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Optam be prohibited permanently from becoming or acting as a registrant, investment fund manager or promoter, pursuant to paragraph 8. Infinivest be prohibited permanently from becoming or acting as a registrant, investment fund manager or promoter, pursuant to paragraph 8. Closson resign any positions that he holds as a director or officer of any issuer, registrant or investment fund manager, pursuant to paragraphs 7, 8. Closson be prohibited permanently from becoming or acting as a director or officer of any issuer, registrant or investment fund manager, pursuant to paragraphs 8, 8.
Closson be prohibited permanently from becoming or acting as a registrant, investment fund manager or promoter, pursuant to paragraph 8. In its findings on liability and sanctions dated December 29, the "Findings" , a panel of the ASC the "ASC Panel" found that the Respondents each engaged in unregistered trading and illegal distribution. Staff are seeking an inter-jurisdictional enforcement order, pursuant to paragraph 4 of subsection 10 of the Ontario Securities Act , RSO , c S.
The Respondents made admissions therein concerning the allegations of unregistered trading and illegal distribution against them by ASC Staff, and further admitted that their conduct was contrary to the public interest.
Closson also made admissions concerning the allegation of fraud against him by ASC Staff. The admitted facts are as follows. The conduct for which the Respondents were sanctioned took place between approximately January 1, and April 2, the "Material Time".
Optam was incorporated in Alberta. Infinivest was incorporated in Alberta. Funds were raised in two ways:. Infinivest was ostensibly in the business of mortgage lending as a mortgage investment corporation, administered by Closson through Optam, or, alternatively, Closson administered the investment funds provided to Optam through Infinivest and other entities he controlled.
Infinivest was also used to permit investors to transfer registered accounts to Closson's control. Investors received either promissory notes issued by Closson and Optam in the Optam Scheme, or preferred shares in Infinivest in the Infinivest Scheme. Neither of the Issuers filed a prospectus or offering memorandum with the ASC.
Further, no effort was made by the Respondents to qualify investors, or otherwise comply with the conditions of any prospectus or registration exemptions, under National Instrument Prospectus and Registration Exemptions now named Prospectus Exemptions or National Instrument Registration Requirements, Exemptions and Ongoing Registrant Obligations.
Closson authorized, permitted or acquiesced in the Optam and Infinivest Schemes, and solicited or acquiesced to the sales of promissory notes and shares issued in the schemes "continually and regularly with the expectation of remuneration or compensation.
In the course of raising funds for the Issuers, Closson made several material representations to investors, including that their investments would be used to fund mortgages, the investors' funds would be secured by real estate, and interest payments to investors as well as Closson's fees would be paid from income generated by the mortgages. In fact, the following occurred: Aside from one or two investments made very early in the Optam Scheme, none of the investments were secured by any encumbrance on any real estate in favour of the investors.
Closson and the Issuers declared bankruptcy on or about March 28, While investors received some payments of interest, principal and dividends, almost all of the principal invested in the Optam Scheme and the Infinivest Scheme remains outstanding.
Closson engaged in a course of conduct relating to securities that perpetrated a fraud on investors, contrary to section 93 b of the Alberta Act; and. The ASC Order imposed the following sanctions, conditions, restrictions or requirements upon the Respondents:. The Respondents are subject to an order of the ASC imposing sanctions, conditions, restrictions or requirements upon them. Pursuant to paragraph 4 of subsection 10 of the Act, an order made by a securities regulatory authority, derivatives regulatory authority or financial regulatory authority, in any jurisdiction, that imposes sanctions, conditions, restrictions or requirements on a person or company may form the basis for an order in the public interest made under subsection 1 of the Act.
Staff reserve the right to amend these allegations and to make such further and other allegations as Staff deem fit and the Commission may permit. Staff request that this application be heard by way of a written hearing pursuant to Rules 2. A copy of the Reasons for Decision dated October 24, is available at www. Staff shall serve and file written reply final submissions, if any, on or before December 6, The principal regulator in the Jurisdiction has received an application from the Filer on behalf of the Purpose Canadian Financial Income Fund the Fund , which is a separate class of shares of Purpose Fund Corp.
Terms defined in National Instrument -- Definitions and MI have the same meaning if used in this Decision, unless otherwise defined. Unless otherwise specified, all references to money amounts are to the lawful currency of Canada.
The Filer is registered as an investment fund manager, portfolio manager and an exempt market dealer under the Securities Act Ontario. The Fund is a separate class of shares of Purpose Fund Corp. The Fund is or will be a mutual fund governed by the laws of Ontario and a reporting issuer under the laws of all of the Jurisdictions.
To achieve its investment objectives, the Fund will invest primarily in equity securities of Canadian Banks and to a lesser extent Canadian Insurance Companies. The Fund may write covered call options from time to time in respect of the securities it holds to i enhance the Fund's total returns, ii enhance the dividend yield of the portfolio securities and iii lower the overall volatility of the Fund's portfolio.
The common shares of Canadian Banks and Canadian Insurance Companies are some of the most liquid equity securities listed on the TSX and are less likely to be subject to liquidity concerns than the securities of other issuers. The liquidity of the common shares of the Canadian Banks and Canadian Insurance Companies is also evidenced by the markets for options in connection with them. A liquid two-way market for options on the common shares of the Canadian Banks and Canadian Insurance Companies is provided on a daily basis by the Montreal Exchange.
Mutual Fund Shares will not be listed and may be subscribed for or purchased directly from the Fund through qualified financial advisors and brokers. The Fund will invest the amount allocated to i the Canadian Banks in each Canadian Bank on an equal weighted basis and ii the Canadian Insurance Companies in each Canadian Insurance Company on an equal weighted basis.
The Filer may decide, in its discretion, not to sell call options in any month. If required to facilitate distributions or pay expenses of the Fund, securities of each Canadian Bank and Canadian Insurance Company will be sold pro-rata across the Fund's portfolio according to their relative market values at the time of such sale.
Future subscriptions for ETF Shares and Mutual Fund Shares, if any, will be used to acquire securities of each Canadian Bank and Canadian Insurance Company in the same weights as the Portfolio Securities exist in the Fund's portfolio, based on their relative market values at the time of such subscription. In the absence of: The Fund's portfolio will not be actively managed by the Filer, and will be rebalanced on a quarterly basis. As the names of each of the Canadian Banks and Canadian Insurance Companies will be listed in the stated investment objectives of the Fund, and the Fund will not invest in securities other than securities of the Canadian Banks and Canadian Insurance Companies, Shareholders will be fully aware of the risks involved with an investment in the securities of the Fund.
The investment objectives and investment strategies of the Fund, as well as the risk factors associated therewith, will be disclosed in the Fund's final simplified prospectus and the investment objectives and investment strategies of the Fund, as well as the risk factors associated therewith, will be disclosed in each renewal of the Fund's simplified prospectus.
The Requested Relief will enhance the ability of the Fund to pursue and achieve its investment objectives in a cost-effective manner and will provide greater flexibility with respect to implementing its investment strategies. The principal regulator is satisfied that the decision meets the test set out in the Legislation for the principal regulator to make the decision. The decision of the principal regulator under the Legislation is that the Requested Relief is granted, provided that:. The Ontario Securities Commission Commission has established a pilot program OSC LaunchPad to assist innovative businesses, particularly financial technology fintech and start-up companies, understand the securities regulatory environment, how the regulatory framework applies, and how to register their businesses in Ontario.
The Commission recognizes that to keep abreast of and facilitate innovation, an environment to test novel business models, products and services is required. Additionally, the Commission also recognizes that some new businesses may have limited experience in dealing with securities regulators. In working with these types of businesses, OSC LaunchPad allows for a flexible approach to addressing regulatory requirements applicable for these businesses while ensuring appropriate investor protection.
The Filers have been engaged in discussions with the Commission about becoming registered for a test period of two years in light of the novel nature of their business.
The Filers operate an online platform that offers a number of services to start-up businesses that operate primarily in the technology sector Start-ups , including services to facilitate venture capital and angel investing in Start-ups that meet certain criteria. The Filers offers these services through a business model that reflects the business requirements of the venture capital and angel investing community it serves.
An investor must actively seek to join the Filers' platform and, in addition to being an accredited investor as defined in section The Filers do not hold or handle money or assets of investors or Start-ups. AngelList is responsible for operating the online platform and ALA facilitates the syndication of offerings through the platform. In conjunction with ALA's application for registration, ALA is seeking relief from certain requirements under securities legislation of the Jurisdiction.
This decision the Decision should not be viewed as a precedent for other filers in Ontario or in other jurisdictions. The Filers have applied for a decision of the Director under the securities legislation of the Jurisdiction the Legislation pursuant to section ALA has applied for a ruling of the Commission pursuant to section 74 1 of the Securities Act Ontario the Act for exemptive relief from the prospectus requirement set forth in section 53 of the Act in connection with distributions by ALA to Quality Investors as defined below who acquire securities of syndicates through the platform as described in this Decision the Prospectus Relief Sought.
For example, a Series Seed round to a Series A round. In the United States U. In Canada, a venture capital fund that focusses primarily on venture capital or angel investing, and that is a non-individual permitted client.
Terms used in this Decision that are defined in the Act or National Instrument Definitions NI , and not otherwise defined in the Decision, shall have the same meaning as in the Act or NI , as applicable, unless the context otherwise requires. ALA is a limited liability company formed under the laws of the state of Delaware. ALA is a subsidiary of AngelList, a limited liability company formed under the laws of the state of Delaware. ALA is an "exempt reporting adviser" in the U.
ALA relies on an exemption from U. Securities and Exchange Commission SEC investment adviser registration requirements under sections l [ venture capital fund adviser exemption ] of the Investment Advisers Act of and related rules. As an exempt reporting adviser, ALA is subject to oversight by the SEC, including the requirement to pay fees to the SEC, to report annually certain information to the SEC and to have policies regarding the dissemination of material, non-public information and anti-fraud measures.
The Filers rely on a no action letter issued to them by the SEC dated March 28, regarding the scope of their permitted activities in the U. The Filers also rely on the no action letter issued to FundersClub Inc. Through a passport process, AngelList Ltd. The Filers wish to offer certain of the services as described below to issuers and investors in Ontario.
As these services will involve the facilitation of trades in securities of issuers to Quality Investors for the purposes of venture capital and angel investing, ALA wishes to become registered as a restricted dealer in accordance with Ontario securities law. As the Filers' business model is novel in Canada, ALA's registration will be for an initial test period of two years.
Although the Filers are initially seeking registration and relief from certain registrant obligations and prospectus requirements in Ontario, the Filers may, at a later date, propose to allow Quality Investors and issuers resident in other Canadian jurisdictions to access the Restricted Services as defined below. Prior to allowing Quality Investors and issuers in another Canadian jurisdiction to access the Restricted Services, the Filers will apply for and obtain registration as a restricted dealer in that jurisdiction and obtain any required prospectus relief as required by the regulator or securities regulatory authority in that jurisdiction.
The Filers are not in default of securities legislation in any province or territory in Canada, subject to the matter to which this Decision relates. The Filers are in compliance in all material respects with U. The Filers do not currently prepare financial statements that are audited. During the two year period to which this Decision relates, the Filers will be working towards providing the Commission with annual financial statements audited in accordance with U.
AngelList operates an online networking website the Platform that allows start-ups, accelerators, incubators, angel investors and other individuals in the start-up sector together, the Participants to connect with each other and to raise their profile in the start-up community.
The Platform is primarily aimed at technology or technology-enabled Start-ups. Any Participant can post a profile on the Platform that contains general information about itself, including, as applicable, its products or services, and its management team a Profile.
A Profile is publicly available to anyone accessing the Platform. A Start-up may also post confidential information and grant access only to certain Participants. After setting up a Profile, a Participant may request a connection by visiting another Participant's profile the Connection Services.
AngelList will confirm the relationship between the Participants.