via OSC.gov.on.ca - Private Issuer Exemption

Why is the private issuer exemption so important now that it has passed in Ontario, April 30, 2016? Because there's one 'person' that I know of that fits the bill that resides in Ontario on a number of aspects of the private issuer exemption. That this 'person' might then acquire shares in the company as a major shareholder, whereas prior to the passage of legislation, it would have caused a conflict of interest.

If Sprott Asset Management had arranged for the 40t of gold from the EP Mine to be refined at the Mint for the PHY.U, then they would be the angel investor for Golden Band in a capital raise. But they had only participated minimally in share issuances in the past. They are now in the position of obtaining a large ownership in the company(privately, through the offering memorandum), if the ownership were to be divided with the existing shareholders.(as is demonstrated in the PWC manual)

They are a security holder in the company, they are a business associate with the principals in the company, and they are also a securities company, therefore the usual suspect.

But I would surmise that issuance of new shares is not only to occur in Toronto, but in the United States, because the same exemptions are in place in the U.S.

http://www.osc.gov.on.ca/en/21947.htm

via 321gold.com - The Money Is Gone

I read this article with some interest, since this falls directly within the province of living with egg-on-your-face. There is a detailed discussion of what happens to shares of penny stocks and why. I would also assert that this applies to large cap stocks as well, not just penny stocks on the pink sheets.

Knight capital had to be bailed out, if you remember, by a consortium of securities companies whose bankruptcy would have stanched the equities rally. Traders have carte blanche to do as they wish, therefore, when it comes to selling something which you first do not own.

https://theintercept.com/2016/09/22/the-money-is-gone/

-F6