In Binance Holdings Limited (Re), 2023 ONCMT 27, Ontario’s new Capital Markets Tribunal (the Tribunal) clarified that it does not have the jurisdiction to revoke an investigation order made by the Ontario Securities Commission (OSC). Background In May 2023, the OSC issued an investigation order under s. 11 of the Ontario Securities Act[1](the Act) to … Continue reading
On March 22, 2023, the Securities and Exchange Commission (Commission or SEC) issued a Wells Notice to Coinbase, Inc., the largest US-based cryptocurrency exchange and a NASDAQ-listed company. A Wells Notice is a communication from the SEC enforcement staff (Staff) to a person or entity involved in an investigation informing them that the Staff has … Continue reading
On December 12, 2022, the Ontario Securities Commission (OSC) issued a news release further cautioning crypto trading platforms operating in Canada on the applicability of securities laws to their operations. This news release comes amidst the OSC’s increasing oversight of cryptocurrency offerings. When does securities legislation apply? Previously, in January 2020, the Canadian Securities Administrators … Continue reading
US SEC settlement demonstrates the risks to investment advisers of using ESG investment decision-making metrics | United States | Global law firm | Norton Rose Fulbright… Continue reading
In his remarks at SEC Speaks 2021 on October 13, 2021, the Securities and Exchange Commission’s (“SEC”)’s new Director of Enforcement, Gurbir Grewal, discussed the waning public trust in “our financial markets” and the “near historic lows” of confidence in banks, technology companies, and big business and the SEC’s plan to combat this trend.[1] In … Continue reading
Alteon Senat c. Autorité des marchés financiers, 2021 QCCQ 7090 (CanLII), https://canlii.ca/t/jhnl5 (Available in French only) No Stay of Financial Markets Administrative Tribunal Orders Freezing Bank Accounts and Suspending Rights Granted by Registration Pending Appeal FACTS After having filed an appeal from orders issued by the Financial Markets Administrative Tribunal (the TMF) freezing their … Continue reading
In 2002, the Supreme Court of Canada developed a protocol to be applied whenever a search warrant was executed and some of the documents seized could potentially contain privileged information, in the case of Lavallee, Rackel & Heintz v. Canada (Attorney General), 2002 SCC 61, known as the Lavallée Protocol. As since adapted in Quebec, … Continue reading
In Re Rustulka, 2020 ABASC 93, a hearing panel of the Alberta Securities Commission (the Commission) determined that a former exempt market dealing representative breached his “know your client” (KYC) and suitability obligations under Alberta securities law by failing to properly identify his clients’ investment needs, objectives, financial circumstances and risk tolerances and by reporting … Continue reading
Introduction If you are involved in securities litigation, you know how important it is to distinguish between regulatory audit and penal investigation. If the regulator is conducting an audit to ascertain whether a corporation or its officers comply with securities legislation, it may usually rely on broad investigative powers to obtain documents and information upon … Continue reading
On March 16, 2020, the Ontario Court of Appeal released its highly anticipated decision in the saga concerning the Ontario Securities Commission’s (OSC) prosecution of Daniel Tiffin (Mr. Tiffin). The Court’s decision helps clarify the analysis used to determine whether a financial instrument falls within the meaning of “security” under the Ontario Securities Act (the … Continue reading
The Quebec Court of Appeal recently dismissed the appeals launched by directors and officers of a reporting issuer, Nstein Technologies, against two judgments rendered by the Court of Quebec in a statutory appeal of a judgment by the Quebec securities tribunal, the Tribunal administratif des marchés financiers (the TMF). The TMF had granted an application … Continue reading
On July 3, 2019 the Ontario Securities Commission (“OSC”) released its decision in Re Natural Bee Works Apiaries Inc., 2019 ONSEC 23 (“Natural Bee”). Natural Bee provides useful guidance concerning proof of falsity and participation in a fraudulent scheme under section 126.1(1) of the Ontario Securities Act (the “Act”). Background In Natural Bee, OSC Staff … Continue reading
On November 16, 2018, the Securities and Exchange Commission (SEC) announced consent orders settling actions in respect of two unregistered initial coin offerings (ICOs), including the first fines levied against non-compliant ICO issuers made by the SEC to date. The consent orders demonstrate the SEC’s willingness to follow through with enforcement proceedings against issuers of … Continue reading
Perhaps in tongue and cheek, perhaps not, Perell J. begins his decision in Berg v. Canadian Hockey League, 2017 ONSC 5382, by quoting Winston Churchill’s famous World War II speech : We shall defend our island, whatever the cost may be, we shall fight on the beaches, we shall fight on the landing grounds, we … Continue reading
What constitutes a “security” under the Ontario Securities Act? In Ontario (Securities Commission) v Tiffin, 2016 ONCJ 543, the accused was charged with three offences under the Act for issuing a number of promissory notes while prohibited from trading in securities. Under the Act, security is defined to include “a bond, debenture, note or other … Continue reading
On April 28, 2016, the Canadian Securities Administrators (CSA) released its long-awaited Consultation Paper 33-404: Proposals to Enhance the Obligations of Advisers, Dealers and Representatives Toward Their Clients. Consultation Paper 33-404 is the continuation of a four-year project to consider the introduction of a best interest standard for investment advisers and dealers in Canada. The … Continue reading