Settlements

THEODORUS GERARDUS VAN SAMANG [Sec. 161 & Agreed Stmt]

BCSECCOM #:
Document Type:
Sec. 161 & Agreed Stmt
Published Date:
1997-09-19
Effective Date:
1997-09-17
Details:


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

AND

IN THE MATTER OF THEODORUS GERARDUS VAN SAMANG

Order Under Section 161

WHEREAS an Agreed Statement of Facts and Undertaking was executed by Theodorus Gerardus Van Samang (“Van Samang”) and the Executive Director, a copy of which is attached hereto as Schedule “A” (the “Agreement”);

NOW THEREFORE the Executive Director, considering that it would be in the public interest to do so, orders, BY CONSENT, that:

1. pursuant to section 161(1)(c) of the Securities Act, R.S.B.C. 1996, c. 418 (the “Act”), the exemptions described in sections 44 to 47, 74, 75, 98 and 99 of the Act do not apply to Van Samang for a period ending on the later of:
      (a) the date Van Samang satisfies his obligation described in paragraph 3 of the Agreement, including any accrued interest; and

      (b) ten years from the date of this Order; and
    2. pursuant to section 161(1)(d) of the Act, Van Samang is prohibited from becoming or acting as a director or officer of any issuer and is prohibited from engaging in investor relations activities for a period ending on the later of:
        (a) the date Van Samang satisfies his obligation described in paragraph 3 of the Agreement, including any accrued interest; and

        (b) ten years from the date of this Order.
      DATED at Vancouver, British Columbia, on September 17, 1997.



      Paul C. Bourque
      Executive Director



      Schedule “A”

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

      AND

      IN THE MATTER OF THEODORUS GERARDUS VAN SAMANG


      Agreed Statement of Facts and Undertaking


      The following agreement has been reached between Theodorus Gerardus Van Samang (“Van Samang”) and the Executive Director:

      1. As the basis for the order and undertaking referred to below, Van Samang acknowledges the following facts as correct:
          (a) International Look Franchising Inc. was incorporated under the Company Act, R.S.B.C. 1979, c. 59 on December 3, 1991. It was dissolved and removed from the Register of Companies on May 5, 1995;
            (b) Van Samang was a director and officer of International Look Franchising Inc. from December 3, 1991 to May 5, 1995;

            (c) from November 1991 to August 1993, Van Samang, together with others, distributed securities of International Look Franchising Inc. (the “Distribution”) within British Columbia, although a preliminary prospectus and prospectus regarding those securities had not been filed or receipted. Van Samang has never been registered in any capacity under the Act. By distributing these securities without complying with the registration and prospectus requirements, Van Samang contravened sections 20 and 42 of the Securities Act, S.B.C. 1985 c. 83 (the “Former Act”), now sections 34 and 61 of the Securities Act, R.S.B.C. 1996, c. 418 (the “Act”);

            (d) during the Distribution, approximately 40 residents of British Columbia purchased the securities; and

            (e) in connection with the Distribution, Van Samang made representations, with the intention of effecting a trade in securities, that the securities would be listed and posted for trading on an exchange, contrary to section 35(1)(c) of the Former Act (now section 50(1)(c) of the Act).
        2. Van Samang consents to an order by the Executive Director (the “Order”):
            (a) under section 161(1)(c) of the Act that any or all of the exemptions described in sections 44 to 47, 74, 75, 98 and 99 do not apply to Van Samang for a period ending on the later of:
                (i) the date Van Samang satisfies his obligation described in paragraph 3 below, including any accrued interest; and

                (ii) ten years from the date of the Order; and
            (b) under section 161(1)(d) of the Act that Van Samang be prohibited from becoming or acting as a director or officer of any issuer and that he be prohibited from engaging in investor relations activities for a period ending on the later of:
                (i) the date Van Samang satisfies his obligation described in paragraph 3 below, including any accrued interest; and
            (ii) ten years from the date of the Order.
          3. Van Samang undertakes to pay the Commission the sum of $15,000 in accordance with the terms of the promissory note executed by Van Samang in favour of the Commission.

          4. Van Samang waives any right he may have, under the Act or otherwise, to a hearing, hearing and review, judicial review or appeal related to, in connection with or incidental to this agreement and the Order.

              DATED at Vancouver, British Columbia, on September 17, 1997.


          “Paula Couper” )
          Witness Signature )
          )
          Paula Couper ) “Theodorus Gerardus Van Samang”
          Witness Name )
          )
          1100 - 865 Hornby Street )
          Vancouver, B.C. )
          Address )
          Legal Secretary )
          Occupation


          DATED at Vancouver, British Columbia, on September 17, 1997.





          Paul C. Bourque
          Executive Director