Greg Temelini

The respondents brought a motion mid-way through a merits hearing to permanently stay the enforcement proceeding against them, alleging the Ontario Securities Commission committed an abuse of process by repeatedly withholding relevant documents and misunderstanding its disclosure obligations.

The Capital Markets Tribunal determined it was appropriate to hear the motion before concluding the merits hearing.

On the merits of the motion, the Tribunal found that while the Commission made several errors regarding its disclosure obligations—including failing to disclose English translations of Chinese documents and certain correspondence—its conduct did not amount to an abuse of process warranting a stay.

The Tribunal dismissed the stay motion but ordered the Commission to conduct a further review of its disclosure and produce any additional relevant non-privileged documents, including new or different information obtained during witness preparation.

The Capital Markets Tribunal held a sanctions hearing after finding that the respondent breached a 2004 order permanently banning him from acting as a director or officer of an issuer and from trading in securities for 15 years.

The Tribunal ordered permanent market participation bans, disgorgement of over $3.2 million and US$10.7 million, administrative penalties totaling $1,000,000, and $300,000 in costs.

The Tribunal found the respondent's conduct to be a flagrant and recurrent breach of a Tribunal order, warranting significant specific and general deterrence.

The respondents in an enforcement proceeding brought a motion challenging the adequacy of the Commission's witness summaries and seeking further disclosure, including unredacted transcripts and attachments to a letter from a foreign regulator.

The Tribunal found that some witness summaries lacked sufficient precision regarding the documents to be relied upon and ordered the Commission to provide revised summaries.

The Tribunal dismissed the request for unredacted transcripts, finding the redacted information irrelevant, but ordered the disclosure of the letter attachments and a table of concordance for exhibits.

Staff of the Ontario Securities Commission alleged that the respondent breached a 2004 settlement order which permanently banned him from acting as a director or officer of an issuer and banned him from trading in securities for 15 years.

The Tribunal found that the respondent breached the director and officer ban by acting as a director and/or officer of 38 Ontario corporations.

The Tribunal also found that the respondent breached the trading ban by participating in the sale of shares in an Ontario corporation and by participating in several offshore stock secured financings where he acted in furtherance of trades.

The allegation of conduct contrary to the public interest was dismissed as no additional conduct beyond the statutory breaches was identified.

Staff of the Ontario Securities Commission brought a motion to adjourn the merits hearing because its lead counsel left the Commission and newly retained external counsel was unavailable for the first five scheduled dates.

The Tribunal dismissed the motion, finding that Staff failed to establish exceptional circumstances under Rule 29(1) of the Rules of Procedure.

Staff did not provide evidence of any steps taken to avoid an adjournment, such as considering internal counsel or searching for other available external counsel.

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.

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 and the respondent entered into a settlement agreement regarding allegations of illegal insider trading and tipping.

The respondent, while suspended from registration, obtained material non-public information about a cannabis company's expansion and traded on it, making a profit of $492.32, and tipped two clients.

The Commission approved the settlement, which included an eight-year market ban, disgorgement of profits, a $35,000 administrative penalty, and $5,000 in costs, finding it fell within a range of reasonable outcomes and was in the public interest.

The applicant invested in three commercial properties structured as trust arrangements with the respondents.

Following an Ontario Securities Commission investigation into the respondents for trading unregistered securities, the respondents were ordered to rectify deficiencies.

The respondents unilaterally terminated the applicant's investment agreements and purported to divest his units using a formula that did not provide fair market value, claiming this returned him to his pre-investment position.

The applicant sought relief for breach of contract and oppression under the Business Corporations Act.

The court found that the respondents breached the agreements and acted oppressively by unfairly prejudicing the applicant's interests.

The court ordered the respondents to pay fair market value for the units as of the date the applicant stopped making payments, and established a valuation process.

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.

This appeal concerns the interpretation and application of section 76(5)(e) of the Securities Act regarding insider trading and tipping liability for successive tippees.

The appellants received material non-public information about a takeover bid for Masonite International Corporation through a chain of tippers.

The core issue is whether successive tippees who did not have actual knowledge that their source was in a special relationship with the issuer "ought reasonably to have known" this fact.

The Court of Appeal upheld the Ontario Securities Commission's findings against Miller but reversed the Divisional Court's decision to overturn findings against Cheng, restoring the OSC's liability and sanctions determinations.

The applicant, Franklin Konopaski, sought remedies under sections 207 (winding up) and 248 (oppression) of the Business Corporations Act against his son, Michael Konopaski, and their jointly owned corporations, following an irrevocable breakdown in their business and personal relationship.

The court found that the required trust and confidence between the business partners no longer existed.

The appropriate remedy was an order for Michael to purchase Franklin's interest in their joint enterprise at fair market value, and an equalization of commissions from their investment business for the period of September 2014 to June 2016.

The court determined the valuation date to be June 30, 2016, and rejected the inclusion of Michael's solely owned professional corporations in the joint enterprise valuation, as well as the continued sharing of Michael's CFO salary.

The appellant tenant appealed an order of the Landlord and Tenant Board requiring him to pay rent arrears.

The tenant argued the Board erred by failing to explicitly determine the respondent was the landlord and by failing to adjourn the hearing when the tenant did not appear.

The Divisional Court dismissed the appeal, finding the landlord identity issue was never raised before the Board and lacked merit, and the tenant's representative had not requested an adjournment.

The Ontario Securities Commission issued its decision on sanctions and costs following a merits decision that found the respondents contravened the Securities Act by engaging in insider trading and tipping.

The respondents included a mergers and acquisitions lawyer who instigated the tipping scheme and several investment advisors who traded on and further disseminated the material non-public information.

The Commission imposed 10-year trading bans, permanent or 10-year director and officer bans, and 10-year registration bans for the investment advisors.

The Commission also ordered disgorgement of profits totaling $84,698, administrative penalties totaling $2,150,000, and costs of $500,000 apportioned among the respondents based on their respective culpability and involvement in the proceedings.

The moving parties sought an adjournment of a scheduled merits hearing regarding insider trading and tipping allegations, arguing that their expert consultant had lost approximately 600 hours of work product.

Staff opposed the adjournment and brought a cross-motion to sever the matter against one respondent if the adjournment was granted.

The Commission dismissed the adjournment motion, finding that the expert consultant was sufficiently prepared to assist counsel with cross-examinations and that the matter, which had been outstanding for four years, needed to proceed in a timely manner.

The cross-motion for severance was also dismissed.

The appellants, former mutual fund and exempt market dealers, entered into a settlement agreement with the Mutual Fund Dealers Association (MFDA) regarding regulatory violations.

They subsequently applied to the Ontario Securities Commission to reinstate their registrations as dealing representatives.

The Commission denied the applications, finding the appellants lacked the requisite proficiency and integrity.

On appeal, the appellants argued the Commission unreasonably failed to defer to the MFDA settlement.

The Divisional Court dismissed the appeal, holding that the Commission has sole jurisdiction over registration suitability and the MFDA had made no findings on that issue to which the Commission could defer.

The appellant operated a truck stop on Highway 17 that was effectively put out of business when the province constructed a new section of Highway 417, severely restricting access to the property.

The Ontario Municipal Board awarded compensation for injurious affection under the Expropriations Act.

The Court of Appeal set aside the award, finding the Board failed to adequately balance competing rights and to recognize the elevated importance of public utility.

The Supreme Court of Canada allowed the appeal, holding that reasonableness of interference must focus on whether the individual claimant has shouldered a disproportionate share of the burden of construction, not on whether the public benefit outweighs private harm.

The Board's decision was restored.

An investor sued a discretionary portfolio manager and its representatives for breach of fiduciary duty, negligence, and breach of contract after the manager failed to promptly diversify an inherited, highly concentrated equity portfolio heavily weighted in Nortel, BCE, and TD shares.

The court found the manager knew diversification was the client's objective but failed to implement it or clearly communicate any staged diversification strategy or associated risks.

The court held that maintaining the concentrated portfolio for several months without proper disclosure or client agreement breached the manager’s duties of care and contractual obligations.

However, individual defendants without trading authority were not liable.

Damages were assessed based on a diversified portfolio consistent with the client’s Investment Policy Statement.