In March 2014, a commission panel found that Alexander Anderson and Ken Chua distributed shares of Oriens Travel and Hotel Management Corp. to three B.C. residents without filing a prospectus, and for which no prospectus exemptions were available. Oriens raised proceeds of US$58,500.
In its decision, the panel found that, in distributing Oriens shares to investors, Oriens, Anderson and Chua breached the terms of a CTO against the company. Anderson and Chua were found to have made misrepresentations to the investors when they failed to advise them of the CTO.
In its sanctions decision, the panel noted that Chua, “continues to pose a risk to our investors and our markets” and that Anderson, “had a limited role in the misconduct.” The panel ordered that Chua resign any position he holds as an officer of a director of an issuer or registrant. He is banned from trading in securities, purchasing securities or exchange contracts, and from becoming or acting as a director or officer of any issuer or registrant for six years. He is also prohibited, for the same period, from becoming or acting as a registrant or promoter, from engaging in investor relations activities, and from acting in a management or consultative capacity in connection with the securities market. Chua was also ordered to pay to the commission the US$58,500 obtained as a result of his and Oriens’ misconduct. He and Oriens are jointly and severally liable for this amount. Furthermore, Chua was ordered to pay an administrative penalty of $35,000. The panel ordered that Anderson resign any position he holds as an officer of a director of an issuer or registrant (with limited exceptions). He is banned from trading in securities, purchasing securities or exchange contracts, and from becoming or acting as a director or officer of any issuer or registrant (with limited exceptions) for two years. He is also prohibited, for the same period, from becoming or acting as a registrant or promoter, from engaging in investor relations activities, and from acting in a management or consultative capacity in connection with the securities market.
¶ 19 Based on the evidence before us and the lack of any corroborating evidence regarding the use of funds, we find that not all of the investors’ funds were spent on legitimate Oriens expenses.
¶ 20 But even if we accept Chua’s evidence that the payments to him and related parties were reimbursements for their payments of legitimate Oriens expenses, that does not alter the fact that Chua took money from investors under a misrepresentation and then used some of it to pay himself and his family and recover some of their own money at the expense of the investors.
¶ 21 We therefore find that Chua was personally enriched by the investors’ funds.