William J. Furlong

Staff of the Ontario Securities Commission alleged that the Scotia Dealers failed to establish, maintain, and apply appropriate controls and procedures with respect to supervision, resulting in certain clients paying excess fees.

The Scotia Dealers self-reported the inadequacies, cooperated with Staff, and entered into a no-contest settlement agreement.

The Commission approved the settlement agreement, noting the Scotia Dealers' commitment to pay compensation to affected clients, enhance policies and procedures, and make voluntary payments of $800,000 for investor education and $50,000 for costs.

The Commission found the settlement to be in the public interest.

The applicant, an investment fund manager, applied for exemptive relief on behalf of certain top funds to permit them to invest in underlying funds managed by the applicant, despite the top funds becoming substantial security holders of the underlying funds.

The Ontario Securities Commission granted the requested relief, subject to conditions including that the top funds are distributed solely pursuant to prospectus exemptions and that appropriate disclosure of potential conflicts of interest is provided to investors.

The applicant applied for exemptive relief on behalf of existing and future exchange-traded funds from the underwriter's certificate requirement, the prospectus form requirement, and the take-over bid requirements.

The Commission granted the requested relief, subject to conditions including the filing and delivery of a Summary Document or ETF Facts, and specific disclosures in the prospectuses.

The applicant, a mutual fund dealing representative, applied for a hearing and review of a Director's decision suspending his registration for six months.

Over a ten-year period, the applicant had forged client signatures, obtained pre-signed forms, and provided incorrect answers on compliance questionnaires.

The Commission found that the applicant's conduct was fundamentally dishonest, rendering him unsuitable for registration and in breach of Ontario securities law.

The Commission ordered that the applicant's registration be suspended for six months.

Bridgeport Asset Management Inc. applied for exemptive relief on behalf of several investment funds to permit a fund-on-fund structure.

The applicant sought relief from restrictions prohibiting an investment fund from knowingly making an investment in a person or company in which the fund is a substantial securityholder, and from restrictions prohibiting a registered adviser from causing an investment portfolio to purchase securities of an issuer in which a responsible person is a partner, officer, or director.

The Ontario Securities Commission granted the requested relief, subject to conditions including that the top funds are distributed solely pursuant to prospectus exemptions and that no duplicative fees are payable.

Masco Corporation applied for an exemption from the prospectus requirement under section 53 of the Securities Act in connection with the distribution of shares of its wholly-owned subsidiary, TopBuild Corp., to Masco shareholders resident in Canada.

The distribution is part of a spin-off transaction.

The Ontario Securities Commission granted the requested relief, provided that the first trade in TopBuild Shares issued in connection with the spin-off is deemed a distribution unless certain resale conditions are met.