M. Cecilia Williams

Staff of the Ontario Securities Commission brought a motion in writing to waive service of the Notice of Hearing and Statement of Allegations on the individual respondent, who had evaded service.

The Capital Markets Tribunal granted the motion, finding that Staff had exhausted all reasonable efforts to serve the respondent.

The Tribunal also relieved Staff of future service and disclosure obligations and ordered that the merits hearing proceed in the respondents' absence.

The applicant sought a review of a decision by the Canadian Investment Regulatory Organization (CIRO) finding that he breached CIRO rules and imposing a registration ban, a $50,000 fine, and $10,000 in costs.

The applicant argued that the CIRO Panel denied him procedural fairness by refusing to admit his treating psychiatrist's medical opinion, denying his motion for an indefinite adjournment, and demonstrating bias.

The Capital Markets Tribunal dismissed the application, finding that the CIRO Panel did not err in law.

The Tribunal held that the psychiatrist's evidence was properly excluded as partisan advocacy, the applicant was fit to participate in the hearing, and there was no reasonable apprehension of bias.

The Tribunal also upheld the CIRO Panel's findings on the merits and the sanctions imposed.

The moving party requested that the Tribunal reconsider its prior reasons and order to redact additional personal medical information, arguing that the redactions were inconsistent.

Staff opposed the request, arguing that the Tribunal lacked the authority to reconsider its decision via a letter request.

The Tribunal agreed with Staff, finding that it did not have the authority to reconsider its decision.

However, pursuant to section 21.1 of the Statutory Powers Procedure Act, the Tribunal corrected a typographical error regarding the spelling of the moving party's primary care physician.

The Canadian Investment Regulatory Organization (CIRO) brought confidential applications for authorization under s. 17 of the Securities Act to disclose information obtained pursuant to s. 11 investigation orders.

CIRO intended to use the compelled banking records in a regulatory proceeding against a registrant, both to make required disclosure and as evidence.

The Capital Markets Tribunal dismissed the applications, finding that under s. 16(2) of the Act, CIRO does not require a s. 17 order to use the compelled documents for its own regulatory purposes in its own proceeding.

In an enforcement proceeding, the moving parties (Cormark and Kennedy) sought a summons directing a non-party (Canopy) to produce documents listed in privilege logs previously provided to Staff.

The Capital Markets Tribunal found that the documents appeared relevant to the moving parties' ability to make full answer and defence, particularly regarding Canopy's state of mind.

The Tribunal issued the summons and ordered that the documents be produced to a third-party referee to conduct a privilege review, as the logs raised questions about the validity of the solicitor-client privilege claims.

Oscar Furtado brought a motion to adjourn the merits hearing on medical and disclosure grounds, to compel further disclosure from Staff, and to keep parts of the hearing and record confidential.

The Tribunal dismissed the adjournment request, finding the medical evidence insufficient to establish exceptional circumstances and no delay in disclosure warranting an adjournment.

The Tribunal also dismissed the disclosure request, finding Staff met its obligations.

The Tribunal granted the confidentiality request in part, ordering redactions of specific medical details and certain exhibits to balance the open court principle with Furtado's privacy interests.

Staff of the Ontario Securities Commission alleged that Royal Bank of Canada failed to properly account for costs incurred for internally developed software, in breach of the books and records requirements under s. 19(1) of the Securities Act.

The parties entered into a no-contest settlement agreement wherein Royal Bank agreed to make a voluntary payment of $2,000,000 to the OSC, alongside payments to other regulators.

The Capital Markets Tribunal approved the settlement, finding it fell within a range of reasonable outcomes and was in the public interest, noting Royal Bank's prompt cooperation and proactive corrective measures.

The respondent, Oscar Furtado, brought a motion to adjourn the merits hearing indefinitely due to serious physical and mental health issues.

He also requested that the motion be heard in confidence and that documents containing his personal health information be sealed.

The Capital Markets Tribunal found that Furtado's health constituted exceptional circumstances warranting an adjournment, but declined to grant an indefinite delay, rescheduling the hearing to November 2023.

Applying the Sherman Estate test, the Tribunal ordered that specific details regarding Furtado's symptoms, diagnosis, and treatment be redacted from the adjudicative record and hearing transcript to protect his personal dignity, while maintaining the public's right to know how his health issues affected his ability to participate.

Staff of the Ontario Securities Commission brought an inter-jurisdictional enforcement proceeding against the respondents following their criminal convictions for fraud.

The respondents had operated a large-scale Ponzi scheme, defrauding investors of over $5 million by issuing promissory notes with guaranteed high interest rates.

The Capital Markets Tribunal found that the criminal offences arose from a course of conduct related to securities.

Given the egregious nature of the fraud, the significant harm to investors, and the need for specific and general deterrence, the Tribunal concluded it was in the public interest to permanently ban the respondents from participating in Ontario's capital markets.

The applicant brought a motion to stay a sanctions order issued by the Canadian Investment Regulatory Organization (CIRO) pending a review application before the Capital Markets Tribunal.

The applicant also requested a confidential hearing and redactions to the adjudicative record due to sensitive mental health information.

The Tribunal dismissed the stay motion, finding the applicant failed to establish irreparable harm, as he had not been registered in the industry for over five years and provided no medical evidence that a stay would prevent harm to his health.

The Tribunal granted the confidentiality requests in part, ordering specific medical details redacted from the record while maintaining the public nature of the hearing transcript.

A portion of the applicant's brief referencing privileged settlement discussions was also struck.

Staff of the Ontario Securities Commission brought a motion for a further and better witness summary from the respondent, Oscar Furtado.

Furtado had provided an amended witness summary stating he would testify generally in accordance with his compelled interview transcripts and refer to documents in Staff's disclosure.

The Capital Markets Tribunal found the amended witness summary deficient under Rule 27(3) of the Tribunal's Rules of Procedure.

The Tribunal held that stating the witness would testify 'generally in accordance with' transcripts created ambiguity about the scope of evidence, failing to disclose its substance.

Furthermore, the broad reference to Staff's disclosure did not sufficiently identify the documents to be referred to.

The Tribunal ordered Furtado to deliver a further and better witness summary.

Staff of the Ontario Securities Commission brought a motion to summarily dismiss the respondent's motion to stay the enforcement proceeding for abuse of process.

The respondent alleged that Staff failed to adequately protect privileged documents obtained during a related criminal investigation.

The Tribunal held that the applicable standard for summary dismissal of a stay motion is the 'tenable case' standard, and that the Supreme Court's decision in Haevischer does not apply outside the criminal context.

The Tribunal found that Staff failed to establish that the respondent's motion had no reasonable prospect of success, as the alleged breach of privilege could potentially undermine the integrity of the justice system even if it did not compromise the fairness of the hearing.

Staff's motion was dismissed.

The respondent, Marc Judah Bistricer, brought a motion seeking additional disclosure from Staff of the Ontario Securities Commission regarding documents obtained during its investigation.

Staff alleged that the respondents engaged in abusive short selling and other transactions contrary to the animating principles of the Securities Act.

Bistricer sought documents relating to similar transactions by others and all materials obtained under section 11 investigation orders.

The Capital Markets Tribunal dismissed the motion, finding that the disclosure request was too vague and imprecise.

Furthermore, even interpreting the request generously, the Tribunal held that the requested documents were irrelevant, as the standard for the respondents' conduct is not determined by the prevalence of similar conduct by others in the market, and Staff's disclosure obligation does not extend to all materials obtained during an investigation.

Staff of the Ontario Securities Commission alleged that Steer Technologies Inc. published misleading news releases regarding its COVID-19 contact-tracing platform and failed to correct forward-looking information.

The individual respondents admitted to failing to ensure the accuracy of the releases and authorizing a relationship with a company publishing biased promotional articles.

The Capital Markets Tribunal approved the settlement agreement, finding the agreed sanctions, including financial payments, governance reviews, and director bans, achieved specific and general deterrence and were in the public interest.

Staff of the Ontario Securities Commission brought an application to extend a temporary cease trade order against Nova Tech Ltd, an offshore entity that appeared to be engaging in unregistered trading and illegal distribution of securities.

The respondent did not appear.

The Capital Markets Tribunal found sufficient evidence of ongoing harm to Ontario investors to justify extending the order.

However, the Tribunal declined Staff's request to extend the order indefinitely until the completion of a future enforcement proceeding.

Balancing factors including transparency, longevity of temporary orders, and control over Tribunal proceedings, the Tribunal extended the order until the earlier of 10 days after the issuance of a Statement of Allegations or 6 months after the extension order.

Staff of the Ontario Securities Commission and respondent Stephen Kelley sought approval of a settlement agreement regarding allegations of unregistered trading, breaching a temporary cease trade order, and making misleading representations to investors in the Buffalo Grand Hotel project.

The Capital Markets Tribunal approved the settlement, finding it in the public interest.

Kelley agreed to a $15,000 administrative penalty, a two-year market participation ban, and to cooperate with Staff in ongoing proceedings against the remaining respondents.

Following a merits decision finding that the respondent mutual fund sales representative acted unfairly, dishonestly, and in bad faith towards a vulnerable client by failing to manage conflicts of interest, the Capital Markets Tribunal held a sanctions and costs hearing.

The respondent had accepted appointments as attorney for property and alternate executor, and was named sole beneficiary of the client's estate, without immediately reporting these conflicts to his employer.

The Tribunal ordered permanent market bans, including a director and officer ban, and an administrative penalty of $500,000.

The Tribunal declined to order disgorgement of the estate's value, finding no causal connection between the breach and the testamentary gift.

Costs of $85,000 were awarded to Staff.

Staff of the Ontario Securities Commission alleged that the respondent engaged in illegal insider trading contrary to s. 76(1) of the Securities Act.

The respondent obtained material non-public information about a proposed acquisition of a reporting issuer and traded on it, making a profit of $125,064.

The parties entered into a settlement agreement where the respondent admitted to the misconduct, agreed to pay an administrative penalty of $200,000, disgorge his profit, pay costs of $15,000, and be subject to a 5-year market access ban.

The Capital Markets Tribunal approved the settlement, finding the sanctions fell within a range of reasonable outcomes and achieved specific and general deterrence.

The Capital Markets Tribunal issued its reasons and decision on sanctions and costs following a merits decision that found the respondents engaged in insider trading, tipping, and misleading Staff of the Ontario Securities Commission.

The Tribunal imposed significant market participation bans ranging from 3 to 15 years, administrative penalties totaling $2.95 million, disgorgement of ill-gotten gains totaling over $1.4 million, and costs of approximately $735,000.

The Tribunal emphasized the seriousness of insider trading and tipping, noting that such conduct undermines investor confidence and the integrity of the capital markets.

Staff of the Ontario Securities Commission alleged that the respondents contravened the Securities Act by making misleading statements in offering memoranda and misappropriating investor funds.

The Settling Respondents (Canada Cannabis Corporation, Canadian Cannabis Corporation, and Benjamin Ward) entered into a settlement agreement admitting to breaches of the Act.

The Capital Markets Tribunal approved the settlement, finding it in the public interest.

The sanctions included permanent market bans for the corporate respondents, a six-year director and officer ban for Ward, and a $10,000 costs order against Ward.