Deborah Leckman

The Filer applied for exemptive relief from the conflict of interest restrictions in the Securities Act (Ontario) to permit its pooled funds to invest in other pooled funds or public funds under common management.

The Ontario Securities Commission granted the relief subject to conditions, including that the investments are consistent with the top funds' objectives, effected at an objective price, and accompanied by appropriate disclosure to investors.

The respondents entered into a settlement agreement with Staff of the Commission regarding admitted failures to provide accurate and complete continuous disclosure about the development of a lead product over a 10-year period.

The Ontario Securities Commission approved the settlement, finding it to be in the public interest.

The settlement included a reprimand, a consultant's review of corporate governance and disclosure policies, director and officer bans for the individual respondent, and an administrative penalty of $250,000.

MedReleaf Corp. applied to the Ontario Securities Commission for exemptive relief under section 140(2) of the Securities Act to keep a previously filed Management's Discussion and Analysis confidential.

The filed document contained information subject to a confidentiality agreement with a third party who refused consent for disclosure.

The Commission granted the requested relief, ordering that the document be held in confidence and that the application itself remain confidential for three years.

The respondents, Dennis Meharchand and Valt.X Holdings Inc., brought a motion seeking the recusal of two members of the Commission's Staff involved in an enforcement proceeding against them, alleging tampering with evidence and bias.

The respondents also requested an adjournment of the motion hearing, which the panel denied due to a lack of exceptional circumstances and the respondents' history of delaying the proceeding.

On the merits of the recusal motion, the panel found no evidence of improper conduct or bias by Staff.

The alleged evidence tampering was an inadvertent scanning error that was promptly corrected, and the use of the word 'complaint' in an investigator's evidence summary did not demonstrate bias.

The motion was dismissed.

The Filers applied to the Ontario Securities Commission for an exemption from the prospectus requirement for the distribution of contracts for difference (CFDs) and over-the-counter foreign exchange contracts to investors in applicable Canadian jurisdictions.

The Commission granted the requested relief, subject to several conditions, including that all CFD trades be executed through the Canadian affiliate, compliance with IIROC rules, and the provision of a risk disclosure document to clients prior to their first transaction.

Equity Financial Holdings Inc. applied to the Ontario Securities Commission for an order to cease to be a reporting issuer.

Following a plan of arrangement, the company's shares were acquired by Smoothwater Capital Corporation and delisted from the TSX.

The company has fewer than 51 securityholders worldwide and its securities are subject to private company transfer restrictions.

The Commission granted the order, satisfied that the statutory test was met.

The Filer, an insurance company, applied to the Ontario Securities Commission for an exemption from the prospectus requirement in connection with the issuance of shares to Dealer Principals.

The Filer had previously obtained a ruling in 1990 but sought new relief due to compliance issues and the potential expiration of the previous ruling.

The Commission granted the exemption, subject to conditions including the delivery of specific documents to prospective shareholders and restrictions on the transfer of shares.

The Filer, a licensed warranty company, applied for an exemption from the prospectus requirement for the issuance of shares to holding companies of Dealer Principals.

The Filer had previously relied on the private issuer exemption but exceeded the 50-shareholder limit.

The Ontario Securities Commission granted the exemptive relief, subject to conditions including the delivery of specific documents to Dealer Principals and restrictions on the transfer of shares.

Staff of the Ontario Securities Commission applied for a temporary order to suspend the registration of Omega Securities Inc. (OSI) and require it to cease trading, alleging breaches of Ontario securities law related to inaccurate time stamps and data feed discrepancies.

The Commission found that while the allegations were serious and supported by prima facie evidence, a complete suspension and cease trade order was not in the public interest due to the likelihood of irreparable harm to OSI and the steps OSI was taking to rectify the issues.

Instead, the Commission imposed terms and conditions on OSI's registration to ensure compliance and protect the capital markets.

The Filer, Timbercreek U.S. Multi-Residential Opportunity Fund #1, applied for an order to cease to be a reporting issuer in all jurisdictions of Canada where it is currently a reporting issuer.

The Filer has disposed of all portfolio assets, paid out a special distribution, and is in the process of winding up.

The Ontario Securities Commission granted the order, satisfied that the test under the legislation was met.

The applicants sought a review of a decision by a Director of the Ontario Securities Commission refusing to amend the individual applicant's registration to designate her as the ultimate designated person (UDP) for the applicant firms.

The Director had found the proposed amendment 'otherwise objectionable' under s. 27(1) of the Securities Act.

The Commission found that the individual applicant's father, who had been permanently suspended as UDP and prohibited from acting as an officer or director of any registrant due to prior non-compliance, continued to act as an officer of the firms by directing sales and recruiting.

The Commission held that the individual applicant, as chair of the boards, failed to take meaningful steps to ensure compliance with the prior order restricting her father's involvement.

Given the firms' history of non-compliance and the critical role of a UDP in promoting a culture of compliance, the Commission concluded that the proposed registration was objectionable and dismissed the application.

Staff of the Ontario Securities Commission and Execution Access, LLC entered into a settlement agreement regarding the respondent's operation of an electronic trading platform for US treasury bills in Ontario without registration or recognition.

The respondent cooperated with Staff to regularize its operations and there were no investor complaints.

The Commission approved the settlement, finding it fair and reasonable and in the public interest.

The respondent agreed to pay $970,000 for allocation by the Commission, $25,000 in costs, and was reprimanded.

Katanga Mining Limited applied for an order under section 17 of the Securities Act authorizing the disclosure of a confidential summons to individuals at four audit firms to assist with a review of past accounting practices.

The Commission granted the request with respect to Katanga's current auditor, finding minimal risk to the ongoing investigation.

However, the Commission denied the request to disclose the summons to the other three audit firms, finding that the potential risk to the investigation outweighed the purported need for disclosure, and instead authorized the disclosure of a letter from Staff confirming the investigation.

The Commission also ordered that its decision remain confidential for a limited period to protect the integrity of the investigation, subject to future publication.

The Filers applied to the Ontario Securities Commission for exemptive relief from the Prospectus Delivery Requirement and certain Prospectus Form Requirements in connection with an at-the-market distribution of common shares.

The Commission granted the requested relief, subject to conditions including specific disclosure requirements and compliance with representations made in the application.

The Commission also granted confidentiality relief.

The applicant, a Delaware corporation and reporting issuer in Canada, applied for an exemption from the prospectus requirement under the Securities Act.

The applicant sought to permit investment dealers to use standard term sheets, marketing materials, and conduct road shows in connection with future offerings under a final Canadian MJDS shelf prospectus.

The Ontario Securities Commission granted the exemption, provided the conditions in Part 9A of NI 44-102 are met.

The Filer applied for exemptive relief on behalf of certain exchange-traded funds from the ETF Prospectus Form Requirement, the Underwriter's Certificate Requirement, the Prospectus Form Requirement, and the Take-over Bid Requirements.

The Ontario Securities Commission granted the requested relief, subject to various conditions including the filing and delivery of a Summary Document or ETF Facts.

BioAmber Inc. applied to the Ontario Securities Commission for an exemption from the prospectus requirement under the Securities Act.

The exemption was sought to permit investment dealers to use standard term sheets, marketing materials, and conduct road shows in connection with future offerings under a Final Canadian MJDS Shelf Prospectus.

The Commission granted the exemption, provided the conditions in Part 9A of NI 44-102 are met.

The applicant applied for an order to cease to be a reporting issuer in all applicable Canadian jurisdictions.

The applicant is an Australian company listed on the ASX and qualifies as a designated foreign issuer.

The Commission found that Canadian residents beneficially own less than 2% of the applicant's outstanding securities and comprise less than 2% of its total securityholders worldwide.

The application was granted.

Campar Capital Corporation applied for an order to cease to be a reporting issuer in Ontario, Alberta, British Columbia, and Québec following an arrangement agreement where all its common shares were acquired by Starlight U.S. Multi-Family (No. 5) Core Fund.

The common shares were subsequently delisted from the TSX Venture Exchange.

The Ontario Securities Commission, acting as the principal regulator, granted the order, noting that the filer's outstanding securities are beneficially owned by a sole securityholder and are no longer traded on any marketplace in Canada.

The applicant, Guestlogix Inc., applied to the Ontario Securities Commission for an order declaring that it has ceased to be a reporting issuer in all applicable Canadian jurisdictions.

The applicant had previously obtained creditor protection under the Companies' Creditors Arrangement Act and completed a restructuring plan, resulting in it becoming a wholly-owned subsidiary of a sponsor.

The Commission found that the applicant met the requirements, as its securities were held by fewer than 15 security holders in each Canadian jurisdiction and fewer than 51 worldwide, and its securities were no longer traded on any marketplace.

The order was granted.