Settlements

Braman Management Limited, et al. [Agreed Statement]

BCSECCOM #:
Document Type:
Agreed Statement
Published Date:
1989-03-16
Effective Date:
1989-03-16
Details:


IN THE MATTER OF The Securities Act, S.B.C. 1985, c. 83,
as amended
AND IN THE MATTER OF Braman Management Limited
AND IN THE MATTER OF Fred Siebolt Hofman Sr. and Andre Meijer
Order
J.M.P. McCall
March 16, 1989

STATUTES CITED:

Securities Act, S.B.C. 1985, c. 83, as am., ss. 30, 126, 144(2), 145(1), (2).
ORDER:-- WHEREAS ao April 13, 1988 the Superintendent of Brokers (the "Superintendent") considering it would be in the public interest issued, pursuant to sections 144(2) and 145(2) of Securitie Act S.B.C. 1985, c. 83, as amended (the "Act"), an order (the "Temporary Order") which ordered:

1.under section 144(2) of the Act, that Braman Management Limited ("Braman"), Fred Siebolt Hofman Sr. ("Hofman") and Andre MEijer ("Meijer") cease trading for a period expiring at the end of April 28, 1988 in any securities held by or on behalf of any person or entity who has given Braman, Hofman or Meijer discretionary authority to make investment decisions on his or its behalf, including, but without limiting the generality of the foregoing, any securities held by or on the behalf of certain persons specified in the Temporary Order; and
2.under section 145(2) of the Act that the exemption described in section 30 of the Act does not apply to Hofman for a period expiring at the end of April 28, 1988.
AND WHEREAS on April 13, 1988 the Superintendent also gave notice of a hearing to be held before the British Columbia Securities Commission ( the "Commission") on April 28, 1988 at 10:00 a.m. to give Braman, Hofman and Meijer an opportunity to be heard before the Commission determines whether further orders should be made under section 144(1) and section 145(1) of the Act (the "Hearing").

AND WHEREAS on April 28, 1988, the Commission, by CONSENT, adjourned the Hearing to June 14, 1988 at 10:00 a.m. and further, considering it necessary and in the public interest to do so, ordered under sections 144(3) and 145(3) of the Act that the orders of April 13, 1988 under section 144 (2) and section 145(2) of the Act continue in effect until the Hearing is held and a decision rendered.

AND WHEREAS the Commission, by CONSENT, adjourned the Hearing set for June 14, 1988 to June 22, 1988.

AND WHEREAS the Commission, by CONSENT, adjourned sine die the Hearing set for June 22, 1988.

AND WHEREAS the Superintendent has made an order pursuant to section 144(1) and section 145(1) of the Act in regard to this matter and a copy of that order is attached hereto as Schedule "A".

NOW THEREFORE, the Commission, considering it in the public interest to do so, orders that the Temporary Order be vacated and that the investigation commenced with respect to the affairs of Hofman, and Braman under section 126 of the Act be terminated.

J.M.P. McCall


Schedule "A"

IN THE MATTER OF THE SECURITIES ACT
S.B.C. 1985, c. 83 AS AMENDED
AND
IN THE MATTER OF BRAMAN MANAGEMENT LIMITED
AND
IN THE MATTER OF FRED SIEBOLT HOFMAN SR.
AND ANDRE MEIJER


ORDER

WHEREAS on April 13, 1988 the Superintendent of Brokers (the "Superintendent") considering it would be in the public interest issued, pursuant to sections 144(2) and 145(2) of Securities Act S.B.C 1985, c. 83, as amended (the "Act"), an order (the "Temporary Order") which ordered:

1.under section 144(2) of the Act, that Braman Management Limited ("Braman"), Fred Siebolt Hofman ("Hofman") and Andre Meijer ("Meijer") cease trading for a period expiring at the end of April 28, 1988 in any securities held by in on behalf of any person or entity who has given Braman, Hofman or Meijer discretionary authority to make investment decisions on his or its behalf including, but without limiting the generality of the foregoing, any securities held by or on behalf of certain persons specified in the Temporary Order; and
2.under section 145(2) of the Act that the exemption described in section 30 of the Act does not apply to Hofman for a period expiring at the end of April 28, 1988.
AND WHEREAS on April 13, 1988 the Superintendent also gave notice of a hearing to be held before the British Columbia Securities Commission (the "Commission") on April 28, 1988 at 10:00 a.m. to give Braman, Hofman and Meijer an opportunity to be heard before the Commission determines whether further orders should be made under section 144(1) and section 145(1) of the Act (the "Hearing").

AND WHEREAS on April 28, 1988, the Commission, by CONSENT, adjourned the Hearing to June 14, 1988 at 10:00 a.m. and further, considering it necessary and in the public interest to do so, ordered under sections 144(3) and 145(3) of the Act that the orders of April 13, 1988 under sections 144(2) and 145(2) of the Act continue in effect until the Hearing is held and a decision rendered.

AND WHEREAS the Commission, by CONSENT, adjourned the Hearing set for June 14, 1988 to June 22, 1988.

AND WHEREAS the Commission, by CONSENT, adjourned the Hearing set for June 22, 1988 sine die.

AND WHEREAS Hofman and Braman and the Superintendent have signed an Agreed Statement of Facts, Agreements and Undertaking, a copy of which is attached as Exhibit "A" to this Order;

NOW THEREFORE, the Superintendent , considering it in the public interest to do so, orders:

1.that, pursuant to section 144(1) of the Act, Hofman and Braman cease trading securities on behalf of any persons who have given Hofman or Braman discretionary authority to trade in securities on their behalf for the period commencing from the date of this Order and continuing indefinitely; and
2.that, subject to the Agreed Statement of Facts, Agreement and Undertaking, pursuant to section 145(1) of the Act, the exemptions contained in sections 30 to 32, 55, and 81 of the Act do not apply to Hofman or Braman for a five year period commencing February 27, 1989 and expiring at the end of February 26, 1994.
Dated February 27, 1989 at Vancouver, British Columbia.

N. de GELDER
Superintendent of Brokers


IN THE MATTER OF THE SECURITIES ACT
S.B.C. 1985, c. 83, AS AMENDED
AND
IN THE MATTER OF BRAMAN MANAGEMENT LIMITED
AND
IN THE MATTER OF FRED SIEBOLT HOFMAN SR.
AND ANDRE MEIJER


AGREED STATEMENT OF FACTS
AGREEMENT AND UNDERTAKING

The following agreement has been reached between Braman Management Limited ("Braman") and Fred Siebolt Hofman Sr. ("Hofman") and the Superintendent of Brokers (the "Superintendent"):

AGREED STATEMENT OF FACTS

1.  As a basis for the removal of trading exemptions of Hofman and Braman and other matters set forth in the Order (as hereinafter defined), Hofman and Braman acknowledge that the facts set forth in this paragraph are correct:

(a)at all relevant times Hofman and Braman were not registered under section 20(1) of the Securities Act, S.B.C. 1985, c. 83, as amended (the "Act");
(b)at all relevant times Braman was and it still is a company incorporated under the Company Act, R.S.B.C. 1979, c. 59, as amended;
(c)at all relevant times the directors and officers of Braman were:
   (i) Hofman - director and President, (ii) Andre Meijer - director and Secretary, and (iii) Hestra P. Hofman - director;
(d)at all relevant times Hofman and Meijer were and they still are the sole members of Braman;
(e)at all relevant times Hofman was and he still is a certified general accountant;
(f)for aperiod in excess of 12 years, Hofman and Braman acted as advisors and, in particular, acted as "portfolio managers" as those terms are defined in section 14 of the Securities Act Regulation B.C. Reg. 270/86, as amended;
(g)in carrying out the activities described in subparagraph (f), Hofman and Braman acted at any one time, for in excess of 61 persons, whose names have been provided to the Superintendent, by managing personal or RRSP accounts for such persons through discretionary trading authority granted to them to make investment decisions;
(h)by carrying out the activities described in subparagraph (f), Braman and Hofman were acting contrary to section 20 of the Act by acting as advisors without being registered to do so; and
(i)the registration exemption described in section 30 of the Act, did not, at any relevant time, apply to Hofman, as the performance of services as an advisor was not solely incidental to his principal business of occupation as an accountant.
AGREEMENT AND UNDERTAKING

2.  Hofman and Braman hereby consent to an order of the Superintendent pursuant to sections 144(1) and 145(1) of the Act in the form of order attached hereto as Schedule "A" (the "Order").

3.  Hofman and Braman hereby consent to an order of the British Columbia Securities Commission in the order attached hereto as Schedule "B" (the "Commission Order").

4.  Hofman and Braman each undertake never to apply to the Superintendent acknowledges that:

(a)Hofman and Braman may rely on the exeptions described in paragraph 2 of the Order with respect to any securities owned directly or indirectly by Hofman or Braman as of the date hereof (a copy of a list of such securities having been provided to the Superintendent herewith) provided that Hofman or Braman, as the case may be, gives the Superintendent notice of an intended trade and the Superintendent does not object to such trade within three business days of receipt of such notice; and
(b)Hofman may perform the services of an advisor for his accounting clients where such services are solely incidental to his principal business or occupation as an account provided that:
(i)neither Hofman nor any company controlled directly or indirectly by him shall have a power of attorney, trading authority or any control whatsover over any accounts of any such clients.
(ii)all such clients must deal directly with a registrant for the purposes of effecting trades in any securities.
(iii)all statements of account of such clients must be sent by the registant to those clients directly, and
(iv)Hofman shall not recommend the securities of any specific exchange issuer to such clients.
7.  The Superintendent acknowledges that nothing in the Order shall prohibit Hofman from acting as a trustee of any family trust or other trust in existence as of the date hereof (a list of such trusts having been provided to the Superintendent) and further nothing in the Order shall prohibit Hofman from acting as an executor, adminstrator ot trustee pursuant to any other kind of trust, he shall first obtain the written consent of the Superintendent or the Commission.

8.  Braman and Hofman collectively agree to pay to the Minister of Finance for the Province of British Columbia, upon issuance of the Order and the Commission Order, the sum of $50,000 as a deferral of the Superintendent's costs in this matter.

9.  Braman and Hofman each waive their rights to an appeal to the Court of Appeal of British Columbia pursuant to section 149 of the Act in connection with the Order and the Commission Order.

10.  The Superintendent hereby agrees that this Agreed Statement of Facts, Agreement and Undertaking and the Order are the only sanctions to be impossed upon Hofman and Braman under the Act with respect to the matters set out in the Agreed Statement of Facts, provided however, that nothing herein shall prohibit the Superintendent from considering and dealing with any matter not set out in the Agreed Statement of Facts or any ne complaint brought to the Superintendent's attention in respect of Hofman or Braman.

Dated at Vancouver, British Columbia, this 17th day of February, 1989.

Braman Management Limited
Per: F.S. HOFMAN
F.S. HOFMAN _________________________ Fred Siebolt Hofman, Sr.
N. de GELDER _________________________ Neil de Gelder Superintendent of Brokers