Order

Kenneth Dean Chung

Securities Act, RSBC 1996, c. 418 (the Act)

1. under section 161(1)(d)(i) of the Act, Chung resign any position that he holds as a director or officer of an issuer or registrant;

2. under section 161(1)(d)(ii) of the Act, Chung is prohibited from becoming or acting as a director of officer of any issuer or registrant for a period of 5 years;

3. under section 161(1)(d)(iv) of the Act, Chung is prohibited from acting in a management or consultative capacity in connection with activities in the securities market for a period of 5 years;

4. under section 161(1)(d)(v) of the Act, Chung is prohibited from engaging in investors relations activities for a period of 5 years; and

5. under section 161(1)(e)(ii) of the Act, Chung is required to disseminate to the public, any information or record relating to the affairs of 0804469 necessary for investors to claim their investments in 0804469 as a loss on their income taxes.

1. 0804469 B.C. Ltd. (0804469) was a British Columbia-based non-reporting issuer that was incorporated on October 3, 2007, and was dissolved from the corporate registry on September 26, 2011.

2. 0804469 is defunct.

3. 0804469 never filed a prospectus or made any exempt distribution filings with the Commission.

4. Chung was at all relevant times a resident of British Columbia and the sole director of 0804469.

5. Chung has never been registered under the Act.

Misconduct
Illegal Distribution
6. Between March and July of 2008, Chung distributed securities of 0804469 to four individual investors by issuing promissory notes in the amount of $100,000 each for proceeds totaling $400,000, in order to raise capital for 0804469. The four investors were all residents of British Columbia.

7. 0804469 sought to raise capital for the purpose of the development of a real estate project in Kelowna, British Columbia (the Development).

8. The promissory notes offered investors a 20% per annum return on their money. The promissory notes had a term of six months.

9. The Development fell apart as a result 0804469’s inability to obtain additional financing for the project as a result of the financial crisis in effect in late 2008.

10. Chung invested over $100,000 of his own money in 0804469, and did not recover any of his investment.

11. By distributing and trading the securities of 0804469 without having filed a prospectus and without an exemption from the registration and prospectus requires of the Act, Chung breached section 34 and 61 of the Act.

Public Interest
12. It is in the public interest that the Executive Director issue orders under section 161 of the Act.

1. under section 161(1)(d)(i) of the Act, Chung resign any position that he holds as a director or officer of an issuer or registrant;

2. under section 161(1)(d)(ii) of the Act, Chung is prohibited from becoming or acting as a director of officer of any issuer or registrant for a period of 5 years;

3. under section 161(1)(d)(iv) of the Act, Chung is prohibited from acting in a management or consultative capacity in connection with activities in the securities market for a period of 5 years;

4. under section 161(1)(d)(v) of the Act, Chung is prohibited from engaging in investors relations activities for a period of 5 years; and

5. under section 161(1)(e)(ii) of the Act, Chung is required to disseminate to the public, any information or record relating to the affairs of 0804469 necessary for investors to claim their investments in 0804469 as a loss on their income taxes.