Staff of the Commission v. Lawrence Zeiben et al., 2016 ONSEC 5

Ontario Securities Commission

Citation: Lawrence Zeiben et al., 2016 ONSEC 5

Date: 2016-02-04

IN THE MATTER OF THE SECURITIES ACT, RSO 1990, c S.5

- AND -

IN THE MATTER OF LAWRENCE ZEIBEN, GRIT INTERNATIONAL INC. and TEXAS PETROLEUM INC.

REASONS AND DECISION

Hearing: In writing

Decision: February 4, 2016

Panel: Timothy Moseley, Commissioner

Submissions by: Clare Devlin, For Staff of the Commission

TABLE OF CONTENTS

I.......... OVERVIEW II........ THE ASC PROCEEDING III....... PRELIMINARY MATTERS A. Notice to the Respondents B. Written Hearing IV....... ISSUES V......... ANALYSIS A. Were the Respondents subject to an order made by a securities regulatory authority in another jurisdiction? B. If so, what sanctions, if any, should the Commission order against the Respondents?

1. Introduction
2. Inter-jurisdictional co-operation
3. Appropriate sanctions VI....... CONCLUSION

REASONS AND DECISION

I. OVERVIEW

1On May 5, 2014, the Alberta Securities Commission (the “ASC”) issued a decision¹ in which it found that Lawrence Zeiben (“Zeiben”), Grit International Inc. (“Grit”) and Texas Petroleum Inc. (“Texas Petroleum”; collectively, the “Respondents”) had made material representations and had engaged in fraud, and that Grit had engaged in an illegal distribution of its shares.

2The ASC found that all of the above conduct was contrary to various provisions of Alberta’s [Securities Act](https://www.canlii.org/en/ab/laws/stat/rsa-20