The Securities Commission has decided to vary a cease trade order originally issued against San Gold Corporation (now 5813906 Manitoba Ltd.). The initial order, which was put in place due to regulatory concerns, prohibited all trading of the issuer’s securities. The variation allows beneficial shareholders, who are neither insiders nor control persons, to sell their securities outside of Canada, provided they meet certain conditions.
The decision was made under section 144(1) of the Securities Act, R.S.O. 1990, c. S.5, which allows for the variation or revocation of a cease trade order if it is not prejudicial to the public interest. The Commission recognized that the existing order placed Ontario resident shareholders at a disadvantage compared to other shareholders who could trade on foreign markets.
The outcome permits these shareholders to sell their securities, acquired before the original cease trade order date, through a market outside of Canada and via an investment dealer registered in Ontario. This variation aims to balance regulatory enforcement with fairness to shareholders, ensuring they are not unduly restricted by the cease trade order.