Janet Leiper

The Filer applied for exemptive relief on behalf of several investment funds to permit them to invest in 'Blocker' entities.

The relief sought exemptions from the substantial security holder restrictions under the Securities Act and the consent requirements under NI 31-103.

The Blockers are used to minimize foreign tax filing obligations and ownership restrictions.

The Ontario Securities Commission granted the requested relief, subject to conditions ensuring the transactions are at fair market value, uninfluenced by related entities, and compatible with the funds' investment objectives.

The Filer, Xplore Technologies Corp., applied for an order to cease to be a reporting issuer in all jurisdictions of Canada where it is a reporting issuer.

Following its acquisition by Zebra Technologies Corporation, the Filer became a wholly owned subsidiary and its outstanding securities are beneficially owned by fewer than 15 securityholders in each Canadian jurisdiction.

The principal regulator granted the order, determining that the Filer met the test under the securities legislation.

The Ontario Securities Commission approved a settlement agreement between Staff and Clayton Smith, the directing mind of Crystal Wealth Management System Limited.

Smith admitted to fraudulently misappropriating approximately $11.8 million from mutual funds he managed and failing to disclose conflicts of interest.

The settlement imposed permanent market prohibitions, a reprimand, and a $250,000 administrative penalty.

The Commission approved the settlement, noting that while the monetary penalty was small and potentially uncollectible due to a carveout provision and a receivership over Smith's assets, the permanent market prohibitions and the avoidance of a lengthy hearing made the sanctions fall within a reasonable range of appropriateness.

The Ontario Securities Commission approved a settlement agreement with Royal Mutual Funds Inc. (RMFI) regarding breaches of mutual fund sales practices.

RMFI paid its representatives enhanced compensation for selling proprietary funds over third-party funds, contravening NI 81-105, and failed to maintain adequate compliance systems under NI 31-103.

The Commission approved the settlement, which included a reprimand, a $1,100,000 administrative penalty, and $20,000 in costs, finding it reasonable and in the public interest given RMFI's cooperation and remedial steps.

The respondent, a former CFO and director of a reporting issuer, entered into a settlement agreement with Staff of the Commission regarding his participation in a manipulative trading scheme prior to becoming an officer.

The respondent admitted to participating in transactions that created a misleading appearance of market activity at the direction of the company's founder.

The Commission approved the settlement, finding it in the public interest given the respondent's lack of market experience, voluntary resignation, cooperation, and lack of profit.

The respondent was ordered to pay $12,500, subjected to one-year trading and director/officer bans, and reprimanded.

The applicants, Brookfield Property Partners L.P., Brookfield Property Finance ULC, and Brookfield Property Preferred Equity Inc., applied to the Ontario Securities Commission for exemptive relief from various continuous disclosure, certification, insider reporting, audit committee, and short form prospectus requirements.

The relief was sought in connection with a plan to file a collective base shelf prospectus authorizing the issuance of debt securities, preference shares, and limited partnership units.

The Commission granted the requested exemptive relief, subject to specific conditions regarding the applicants' corporate structure, guarantees, and compliance with alternative disclosure regimes.

The filer 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 requested exemptive relief, provided that the conditions and requirements set out in Part 9A of National Instrument 44-102 are complied with.

The respondent, a legal assistant, admitted to providing non-public, confidential information regarding merger and acquisition transactions to another respondent over a four-year period, in breach of the Securities Act.

Staff and the respondent entered into a settlement agreement, which included significant credit for the respondent's cooperation with Staff's investigation against the non-settling respondents.

The Commission approved the settlement agreement, finding the reduced sanctions, which included a reprimand and market bans but no financial penalties, to be reasonable and in the public interest.

Following a merits decision finding that the respondents breached Ontario securities law by mishandling principal protected notes and causing a $1.2 million deficiency, the Commission held a sanctions and costs hearing.

The Commission ordered the respondents to jointly and severally disgorge $1,181,397.89, representing the funds obtained through unsupported redemption requests.

The Commission also imposed administrative penalties of $200,000 each, 10-year market participation bans, and joint and several costs of $487,950.34, emphasizing the need for specific and general deterrence given the deliberate and dishonest nature of the misconduct.

The Ontario Securities Commission approved a settlement agreement with Mackenzie Financial Corporation regarding its failure to comply with mutual fund sales practices under National Instrument 81-105.

Between 2014 and 2017, Mackenzie provided excessive non-monetary benefits to dealing representatives, including expensive golf events, sports tickets, and iPads, and failed to maintain adequate systems of control and supervision.

Mackenzie admitted to the breaches, cooperated with the investigation, and agreed to a reprimand, an independent consultant review, a $900,000 administrative penalty, and $150,000 in costs.

The Applicant, a mutual fund dealing representative, sought a stay of a Director's decision imposing terms and conditions on his registration pending a review.

The terms and conditions prohibited him from acting as a dealing representative for members of his church congregation, due to his role as a Lay Minister.

Applying the RJR-MacDonald test, the Commission found there was a serious issue to be tried regarding alleged Charter and human rights infringements.

However, the Applicant failed to demonstrate irreparable harm, as the alleged harm to his business was speculative and he continued to practice his livelihood.

The balance of convenience favoured maintaining the terms and conditions in the public interest to protect potentially vulnerable investors.

The motion for a stay was dismissed.

A municipal staff member filed a complaint alleging that a town councillor breached the Code of Conduct by making disrespectful social media posts about the staff member and by accepting donations for legal fees.

The Integrity Commissioner found that the councillor breached Section 9 of the Code by posting comments that were disrespectful of staff, including repeatedly referring to a 'witch-hunt'.

The Commissioner also found a breach of Section 2 regarding gifts and benefits, as the councillor accepted donations to his lawyer for legal fees without transparency.

The Commissioner recommended that the municipal council reprimand the councillor for the social media posts, while deferring the sanction for the gifts and benefits breach pending further information.

Staff of the Ontario Securities Commission brought an expedited proceeding seeking 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 market manipulation and submitting a fabricated document to investigators.

The Commission found that the respondent's conduct would have constituted a breach of the Act in Ontario and that he represented a serious risk to the capital markets.

The Commission granted the requested order, imposing permanent bans on trading, acquiring securities, and acting as a director, officer, registrant, investment fund manager, or promoter.

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 Filer, RBC Global Asset Management Inc., applied for exemptive relief from subsection 5.1(a) of National Instrument 81-105 to permit it to pay participating dealers for direct costs related to cooperative marketing initiatives whose primary purpose is to provide educational information concerning financial planning matters.

The Ontario Securities Commission granted the requested relief, subject to several conditions, including that the Filer complies with other requirements of NI 81-105, does not require dealers to sell its funds, and ensures the educational materials are general and for information purposes only.

The applicants applied under section 144 of the Securities Act to vary a merits decision that found they had committed numerous contraventions of Ontario securities law.

Staff of the Commission brought a motion to dismiss the application on the basis that it failed to demonstrate a tenable legal basis.

The Commission granted the motion and dismissed the application, finding that the applicants' arguments regarding alleged conflicts of interest, disclosure issues, and factual errors were essentially an appeal of the merits decision.

The evidence presented was neither new nor compelling, and the applicants failed to meet the standard for section 144 relief.

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

The principal regulator granted the requested exemptions, subject to conditions including the filing of a simplified prospectus and annual information form, and the provision of ETF Facts to dealers.

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 trading volume and value thresholds, and a cap on the market value of shares distributed.

The Commission also granted confidentiality relief until the earlier of the execution of the equity distribution agreement, a waiver of confidentiality, or 90 days from the decision.

The Ontario Securities Commission held a hearing to consider a settlement agreement between Staff and the respondents regarding unregistered trading, illegal distribution, and fraud.

The respondents raised approximately $5.4 million from investors through promissory notes without being registered or filing a prospectus.

They also engaged in deceitful conduct by paying distributions from new investors' funds and misrepresenting the funds' performance.

The panel approved the settlement agreement, noting the respondents' admission of breaching Ontario securities law, their commitment to repay harmed investors, and the inclusion of oversight mechanisms.