British Columbia Securities Commission

British Columbia Securities Commission

December 12, 2011 16:00 ET

BCSC Executive Director's Bulletin: Securities Regulator Issues Temporary Orders and Notice of Hearing Against Nevada Corporation for Perpetrating Fraud

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Dec. 12, 2011) - The executive director of the British Columbia Securities Commission has issued temporary orders against a Nevada corporation and two individuals, and has provided a notice of hearing alleging they breached various securities act provisions.

The order temporarily prohibits EagleMark Ventures LLC, Enna M. Keller and Richard Lian (aka Richard Terry Ruuska) from participating in B.C.'s capital markets until a hearing is held.

The notice of hearing alleges that Keller and Lian, both agents of EagleMark, traded securities under a "Friends and Family" program (FFP). The FFP involves securities that are purportedly structured as a "loan" to EagleMark that is to be treated as a subscription to shares and warrants of Lexicon Building Systems Ltd (formerly American Insulock Inc). Lexicon remains the subject of a cease trade order (CTO) by BCSC staff since October of 2009. Although there have been variations made to the Lexicon CTO, it remains in effect.

The executive director is concerned that by structuring the FFP as described above, the parties perpetrated a fraud:

  1. Lexicon did not authorize, know about or receive funds from the FFP; and
  1. Due to the CTO, it was not possible to deliver shares and warrants of Lexicon under the FFP.

The executive director feels the temporary orders are necessary as EagleMark, Keller and Lian continue to raise money under the FFP. In addition, Keller met with BCSC staff on a voluntary basis on November 28, 2011. On November 29, she sent emails including statements that BCSC staff had cleared her of wrongdoing, and that the BCSC had approved the FFP. These statements were false.

Like EagleMark, neither Lian nor Keller are registered to trade or sell securities in British Columbia. Furthermore, EagleMark has never filed a prospectus in B.C.

These allegations have not been proven. Counsel for the executive director will apply to extend the temporary orders and set dates for a hearing into the allegations before a panel of commissioners on December 22, 2011 at 9:00am. The temporary orders against EagleMark, Lian and Keller will be in effect until the hearing.

The B.C. Securities Commission is the independent provincial government agency responsible for regulating trading in securities within the province. You may view the notice of hearing on our website by typing EagleMark, Richard Lian, Enna M. Keller or 2011 BCSECCOM 546 in the search box. Information regarding disciplinary proceedings can be found in the Enforcement section of the BCSC website.

Please visit the Canadian Securities Administrators' Disciplined Persons List for information relating to persons disciplined by provincial securities regulators, the Investment Industry Regulatory Organization of Canada (IIROC) and the Mutual Fund Dealers Association (MFDA).

If you have questions, contact Richard Gilhooley, media relations, 604-899-6713. For public inquiries, call 604 899 6854 or 1 800 373 6393 (toll free).

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Contact Information

  • British Columbia Securities Commission
    Richard Gilhooley
    604-899-6713 or (Canada) 1-800-373-6393