BCSC panel sanctions man and microloan company for selling securities without a prospectus
Vancouver - A British Columbia Securities Commission (BCSC) panel has ordered temporary market bans against Afshin Ardalan and Flexfi Inc. for distributing securities without a prospectus. The panel also ordered that Ardalan pay an administrative penalty.
Flexfi (formerly known as CC Cornerstone Credit Ltd.) is in the business of providing microloans to clients who have little or no access to bank loans. Ardalan is Flexfi's president and sole director.
The panel found that Flexfi sold 52 securities to investors for total proceeds of $2.2 million without filing a prospectus and without an available exemption from the prospectus requirement. The panel also found that as Flexfi's president and sole director, Ardalan is liable for Flexfi's contraventions of the Securities Act. At the hearing, the respondents admitted liability for their breaches of the Act.
The panel noted that although there was no evidence that the respondents intended to breach securities laws, "the investigations that [Ardalan] made to determine the applicability of those laws to Flexfi's financings were insufficient and suggest a recklessness or carelessness to compliance with securities laws."
For his misconduct, Ardalan is ordered to resign any position he holds as a director or officer of an issuer or registrant (except for Flexfi) and ordered to pay an administrative penalty of $40,000.
Ardalan is also banned from trading in or purchasing any securities or exchange contracts (with limited exceptions); relying on any of the exemptions set out in the Securities Act, the regulations, or a decision; from becoming or acting as a director or officer of any issuer or registrant (with limited exceptions); becoming or acting as a registrant or promoter; acting in a management or consultative capacity in connection with activities in the securities market; and engaging in investor relations activities. Ardalan's bans are to remain in effect until the later of the date he pays his administrative penalty and May 24, 2022.
Flexfi is banned from trading in or purchasing any securities or exchange contracts; relying on any of the exemptions set out in the Securities Act, the regulations, or a decision; becoming or acting as a registrant or promoter; acting in a management or consultative capacity in connection with activities in the securities market; and engaging in investor relations activities until May 24, 2022.
You may view the decision on our website, www.bcsc.bc.ca, by typing Flexfi Inc., Afshin Ardalan or 2018 BCSECCOM 166 in the search box. Information about disciplinary proceedings can be found in the Enforcement section of the BCSC website.
Please visit the Canadian Securities Administrators' (CSA) Disciplined List for information relating to persons and companies disciplined by provincial securities regulators, the Investment Industry Regulatory Organization of Canada (IIROC) and the Mutual Fund Dealers Association of Canada (MFDA).
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
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