Philip Anisman

The applicants, Techocan International Co. Ltd. and Haiyan (Helen) Gao Jordan, applied under section 144 of the Securities Act to vary a settlement agreement they had entered into with Staff of the Ontario Securities Commission.

They argued that a subsequent settlement between Staff and co-respondents in the same proceeding resulted in a gross and unjustified disparity in sanctions, as the co-respondents faced no monetary penalties and minimal costs.

The Commission dismissed the application, finding that the two settlements were based on different facts, admitted contraventions, and individual circumstances.

The Commission held that absent exceptional and compelling circumstances, such as a subsequent finding that the admitted conduct was lawful, it would be prejudicial to the public interest to allow a party to resile from a settlement agreement based on a co-respondent's later, more favourable settlement.

Arrow Capital Management Inc. applied for exemptive relief on behalf of the Exemplar Investment Grade Fund and other exchange-traded series mutual funds.

The applicant sought exemptions from the requirement to prepare a long-form prospectus, the requirement to include an underwriter's certificate, and the take-over bid requirements for purchasers in the normal course.

The Ontario Securities Commission granted the requested relief, subject to conditions including the filing of a simplified prospectus and annual information form, and the provision of ETF Facts documents to dealers.

Staff of the Ontario Securities Commission sought a reciprocating order under subsection 127(1) of the Securities Act based on a settlement agreement and order made by the British Columbia Securities Commission against the respondent.

The respondent had admitted to acting in furtherance of trades in securities contrary to prospectus requirements by signing promissory notes as a director of a guarantor.

The Commission granted the reciprocating order, prohibiting the respondent from trading in securities, acting as a director or officer of an issuer, registrant, or investment fund manager, and acting as a registrant, investment fund manager, or promoter, mirroring the BC Order with necessary modifications for Ontario.

The Ontario Securities Commission held a hearing to consider whether to issue a reciprocal order against the respondent, who had entered into a settlement agreement with the Alberta Securities Commission admitting to insider trading.

The respondent did not appear but consented to the order.

The Commission issued an order prohibiting the respondent from trading in or purchasing securities for a three-year period, reciprocating the substance of the Alberta settlement agreement to protect investors in Ontario.

The Ontario Securities Commission issued a reciprocal order against the respondent, David Gregor McClure, following a settlement agreement he entered into with the Alberta Securities Commission.

The respondent admitted to unregistered trading, illegal distribution of securities, and making misrepresentations.

The Commission modified the non-monetary sanctions from the Alberta agreement to align with its jurisdiction under the Ontario Securities Act, prohibiting the respondent from acquiring securities, acting as a director or officer of any issuer or registrant, and acting as a registrant or promoter.

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 specific disclosure requirements and compliance with representations made in the application.

The Commission also granted confidentiality relief.

The applicant, a Delaware corporation and reporting issuer in Canada, applied for an exemption from the prospectus requirement under the Securities Act.

The applicant 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 Ontario Securities Commission granted the exemption, provided the conditions in Part 9A of NI 44-102 are met.

Silver Bear Resources Inc. applied for an order to cease being a reporting issuer in all Canadian jurisdictions following a statutory plan of arrangement where all its common shares were exchanged for ordinary shares of Silver Bear Resources Plc.

The Filer's shares were delisted from the TSX.

Although the Filer was in default of filing a compliant technical report under NI 43-101, the Parent company became a reporting issuer and would file a compliant report for the same underlying property.

The Ontario Securities Commission granted the order, determining that the Filer met the test to cease being a reporting issuer.

The Filers applied to the Ontario Securities Commission for exemptive relief from the insider reporting requirements under subsection 107(2) of the Securities Act.

The relief was sought in connection with the disposition of common shares by the Insider pursuant to an automatic securities disposition plan (ASDP) designed to maintain the Insider's proportionate ownership during the Company's normal course issuer bid.

The Commission granted the exemption, subject to the condition that the Insider file an annual summary report of all dispositions under the ASDP.

The Filer applied to the Ontario Securities Commission for exemptive relief from the investment fund self-dealing restrictions in the Securities Act.

The relief was sought to allow the Top Funds to invest all or substantially all of their assets in the Underlying Funds, which would result in the Top Funds becoming substantial securityholders of the Underlying Funds.

The Commission granted the requested relief, subject to several conditions, including that each Top Fund must be the sole limited partner of its corresponding Underlying Fund and that no duplicative management or incentive fees are payable.

The Ontario Securities Commission approved a settlement agreement between Staff and Electrovaya Inc. and its CEO, Dr. Sankar Das Gupta.

The respondents admitted to publishing unbalanced and incomplete news releases and failing to update forward-looking information, resulting in overly optimistic disclosure.

The settlement required the respondents to retain an independent consultant to review corporate governance and disclosure policies, appoint an independent director as chair, and restructure the disclosure committee.

Dr. Das Gupta was reprimanded, prohibited from acting as a director or officer of any other reporting issuer for one year, and paid a $250,000 administrative penalty.

Staff of the Ontario Securities Commission alleged that the RBC Registrants failed to establish sufficient controls and supervision, resulting in certain clients paying excess fees.

The RBC Registrants promptly self-reported the inadequacies, cooperated with Staff, and entered into a no-contest settlement agreement.

Under the settlement, the RBC Registrants agreed to pay over $21 million in compensation to affected clients, make a voluntary payment of $925,000 to the Commission, and pay $50,000 for costs.

The Commission approved the settlement, finding it to be in the public interest given the prompt self-reporting, cooperation, and comprehensive corrective actions taken by the registrants.

The applicant, Sionna Investment Managers Inc., applied for exemptive relief on behalf of certain top funds to permit them to invest in underlying funds managed by the same manager.

The relief was sought from investment restrictions that prohibit an investment fund from knowingly making an investment in a person or company in which it is a substantial security holder, or in an issuer in which an officer, director, or substantial security holder has a significant interest.

The Ontario Securities Commission granted the requested relief, subject to several conditions including that the investments are consistent with the top funds' objectives, effected at an objective price, and that there is no duplication of fees.

Staff of the Ontario Securities Commission sought an inter-jurisdictional enforcement order against the respondent based on a British Columbia Securities Commission (BCSC) order.

The respondent had obtained leave to appeal the BCSC decisions and a stay of execution of the sanctions from the British Columbia Court of Appeal.

Staff requested an adjournment pending the outcome of the appeal.

The Commission granted the adjournment sine die, noting that because of the stay of execution, the BCSC order was not currently operative, and an order in Ontario would impose restrictions to which the respondent was not currently subject in British Columbia.

Staff of the Ontario Securities Commission applied for an inter-jurisdictional enforcement order against the respondent under subsections 127(1) and (10) of the Securities Act.

The respondent had previously been found by the British Columbia Securities Commission to have engaged in fraudulent conduct and was subject to a permanent market prohibition in British Columbia.

The respondent did not appear at the written hearing.

The Commission found it was in the public interest to issue a reciprocal order permanently prohibiting the respondent from participating in Ontario's capital markets.

The applicant, Excel Funds Management Inc., applied for exemptive relief on behalf of existing and future exchange-traded funds (ETFs).

The requested relief included exemptions from the underwriter's certificate requirement, the prospectus form requirement, and the take-over bid requirements for purchasers of ETF securities in the normal course on the TSX.

The Ontario Securities Commission granted the requested exemptions, subject to conditions including the filing and delivery of a summary document or ETF Facts.

The Ontario Securities Commission approved a settlement agreement with Sentry Investments Inc. and Sean Driscoll regarding failures to comply with National Instrument 81-105 – Mutual Fund Sales Practices.

The respondents admitted to sales practices involving prohibited payments and gifts to registered dealers, as well as systemic supervisory failures.

The settlement included a significant administrative fine for Sentry, a $100,000 reparation payment by Driscoll, and a ban on Driscoll acting as a director or officer of a registrant until completing regulatory compliance courses.

The Commission found the agreed sanctions were within a reasonable range of appropriateness and in the public interest.

The Filer, I.G. Investment Management, Ltd., applied for exemptive relief from the Related Issuer Prohibition under securities legislation.

The relief sought to permit the Filer's Private Pools and Investors Group Funds to purchase non-exchange-traded debt securities and exchange-traded debt or equity securities of a Related Issuer in the secondary market.

The Ontario Securities Commission granted the exemption, subject to conditions including approval by the independent review committee and compliance with National Instrument 81-107.

The Filer, McEwen Mining Inc., applied for an exemption from the prospectus requirement under the Securities Act (Ontario) 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 Ontario Securities Commission granted the exemption, provided the conditions and requirements set out in Part 9A of NI 44-102 are complied with.

Campar Capital Corporation applied for an order to cease to be a reporting issuer in Ontario, Alberta, British Columbia, and Québec following an arrangement agreement where all its common shares were acquired by Starlight U.S. Multi-Family (No. 5) Core Fund.

The common shares were subsequently delisted from the TSX Venture Exchange.

The Ontario Securities Commission, acting as the principal regulator, granted the order, noting that the filer's outstanding securities are beneficially owned by a sole securityholder and are no longer traded on any marketplace in Canada.