V-1.1 - Securities Act

Section 225.15 Disposition versions

2007-11-09

225.15. In determining whether a gross fault was committed, the court must consider all relevant circumstances, including

(1)  the nature of the issuer;

(2)  the knowledge, experience and function of the defendant;

(3)  the office held, if the defendant was an officer;

(4)  the presence or absence of another relationship with the issuer, if the defendant was a director;

(5)  the existence and the nature of any system designed to ensure that the issuer meets its continuous disclosure obligations, and the reasonableness of reliance by the defendant on that system;

(6)  the reasonableness of reliance by the defendant on the issuer’s officers and employees and on others whose duties would in the ordinary course have given them knowledge of the relevant facts;

(7)  the period within which disclosure was required to be made under this Act or the regulations;

(8)  in respect of a report, statement or opinion of an expert, any standards, rules or practices applicable to the expert;

(9)  the extent to which the defendant knew, or should reasonably have known, the content and medium of dissemination of the document or public oral statement;

(10)  the role and responsibility of the defendant in the preparation and release of the document or the making of the public oral statement containing the misrepresentation or in the ascertaining of the facts contained in that document or public oral statement; and

(11)  the role and responsibility of the defendant in the decision not to disclose the material change.

2007, c. 15, s. 11.