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BCSC imposes market ban for concealing involvement in shell companies

2019/21
April 3, 2019

 Vancouver – A British Columbia Securities Commission (BCSC) panel has imposed a market ban on a man after finding that he engaged in conduct that was abusive to the capital markets.

Matthew John Hamilton must resign any position he holds as a director or officer of an issuer or registrant, and is prohibited for seven years from taking any such role. He also is barred for seven years from trading in or purchasing securities or exchange contracts, except under limited circumstances; relying on any exemptions of the B.C. Securities Act; becoming or acting as director or officer a registrant or promoter; acting in a management or consultative capacity in the securities market; or engaging in investor relations activities.

Hamilton created a publicly-traded shell company, Guru Health Inc., that traded on the OTC Bulletin Board in the U.S. He concealed his control over Guru by installing nominee directors and officers, and prepared and filed false disclosure documents with securities regulators. He concealed his identity from critical gatekeepers in the capital markets when doing company business and provided them with fabricated records, and created the false impression that trades in Guru shares had occurred with 27 investors, when all shares were actually paid for by Hamilton and a business partner. He then secretly sold his control of Guru.

The panel called Hamilton’s actions an “extended, premeditated scheme to deceive the capital markets as to the true ownership and control of Guru.” Although there was no evidence of specific harm to investors, the panel said Hamilton was enriched by the misconduct, and that such deception causes “significant harm to our capital markets.”

About the British Columbia Securities Commission (www.bcsc.bc.ca)  

The British Columbia Securities Commission is the independent provincial government agency responsible for regulating capital markets in British Columbia through the administration of the Securities Act. Our mission is to protect and promote the public interest by fostering:

  • A securities market that is fair and warrants public confidence
  • A dynamic and competitive securities industry that provides investment opportunities and access to capital

Media Contact:
Brian Kladko
604-899-6713

Public inquiries:
604-899-6854 or 1-800-373-6393 (toll free)

inquiries@bcsc.bc.ca

Learn how to protect yourself and become a more informed investor at www.investright.org


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