Notices of Hearing & Temporary Orders

MICHAEL PAUL OLSEN, et. al. [Temporary Orders and Notice of Hearing]

BCSECCOM #:
Document Type:
Temporary Orders and Notice of Hearing
Published Date:
1999-01-15
Effective Date:
1999-01-08
Details:


IN THE MATTER OF THE SECURITIES ACT
R.S.B.C. 1996, c. 418

AND

IN THE MATTER OF MICHAEL PAUL OLSEN,
3538397 CANADA LTD. (doing business as WEALTH MANAGEMENT GROUP),
OLSEN FINANCIAL CONSULTANTS INC., TALKSTAR, INC.,
INSTANT VISION, INC. AND SYNNOVA CAPITAL CORPORATION


Temporary Orders and Notice of Hearing Under Section 161


WHEREAS it appears to the Executive Director, on the advice of the Staff of the British Columbia Securities Commission (the “Commission”) that:

1. Michael Paul Olsen (“Olsen”) is not a registrant under the Securities Act, R.S.B.C. 1996, c. 418 (the “Act”);

2. 3538397 Canada Ltd. is apparently incorporated under the laws of Canada. 3538397 Canada Ltd. carries on or intends to carry on business as “Wealth Management Group”. 3538397 Canada Ltd. is not a reporting issuer in British Columbia;

3. Olsen Financial Consultants Inc. (“OFCI”) was incorporated under the laws of British Columbia on December 18, 1995. Olsen is the President, Secretary and sole director of OFCI. OFCI is not a reporting issuer under the Act;

4. Talkstar, Inc. (“Talkstar”) is apparently domiciled in the State of Nevada, U.S.A. Talkstar is not a reporting issuer under the Act;

5. Instant Vision Inc. (“Instant Vision”) is apparently incorporated in the State of Delaware, U.S.A. Instant Vision is not a reporting issuer under the Act;

6. Synnova Capital Corporation (“Synnova”) was incorporated under the laws of Alberta on May 17, 1996, and registered to do business in British Columbia on January 15, 1997. Synnova is neither a registrant nor a reporting issuer under the Act;

7. Olsen has sold an investment referred to as the “Michael Olsen Bond”;

8. the Michael Olsen Bond is in effect a document evidencing a debt obligation owed by OFCI to the registered holder. In at least one instance, the investor received no OFCI Prospectus or Offering Memorandum at the time that the Michael Olsen Bond was purchased;

9. in May 1998, after Olsen’s registration as an employee of Vantage Securities Inc. was terminated, he sold “Series B Debentures” of Instant Vision. In at least one instance, the investor received no Instant Vision Prospectus or Offering Memorandum at the time that she purchased these debentures;

10. in early September 1998, Olsen sold shares of Talkstar. In at least one instance, the investor received no Talkstar Prospectus or Offering Memorandum at the time that she purchased these shares;

11. on November 2, 1998, a purchaser of Michael Olsen Bonds was presented by Olsen with a Conversion and Subscription Agreement (the “Agreement”), which the purchaser executed. The Agreement had the effect of converting the purchaser’s holding of Michael Olsen Bonds into preferred shares in 3538397 Canada Ltd.;

12. at least one investor attended the Synnova offices and met with Olsen there at the time she was making her investment in Instant Vision and her conversion of the Michael Olsen Bond. Synnova apparently acted as the “Agent” for the Instant Vision offering;

13. the sales of Michael Olsen Bonds, Instant Vision debentures and Talkstar shares, and the conversion to shares of 3538397 Canada Ltd., are distributions of securities without prospectus or exemption by Olsen contrary to section 61 of the Act; and

14. the sales of Instant Vision debentures and Talkstar shares, and the conversion to shares of 3538397 Canada Ltd., by Olsen after the termination of his registration are trades without registration contrary to section 34 of the Act. Olsen acts on behalf of or in association with Synnova in making these trades without registration;

AND WHEREAS the Executive Director considers that the length of time to hold a hearing under section 161(1) of the Act could be prejudicial to the public interest;

NOW THEREFORE the Executive Director, considering it would be in the public interest to do so, orders that any trading of securities by Olsen, and any trading of securities of 3538397 Canada Ltd. (doing business as Wealth Management Group) or OFCI cease, pursuant to section 161(2) of the Act (the “Temporary Orders”);

TAKE NOTICE that a hearing will be held at the 7th Floor Hearing Room, 865 Hornby Street, Vancouver, British Columbia, on January 15th, 1999 at 10:00 a.m. (the “Hearing”) to consider the Temporary Orders;

AND TAKE NOTICE that at the Hearing, Staff of the Commission will bring the following applications:

1. the Hearing be adjourned for a period of 90 days to allow the Staff to complete the investigation of this matter; and

2. the Temporary Order be extended until such time as the Hearing in this matter has been reconvened and a decision rendered pursuant to the Hearing;

AND TAKE NOTICE that the respondents herein may be represented by counsel at the Hearing and may make representations and lead evidence. The respondents are requested to advise the Commission of their intention to attend by contacting the Secretary of the Commission at 1200 - 865 Hornby Street, Vancouver, British Columbia, V6Z 2H4;

AND TAKE NOTICE that determinations may be made in this matter if the respondents or their counsel do not appear at the Hearing.

DATED at Vancouver, British Columbia, on January 8, 1999.





Michael J. Watson
Executive Director
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