BCSC panel sanctions two people for false or misleading statements on mining estimate
Vancouver – The head of a mineral exploration company and a geoscientist must pay the B.C. Securities Commission (BCSC) a total of $242,000 in penalties for making false or misleading statements.
James Arthur Robert Voisin of Ontario, the former president and CEO of QcX Gold Corp., must pay a $130,000 administrative penalty, plus an additional $36,790 for the money he obtained through illegal insider trading.
The geoscientist, John Charles Archibald of Victoria, was ordered pay a $75,000 administrative penalty.
In 2014, QcX – formerly known as First Mexican Gold Corp. – obtained a quick, non-compliant overview of the gold and silver resources on its property in Sonora State, Mexico from an experienced mining engineer. The company told the engineer the estimate would not be used publicly.
Voisin then asked Archibald to prepare a technical report for QcX. Archibald, who had no experience calculating or estimating mineral resources, included the engineer’s estimate in the report without her knowledge.
QcX later obtained two further estimates on the mineral reserves, neither of which were disclosed in a timely way and both of which were significantly lower than the first estimate contained in the technical report.
In April 2022, a BCSC panel found that QcX and Voisin:
- made false or misleading statements by filing a technical report and representing that it complied with National Instrument (NI) 43-101, Standards of Disclosure for Mineral Projects, despite the fact that it didn’t
- breached several sections of the same NI, and
- violated continuous disclosure requirements in the Securities Act by failing to disclose the two estimates.
The panel found that Archibald made false or misleading statements about the preparation of the technical report and his qualifications to prepare the report under NI 43-101.
In addition, the panel found that Voisin committed illegal insider trading when he sold shares of QcX 121 days before the company publicly remedied its significantly deficient disclosure about its gold and silver reserves. At the time of the misconduct, the company was a reporting issuer in B.C. that traded on the TSX Venture Exchange and the Frankfurt Stock Exchange.
In its sanctions decision, the panel said Voisin and Archibald showed a willingness to circumvent rules and standards designed to protect the investing public from misleading information. It concluded that significant prohibitions against their participation in public markets are justified to protect the public.
“Voisin, as a director and the CEO of an issuer, and Archibald, as a professional engineer, should have stood as gatekeepers to uphold the relevant standards,” the panel said. “Instead they did the opposite.”
Voisin, 65, whom the panel described as the “decision-maker” for most of the misconduct, is permanently prohibited from trading in or purchasing any securities or derivatives except for his own accounts through a registered dealer, and from holding promotional, management or advisory roles in the securities or derivatives markets.
Archibald, 75, is prohibited from trading in or purchasing any securities or derivatives except for his own accounts for 10 years, and must also not hold promotional, management or advisory roles in the securities or derivatives markets during that time.
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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