Settlements

Canada Orient Resources Inc., et al. [Sec. 144]

BCSECCOM #:
Document Type:
Sec. 144
Published Date:
1993-05-07
Effective Date:
1993-05-06
Details:


IN THE MATTER OF the Securities Act, S.B.C. 1985, chapter 83
AND IN THE MATTER OF Canada Orient Resources Inc.
AND IN THE MATTER OF Joseph Ernest Hooi,
Robert Man Shing Voong, Edward Clive Ashworth,
James Arthur Barnes and Donald Lynn Whorley
Order Under Section 144
D.E. Holley
May 6, 1993

ORDER:--  WHEREAS an Agreed Statement of Facts and Undertaking was executed by Joseph Ernest Hooi ("Hooi") and the Superintendent of Brokers (the "Superintendent"), a copy of which is attached hereto as Schedule "A";

NOW THEREFORE the Superintendent, considering that it would be in the public interest to do so, orders by CONSENT:

1.that pursuant to section 144(1)(c) of the Securities Act, S.B.C. 1985, c. 83 (the "Act") the exemptions described in sections 30 to 32, 55, 58, 80 and 81 of the Act do not apply to Hooi for a period ending April 19, 2018; and
2.that pursuant to section 144(1)(d) of the Act, Hooi is prohibited from becoming or acting as a director or officer of any reporting issuer for a period ending April 19, 2018.
D.E. HOLLEY
Superintendent of Brokers

* * * * *
SCHEDULE "A"
AGREED STATEMENT OF FACTS AND UNDERTAKING

The following agreement has been reached between Joseph Ernest Hooi ("Hooi") and the Superintendent of Brokers (the "Superintendent"):

1.As the basis for the undertaking referred to in this agreement Hooi acknowledges the following facts as correct:
(a)Canada Orient Resources Inc. ("Canada Orient") is a reporting issuer incorporated in British Columbia under the Company Act, R.S.B.C. 1979, c. 59, the common shares of which were listed on the Vancouver Stock Exchange (the "Exchange") until October 2, 1991.
(b)Hooi was the President, Chief Executive Officer and a Director of Canada Orient during the period from July 30, 1987 to April 12, 1990.
(c)Robert Mah Shing Voong ("Voong") was a Director and Secretary and Treasurer of Canada Orient during the period from November 5, 1987 to April 12, 1990.
(d)Edward Clive Ashworth ("Ashworth") was the beneficial owner of several mineral claims which were purchased by Canada Orient in three separate transactions pursuant to agreements dated January 31, 1989, February 27, 1989 and March 27, 1989 (collectively the "Ashworth Transactions").
(e)James Arthur Barnes ("Barnes") was the beneficial owner of a mineral claim which was purchased by Canada Orient pursuant to an agreement dated July 31, 1989 (the "Barnes Transaction").
(f)Donald Lynn Whorley ("Whorley") was the beneficial owner of a mineral claim which was purchased by Canada Orient pursuant to an agreement dated July 26, 1989 (the "Whorley Transaction");
(g)Hooi and Voong caused Canada Orient to enter into the Ashworth, Barnes and Whorley Transactions for consideration which for each transaction was disclosed to the public as including cash or a royalty interest and 100,000 shares of Canada Orient (the "Canada Orient Shares").
(h)In each of the Ashworth Transaction, Barnes and Whorley Transactions there was an undisclosed collateral agreement whereby the majority of the Canada Orient Shares were immediately endorsed and returned by Ashworth, Barnes and Whorley or their nominees to the benefit of Hooi and Voong (the "Collateral Agreements").
(i)The Ashworth, Barnes and Whorley Transactions together with the Collateral Agreements constituted a scheme (the "Scheme") relating to a trade or acquisition of Canada Orient Shares which perpetrated a fraud in connection with the securities of Canada Orient.
(j)Hooi directly or indirectly engaged in the Scheme with Voong, Ashworth, Barnes and Whorley when he knew or ought to have known that the Scheme would perpetrate a fraud in connection with Canada Orient.
(k)Hooi obtained personal benefits from the Canada Orient Shares he received through the Scheme;
(l)While Hooi was an insider of Canada Orient he filed certain insider reports which misrepresented his trading in and beneficial ownership of securities of Canada Orient.
(m)While Hooi was an insider of Canada Orient he failed to file certain insider reports.
2.Hooi was convicted of one Count of giving secret commissions contrary to a s. 426(3) of the Criminal Code of Canada. Hooi was convicted on May 25, 1992 by His Honour Judge R.J. Lemiski and received a $22,000.00 fine. The facts giving rise to the conviction involved the Scheme.
3.Hooi consents to an Order under s. 144(1)(c) of the Securities Act, S.B.C. 1985, c. 83 (the "Act") that the exemptions described in sections 30 to 32, 55, 58, 80 and 81 do not apply to him for a period of twenty five (25) years from the date of this agreement.
4.Hooi consents to an Order under s. 144(1)(d) that he be prohibited from becoming or acting as a director or officer of any reporting issuer for a period of twenty five (25) years from the date of this agreement.
5.Hooi agrees and undertakes to pay the sum of $10,000.00 to the Minister of Finance and Corporate Relations of the Province of British Columbia.
6.Hooi waives any right he may have, under the Act or otherwise, to a hearing, hearing and review, judicial review or appeal related to, in connection with or incidental to this agreement and the related Orders.
DATED at the City of Vancouver, in the Province of British Columbia, this 19th day of April, 1993.

Witness:

ANDREW G. STRANG)
Smart & Williams)____________________
Suite 990 - 840 Howe Street)"JOSEPH ERNEST HOOI"
Vancouver, B.C.)
DATED at the City of Vancouver, in the Province of British Columbia, this 19th day of April, 1993.

D.E. HOLLEY
Superintendent of Brokers