James E. A. Turner

The Ontario Securities Commission held a merits hearing regarding allegations that the respondents engaged in unregistered trading, illegal distributions, prohibited representations, and fraud.

Timothy German and his company Ensign purported to sell shares of Bradon Technologies Ltd. to investors, making false representations about an imminent sale of Bradon's technology and offering a buy-back guarantee.

German pooled investor funds to buy Bradon shares at a lower price, keeping the difference.

Joseph Compta, Bradon's founder, facilitated German's share purchases and failed to disclose material facts to investors who contacted him, thereby participating in the fraud.

The Commission found that all respondents breached the Securities Act and acted contrary to the public interest.

Staff of the Ontario Securities Commission sought an order imposing market conduct restrictions against the respondent following his criminal conviction for 15 counts of fraud over $5,000.

The respondent had misappropriated approximately $6.6 million from investors while employed as a financial consultant.

The Commission found that the respondent's conduct would have constituted a breach of the Securities Act and that it was in the public interest to protect Ontario investors and capital markets.

The Commission ordered permanent market conduct restrictions, including permanent bans on trading, acquiring securities, and acting as a director or officer of any issuer.

Staff of the Ontario Securities Commission sought an inter-jurisdictional enforcement order against the respondent under s. 127(10) of the Securities Act, based on a settlement agreement the respondent entered into with the Alberta Securities Commission.

The respondent had admitted to engaging in a course of conduct relating to securities that resulted in a false and misleading appearance of trading activity and an artificial price.

The Commission found it was in the public interest to protect Ontario investors and capital markets by imposing market conduct restrictions consistent with the Alberta settlement.

The respondent was ordered to cease trading in and acquiring any securities until February 20, 2019.

Staff of the Ontario Securities Commission brought an application for inter-jurisdictional enforcement under s. 127(10) of the Securities Act, seeking market conduct restrictions against the respondents based on a settlement agreement they entered into with the Alberta Securities Commission.

The respondents had admitted to illegal distributions and making misleading statements in Alberta.

The Commission proceeded by way of a written hearing, which the respondents did not attend.

The Commission found it was in the public interest to impose market conduct restrictions in Ontario substantially similar to those agreed to in Alberta, including trading bans and director/officer bans.

Staff of the Ontario Securities Commission and Ernst & Young LLP sought approval of a no-contest settlement agreement relating to Ernst & Young's audits of Sino-Forest Corporation and Zungui Haixi Corporation.

The Commission approved the settlement, noting it was the first no-contest settlement in Ontario.

Ernst & Young agreed to make a voluntary payment of $8 million, of which $2.1 million was allocated to costs, and to cooperate with Staff's ongoing investigations.

The Commission found the settlement fair and reasonable, emphasizing the auditor's gatekeeper role and the significant remedial actions taken.

The Applicant sought a hearing and review of a 2007 settlement agreement with Market Regulation Services Inc. (now IIROC) in which he admitted to trading violations and paid a $25,000 fine.

In 2013, an IIROC hearing panel dismissed identical allegations against the Applicant's supervisor, finding the trading did not contravene the rules.

The Commission found it had jurisdiction to review the matter and granted an exemption from the 30-day time limit.

Applying the Canada Malting test, the Commission concluded the subsequent decision constituted new and compelling evidence.

Finding it manifestly unfair to allow the settlement to stand, the Commission set aside the settlement approval, ordered the Applicant's disciplinary record expunged, and directed IIROC to repay the $25,000 fine.

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

The BCSC had found that the respondents engaged in an illegal distribution of securities and perpetrated a fraud by promising risk-free, high rates of return to investors.

The Commission found that the respondents' conduct would have constituted a breach of Ontario securities law had it occurred in Ontario.

Concluding that it was necessary to protect Ontario investors and the integrity of the capital markets, the Commission granted the application and imposed permanent market conduct restrictions on the respondents, including permanent bans on trading and acquiring securities, and acting as a director or officer of any issuer or registrant.

Staff of the Ontario Securities Commission brought an application for an inter-jurisdictional enforcement order against the respondent under s. 127(10) of the Securities Act.

The respondent was previously sanctioned by the British Columbia Securities Commission for making misrepresentations with the intention of trading in securities.

The Commission found that it was in the public interest to protect Ontario investors and capital markets by imposing market conduct restrictions on the respondent.

The Commission ordered permanent bans on trading, acquiring securities, and acting as a director, officer, registrant, investment fund manager, or promoter.

Following a merits decision finding the respondents engaged in unregistered trading and perpetrated a fraud on investors through an advance-fee scheme, the Ontario Securities Commission held a hearing to determine sanctions and costs.

The respondents solicited U.S. investors to pay advance fees for the purported sale of shares, misappropriating $15,634.

The Commission ordered permanent market bans, a $100,000 administrative penalty, and disgorgement against the corporate respondent and its directing mind.

A 10-year market ban and $25,000 penalty were ordered against the salesperson respondent.

The respondents were also ordered to pay $49,000 in costs.

Staff of the Ontario Securities Commission brought an application for an inter-jurisdictional enforcement order under subsections 127(1) and 127(10) of the Securities Act against the respondents, who were previously sanctioned by the Alberta Securities Commission for perpetrating a Ponzi scheme and defrauding investors of approximately $52 million.

The respondents did not participate in the written hearing.

The Commission found that the respondents' conduct would have constituted a breach of Ontario securities law had it occurred in Ontario.

To protect Ontario investors and capital markets from possible future harm, the Commission exercised its public interest jurisdiction to impose permanent market conduct restrictions on the respondents, substantially identical to those imposed in Alberta.

Staff of the Ontario Securities Commission sought an inter-jurisdictional enforcement order under s. 127(10) of the Securities Act to impose market conduct restrictions on the respondents, mirroring an order made by the Alberta Securities Commission.

The ASC had found that the respondents made materially misleading statements and that one respondent perpetrated a fraud in connection with a life settlement investment scheme.

The Commission rejected arguments that the proposed sanctions violated the Charter or the Canadian Human Rights Act.

Finding it necessary to protect Ontario investors and capital markets, the Commission granted the order and imposed reciprocal market conduct restrictions, including a permanent ban on trading and acquiring securities for the respondent who perpetrated the fraud.

Staff of the Ontario Securities Commission sought sanctions and costs against Z2A Corp. and Christine Hewitt following a merits hearing that found they engaged in unregistered trading and illegal distributions of securities.

The respondents facilitated a charitable gifting program where donors received shares of a company in exchange for cash donations, with the respondents supplying the shares and retaining a significant portion of the funds.

The Commission found the respondents' conduct to be serious and ordered them to cease trading in securities for five years, resign from any director or officer positions, and pay administrative penalties of $15,000 each.

The respondents were also ordered to disgorge $229,453.10 obtained from their non-compliance and pay $50,000 in costs.

Staff of the Ontario Securities Commission brought allegations against Blackwood & Rose Inc., Steven Zetchus, and Justin Kreller for unregistered trading and securities fraud.

The respondents solicited U.S. residents to send funds purportedly to facilitate the sale of their shares in Gigapix Studios, Inc., but misappropriated the funds for personal use.

The Commission found that the respondents engaged in the business of trading in securities without registration and perpetrated a fraud on investors.

Zetchus, as the sole director and directing mind of Blackwood, was deemed to have also failed to comply with Ontario securities law.

Staff of the Ontario Securities Commission brought a proceeding seeking an inter-jurisdictional enforcement order against the respondent under subsection 127(10) of the Securities Act.

The respondent was previously found by the British Columbia Securities Commission to have perpetrated a fraud and was subject to permanent market conduct restrictions in that province.

The Commission found that the respondent's conduct would have constituted a breach of Ontario securities law had it occurred in Ontario.

To protect Ontario investors and capital markets, the Commission granted the order and imposed permanent market conduct restrictions on the respondent, including permanent bans on trading, acting as a director or officer, and acting as a registrant.

The applicant sought a temporary cease trade order against an insider bid made by the respondent, alleging the respondent failed to obtain a formal valuation as required by MI 61-101.

The applicant argued the respondent possessed undisclosed material information, specifically confidential power purchase agreement pricing and wind speed data.

The Commission found the applicant failed to provide prima facie evidence that the information was material, noting the applicant's own Directors' Circular stated there was no undisclosed material information.

The Commission dismissed the request for a temporary cease trade order and granted the respondent's cross-motion to dismiss the application.

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 order of the New Brunswick Securities Commission.

The NBSC had found that the respondents engaged in unregistered trading, illegal distribution, and fraud.

The respondents did not appear at the written hearing.

The Commission found it was in the public interest to protect Ontario investors and capital markets by imposing reciprocal sanctions.

The Commission ordered permanent trading and director/officer bans against the first respondent, and 20-year bans against the second respondent, consistent with the NBSC order.

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 of the New Brunswick Securities Commission.

The NBSC had found that the respondents engaged in unregistered trading and permanently banned them from trading and using exemptions.

The respondents did not appear at the written hearing.

The Commission found it was in the public interest to protect Ontario investors and capital markets by reciprocating the NBSC order, permanently ceasing the respondents' trading and denying them exemptions under Ontario securities law.

Staff of the Ontario Securities Commission sought an inter-jurisdictional enforcement order against the respondent under s. 127(10) of the Securities Act, based on a settlement agreement and order from the British Columbia Securities Commission.

The respondent had admitted to unregistered trading and cold calling in BC, with aggravating factors including a prior conviction for a Ponzi scheme.

The Commission found it was in the public interest to impose sanctions mirroring the BC order, including a cease trade order and director/officer bans until 2036, subject to a carve-out for one cash and one RSP account.

The respondent admitted to engaging in unregistered trading and illegal distribution of securities by selling shares of Electrolinks Corporation to investors without a prospectus.

The respondent raised over $1.6 million from 89 investors, who suffered a complete loss.

The Ontario Securities Commission ordered permanent market bans, a $150,000 administrative penalty, and disgorgement of $486,000, finding the respondent's conduct to be predatory and a serious breach of Ontario securities law.

Staff of the Ontario Securities Commission sought sanctions against the respondents following their criminal convictions for fraud, unregistered trading, and illegal distribution of securities in connection with a boiler room operation.

Relying on the inter-jurisdictional enforcement provisions in s. 127(10) of the Securities Act, the Commission found it was in the public interest to impose sanctions.

The Commission ordered permanent market bans against the respondents, permanent director and officer bans, and joint and several disgorgement of $205,000, representing the funds illegally obtained from investors.