (c)
thereunder [17 C.F.R. §§240.10b-5(a), (b), and (c)].
PRAYER FOR RELIEF
 WHEREFORE, the Commission requests that this Court:
A. Enter a permanent injunction restraining Alexander, her agents, servants,
employees and attorneys, and those persons in active concert or participation with her who
receive actual notice of the injunction by personal service or otherwise, from violating, directly
or indirectly, Section 10(b) of the Securities Exchange Act of 1934 (the “Exchange Act”) [15
U.S.C. § 78j(b)] and Exchange Act Rule 10b-5 [17 C.F.R. § 240.10b-5] and Section 17(a) of the
Securities Act [15 U.S.C. § 77q(a)], by using any means or instrumentality of interstate
commerce, or of the mails, or of any facility of any national securities exchange, in connection
with the purchase or sale of any security:
(a) to employ any device, scheme, or artifice to defraud;
(b) to make any untrue statement of a material fact, or to omit to state a
material fact necessary in order to make the statements made, in the light
of the circumstances under which they were made, not misleading; or

22

(c) to engage in any act, practice, or course of business which operates or
would operate as a fraud or deceit upon any person
by, directly or indirectly, (i) creating a false appearance or otherwise deceiving
any person, or (ii) disseminating false or misleading documents, materials, or
information or making, either orally or in writing, any false or misleading
statement in any communication with any investor or prospective investor, about:
A. any investment strategy or investment in securities,
B. the prospects for success of any product or company,
C. the use of investor funds,
D. compensation to any person,
E. Defendant’s qualifications to advise investors; or
F. the misappropriation of investor funds or investment proceeds;
B. Enter a permanent injunction restraining Alexander, directly or indirectly,
including, but not limited to, through any entity owned or controlled by her, from (i)
participating in any issuance, purchase, offer or sale of any security or (ii) engaging in activities
for the purpose of inducing or attempting to induce the purchase or sale of any security;
provided, however, that such injunction shall not prevent her from purchasing or selling
securities for her personal account;
C. Enter an order pursuant to Section 20(e) of the Securities Act [15 U.S.C. § 77t(e)]
and Section 21(d)(2) of the Exchange Act [15 U.S.C. § 78u(d)(2)] barring Alexander from acting
as an officer or director of any issuer that has a class of securities registered pursuant to Section
12 of the Exchange Act [ 15 U.S.C. § 781], or that is required to file reports pursuant to Section
15(d) of the Exchange Act [15 U.S.C. § 78(o)(d)];

23
D.Or
der Alexander to disgorge, with prejudgment interest, all ill-gotten gains
obtained by reason of the unlawful conduct alleged in this Complaint pursuant to Sections
21(d)(5) and (7) of the Exchange Act [15 U.S.C. §§ 78u(d)(5) and (7)];
E.Order Alexander to pay civil monetary penalties pursuant to Section 20(d) of the
Securities Act [15 U.S.C. § 77t(d)] and Section 21(d)(3) of the Exchange Act [15 U.S.C. §
78u(d)(3)];
F.Retain jurisdiction over this action to implement and carry out the terms of all
orders and decrees that may be entered; and
G.Award such other and further relief as the Court deems just and proper.
JURY DEMAND
The Commission hereby demands a trial by jury on all claims so triable.
Respectfully submitted,
SECURITIES AND EXCHANGE
COMMISSION
By its attorneys,
__________________________________________
Alfred Day (BBO# 654436)
Brandon Sisson (BBO# 703947)
33
Arch Street, 24
th
 Floor
Boston, MA 02110
(617)573-4537 (Day)
(617)573-4590 (Facsimile)
[email protected]
Dat
ed: June 26, 2025
/s/ Alfred A. Day

1 
 
 

UNITED STATES DISTRICT COURT 
DISTRICT OF NEW HAMPSHIRE 

 
        
       ) 
UNITED STATES SECURITIES   ) 
AND EXCHANGE COMMISSION,  ) 
       ) 
     Plaintiff,  ) 
       ) 
   v.    ) Civil Action No. 
       ) 
ROBYNNE ALEXANDER,    ) JURY TRIAL DEMANDED  
       ) 
     Defendant. ) 
__________________________________________) 
 

COMPLAINT 

 Plaintiff, the United States Securities and Exchange Commission (the “Commission”), 

alleges the following against defendant Robynne Alexander.  

PRELIMINARY STATEMENT 

1. Between at least 2018 and 2024, Robynne Alexander (“Alexander”) defrauded 

investors who purchased securities in various real estate investment projects. Alexander raised a 

total of more than $4 million from at least 28 investors in connection with eight real estate 

investment projects. Alexander represented to her investors that she would purchase, renovate, 

and sell properties for profit. However, she defrauded investors and misappropriated investor 

funds by using a substantial amount of investor money to pay fake investment returns to certain 

favored investors, to repay some investors and lenders in unrelated projects, and as her primary 

means of paying her personal expenses. She also falsely represented to investors, among other 

things, that she would provide regular updates on the projects, that she maintained accurate 

books and records concerning the projects, and that any investment returns provided to investors 

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would represent their share of profits derived from the projects. None of these representations 

were true: She never notified investors when she disposed of a property or when it was 

foreclosed upon; she rarely provided updates to investors and when she did, it was only after 

repeated requests; she never kept accurate books and records; and some purported investment 

returns paid to investors were not derived from profits on the projects but were made by taking 

money from some investors to pay off others. 

2. As a result of Alexander’s misrepresentations and deceptive conduct in 

connection with the offer and sale of the securities related to these real estate investment 

projects, investors have lost at least $3 million. 

VIOLATIONS 

3. As a result of the conduct alleged herein, Alexander violated Sections 17(a)(1)-(3) 

of the Securities Act of 1933 (the “Securities Act”) [15 U.S.C. §§ 77(e)(1)-(3)] and Section 10(b) 

of the Securities Exchange Act of 1934 (the “Exchange Act”) [15 U.S.C. §§ 78j(b)] and Rule 

10b-5(a)-(c) thereunder [17 C.F.R. §§ 240.10b-5(a)-(c)].  

RELIEF SOUGHT 

4. The Commission seeks permanent injunctions against Alexander, disgorgement of 

all ill-gotten gains from the unlawful conduct set forth in this Complaint, together with 

prejudgment interest pursuant to Section 20(b) of the Securities Act [15 U.S.C. § 77t(b)] and 

Sections 21(d)(1),(5), and (7) of the Exchange Act [15 U.S.C. § 78u(d)(1),(5), and (7)], 

respectively; civil penalties pursuant to Section 20(d) of the Securities Act [15 U.S.C. § 77t(d)] 

and Section 21(d)(3) of the Exchange Act [15 U.S.C. § 78u(d)(3)]; and an order pursuant to 

Section 20(e) of the Securities Act [15 U.S.C. § 77t(e)] and Section 21(d)(2) of the Exchange Act 

[15 U.S.C. § 78u(d)(2)] barring Alexander from acting as an officer or director of any issuer that 

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has a class of securities registered pursuant to Section 12 of the Exchange Act [15 U.S.C. § 78l] 

or that is required to file reports pursuant to Section 15(d) of the Exchange Act [15 U.S.C. § 

78o(d)].  

JURISDICTION AND VENUE 

5. The Commission brings this action pursuant to Sections 20 and 22 of the 

Securities Act [U.S.C. §§ 77t and 77v] and Sections 21(d) and 27 of the Exchange Act [15 

U.S.C. §§ 78u(d) and 78aa]. 

6. This Court has jurisdiction over this matter pursuant to 28 U.S.C. § 1331.  

Alexander has directly or indirectly made use of the means or instrumentalities of interstate 

commerce, or of the mails in connection with the acts, practices, transactions, and courses of 

business alleged in this Complaint. 

7. Venue in the District of New Hampshire is proper under Section 22(a) of the 

Securities Act [15 U.S.C. § 77v(a)] and Section 27 of the Exchange Act [15 U.S.C. § 78aa] 

because the acts, practices, transactions, and courses of business constituting the alleged 

securities law violation(s) occurred in substantial part within New Hampshire. 

DEFENDANT 

8. Alexander, age 63, is a United States citizen and a New Hampshire resident. At all 

relevant times Alexander purported to be a real estate developer responsible for the real estate 

investments described herein.  

RELEVANT ENTITIES 

9. Raxx-LeMay LLC is a now-dissolved Nevada limited liability company. 

Alexander formed Raxx-LeMay LLC in February 2018 to receive investments, purportedly to 

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acquire, operate, renovate, and eventually sell two commercial buildings located at 1211 & 1217 

Elm Street in Manchester, New Hampshire.  

10. Signature on Elm, LLC is a New Hampshire limited liability company. 

Alexander formed Signature on Elm, LLC in July 2021, purportedly to acquire the two 

commercial buildings located at 1211 & 1217 Elm Street in Manchester, New Hampshire from 

Raxx-LeMay LLC and then operate and eventually sell the buildings. Signature on Elm, LLC 

acquired the two buildings from Raxx-LeMay, LLC in February 2022. Alexander is no longer 

affiliated with Signature on Elm, LLC after being removed by two investors in the project who 

are the current principals of Signature on Elm, LLC.  

11. Four on Elm, LLC is a now-dissolved New Hampshire limited liability company. 

Alexander formed Four on Elm, LLC in December 2019 to receive investments, purportedly to 

acquire, operate, renovate, and eventually sell a building located at 4 Elm Street in Manchester, 

New Hampshire. 

12. Elm & Baker, LLC is a now-dissolved New Hampshire limited liability 

company. Alexander formed Elm & Baker, LLC in December 2020 to receive investments, 

purportedly to acquire, operate, renovate, and eventually sell a building located at 4 Elm Street in 

Manchester, New Hampshire. 

13. HB9G, LLC is a New Hampshire limited liability company. Alexander formed 

HB9G, LLC in January 2020 to receive investments, purportedly to acquire, operate, renovate, 

and eventually sell a building located at 9 G Street in Hampton, New Hampshire. 

14. Legacy at Laconia LLC is a New Hampshire limited liability company. 

Alexander formed Legacy at Laconia LLC in November 2022, purportedly to acquire, renovate, 

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and operate a 250-acre tract of land known as the “Lakes Region Facility Site” in Laconia, New 

Hampshire being sold by the State of New Hampshire.  

15. Legacy at Laconia Fund LLC is a Delaware limited liability company. 

Alexander formed Legacy at Laconia Fund LLC in May 2023 to accept and pool investment 

funds, purportedly to develop a 250-acre tract of land known as the “Lakes Region Facility Site” 

in Laconia, New Hampshire being sold by the State of New Hampshire for a project known as 

Legacy at Laconia.  

16. Any Property Rehab, LLC is a New Hampshire limited liability company. 

Alexander formed Any Property Rehab, LLC in December 2015 to receive investments, 

purportedly to acquire, operate, renovate, and sell various real estate projects.    

FACTUAL ALLEGATIONS 

Raxx-LeMay 

a. Alexander Misappropriated Investor Funds 

17. Alexander was a real estate investment coach1 in 2018 when she began accepting 

investments for her first real estate investment project in New England – Raxx-LeMay, LLC, 

later known as Signature on Elm, LLC. Between 2018 and 2021, Alexander raised at least $2 

million from 18 investors by issuing membership interests2 in a Nevada limited liability 

company named Raxx-LeMay LLC (“Raxx-LeMay”). Many of the Raxx-LeMay investors first 

met Alexander as their real estate investment coach.  

 
1 Alexander was associated with a company where she was paid to provide education on “foundational” real estate 
investing principles, personalized mentorship and advice, and connections in the real estate investing industry.  
2 A membership interest represents an ownership interest in a limited liability company. Ownership and governance 
of limited liability companies (or “ LLCs”) typically uses different terminology than corporations, such as members 
instead of shareholders, operating agreement instead of bylaws, and membership interests or units instead of shares 
of stock. An LLC may assign different levels of voting and economic rights to members by issuing different classes 
of membership interests. https://www.sec.gov/resources-small-businesses/capital-raising-building-blocks/common-
startup-securities. 

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18. Alexander provided to at least ten investors in the Raxx-LeMay project a six-page 

document titled “Investment Summary,” a 49-page document titled “Private Placement 

Memorandum” (the “Raxx-LeMay PPM”), and a 66-page document titled “Operating 

Agreement” (the “Raxx-LeMay Operating Agreement”).  

19. The Raxx-LeMay PPM set forth the details of the investment. It stated that the 

project required a “Minimum Dollar Amount” of $2 million to be raised by the later of May 15, 

2018, or the date by which the property was “no longer under contract.”3 If the Minimum Dollar 

Amount was not raised in that timeframe, Raxx-LeMay Investors were to get their money back, 

with interest. According to public records, Alexander, in large part with funds from a hard money 

lender4 that received a mortgage on the property, purchased the property on July 27, 2018. 

Therefore, the property was “no longer under contract” as of July 27, 2018. Also as of July 27, 

2018, Alexander had only raised a total of $700,000 for the Raxx-LeMay project. Alexander, 

however, did not return any funds to Raxx-LeMay investors as required under the Raxx-LeMay 

PPM.  

20. Because Alexander did not raise the Minimum Dollar Amount by July 27, 2018, 

the date the property was “no longer under contract,” she was not entitled to use investor funds 

for any purpose, including collecting any management fees.  

21. Despite having been obligated to return the Raxx-LeMay investors’ funds as of 

July 27, 2018, Alexander went on to use investor money for other purposes that were not 

 
3 The PPM includes this statement in the “Summary of Offering” section on page one and in the “Executive 
Summary on page six. However, Section 2.5 of the PPM includes a statement that says, “[i]f the Minimum Dollar 
Amount has not been raised by May 15, 2018 (or at such time as the Property is no longer under contract, whichever 
comes first), the Manager will not Break Impounds and all funds, including any interest earned thereon, will be 
returned to Investors without deduction.” Alexander did not raise the Minimum Dollar Amount by the prescribed 
deadline in either statement. 
4 A “hard money lender” refers to an individual or company (rather than a bank or conventional lender) that makes 
loans secured by real property, generally short-term bridge loans, primarily in real estate transactions. Hard money 
loans generally have higher interest rates than more traditional financing options. 

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permissible under the Raxx-LeMay PPM. Section 2.7.1 of the Raxx-LeMay PPM states that the 

project “involves the acquisition of two specific commercial buildings sharing a common party 

wall located at 1211 & 1217 Elm Street, Manchester, New Hampshire 03101 (the Property), for 

the purchase price of One Million Eight Hundred Thousand Dollars ($1,800,000).” The 

Executive Summary for the Raxx-LeMay PPM states that the “Funds raised from this Offering 

will be used to purchase, improve, operate, and ultimately dispose of the Property, to reimburse 

the Manager for its acquisition costs, and to compensate the Manager in the form of Fees for 

making this investment opportunity available to investors.” Investor funds were thus only to be 

used to acquire and renovate the two properties identified in the Raxx-LeMay PPM.  

22. The Raxx-LeMay PPM includes further details about how investor funds would 

be used.  Section 3 includes the following chart summarizing the sources and uses of investor 

proceeds:  

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23. Section 5 also includes the below chart describing the Manager’s Fees or Other 

Compensation:  

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24. As described above, Alexander was not entitled to use any investor funds, having 

failed to meet the Minimum Dollar Amount. She nevertheless used Raxx-LeMay investor funds 

for purposes other than those set forth in the Raxx-LeMay PPM. Between July 2018 and 

November 2018, Alexander used Raxx-LeMay investor funds as collateral to draw $1.3 million 

from a line of credit held in the name of another entity she owned and controlled. In September 

and October 2018, Alexander then used a portion of the $1.3 million to pay back at least four 

investors in projects other than Raxx-LeMay, in an amount totaling approximately $282,000. 

Alexander later used Raxx-LeMay investor funds to repay the line of credit.   

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25. In July 2021, Alexander also used Raxx-LeMay investor funds to make payments 

to two Raxx-LeMay investors totaling approximately $435,000. Alexander also used Raxx-

LeMay investor funds to pay lenders and costs related to other real estate investment projects and 

to make loans to herself or other entities she controlled totaling at least $110,000.  

26. All told, Alexander misused at least $820,000 of Raxx-LeMay investor money for 

purposes that had nothing to do with acquiring and renovating the two properties. 

b. Alexander Failed to Obtain Investor Approval for the Transfer of the 
Property 

 
27. In July 2021, Alexander received a $600,000 investment in the Raxx-LeMay 

project from a company controlled by two Raxx-LeMay investors (Investors C and D) in 

exchange for 25% of the ownership of Raxx-LeMay. The company was also to perform the 

general contracting services for the Raxx-LeMay project. Between July 2021 and February 2022, 

Investors C and D learned that Alexander had not filed Raxx-LeMay’s tax returns, that Alexander 

failed to keep ordinary business records, that Alexander was struggling to keep up with payments 

to Raxx-LeMay’s hard money lender, and that Alexander would not be able to finance the 

renovation of the Raxx-LeMay buildings.  

28. As a result of these discoveries, Investors C and D sought to take control of the 

Raxx-LeMay project. To accomplish that, Alexander agreed to give Investors C and D an 81% 

interest in Signature on Elm, LLC (“Signature on Elm”) - an entity Alexander created in July 

2021 - while retaining a 19% interest for herself. Alexander then transferred the real estate Raxx-

LeMay owned to Signature on Elm in February 2022. At the time of the transfer, Investors C and 

D believed that Alexander was the sole owner of Raxx-LeMay because Alexander never 

mentioned the other investors in Raxx-LeMay. Signature on Elm later obtained traditional 

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commercial bank financing to pay off Raxx-LeMay’s hard money lender and associated fees, 

totaling roughly $2.8 million, as compensation for taking over the ownership of the property.  

29. Alexander did not have the authority to transfer the property from Raxx-LeMay to 

Signature on Elm without the knowledge and consent of Raxx-LeMay investors. As a general 

matter, Section 6.1 of the Raxx-LeMay Operating Agreement gave Alexander the authority to 

“manage all business and affairs of the Company.”  But that authority was not unlimited, 

particularly with respect to the sale of the Raxx-LeMay property. Specifically, Section 14.1 of the 

Raxx-LeMay Operating Agreement states that the “the Company shall be dissolved upon… the 

sale of the Property (which will require the affirmative vote of a Majority of Interests).” In other 

words, a majority of the Raxx-LeMay investors would have had to approve the sale to Signature 

on Elm. Not only did Alexander violate this provision in the Raxx-LeMay Operating Agreement, 

she kept the other Raxx-LeMay investors in the dark despite the fact that Section 10.8 of the 

Raxx-LeMay PPM provides that Alexander “intends to conduct periodic teleconferences and/or 

email updates with the Members, as the Manager deems necessary to keep them apprised about 

affairs involving the Company.”  

30. Despite the clear terms of the Raxx-LeMay Operating Agreement and Raxx-

LeMay PPM, Alexander transferred the Raxx-LeMay real estate to Signature on Elm without 

providing notice or obtaining the approval of a majority of the Raxx-LeMay investors. As a 

result of the transfer, Raxx-LeMay, which did not have any interest in Signature on Elm, had no 

real estate holdings, a fact that was concealed from the other Raxx-LeMay investors whose 

investments then became worthless.  

 

 

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c. Alexander Failed to Provide Required Annual Information Packages to 
Investors 
 

31. The Raxx-LeMay PPM states that Alexander, as the Manager, will prepare an 

annual information package that …will include such things as an annual operations update, 

financial statements, K-1 forms5, and a copy of the Company tax return, as applicable.” At least 

five Raxx-LeMay investors did not receive financial statements, K-1s, or regular updates, 

including after repeated written and oral requests to Alexander regarding Raxx-LeMay.  

Elm and Baker 

32. Alexander received the first investment to purchase and renovate a property 

located at 4 Elm St. in Manchester, New Hampshire from Investor E on November 26, 2019, 

totaling $120,000. She deposited the money into a bank account for Four on Elm, LLC (“Four on 

Elm”).  

33. The Certificate of Formation for Four on Elm lists Investor E as a member of the 

entity and the wire memo for Investor E’s $120,000 investment states “Real Estate LLC 

Contribution.”  

34. On or about December 4, 2019, Four on Elm, through Alexander, issued an 

investment for $140,000 to Investor F. The investment security was documented in the form of a 

promissory note6 that required a “lump sum repayment of $140,000.00 plus 12% per annum due 

on December 1, 2021 or sooner.” The note also states that “[a]ll proceeds of the Loans shall be 

 
5 A K-1 form is an IRS form used by partnerships, S corporations, and estates and trusts to declare the income, 
deductions, and credits that partners, shareholders, and beneficiaries have received in the tax year.  
6 The promissory note is a security. The proceeds of the note were intended to be used for developing 4 Elm St., the 
investor was motivated to make the investment for the expected profit from the high interest rate, the investor 
thought of the promissory note as a security, and there is no alternate regulatory scheme with oversight of the 
promissory note. 

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used solely for the purposes more particularly provided for and limited by the the [sic] 

acquisition and construction build out of 4 Elm Street, Manchester, NH.”  

35. On December 5, 2019, Four on Elm purchased the 4 Elm St. property.  

36. Approximately a year after receiving investments from Investors E and F in Four 

on Elm, Alexander formed a second entity, Elm and Baker, LLC (“Elm and Baker”), to accept 

additional investments related to the 4 Elm St. property. Alexander issued membership interests 

in Elm and Baker to two investors, Investor G and Investor H. Each of those investors received 

an operating agreement governing their investments in Elm and Baker. The operating agreements 

that Investor G and Investor H received contain differing terms despite both being in effect at the 

same time.  

37. Investor G executed a version of the Elm and Baker operating agreement 

(“Investor G Operating Agreement”) on May 25, 2021 and invested $750,000 in Elm and Baker 

on May 27, 2021. The Investor G Operating Agreement states that Elm and Baker will own the 4 

Elm St. property by June 30, 2021 and that if it doesn’t, Elm and Baker will return Investor G’s 

money along with 8% interest.  

38. Although Alexander controlled the 4 Elm St. property through Four on Elm, she 

did not transfer the property to Elm and Baker until January 27, 2022, more than six months after 

she was required to under the Investor G Operating Agreement. Alexander did not return Investor 

G’s money or the required interest.   

39. The Investor G Operating Agreement includes a “Principal Purpose” section that 

states that Elm and Baker’s “sole purpose is to develop the Property into an adaptive reuse 

conversion to apartments to be sold on the market” and that Investor G would have received her 

investment principal and 25% of the net sale profits after the sale of the property.  

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40. Investor G understood, based on the Investor G Operating Agreement and 

conversations with Alexander, that the investment would be used to renovate the 4 Elm St. 

property. Alexander instead used approximately $327,000 of Investor G’s investment to repay 

Investors E and F $260,000, plus $67,000 in purported return on investment in June 2021. 

Alexander also used approximately $210,000 of Investor G’s investment to pay investors 

unrelated to the 4 Elm St. property in May and June of 2021. Alexander thus misappropriated 

Investor G’s money for purposes unrelated to acquiring and renovating the 4 Elm St. property.  

41. Investor H executed the first version of the Elm and Baker operating agreement 

(the “Investor H Operating Agreement”) on March 11, 2021. That same day, Investor H wired the 

first of four investment installments to Alexander in the amount of $25,000. Investor H wired the 

final of the four installments to Alexander on October 22, 2021. The total amount of the four 

installments wired to Alexander was $150,000. 

42. The Investor H Operating Agreement includes a different “Principal Purpose” 

section from the Investor G Operating Agreement. The Investor H Operating Agreement simply 

states that “[Elm and Baker’s] principal purpose shall be to purchase, lease and sell real estate. 

The LLC may also pursue any other purpose permitted by law and approved by the Managers.” 

However, based on statements made by Alexander, Investor H understood that his investment 

would be used to renovate the 4 Elm St. property.  

43. Alexander used at least $50,000 of Investor H’s investment for project expenses 

unrelated to Elm and Baker, numerous “loans” to herself or other business entities, and personal 

expenses such as grocery bills. Each of these uses was an improper use of Investor H’s money. 

44. Despite her statements to investors, the property was never developed, the project 

failed, and the property went into foreclosure in May 2023. 

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HB9G 

45. Alexander formed HB9G, LLC (“HB9G”) on January 17, 2020, purportedly to 

obtain investments to purchase, renovate, “stabilize,” and sell a multifamily property located at 9 

G St. in Hampton, New Hampshire. Between January 16, 2020 and January 28, 2020, Alexander 

received a total of $273,000 from three investors in exchange for membership interests in HB9G. 

46. All three investors received and executed the same version of the HB9G operating 

agreement. The HB9G operating agreement includes a “Principal Purpose” section that states 

that the “LLC’s principal purpose shall be to purchase, lease and sell real estate.” Based on 

statements made to them by Alexander, all three investors understood that Alexander would only 

use the investment funds to purchase and improve the 9 G St. property. Alexander also showed a 

private placement memorandum to at least one investor. The private placement memorandum 

stated that Alexander would renovate and sell the 9 G St. property to generate investment returns.  

47. Despite these statements to investors, Alexander improperly used approximately 

$50,000 of the $273,000 she raised for expenses related to other real estate investments and 

personal expenses in February 2020. 

48. In response to frequent requests for updates from investors, Alexander sent an 

email update to investors on April 3, 2023, more than three years after the initial investments. 

Alexander told the investors that the property was in a “deteriorated state” and that it needed 

“approximately $100K in renovations to bring it where it needs to be for high-season rentals.” 

Even though Alexander told investors she would renovate and sell the property, the property was 

not renovated and went into foreclosure in November 2023. Investors were not notified of the 

foreclosure which rendered their investments worthless. 

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49. From the time Alexander received the investments in 2020 until she started 

providing updates in 2023, investors continued to request updates and began threatening legal 

action. In response, Alexander made promises of repayment to the investors, including with 

returns on the initial investment.  However, because she no longer owned the property, she would 

have to use funds intended for a different project called Legacy at Laconia to make any 

repayments to the HB9G investors. In an email to the HB9G investors on November 24, 2023, 

just 13 days after the property was foreclosed upon, Alexander said she was “working with 

several lenders that are helping us with working capital to exit you as an investor. [Lender A] is 

providing us a $40M loan which will be used for the purchase of a large property (21.5M) up in 

the lakes area and the remaining funding is to be used for operating capital.”  That representation 

was false. Alexander was not working with lenders relating to investors in HB9G. She was 

actually working with lenders to purchase a large property for a different project that none of the 

HB9G investors were invested in.  

50. In another email on March 2, 2024. Alexander told investors that she was “fully 

approved for a large institutional line of credit which was originally only for the purchase of the 

State Property (Laconia). It has since been expanded to include any real estate transaction 

meaning we can use the funds for any of my real estate projects – past or present.” That 

representation was false. Alexander had not been fully approved for a large institutional line of 

credit, nor was she ever approved for such.  

51. Alexander never received a line of credit for the Legacy at Laconia project 

described below and no HB9G investors received any repayment much less any returns on their 

investments.  

 

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Legacy at Laconia 

52. Alexander, on behalf of Legacy at Laconia, LLC (“Legacy at Laconia”), signed a 

purchase agreement dated November 30, 2022 to purchase from the State of New Hampshire a 

property known as the “State of New Hampshire Lakes Region Facility”– a 217-acre property in 

Laconia, New Hampshire (the “Laconia Property”). The Legacy at Laconia project is described 

on “legacyatlaconia.com,” as a project to “create a first in the world, innovative, world class 

resort implementing universal design with barrier free accessibility within an all-in-one 

sustainable village.” 

53. Alexander offered membership interests through a different entity called Legacy 

at Laconia Fund LLC through the website, which would accept and pool investments to be used 

in the Legacy at Laconia project. The “Investment Details” tab of legacyatlaconia.com described 

a “Secure & Simple Investment Process” seeking $40 million for a Round A offering. In 

exchange for investments, investors would receive units in Legacy at Laconia Fund LLC. 

Alexander did not receive any investments in Legacy at Laconia Fund LLC. 

54. However, Alexander received one investment of $250,000 in Legacy at Laconia – 

the entity that entered into the purchase agreement for the Laconia Property - from Investor B on 

October 11, 2023. Legacy at Laconia documented the investment in the form of a promissory 

note that would be payable, with all “simple, non-compounded accrued interest [at a] rate of 

15.00%” by February 15, 2024 – an approximate period of 4 months. The note was secured by a 

“collateral assignment of Life Insurance of [Alexander’s]” life insurance policy. Investor B’s 

funds were wired to a Legacy at Laconia bank account in Alexander’s control. Like the 

promissory note Alexander issued for Four on Elm, this note was a security. 

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55. Despite Investor B’s funds being given to Legacy at Laconia, Alexander 

misappropriated at least $75,000 for payments related to other real estate investment projects, 

personal living expenses, and nearly $5,000 of personal travel expenses in Paris, Barcelona, 

Valencia, Nassau, Florida, and New Orleans in October and November 2023.  

56. To date, Investor B has not received any repayment. Because Alexander could not 

secure financing to close the purchase of the Laconia Property, the State of New Hampshire 

terminated the sale agreement on April 21, 2024. The property is now under agreement with 

another purchaser unrelated to Alexander.  

Other Instances of Alexander Misappropriating Investor Funds 

57. In addition to the four projects described above, between August 2019 and 

February 2024 Alexander obtained a total of at least $360,000 from four investors in four other 

purported real estate projects. 

a. 9 Cross St. Somerville, Massachusetts 

58. Alexander received one investment for a total of $100,000 from Investor B, who 

also invested in Legacy at Laconia. She deposited those funds into a bank account in the name of 

Any Property Rehab LLC (“Any Property Rehab”), an entity Alexander used to fund 

miscellaneous real estate investment projects. Investor B’s funds were wired into Any Property 

Rehab’s account on February 2, 2024 with a wire memo stating “FOR 9 CROSS ST., 

SOMERVILLE MA.” At the time Investor B’s funds were deposited into Any Property Rebab’s 

account, the account balance was $204.45.  

59. On February 5, 2024, Alexander wired $81,579.00 to Investor A, a Raxx-LeMay 

investor, from the same Any Property Rehab bank account that held Investor B’s investment 

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funds. Alexander thus improperly used Investor B’s investment funds to repay Investor A the 

principal investment amount and purported return-on-investment for the Raxx-LeMay project.  

60. The property at 9 Cross St. is being foreclosed upon and Investor B has not been 

repaid.  

b. 23 Country Club Rd. Manchester, New Hampshire 

61. On November 12, 2019, Alexander received one investment for a total of $36,000 

for a project on 23 Country Club Rd. in Manchester, New Hampshire. Alexander documented the 

investment in the form of a promissory note that required a “lump sum payment in the amount of 

$36,000…plus $4,320 which represents 12% per annum due on December 1, 2020 or sooner – 

for a total amount due of $40,320.” The investor understood that when the property was sold, the 

repayment, including interest, would come out of the proceeds of the sale. Like the promissory 

note Alexander issued for Four on Elm, this note was a security.  

62. Alexander sold the 23 Country Club Rd. property in May 2020 for $120,000. 

Despite having sold the property and telling the investor that repayment would come from the 

proceeds of the sale, Alexander used $77,000 of the money from the title company for the sale of 

the 23 Country Club Rd. property to repay an investor in a different property – 37 C St. 

Manchester, NH – on June 3, 2020.  

63. To date, Alexander has only paid $4,500 of the total amount due under the 

investment to the investor in the 23 Country Club Rd. property.  

Haverhill, Massachusetts Project 

64. On June 8, 2022, Alexander received one investment totaling $75,000 to purchase 

a property in Haverhill, Massachusetts. Alexander was not able to secure a property transaction 

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in Haverhill, Massachusetts and repaid the investor a total of $100,000 using funds related to an 

unrelated portfolio of properties in Rhode Island.   

FIRST CLAIM FOR RELIEF 

Violations of Section 17(a) of the Securities Act of 1933 

65. The Commission repeats and incorporates by reference the allegations in 

paragraphs 1 through 64 above. 

66. By engaging in the conduct described above, Alexander, in connection with the 

offer or sale of securities, by the use of the means or instrumentalities of interstate commerce or 

of the mails, directly or indirectly, acting intentionally, knowingly, recklessly or negligently (i) 

employed devices, schemes, or artifices to defraud, (ii) obtained money by means of untrue 

statements of material facts or omissions to state material facts necessary in order to the make the 

statements made, in light of the circumstances under which they were made, not misleading, and 

(iii) engaged in transactions, practices, or courses of business which operated or would operate as 

a fraud or deceit upon the purchasers and sellers of the securities.  

67. As a result, Alexander violated and, unless enjoined, will continue to violate 

Sections 17(a)(1), (2), and (3) of the Securities Act [15 U.S.C. §§ 77q(1), (2), and (3)].  

SECOND CLAIM FOR RELIEF 

Violations of Section 10(b) of the Securities Exchange Act of 1934  
and Rule 10b-5 thereunder 

68. The Commission repeats and incorporates by reference the allegations in 

paragraphs 1 through 64 above. 

69. By engaging in the conduct described above, Alexander, directly or indirectly, in 

connection with the purchase or sale of securities, by the use of the means or instrumentalities of 

interstate commerce or of the mails, or of any facility of any national securities exchange, 

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intentionally, knowingly or recklessly, (i) employed devices, schemes, or artifices to defraud, (ii) 

made untrue statements of material facts or omitted to state a material fact necessary in order to 

the make the statements made, in light of the circumstances under which they were made, not 

misleading, and (iii) engaged in acts, practices, or courses of business which operated or would 

operate as a fraud or deceit upon purchasers or sellers of the securities. 

70. As a result, Alexander violated and, unless enjoined, will continue to violate 

Section 10(b) of the Securities Act [15 U.S.C. §§ 78j(b)] and Rules 10b-5(a), (b), and (c) 

thereunder [17 C.F.R. §§240.10b-5(a), (b), and (c)].  

PRAYER FOR RELIEF 

 WHEREFORE, the Commission requests that this Court:  

A. Enter a permanent injunction restraining Alexander, her agents, servants, 

employees and attorneys, and those persons in active concert or participation with her who 

receive actual notice of the injunction by personal service or otherwise, from violating, directly 

or indirectly, Section 10(b) of the Securities Exchange Act of 1934 (the “Exchange Act”) [15 

U.S.C. § 78j(b)] and Exchange Act Rule 10b-5 [17 C.F.R. § 240.10b-5] and Section 17(a) of the 

Securities Act [15 U.S.C. § 77q(a)], by using any means or instrumentality of interstate 

commerce, or of the mails, or of any facility of any national securities exchange, in connection 

with the purchase or sale of any security: 

(a) to employ any device, scheme, or artifice to defraud; 

(b) to make any untrue statement of a material fact, or to omit to state a 

material fact necessary in order to make the statements made, in the light 

of the circumstances under which they were made, not misleading; or 

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(c) to engage in any act, practice, or course of business which operates or 

would operate as a fraud or deceit upon any person 

by, directly or indirectly, (i) creating a false appearance or otherwise deceiving 

any person, or (ii) disseminating false or misleading documents, materials, or 

information or making, either orally or in writing, any false or misleading 

statement in any communication with any investor or prospective investor, about:   

A. any investment strategy or investment in securities,  

B. the prospects for success of any product or company, 

C. the use of investor funds,  

D. compensation to any person,  

E. Defendant’s qualifications to advise investors; or  

F. the misappropriation of investor funds or investment proceeds;  

B. Enter a permanent injunction restraining Alexander, directly or indirectly, 

including, but not limited to, through any entity owned or controlled by her, from (i) 

participating in any issuance, purchase, offer or sale of any security or (ii) engaging in activities 

for the purpose of inducing or attempting to induce the purchase or sale of any security; 

provided, however, that such injunction shall not prevent her from purchasing or selling 

securities for her personal account;  

C. Enter an order pursuant to Section 20(e) of the Securities Act [15 U.S.C. § 77t(e)] 

and Section 21(d)(2) of the Exchange Act [15 U.S.C. § 78u(d)(2)] barring Alexander from acting 

as an officer or director of any issuer that has a class of securities registered pursuant to Section 

12 of the Exchange Act [15 U.S.C. § 781], or that is required to file reports pursuant to Section 

15(d) of the Exchange Act [15 U.S.C. § 78(o)(d)]; 

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D. Order Alexander to disgorge, with prejudgment interest, all ill-gotten gains

obtained by reason of the unlawful conduct alleged in this Complaint pursuant to Sections 

21(d)(5) and (7) of the Exchange Act [15 U.S.C. §§ 78u(d)(5) and (7)]; 

E. Order Alexander to pay civil monetary penalties pursuant to Section 20(d) of the

Securities Act [15 U.S.C. § 77t(d)] and Section 21(d)(3) of the Exchange Act [15 U.S.C. § 

78u(d)(3)];  

F. Retain jurisdiction over this action to implement and carry out the terms of all

orders and decrees that may be entered; and 

G. Award such other and further relief as the Court deems just and proper.

JURY DEMAND 

The Commission hereby demands a trial by jury on all claims so triable.  

Respectfully submitted,  

SECURITIES AND EXCHANGE 
COMMISSION 

By its attorneys,  

__________________________________________ 
Alfred Day (BBO# 654436) 
Brandon Sisson (BBO# 703947) 
33 Arch Street, 24th Floor 
Boston, MA 02110 
(617) 573-4537 (Day)
(617) 573-4590 (Facsimile)
[email protected]

Dated: June 26, 2025 

/s/ Alfred A. Day

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