Settlements

THOMAS LOEWEN [Sec. 161 & Agreed Stmt]

BCSECCOM #:
Document Type:
Sec. 161 & Agreed Stmt
Published Date:
1999-02-26
Effective Date:
1999-02-16
Details:


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

AND

IN THE MATTER OF THOMAS LOEWEN


Order Under Section 161

WHEREAS an Agreed Statement of Facts and Undertaking was executed by Thomas Loewen (“Loewen”) 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. under section 161(1)(c) of the Securities Act, R.S.B.C. 1996, c. 418 (the “Act”), all of the exemptions described in sections 44-47, 74, 75, 98 and 99 of the Act do not apply to Loewen for a period ending on the later of:

      1.1 the date Loewen satisfies his obligation to pay the sum of $5,000 as described in paragraph 4 of the Agreement, including any accrued interest; and

      1.2 one year from the date of this order.

    DATED at Vancouver, British Columbia, on February 16, 1999.




    Michael J. Watson
    Executive Director






    Schedule “A”
    IN THE MATTER OF THE SECURITIES ACT
    R.S.B.C. 1996, c. 418

    AND

    IN THE MATTER OF THOMAS LOEWEN


    Agreed Statement of Facts and Undertaking

    The following agreement has been reached between Thomas Loewen (“Loewen”) and the Executive Director:

    1. As the basis for the orders and undertakings referred to below, Loewen acknowledges the following facts as correct:
        TAC Investment Program
        1.1 TAC International Limited (“TACL”) is a company incorporated pursuant to the laws of the Commonwealth of the Bahamas;

        1.2 TACL does not have an office in British Columbia and is not a reporting issuer in British Columbia;

        1.3 TACL is not registered to carry on business in British Columbia;

        1.4 TACL is not registered pursuant to section 34 of the Securities Act, R.S.B.C. 1996, c. 418 (the “Act”);

        1.5 between August 1996 and August 1997, TACL developed a network of investment consultants who acted as sales persons in British Columbia;

        1.6 TACL, through investment consultants, including Loewen (as described below), promoted an investment program in British Columbia which involved trading in bank debentures or instruments which required an investor to incorporate an international business corporation (“IBC”);

        1.7 TACL would facilitate an investor incorporating an IBC at a cost of $1,500 (US). TACL would then loan $1,500 (US) to the investor’s IBC which money was then purportedly pooled by TACL with the money of other investors in order to invest in a bank debenture trading program;

        1.8 investors were told:
            1.8.1 the $1,500 (US) loan from TACL was to be repaid in 12 months;

            1.8.2 the loan was interest free and, further, the loan was to be repaid through profits generated through the investment in bank debentures; and

            1.8.3 TACL advised investors that the loan would not be repayable if the investment in the bank debenture trading program failed;

        1.9 participation in the bank debenture trading program offered by TACL to investors in British Columbia is trading in a security as that term is defined in section 1 of the Act;

        1.10 TACL represented to investors that returns on the investment of $1,500 (US) would be 40% in the forty-five (45) days after investment and 60% in every forty-five (45) day period thereafter;

        1.11 investment consultants were to earn a commission for recruiting other investors, which was 30% of the initial IBC fee of $1,500 (US) and commission on any profit generated by the investor’s IBC through trading in the bank debenture trading program;

        1.12 TACL developed a network of regional, provincial, national and international vice presidents who were individuals to whom investment consultants reported;

        1.13 during the time of the operation of its investment program in British Columbia, TACL recruited approximately 171 investors in British Columbia and raised at least $256,000 (US) from investors in British Columbia;

        Role of Thomas Loewen

        1.14 Loewen became involved with TACL in or about August 1996;

        1.15 Loewen was recruited to be an investment consultant for TACL in the Fraser Valley region of British Columbia;

        1.16 Loewen sold IBCs to at lease four British Columbia investors;

        1.17 Loewen is not now, nor has he ever been, registered to trade in securities under section 34 of the Act; and

        1.18 Loewen’s involvement with TACL constituted trading in securities in the Province of British Columbia. These trades were distributions as they were trades in securities not previously issued to the public. As Loewen was not registered, and as no prospectus or preliminary prospectus regarding the securities had been filed with the Commission and receipts obtained for them, and as no exemptions were available for the trades, the actions of Loewen contravened sections 34 and 61 of the Act.
    2. Loewen consents to an order by the Executive Director (the “Order”) that:
        2.1 under section 161(1)(c) of the Act, any or all of the exemptions described in sections 44-47, 74, 75, 98 or 99 of the Act do not apply to Loewen for a period ending on the later of:
            2.1.1 the date Loewen satisfies his obligation in paragraph 4 below, including any accrued interest; and

            2.1.2 one year from the date of the Order.
    3. Loewen undertakes to comply with the Act and the Securities Rules, B.C. Reg. 194/97 and all applicable regulations, policies and guidelines.

    4. Loewen undertakes to pay the Commission the sum of $5,000 by March 31, 1999, consisting of $2,0000 in investigation costs and $3,000 in administrative penalty.

    5. Loewen 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 any related orders.



    DATED at Vancouver, British Columbia, on February 9, 1999.

      Mary Loewen_____________)
      Witness Name (please print))
      )
      “Mary Loewen”___________)“Thomas Loewen”
      Witness Signature)
      11070 McSween Rd.______)
      Chilliwack, BC V2P 6H5___)
      Address)
      _______________________)
      Occupation)

      DATED at Vancouver, British Columbia, on February 9, 1999.



      Michael J. Watson
      Executive Director