Decisions and Freeze and cease trade orders Securities
Montréal – At the request of the Autorité des marchés financiers (AMF), the Bureau de décision et de révision en valeurs mobilières (BDRVM) issued a freeze order on March 5, 2007 on a debenture in the amount of $770,000 issued by Water Bank of America to 9151-5270 Québec inc.
As well, the BDRVM issued a cease trade order against 9151-5270 Québec inc., Noble & Finance inc., Les Investissements Noble & Finance inc. and Michel L’Italien, and prohibited them from pursuing activities as a securities dealer.
The AMF took action based on the following allegations:
- 9151-5270 Québec inc. distributed a form of investment governed by the Securities Act, without holding a prospectus approved by the AMF;
- 9151-5270 Québec inc. and president and director Michel L’Italien made misrepresentations to investors.
In its decision, the BDRVM noted in particular the following:
- no disclosure document was given to investors;
- shareholders did not receive any shares;
- the investment was sold as a share of a fixed-income security, namely, a debenture, but is now claimed to be a different loan;
- the conversion price on the debenture was different from the price presented to investors in a detrimental manner;
- the allegations of misrepresentations;
- the absence of Michel L’Italien at a meeting that was called by him and scheduled to take place on November 25 and 26, 2006 for the benefit of investors; and
- the inexperience of investors who were solicited.
Because of the urgency of the situation, the BDRVM determined it was in the public interest to issue a decision without a prior hearing.
The Autorité des marchés financiers (AMF) is the regulatory and oversight body for Québec's financial sector.
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Frédéric Alberro (514) 940-2176
Financial sector participants: (877) 525-0337, choose option 9 for English, then 1 for industry
Consumers and investors: (877) 525-0337, choose option 9 for English, then 8 for consumers
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