BCSC

Settlements

STANLEY STEVEN ROSS [Sec. 161]

BCSECCOM #:	Document Type: Sec. 161
Published Date: 1999-07-23	Effective Date: 1999-07-19
Details:

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

AND

IN THE MATTER OF STANLEY STEVEN ROSS

Order Under Section 161

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

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

1. under section 161(1)(d) of the Securities Act, R.S.B.C. 1996, c. 418 (the “Act”), Ross be prohibited from becoming or acting as a director or officer of any reporting issuer (as defined under the Act), or of any issuer that provides administrative, consulting or management services to a reporting issuer (as defined under the Act), for a period of 7 years from the date of the Order;

2. under section 161(1)(d) of the Act, Ross be prohibited from engaging in investor relations activities relating to reporting issuers, as defined under the Act, for a period of 7 years from the date of the Order; and

3. under section 161(1)(c) of the Act, the exemptions described in sections 45 to 47, 74, 75, 98 or 99 of the Act do not apply to Ross for a period of 7 years from the date of the Order with the exception that for a period of 18 months from the date of the Order, Ross may dispose of securities he beneficially owns at the date of the Order on the following conditions:

a) before any dispositions take place, Ross must deliver a sworn declaration to the Executive Director, listing all of the securities he beneficially owns, including the location and number of the trading account in which the securities are held, as of the date of the Order;

b) all dispositions by Ross must be made through one registered dealer designated in writing by Ross and approved by the Executive Director;

c) before any such trades take place, Ross must deliver to the registered dealer a copy of the Order; and

d) Ross will instruct the registered dealer to provide the Executive Director with a copy of the confirmation slip evidencing the trade within a reasonable period of time after the date of the trade.

DATED at Vancouver, British Columbia, on July 19, 1999.

Steve Wilson
Executive Director

SCHEDULE A

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

AND

IN THE MATTER OF STANLEY STEVEN ROSS

Agreed Statement of Facts and Undertaking

The following agreement has been reached between Stanley Steven Ross (“Ross”) and the Executive Director:

1. As the basis for the orders referred to in paragraph four and the undertakings referred to in paragraph five of this agreement, Ross acknowledges the following facts as correct:

Background

1.1 during the period between May 1, 1995, to November, 1997, (the “Relevant Period”) Ross was employed by Yorkton Securities Inc. and was a registrant under the

Securities Act, R.S.B.C. 1996, c. 418 (the “Act”);

1.2 in or about October 1998, Ross entered into a settlement agreement with the Vancouver Stock Exchange (the “Exchange”). This settlement agreement was based on the following facts:

1.2.1 Ross engaged in trading in securities of Computrex Centers Ltd., an exchange issuer, when he ought to have known of a material fact that had not yet been generally disclosed to the public, contrary to Exchange By-Law 5.01(2);

1.2.2 Ross, on occasion, had exercised discretion over a client account without obtaining written authorization from the client, contrary to Exchange Rule F.2.22(2)(a);

1.2.3 Ross was the registered representative for two accounts which were opened by a friend of Ross in the names of other people (the “Nominee Accounts”);

1.2.4 Ross came to know that his friend was using the Nominee Accounts under false names to conceal the true identity of the clients;

1.2.5 during the period from November 1993 to July 1997, there were about 938 trades executed in the Nominee Accounts, 304 of which were in the securities of Turbodyne Technologies Inc.;

1.2.6 Ross, on occasion, entered orders on behalf of the Nominee Accounts and received approximately $135,000.00 in cash benefits from the operation of the Nominee Accounts between November 25, 1993 and July 18, 1997;

1.2.7 Ross’s actions as referred to in paragraphs 1.2.3 to 1.2.6 above were in violation of Exchange By-Law 5.01(2) and Exchange Rule F.1.04; and

1.2.8 during the Relevant Period, Ross participated in a number of trades which were not effected through the VCT Trading System, contrary to Exchange Rule C.1.08; and

1.3 as a result of the settlement agreement between Ross and the Exchange, Ross agreed to the following penalties:

1.3.1 a fine in the amount of $130,000.00;

1.3.2 permanent withdrawal of Exchange approval;

1.3.3 disgorgement of profits in the amount of $135,000.00; and

1.3.4 assessment of costs in the amount of $10,000.00;

2. The conduct of Ross during the Relevant Period, as described above, was contrary to the public interest relating to trading in securities in the Province of British Columbia and constituted breaches of the Act.

3. Ross has fully co-operated with staff of the British Columbia Securities Commission in its investigation relating to these matters.

4. Based upon the facts and considerations set out in paragraphs one and three above, Ross consents to an Order (the “Order”) by the Executive Director that:

4.1 under section 161(1)(d) of the

Act, Ross be prohibited from becoming or acting as a director or officer of any reporting issuer (as defined under the Act), or of any issuer that provides administrative, consulting or management services to a reporting issuer (as defined under the Act), for a period of 7 years from the date of the Order;

4.2 under section 161(1)(d) of the

Act, Ross be prohibited from engaging in investor relations activities relating to reporting issuers, as defined under the Act, for a period of 7 years from the date of the Order; and

4.3 under section 161(1)(c) of the

Act, the exemptions described in sections 45 to 47, 74, 75, 98 or 99 of the Act do not apply to Ross for a period of 7 years from the date of the Order with the exception that for a period of 18 months from the date of the Order, Ross may dispose of securities he beneficially owns at the date of the Order on the following conditions:

4.3.1 before any dispositions take place, Ross must deliver a sworn declaration to the Executive Director, listing all of the securities he beneficially owns, including the location and number of the trading account in which the securities are held, as of the date of the Order;

4.3.2 all dispositions by Ross must be made through one registered dealer designated in writing by Ross and approved by the Executive Director;

4.3.3 before any such trades take place, Ross must deliver to the registered dealer a copy of the Order; and

4.3.4 Ross will instruct the registered dealer to provide the Executive Director with a copy of the confirmation slip evidencing the trade within a reasonable period of time after the date of the trade.

5. Ross undertakes and agrees to comply fully with the provisions of the Act and the Securities Rules, B.C. Reg. 194/97.

6. Ross 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 July 15, 1999.

“Catharine Esson”_________	)
Witness Signature	)
	)
Catharine Esson___________	)
Witness Name (Please Print)	)
1000 – 885 West Georgia Street	)
Vancouver, BC V6C 3E8____	)	“Stanley Steven Ross”
Address	)	Stanley Steven Ross
	)
Lawyer___________________	)
Occupation	)

DATED at Vancouver, British Columbia, on July 19, 1999.

Steve Wilson
Executive Director