Settlements

JOHN CERKA [Sec. 161 & Agreed Stmt]

BCSECCOM #:
Document Type:
Sec. 161 & Agreed Stmt
Published Date:
1997-10-24
Effective Date:
1997-10-16
Details:


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

AND

IN THE MATTER OF JOHN CERKA


Order Under Section 161


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

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”), the exemptions described in any of sections 44 to 47, 74, 75, 98 and 99 of the Act do not apply to Cerka for a period of one year from the date of this order; and

2. under section 161(1)(d) of the Act, Cerka is prohibited from becoming or acting as a director or officer of any reporting issuer for a period ending on the later of:
      (a) the date Cerka satisfies his obligation described in paragraph 3(b) of the Agreed Statement;

      (b) the date Cerka completes a course of study satisfactory to the Executive Director concerning public companies and the duties and responsibilities of directors and officers of public companies; and

      (c) one year from the date of this order.

DATED at Vancouver, British Columbia, on October 16, 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 JOHN CERKA

Agreed Statement of Facts and Undertaking


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

1. As the basis for the order and undertakings in paragraphs 2 and 3 of this agreement, Cerka acknowledges the following facts as correct:
      (a) International Silver Ridge Resources Inc. (“Silver Ridge”) is an exchange issuer incorporated under the Company Act, R.S.B.C. 1996, c. 62;

      (b) Silver Ridge became a reporting issuer on February 1, 1985;

      (c) Cerka has been a director of Silver Ridge since June 25, 1990;

      (d) on May 2, 1997, Cerka informed staff of the British Columbia Securities Commission of his failure to comply with section 87(4) of the Securities Act, R.S.B.C. 1996, c. 418 (the “Act”), and filed insider reports disclosing for the first time his balance of securities held in Silver Ridge, and the following changes in his beneficial ownership of the securities of Silver Ridge, during the period from July 1, 1991 to date:
          (i) during 1992, Cerka:
            • acquired 175,000 shares of Silver Ridge by way of a debenture conversion to shares; and
            • sold 175,000 shares by way of a private transaction;
          (ii) during 1993, Cerka:
            • acquired options to purchase 35,000 shares;
            • purchased 35,000 shares by exercising options;
            • sold 35,000 shares through the Vancouver Stock Exchange (the “Exchange”);and
            • purchased under an exempt offering 74,712 shares and warrants;
          (iii) during 1994, Cerka:
            • purchased and sold a total of 29,500 shares through the Exchange;
            • purchased under two exempt offerings 77,500 and 37,083 shares and warrants;
            • acquired 36,462 shares as compensation for services; and
            • allowed warrants to purchase 74,712 shares expire;
          (iv) during 1995, Cerka:
            • purchased and sold a total of 99,583 shares through the Exchange; and
            • purchased 37,083 shares by exercising warrants; and
          (v) during 1996, Cerka:
            • sold 5,000 shares through the Exchange; and
            • purchased under an exempt offering 156,250 shares and warrants;
          (collectively, the “Transactions”); and

      (e) Cerka’s direct or indirect beneficial ownership of, or control or direction over, Silver Ridge shares has not changed, other than as disclosed above, since July 1, 1991.
2. In respect of his failure to disclose the Transactions in compliance with section 87(4) of the Act, Cerka consents to an order of the Executive Director (the “Order”) that:
      (a) under section 161(1)(c) of the Act, the exemptions described in any of sections 44 to 47, 74, 75, 98 and 99 do not apply to Cerka for a period of one year; and

      (b) under section 161(1)(d) of the Act, Cerka is prohibited from becoming or acting as a director or officer of any reporting issuer for a period eending on the later of:
          (i) the date Cerka satisfies his obligation described in paragraph 3(b) below;

          (ii) the date Cerka completes a course of study satisfactory to the Executive Director concerning public companies and the duties and responsibilities of directors and officers of public companies; and

          (iii) one year from the date of the Order.
3. Cerka consents and undertakes to:
      (a) comply with the provisions of the Act and the Securities Rules, R.B.C. Reg. 194/97, from the date of this agreement; and

      (b) pay to the British Columbia Securities Commission the sum of $1,000 and late filing fees in the amount of $750.
4. Cerka 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 24, 1997.




S. Sobolewski__________________)
Witness (Please print))
Barrister & Solicitor_____________)______________________
1600 Stock Exchange Tower)John Cerka
609 Granville Street, P.O. Box 10068)
Vancouver, BC V7Y 1C3________)
Address)

DATED at Vancouver, British Columbia, on October 16, 1997.





Paul C. Bourque
Executive Director
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