BCSC issues temporary orders against three B.C. residents and offshore companies they are promoting
Vancouver – The B.C. Securities Commission (BCSC), as part of a coordinated U.S.-Canada enforcement action, has issued a temporary order against three B.C. residents and several related internationally-based companies to stop the promotion of an investment product called “MetaCertificates.”
MetaCertificates show many of the typical signs of fraud, and investors have recently experienced unexpected losses and problems receiving promised returns. The BCSC has evidence suggesting that a significant number of B.C. investors have purchased MetaCertificates.
MetaCertificates and other investment products are being promoted through a multi-level marketing network, which provides commissions to promoters for purchases resulting from their referrals.
The temporary order against Haidy Nitsa Nakos, Tanya Sue Cloete, James Bruce Gardiner, who BCSC staff believe are B.C. promotors of MetaCertificates, and GSB Gold Standard Bank Ltd. (doing business as GSPartners), GSB Gold Standard Corporation AG and Swiss Valorem Bank Ltd., prohibits them from engaging in promotional activities by or on behalf of GSPartners.
The order also prohibits:
- Nakos, Cloete, Gardiner and GSPartners and its related entities from disseminating to the public, or authorizing the dissemination to the public, any information or record relating to securities of GSPartners, and
- The trading of securities of GSPartners.
Similar enforcement actions are being taken by securities regulators in the U.S., including the Texas State Securities Board, the California Department of Financial Protection and Innovation, the Washington State Department of Financial Institutions, the Kentucky Department of Financial Institutions and the Alabama Securities Commission. The BCSC posted GSPartners and related entities on its Investment Caution List in May, and the Québec Autorité des marchés financiers, the Alberta Securities Commission, the Financial and Consumer Affairs Authority of Saskatchewan and the Ontario Securities Commission, issued similar warnings from March to July 2023.
Evidence obtained by the BCSC indicates that MetaCertificates have terms of 18 months to 36 months, and different prices, payout structures and attributes. GSPartners and its promoters say that MetaCertificates generate returns from trading or through investments in various industries, including real estate, financial technology, renewables, gaming and supplements, and pay a weekly return of 2.5 per cent to 4.15 per cent on the value of the MetaCertificates, and a quarterly return of up to 18 per cent or more on investments loaded onto the MetaCertificates.
Staff are concerned that the high and consistent returns touted in promotions of GSPartners and MetaCertificates are unlikely or impossible to achieve through legal means, and is a common sign of investment fraud. Other warning indicators include:
- Little mention of specific risks
- Secretive and complex strategies and fee structures
- Complicated jargon, language and reference to new technology that is difficult to understand and projects a veneer of expertise and authority
- Investment in offshore companies, and
- Promotion of the investment through multi-level marketing networks.
In addition, GSPartners and the other related entities identified are not registered under the Securities Act or with any other Canadian securities regulator, and have not filed a prospectus, preliminary prospectus, offering memorandum or a report of exempt distribution. Nakos, Cloete and Gardiner are not registered under the Act or with any other Canadian securities regulator.
BCSC staff are concerned that the individuals and the companies may be engaged in illegal distribution of securities, fraud, illegal trading of securities, and making representations that are false or misleading.
GSB Gold Standard Bank Ltd. describes itself as a company licensed under the East African country of the Union of the Comoros; Swiss Valorem Bank Ltd. describes itself as licenced in Kazakhstan. GSB Gold Standard Corporation AG is incorporated in Germany.
The BCSC’s Executive Director has issued the temporary orders, which expire December 1, because waiting for a hearing before commissioners would be prejudicial to the public interest.
About the B.C. Securities Commission (www.bcsc.bc.ca)
The B.C. 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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