D. Grant Vingoe

Staff of the Ontario Securities Commission and the respondents entered into a settlement agreement regarding allegations of market manipulation.

During the material time, the respondents engaged in approximately 60 incidents of "spoofing" on the Montreal Exchange, using non-bona fide direct electronic access orders to manipulate the National Best Bid or Offer and trade at artificial prices, profiting by approximately $250,000.

The respondents admitted to breaching s. 126.1(1)(a) of the Securities Act.

The Commission approved the settlement agreement, finding the agreed sanctions, which included administrative penalties totaling $970,000, trading bans, and costs of $30,000, to be reasonable and in the public interest.

Staff of the Ontario Securities Commission commenced an enforcement proceeding against Caldwell Investment Management Ltd. (CIM) alleging failure to provide best execution of trades.

CIM brought a motion seeking disclosure of communications between Staff and potential experts, as well as information regarding the best execution practices of other OSC registrants.

The Commission denied the motion, finding that communications with potential experts were protected by litigation privilege and that the practices of other registrants were irrelevant and confidential.

The Commission ordered disclosure of only one factual notation from the expert materials.

Staff of the Ontario Securities Commission sought approval of a settlement agreement with eToro (Europe) Limited, a Cyprus-based brokerage firm. eToro admitted to breaching Ontario securities law by operating an online trading platform that allowed Ontario residents to trade contracts for differences (CFDs) without being registered or filing a prospectus.

Despite previous assurances to Staff that it did not accept trades from Ontario residents, eToro opened nearly 2,500 accounts for Ontario investors.

The Commission approved the settlement, finding it in the public interest, and ordered an administrative penalty of $550,000, disgorgement of $1,791,163, and costs of $25,000, noting eToro's cooperation and implementation of enhanced compliance procedures.

Staff of the Ontario Securities Commission sought an inter-jurisdictional enforcement order against the respondents under subsection 127(10) of the Securities Act, based on a prior order by the Alberta Securities Commission.

The ASC had found that the respondents engaged in unregistered trading, advising, and fraud.

The Ontario Securities Commission found that the statutory threshold was met and that it was in the public interest to issue a protective order.

The Commission ordered market-access bans and other restrictions against the respondents to protect Ontario's capital markets.

Staff of the Ontario Securities Commission sought an inter-jurisdictional enforcement order against the respondents under s. 127(10) of the Securities Act, based on a prior decision of the British Columbia Securities Commission.

The BCSC had found that the respondents perpetrated a fraud of approximately $1.4 million on nine investors.

The Commission found that the threshold under s. 127(10) was met and that it was in the public interest to issue a protective order.

The Commission ordered permanent bans on trading, acquiring securities, and acting as a director, officer, registrant, or promoter against the respondents.

Staff of the Ontario Securities Commission brought an expedited proceeding seeking a reciprocal protective order against the respondent under subsection 127(10) of the Securities Act.

The respondent had previously entered into a settlement agreement with the Nova Scotia Securities Commission, admitting to acting as an adviser without registration.

The respondent consented to the Ontario order.

The Commission granted the order, imposing trading bans, exemptions bans, and director/officer prohibitions mirroring the Nova Scotia order to the extent possible under Ontario law.

The Ontario Securities Commission held a hearing in writing to determine whether the respondent, a former registrant permanently prohibited from conducting securities-related business, engaged in unregistered trading and advising.

The respondent had unfettered access to a former client's locked-in retirement account and executed over 440 discretionary trades, resulting in significant losses.

The Commission found that the respondent's conduct satisfied the business purpose test and constituted unregistered trading and advising contrary to subsections 25(1) and 25(3) of the Securities Act.

The respondent was found to have acted contrary to the public interest.

Following a merits decision finding that the respondents perpetrated a massive corporate fraud involving standing timber assets and related party transactions, the Ontario Securities Commission held a sanctions and costs hearing.

The Commission imposed permanent market participation bans on the individual respondents.

It also ordered administrative penalties totaling over $11.6 million and disgorgement of over $64.6 million, representing salaries, bonuses, and proceeds obtained through the fraudulent conduct.

The respondents were also ordered to pay over $5 million in costs.

The Filer, Kroll Bond Rating Agency, Inc., applied to the Ontario Securities Commission for designation as a designated rating organization (DRO) under National Instrument 25-101.

The Commission, acting as the principal regulator under the passport system, found that the Filer met all regulatory requirements, including corporate governance, code of conduct, and compliance mechanisms.

The application was granted, designating the Filer as a DRO solely for the purposes of the alternative eligibility criteria for issuers of asset-backed securities to file a short form or shelf prospectus.

The Filer, a credit rating agency, applied for exemptive relief under the Securities Act and National Instrument 25-101.

The Filer sought confidentiality relief for revenue and financial information required in Form 25-101F1, arguing that public disclosure could compromise analyst independence and reveal competitively sensitive information.

The Filer also sought relief from the requirement that its code of conduct prohibit waivers, proposing instead to follow its own internal waiver procedures and report any waivers confidentially.

The Ontario Securities Commission granted both the confidentiality relief and the code of conduct relief, subject to conditions.

The British Columbia Securities Commission (BCSC) found that the respondent perpetrated a fraud on investors by diverting funds for personal use and imposed sanctions including trading bans and financial penalties.

Staff of the Ontario Securities Commission sought a reciprocal protective order under subsections 127(1) and 127(10) of the Securities Act.

The Commission granted the order, finding it necessary to protect Ontario capital markets, and permanently prohibited the respondent from trading in securities, acting as a director or officer, or acting as a registrant or investment fund manager.

The respondent, an officer and director of Big Rock Labs Inc., engaged in manipulative trading of the company's shares using multiple accounts, creating a misleading appearance of market activity.

Staff of the Ontario Securities Commission and the respondent entered into a settlement agreement wherein the respondent admitted to breaching s. 126.1(1)(a) of the Securities Act.

The Commission approved the settlement as being in the public interest, imposing a $100,000 administrative penalty, $25,000 in costs, and various five-year market prohibitions.

The respondent, an insider of a reporting issuer, admitted to engaging in a course of conduct that created a misleading appearance of trading activity and failing to file insider reports.

Staff of the Commission and the respondent jointly submitted a Settlement Agreement for approval.

The Panel approved the settlement, finding it to be in the public interest, and imposed sanctions including a $10,000 administrative penalty, $5,000 in costs, and various trading and director/officer bans.

Staff of the Ontario Securities Commission sought approval of a settlement agreement with the respondent following an inter-jurisdictional proceeding based on an SEC order.

The SEC had found that the respondent failed to disclose substantial perquisites and personal expense reimbursements in proxy statements.

The Commission approved the settlement, noting the respondent's cooperation and the terms already imposed on his registered firms, and ordered him to resign and be prohibited from acting as an officer or director of any Ontario reporting issuer for five years.

At a first attendance, the respondent did not appear but had emailed requesting the removal of his previous name from the Statement of Allegations due to offensive historical connotations.

The panel treated the email as a motion to amend the pleadings.

Staff opposed complete removal but proposed amending the Statement to reflect it as a 'previous' name rather than an alias, noting the respondent was formerly registered under that name.

The panel agreed with Staff's approach, finding it in the public interest for the public record to show when a former registrant used multiple names, and ordered the Statement of Allegations amended accordingly.

Aurora Cannabis Inc. launched a hostile take-over bid for CanniMed Therapeutics Inc., conditional on CanniMed abandoning its proposed acquisition of Newstrike Resources Ltd. Aurora applied to the Ontario Securities Commission and the Financial and Consumer Affairs Authority of Saskatchewan for exemptive relief to shorten the 105-day minimum deposit period for its bid and to cease-trade CanniMed's newly adopted shareholder rights plan.

CanniMed and its Special Committee brought cross-applications seeking to prohibit Aurora from using the 5% exemption for market purchases and to declare Aurora and certain locked-up shareholders as joint actors.

The panels held a joint hearing and determined that the 105-day minimum deposit period should not be shortened, as the Newstrike transaction was not an alternative transaction that extinguished shareholder interests.

The panels declined to prohibit Aurora from using the 5% exemption and found insufficient evidence that Aurora and the locked-up shareholders were acting jointly or in concert.

However, the panels found that Aurora had received material non-public information about CanniMed's acquisition plans, giving it a tactical advantage, and ordered Aurora to amend its take-over bid circular and news releases to disclose these circumstances.

Finally, the panels cease-traded CanniMed's shareholder rights plan, finding it to be an impermissible defensive tactic that interfered with the established take-over bid regime.

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.

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 Ontario Securities Commission approved a settlement agreement between Staff and Home Capital Group Inc. (HCG) and three of its former executives.

The respondents admitted to misleading investors by failing to timely disclose the termination of several brokers and brokerages due to falsified loan applications, which caused a decline in mortgage originations.

The settlement included a $10 million payment by HCG for the benefit of a proposed class action, $500,000 in costs, and administrative penalties totaling $2 million against the individual respondents, who were also reprimanded and prohibited from acting as directors or officers of reporting issuers for varying periods.