Suresh Thakrar

The Ontario Securities Commission held a hearing to consider allegations that the respondents operated an illegal investment scheme called "Eggvestments" through a business club.

The respondents raised over $1 million from investors by promising guaranteed returns of up to 20% from foreign currency trading.

The Commission found that the respondents traded in securities without registration, distributed securities without a prospectus, and that White, Qureshi, and WNBC engaged in unregistered advising.

No exemptions were available as the investors did not qualify as accredited investors.

The Commission concluded that the respondents' conduct, which included making false promises and misleading statements about returns, was contrary to the public interest and harmful to the integrity of Ontario's capital markets.

Hahn Investment applied for a hearing and review of a decision by the Investment Industry Regulatory Organization of Canada (IIROC) refusing to vary or cancel certain trades in Exchange Traded Funds (ETFs) made on October 14, 2008.

Hahn Investment argued the trades were unreasonable due to significant divergence between the underlying values of the indices and the traded prices.

The Ontario Securities Commission dismissed the application, finding that IIROC correctly applied its policies and procedures, did not overlook material evidence, and that new evidence regarding the underlying security of one ETF was not compelling enough to change the outcome.

The Commission emphasized the need for deference to SRO decisions, particularly those involving technical expertise and time-sensitive market rulings.

Staff of the Ontario Securities Commission sought a permanent order imposing sanctions against the respondent under the inter-jurisdictional enforcement provision of the Securities Act.

The respondent had previously consented to a final judgment in the United States for orchestrating a fraudulent scheme involving the sale of unregistered securities and misappropriating investor funds.

The Commission found that the respondent's conduct in the US was egregious and contrary to the public interest.

The Commission granted the order, permanently banning the respondent from trading in securities, acquiring securities, and acting as a director or officer of any issuer.

The Ontario Securities Commission held a hearing to consider whether to impose sanctions against Euston Capital Corp. and George Schwartz based on findings and orders made by securities regulatory authorities in Saskatchewan, Alberta, Manitoba, and British Columbia.

The Commission determined that it had jurisdiction to make a reciprocal order under section 127 and subsection 127(10) of the Securities Act.

The Commission held that subsection 127(10) operates retrospectively because its purpose is to protect the public, not to punish.

Finding that the Respondents' conduct in other jurisdictions would have violated Ontario securities laws and harmed investors, the Commission ordered that the Respondents cease trading in securities for ten years, be prohibited from acquiring securities for ten years, and that Schwartz be prohibited from acting as a director or officer of any issuer for ten years.

American Capital, Ltd. applied for a decision that it is no longer a reporting issuer in the Jurisdictions.

The Filer is a U.S. issuer with less than 2% of its outstanding shares beneficially owned by Canadian residents.

The Filer has not conducted an offering in Canada in the past 12 months and its securities do not trade on any Canadian market.

The Decision Makers granted the requested exemptive relief, noting the Filer's undertaking to continue delivering U.S. disclosure materials to its Canadian securityholders.

The Ontario Securities Commission held a hearing regarding an investment scheme targeting offshore investors.

The respondents, who were located outside Canada, used a virtual office in Toronto to mislead investors into believing they were dealing with an Ontario-based financial services company.

The respondents solicited investors to pay fees for 'refundable vendors bonds' and to exercise non-existent warrants, promising to purchase their shares at a premium.

The Commission found that the establishment and use of the virtual office constituted acts in furtherance of trades in Ontario, violating the registration requirements of the Securities Act.

The Commission also found the conduct contrary to the public interest, as it undermined the integrity of Ontario's capital markets.

The respondents were permanently banned from participating in Ontario capital markets and ordered to pay $5,000 in costs.

During a hearing to review a decision of the Toronto Stock Exchange regarding HudBay Minerals Inc.'s proposed acquisition of Lundin Mining Corporation, HudBay and Lundin requested confidentiality orders for certain documents filed in evidence.

The Ontario Securities Commission considered the open court principle and the test for confidentiality under section 9(1) of the Statutory Powers Procedure Act and the Supreme Court's decision in Sierra Club.

The Commission granted confidentiality for documents that were not relevant to its decision on the merits, including handwritten notes and a financial presentation.

However, it ordered that relevant documents, such as special committee minutes and an engagement letter, be made public, subject to minor redactions for third-party sensitive information.

The Ontario Securities Commission held a hearing to consider a settlement agreement between Staff and Gord McQuarrie regarding allegations of unregistered trading, illegal distribution, and making prohibited representations in relation to Shallow Oil & Gas Inc. McQuarrie admitted to acting as a salesperson, trading without registration, and falsely representing that the company would be listed on a stock exchange.

The Commission approved the settlement, finding the agreed sanctions—including a $500 administrative penalty, $2,500 disgorgement, $500 in costs, a permanent telephoning ban, and a 4-year market ban—to be within acceptable parameters and in the public interest.

The Filer applied for exemptive relief from certain provisions of National Instrument 81-105 Mutual Fund Sales Practices.

The Filer sought to directly invite sales representatives of participating dealers to its educational conferences, which is restricted under the Instrument.

The principal regulator granted the exemption, subject to conditions including that the Filer must obtain written consent from the participating dealer prior to directly inviting a representative.

The exemption terminates five years from the date of the decision.

The applicants, Franklin Templeton Investments Corp. and Fiduciary Trust Company of Canada, applied for exemptive relief from the self-dealing provisions of the Securities Act.

The relief sought would permit inter-fund trades between mutual funds, pooled funds, and managed accounts managed by the applicants or their affiliates.

The Ontario Securities Commission granted the requested relief, subject to conditions including compliance with National Instrument 81-107, Independent Review Committee approval or client consent, and specific pricing requirements for exchange-traded securities.

The applicant, IGM Financial Inc., applied for exemptive relief from the take-over bid and insider bid requirements in connection with its acquisition of the outstanding shares of Investment Planning Counsel Inc. (IPCI).

IPCI is a non-reporting issuer whose shares are held by financial advisors.

The Ontario Securities Commission granted the exemption, treating the financial advisors similarly to employees for the purpose of satisfying the non-reporting issuer exemption.

The Filer applied for an order under the Process for Exemptive Relief Applications in Multiple Jurisdictions that it is no longer a reporting issuer.

Following an amalgamation, all outstanding common shares became beneficially owned by a single entity, and the shares were delisted from the Toronto Stock Exchange.

The Ontario Securities Commission, acting as principal regulator, granted the requested relief.

The applicant, Schneider Electric S.A., 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 involved the issuance of units in a French collective shareholding vehicle (FCPE) to Canadian employees.

The Commission granted the requested relief, subject to conditions regarding the first trade of the units or underlying shares.

The applicants, mutual fund managers, applied for an exemption from subsection 5.1(a) of National Instrument 81-105 to permit them to pay participating dealers direct costs incurred relating to cooperative marketing initiatives whose primary purpose is to provide educational information concerning tax or estate planning matters.

The Ontario Securities Commission granted the exemption, subject to conditions ensuring the information is general, educational, and not tied to sales incentives.

Following a merits decision finding that the respondents violated registration and prospectus requirements under the Securities Act, the Ontario Securities Commission held a sanctions and costs hearing.

The respondents did not attend.

The Commission ordered a 10-year cease trade and acquisition ban, a 10-year director and officer ban for the individual respondent, and $2,000 in costs, finding these sanctions necessary to protect investors and deter future misconduct.

The Filer, Quadrus Investment Services Ltd., applied for exemptive relief from section 4.2(1) of National Instrument 81-105 to permit unequal compensation of its sales representatives for the distribution of proprietary funds versus third-party funds.

The Ontario Securities Commission granted the exemption, provided that the sale of third-party funds is conducted strictly on an accommodation basis.

The Ontario Securities Commission held a hearing to consider a proposed Settlement Agreement between Staff and Brian H. Crombie, former CFO of Biovail Corporation.

Crombie admitted to acquiescing in improper accounting practices regarding revenue recognition, disseminating materially inaccurate information concerning a truck accident, and providing misleading information to Staff during a continuous disclosure review.

The Commission approved the Settlement Agreement, finding it in the public interest.

Crombie was reprimanded, banned from acting as a director or officer of a reporting issuer for eight years, ordered to pay an administrative penalty of $250,000, and ordered to pay $50,000 in costs.

Staff of the Ontario Securities Commission brought a settlement hearing regarding the respondents John R. Miszuk and Kenneth G. Howling, former officers of Biovail Corporation.

Miszuk admitted to failing to take appropriate care in considering the recognition of revenue and foreign exchange accounting in Biovail's interim financial statements.

Howling admitted to failing to take greater care to ensure accurate information was disseminated to the investing public regarding the financial impact of a truck accident.

The Commission approved the settlement agreements, finding the agreed sanctions, which included reprimands, director and officer bans, and costs payments, to be within acceptable parameters and in the public interest.

The Ontario Securities Commission held a hearing to consider whether to approve settlement agreements between Staff and five respondents.

The respondents admitted to acting as market intermediaries and trading in securities of Imagin Diagnostic Centres Inc. without being registered, contrary to section 25(1) of the Securities Act.

The Commission approved the settlement agreements, imposing various prohibitions on the respondents acting as directors, officers, or registrants, and ordering one respondent to pay a $15,000 administrative penalty.

Staff of the Ontario Securities Commission brought a proceeding against the respondent for engaging in trading practices that contributed to a misleading price for shares of a publicly traded company.

The respondent, while employed at a registered firm but not registered himself, executed late-day trades with limit orders that resulted in upticks, creating a misleading appearance of market activity.

The parties reached a Settlement Agreement wherein the respondent admitted to conduct contrary to the public interest.

The Commission approved the Settlement Agreement, finding the agreed sanctions—including a four-month suspension of registration, a four-month cease trade order, two years of supervision, completion of a conduct course, and $7,000 in costs—to be within acceptable parameters and in the public interest.