A North Vancouver man has agreed to a three-year suspension from the stock market in the province and a $10,000 fine for misrepresentations he made as part of an extensive consulting scheme alleged by the B.C. Securities Commission.
Norman George Wilfred Wareham, a director and CFO of New Point Exploration Corp. from March to August 2018, admitted to the commission that New Point did not disclose it had spent or planned to spend $960,000 on consultants when it raised $1.7 million from investors.
Wareham agreed that by omitting the information about consulting fees from a news release and a material change report, New Point made a statement “it ought to reasonably have known was a misrepresentation under B.C.’s Securities Act,” stated the commission on June 1.
Wareham violated the same provisions of the Act as the company, stated the commission, which acknowledged Wareham did not have prior sanctions and admitted to his misconduct prior to a hearing.
Under a settlement agreement, Wareham is now prohibited for three years from becoming or acting as a director or officer of any public company, becoming or acting as a registrant or promoter, and advising or acting in a management or consultative capacity in the securities or derivatives markets.
New Point has since changed its name twice, first to Bam Bam Resources Corp. and then to Majuba Hill Copper Corp.
New Point was issued a hearing notice in November 2018 as part of the so-called Bridgemark Group proceedings, which the commission has largely dropped.
The commission had alleged 11 companies listed with the Canadian Securities Exchange, including New Point, collectively had dozens of consultants buy private placements while simultaneously being paid lucrative consulting contracts. No substantial work was performed, and the consultants quickly sold their shares on the open market. Meanwhile, the companies generated interest from outside investors with those private placements.
That notice was dropped for New Point, but a new one for misrepresentations, as it relates to Wareham, was issued in September 2021.
While Wareham reached a settlement, neither New Point nor its past president and CEO, Bryn Gardener-Evans, of Calgary, have yet to do so or face a hearing.
Gardener-Evans, unlike Wareham, was with the company in August 2018 when the company raised $4.6 million with a private placement. The commission alleges New Point did not disclose that it would only retain $678,000 or less than 15% of the amount raised to pay consultants.
Trading records and company statements for New Point show some consultants buying the questionable private placements in 2018.
Meanwhile, facing a hearing this November for conduct contrary to the public interest and illegal insider trading will be the key alleged orchestrators of the Bridgemark Group consulting scheme, Anthony Kevin Jackson, a registered accountant and principal of BridgeMark Financial Corp., Justin Edgar Liu, and Cameron Robert Paddock — all of West Vancouver. Robert John Lawrence faces likewise alleged Securities Act contraventions but not for insider trading.
The Wareham-New Point ruling can be found on the BCSC website.