Dealing representative agrees to sanctions for illegally distributing securities

VANCOUVER, June 14, 2013 /CNW/ - In a settlement agreement with the British Columbia Securities Commission, Darwin James Hajime Okano (Okano) has admitted that he and 0894563 B.C. Ltd. (0894563) illegally sold securities in Armadillo, a Nevada corporation that claims to own an oil lease in Oklahoma.  Okano is the sole director of 0894563.

The agreement states that between December 13, 2010 and April 12, 2011, Armadillo sold partnership agreements through 0894563 to at least 26 investors in B.C. for proceeds of approximately $868,789. Okano, as a "sales associate" for 0894563, directly solicited persons to invest in the partnership agreements, raising $221,374 from B.C. residents.   Okano received a commission of $17,709.96 for the sale of the partnership agreements.

Under a partnership agreement, an investor received title to an amount of crude oil from Armadillo's lease in Oklahoma related to the amount of money invested.

Armadillo would extract each month and sell the amount of oil an investor purchased to a refinery on the investor's behalf. According to the investors' preference, the net proceeds would either then be used to acquire title to an additional quantity of oil, or would be forwarded to the investor in the form of a production payment

Okano admits that by trading and distributing securities without being registered and without having filed a prospectus, he and 0894563 broke securities laws relating to both registration and prospectus requirements.

Okano has been registered as a dealing representative since September 11, 2011.  During that time, he has been under close supervision. 0894563 is not registered under the Securities Act and Armadillo has never filed a prospectus, offering memorandum or exempt distribution report in B.C.

As part of the agreement, Okano has given an undertaking to pay $27,709.96 to the BCSC and to wind up 0894563.  Additionally, Okano is prohibited from becoming or acting as a director or officer for a minimum of three years, except that he may act as director or officer of a holding company into which commission from his work as a dealing representative is paid. He is also prohibited, for the same period, from purchasing or trading in securities with some exceptions, including to clients of a registered dealer with which he is employed. Both Okano and 0894563 have agreed to comply fully with the Securities Act, securities rules and any applicable regulations.

The agreement notes that on July 29, 2011, the Ontario Securities Commission issued a notice of hearing and temporary cease trade order against Armadillo and others for alleged unregistered activity in Ontario.

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 Darwin James Hajime Okano, 0894563 B.C. Ltd, Armadillo Energy Inc. or 2013 BCSECCOM 218 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

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