Please be advised that c6722 transmitted on Wednesday, October 2, 2013
has been completely revised and replaced. Full, corrected copy follows:
Director and officer of B.C. company agrees to sanctions
VANCOUVER, Oct. 2, 2013 /CNW/ - In a settlement agreement with the British Columbia Securities Commission, Leonard George Ralph
has admitted that he failed in his responsibilities as a director of
Independent Academies Canada Inc. (IAC) and authorized, permitted or
acquiesced in IAC's illegal distribution of $5.36 million of IAC
securities, thereby breaching section 61 of the Act. Ralph is a
director and officer of IAC, a company attempting to develop a business
concept combining sports, educational, wellness and residential
components into one complex.
Ralph has never been registered to sell securities in B.C.
The agreement states that between August 2002 and July 2011, IAC
distributed securities to finance the development of the complex to at
least 150 investors, for proceeds of $7.3 million.
In respect of at least 122 investors who invested approximately $5.96
million, IAC filed 36 Exempt Distribution reports purporting to rely
primarily on the Family, Friends and Business Associates (FFBA)
exemption from prospectus requirements. In reality, only $1.94 million
from 15 investors actually qualified for the exemption.
Ralph introduced seven investors to IAC for a total of $223,183, all of
which fell under the FFBA exemptions. The other directors of IAC
represented to Ralph that all 135 investors fell under the FFBA
As part of the agreement, Ralph has agreed to pay $40,000 to the BCSC.
Additionally, Ralph is banned for a period of ten years from becoming
or acting as a director or officer of any issuer or registrant, and may
not act in a management or consultative capacity in the securities
market. He is also prohibited, for the same period, from purchasing or
trading in securities (with limited exceptions), or from engaging in
investor relations activities.
The agreement notes that Ralph invested approximately $200,000 of his
own and his family's funds in IAC, and lost his entire investment.
The B.C. Securities Commission is the independent provincial government
agency responsible for regulating trading in securities within the
province. You may view the settlement agreement on our website www.bcsc.bc.ca by typing Leonard George Ralph, Independent Academies Canada Inc., or
2013 BCSECCOM 414 in the search box. Information regarding disciplinary
proceedings can be found in the Enforcement section of the BCSC website.
Please visit the Canadian Securities Administrators' Disciplined Persons List for information relating to persons disciplined by provincial
securities regulators, the Investment Industry Regulatory Organization
of Canada (IIROC) and the Mutual Fund Dealers Association (MFDA).
Learn how to protect yourself and become a more informed investor at www.investright.org
SOURCE: British Columbia Securities Commission
For further information:
For media inquiries, contact Richard Gilhooley, media relations, 604-899-6713. For public inquiries, call 604-899-6854 or 1-800-373-6393 (toll free).