Frances Kordyback

The Registered Insurance Brokers of Ontario (RIBO) brought discipline proceedings against a licensed broker and his brokerage for failing to process a policy cancellation request in a timely manner and for charging impermissible service fees on Facility Association policies.

The licensees pled guilty and submitted an Agreed Statement of Facts and a Joint Submission on Penalty.

The Discipline Committee accepted the guilty plea and the joint submission, finding that the licensees breached the Code of Conduct.

The Committee ordered a reprimand and a $350 fine, noting the licensees' cooperation, lack of prior discipline history, and immediate cessation of the improper fees.

The Registered Insurance Brokers of Ontario (RIBO) brought professional misconduct allegations against a former insurance broker who misappropriated client premiums and issued fraudulent temporary liability slips.

The matter proceeded by way of an Agreed Statement of Facts and a Joint Submission on Penalty.

The Discipline Committee found the broker guilty of misconduct for breaching the Code of Conduct and trust money regulations.

Applying the Anthony-Cook standard, the Committee accepted the joint submission, ordering a reprimand and accepting the broker's undertaking to never reapply for registration with RIBO.

The Registered Insurance Brokers of Ontario (RIBO) alleged that the respondent broker committed professional misconduct by sharing confidential client information and delegating tasks to an unlicensed individual.

The matter proceeded by way of an Agreed Statement of Facts and a Joint Submission on Penalty.

The Discipline Committee found the respondent guilty of breaching sections 14.1, 14.3, and 14.6 of the Code of Conduct.

The Committee accepted the joint submission and ordered a reprimand and the completion of three hours of ethics education, noting mitigating factors including client consent, lack of consumer harm, and the respondent's remorse and cooperation.

Binance applied to the Ontario Securities Commission under s. 144(1) of the Securities Act to revoke or vary a summons issued to it by an investigator appointed under an investigation order.

The Commission determined that it lacked jurisdiction to grant the relief sought because a summons issued by an investigator is not a 'decision of the Commission' within the meaning of s. 144(1).

As a result, the Commission dismissed the application and declined to consider Binance's argument that the summons violated s. 8 of the Charter.

Staff of the Ontario Securities Commission alleged that the respondents engaged in insider trading and tipping regarding shares of WeedMD Inc. prior to a public announcement of a major expansion.

Carr, an employee of WeedMD, admitted to illegally tipping Rosborough and trading shares while in possession of material non-public information.

Staff alleged that Rosborough subsequently tipped Graham, who then traded WeedMD shares.

The Tribunal found that while the timing of Graham's trades was suspicious, Staff failed to prove on a balance of probabilities that Graham possessed the material non-public information when he traded.

However, the Tribunal found that Graham made materially misleading statements to Staff during the investigation regarding his work relationship with Rosborough, contrary to s. 122(1)(a) of the Securities Act.

A hearing regarding sanctions and costs was ordered to be scheduled.

The Ontario Securities Commission and other provincial securities regulators revoked exemptive relief previously granted to Kinross Gold Corporation in 2009.

The original relief exempted certain insiders from insider reporting requirements for sales under an automatic securities disposition plan (ASDP).

Following the publication of CSA Staff Notice 55-317, which provided new guidance on ASDPs to promote transparency, the regulators determined that the prior relief was inconsistent with the new principles and revoked it in the public interest.

The Filer, Sustainable Real Estate Dividend Fund, applied to the Ontario Securities Commission for an exemption from the prospectus requirement in connection with the distribution of units repurchased or redeemed by the Filer.

The Commission granted the exemption, subject to conditions including that the units are sold through the facilities of the TSX, the Filer complies with resale restrictions under National Instrument 45-102, and the Filer limits the aggregate number of units resold in a calendar year to 5% of outstanding units.

Staff of the Ontario Securities Commission alleged that the respondents operated an interconnected business operation to promote, sell, and process binary options transactions from headquarters in Israel to Ontario residents.

The Commission found that the respondents engaged in the business of trading securities without registration and distributed securities without a prospectus, contrary to sections 25(1) and 53(1) of the Securities Act.

The Commission also found that one respondent engaged in deceptive practices, including using aliases and concealing the true location of operations, which was contrary to the public interest.

The applicant, a foreign issuer, applied to the Ontario Securities Commission for exemptive relief from the prospectus and dealer registration requirements in connection with a global employee share offering.

The offering allows qualifying Canadian employees to invest in units of a French collective shareholding vehicle (FCPE) that holds shares of the applicant.

The Commission granted the requested relief, subject to conditions including that the first trade of the acquired securities must be made through an exchange or market outside of Canada or to a person outside of Canada.

AGF Investments Inc. applied for exemptive relief on behalf of various investment funds (the Top Funds) to permit them to invest in certain private credit funds managed by AGF (the Underlying Investments).

The requested relief included exemptions from restrictions on investing in related issuers, the requirement to obtain client consent for such investments, and the requirement to file reports of related party transactions.

The Ontario Securities Commission granted the requested relief, subject to several conditions designed to protect investors, including compliance with concentration and illiquid asset restrictions, independent valuation of the Underlying Investments, and independent review committee approval for public funds.

The applicants applied to the Ontario Securities Commission for exemptive relief from the prospectus requirement for specific trades in non-voting limited partnership units, and for exemptions from short form prospectus and at-the-market distribution eligibility requirements.

The Commission granted the requested relief, revoking a previous initial decision and allowing the exemptions subject to specified conditions.

BHP Group Limited applied to the Ontario Securities Commission for an exemption from the prospectus requirement under section 53 of the Securities Act.

The exemption was sought in connection with the proposed distribution of Woodside Petroleum Ltd. shares by way of a dividend in specie to Canadian shareholders of BHP.

The Commission granted the exemption, provided that the first trade in the acquired shares is deemed a distribution subject to section 2.6 of National Instrument 45-102.

The Filer applied to the Ontario Securities Commission for exemptive relief on behalf of proposed and future exchange-traded funds (ETFs).

The requested relief sought exemptions from the requirement to include an underwriter's certificate in the ETFs' prospectuses and from the take-over bid requirements for purchasers of ETF securities in the normal course on a marketplace.

The Commission granted the requested exemptions, noting that authorized dealers do not perform conventional underwriting services and that the application of take-over bid requirements could adversely impact the liquidity of the ETF securities.

The Filer applied for exemptive relief on behalf of an interval fund to permit it to deviate from certain requirements under National Instruments 41-101, 81-101, 81-102, and 81-106, as well as the Securities Act.

The relief sought included exemptions related to prospectus delivery, payment of redemption proceeds, illiquid asset restrictions, concentration restrictions, control restrictions, and NAV calculation frequency.

The Ontario Securities Commission granted the requested relief, subject to specific conditions designed to ensure adequate disclosure, liquidity management, and investor protection.

Staff of the Ontario Securities Commission alleged that the respondents engaged in the business of trading and advising in securities without registration by operating a contract for difference (CFD) trading program.

The respondents argued that CFDs were not securities and that they merely acted as employees executing trades.

The Commission found that the CFDs were investment contracts and therefore securities.

The Commission further held that the respondents engaged in acts in furtherance of trades, exercised discretionary authority over investor accounts, and provided advice on CFD trading for a business purpose, thereby breaching the registration requirements under the Securities Act.

Allegations regarding a breach of a prior undertaking were dismissed due to the undertaking's lack of clarity.

The Filers, Sun Life Assurance Company of Canada and Sun Life Capital Trust, applied for exemptive relief from continuous disclosure, certification, insider reporting, and prospectus requirements under Ontario securities legislation.

The Ontario Securities Commission granted the requested exemptions, subject to various conditions, including that Sun Life Financial Inc. continues to provide guarantees and complies with continuous disclosure obligations.

The decision replaces a previous exemptive relief order granted in 2017.

Fidelity Investments Canada ULC applied for exemptive relief on behalf of its proposed and future exchange-traded funds (ETFs) to permit the ETFs to accept digital assets (bitcoin and ether) as subscription proceeds for creation units, and to purchase and sell crypto contracts from and to its affiliate, Fidelity Clearing Canada ULC.

The Ontario Securities Commission granted the requested relief, subject to conditions including that digital assets be acquired on regulated exchanges and delivered directly to the ETF's custodian, and that transactions in crypto contracts be approved by the independent review committee.

The Filer, Green Bay Packers, Inc., applied for an exemption from the prospectus requirement to distribute common stock in Ontario and other Canadian jurisdictions.

The Filer is a non-profit corporation that operates a National Football League franchise and donates its profits to charitable causes.

The Commission granted the requested relief, finding that the Filer met the criteria for a non-profit issuer exemption, provided that the proceeds are used solely for capital improvements and no remuneration is paid for the sale of the shares.

Brookfield Infrastructure Partners L.P. and Brookfield Infrastructure Corporation applied for exemptive relief on behalf of Brookfield Infrastructure Corporation Exchange Limited Partnership from continuous disclosure, certification, insider reporting, audit committee, and corporate governance requirements.

The relief was sought to accommodate the issuance of class B exchangeable limited partnership units in connection with the acquisition of Inter Pipeline Ltd. The Ontario Securities Commission granted the requested exemptions, subject to conditions ensuring that the parent issuers continue to satisfy modified continuous disclosure requirements and that the exchangeable units are treated analogously to designated exchangeable securities.

Wilks Brothers, LLC applied for a review of a decision by TSX Inc. granting exemptive relief to Calfrac Well Services Ltd. The relief allowed Calfrac to retroactively correct a shareholder vote related to its recapitalization, in which votes from an ineligible shareholder (AIMCo) were inadvertently included.

The Commission found that Wilks had standing to bring the application as it was directly affected by the TSX decision.

However, the Commission dismissed the application on the merits, finding that the TSX did not consider irrelevant grounds, did not impose an illegal condition, did not overlook material evidence, and appropriately considered the public interest.

The Commission concluded that the agreement to rescind AIMCo's subscription was not an issuer bid under NI 62-104.