Notices of Hearing & Temporary Orders

CAPRICORN COMMUNICATIONS CORP., et. al. [Sec. 161]

BCSECCOM #:
2000 BCSECCOM 44
Document Type:
Sec. 161
Published Date:
2000-09-18
Effective Date:
2000-09-08
Details:


2000 BCSECCOM 44


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

AND

IN THE MATTER OF CAPRICORN COMMUNICATIONS CORP.

AND

IN THE MATTER OF RICHARD FENNER


Notice of Hearing Under Section 161

[para 1]
TAKE NOTICE that a hearing will be held (the “Hearing”) to give the Respondents, Capricorn Communications Corp. and Richard Fenner, an opportunity to be heard, before the British Columbia Securities Commission considers whether it is in the public interest:

1.1 to order under section 161(1)(c) of the Securities Act, R.S.B.C. 1996, c. 418 that any or all of the exemptions described in sections 44 to 47, 74, 75, 98 or 99 of the Act do not apply to the Respondents;
    1.2 to order under section 161(1)(d) of the Act that Fenner resign any position he holds as a director or officer of any issuer and be prohibited from becoming or acting as a director or officer of any issuer;

    1.3 to order under section 161(1)(d) of the Act that Fenner be prohibited from engaging in investor relations activities;

    1.4 to order under section 162 of the Act that the Respondents pay an administrative penalty;

    1.5 to order under section 174 of the Act that the Respondents pay the prescribed fees or charges for the costs of or related to the Hearing; and

    1.6 to make any other orders the Commission deems appropriate in the circumstances.

    [para 2]
    AND TAKE NOTICE that the Commission will be asked to consider the following facts and allegations in making its determinations:
      2.1 Capricorn is incorporated under the Company Act, R.S.B.C. 1996, c. 62.

      2.2 Capricorn is not a reporting issuer under the Act.

      2.3 Fenner is a director of Capricorn, and resides in British Columbia.

      2.4 Fenner is not currently and has never been registered in any capacity under the Act.

      2.5 During the period from on or about the summer of 1996 to February 1997 (the “Relevant Period”), Capricorn and Fenner distributed the securities of Capricorn. The distributions were made without registration, without filing or obtaining a receipt for a prospectus, and without an applicable exemption from the registration and prospectus requirements of the Act, contrary to sections 34(1) and 61(1) of the Act.

      2.6 During the Relevant Period, Fenner made representations, while engaging in investor relations activities or with the intention of effecting a trade, that the securities of Capricorn would be repurchased at a future date if they did not reach a particular value, contrary to section 50(1)(a) of the Act.

      2.7 During the Relevant Period, Fenner made further representations, while engaging in investor relations activities or with the intention of effecting a trade, that the securities of Capricorn would be listed and posted for trading on an exchange or that an application would be made to list and post the securities of Capricorn for trading on an exchange, contrary to section 50(1)(c) of the Act.
        [para 3]
        AND TAKE NOTICE that the Respondents may be represented by counsel at the Hearing and make representations and lead evidence. The Respondents are requested to advise the Commission of their intention to attend the Hearing by contacting the Secretary of the Commission at 1200 - 865 Hornby Street, Vancouver, British Columbia, V6Z 2H4;

        [para 4]
        AND TAKE NOTICE that the Respondents are required to attend at the 7th Floor Hearing Room, 865 Hornby Street, Vancouver, British Columbia, on Wednesday, October 4, 2000, at 9:00 a.m., if they wish to be heard before the Commission fixes a date for the Hearing;

        [para 5]
        AND TAKE NOTICE that the Commission may make determinations in this matter if the Respondents or their counsel do not appear at the Hearing.


        [para 6]
        DATED at Vancouver, British Columbia, on September 8th, 2000.






        Steve Wilson
        Executive Director