The Alberta Securities Commission (ASC) has fined an Edmonton man and his two companies $200,000 for illegally trading securities, engaging in illegal distributions and making untrue statements to investors.

The ASC found that Neil Lymer, Tri-Corp Canada Investments Inc. and 1351368 Alberta Ltd. raised at least $3.1 million from sales of promissory notes to approximately 55 investors resident in Alberta and elsewhere. The notes stipulated interest to be payable monthly at from 6% to 24% per year.

Lymer was the sole director, officer, voting shareholder and directing mind of both companies.

The notes financed expansion of Lymer’s network of companies. Earnings from the various businesses were supposed to fund the interest payable on the notes. However, according to the Statement of Admissions, over-expansion and economic downturn resulted in the companies being unable to meet their debt obligations, the companies collapsing and their assets being lost.

The ASC found that Lymer and the two companies illegally traded or dealt in securities, engaged in illegal distributions of securities, made materially misleading or untrue statements to investors and prospective investors, and acted contrary to the public interest. These findings were consistent with admissions made by the respondents.

As a result, an ASC panel ordered that:

  • Lymer be banned, until October 1, 2029, from trading in or purchasing securities, using exemptions under Alberta securities laws, acting as a director or officer of any issuer, and acting in a management or consultative capacity in connection with activities in the securities market;
  • Tri-Corp Canada Investments Inc. and 1351368 Alberta Ltd. be permanently banned from trading in or purchasing securities and using exemptions under Alberta securities laws; and
  • the respondents pay, jointly or individually, an administrative penalty of $200,000 and investigation costs of $10,000.

In making its decision, the ASC panel noted that the illegal trades (or dealing) and distributions “were serious capital-market misconduct, depriving investors of key protections mandated by our securities regulatory regime.”

The ASC panel also indicated that it does not doubt that these “misleading or untrue statements by the respondents unfairly induced prospective investors to invest and encouraged existing investors to remain invested, thereby impairing capital-market integrity.”