The British Columbia Securities Commission (BCSC) has suspended trading in VSE-listed Beauchamps Exploration and Beaufield Consolidated Resources while it continues an investigation into the affairs of the two junior companies.
As president and chief executive officer of both companies, George Slightham was described by the BCSC as the person “primarily responsible” for the management of the day-to-day activities of Beaufield and Beauchamps. In July, 1994, the BCSC cited Slightham’s “failure to file adequate, complete and satisfactory insider reports” and ordered that he cease trading the securities of both companies.
The BCSC scheduled a hearing for March 6, but this was postponed until March 30 while the investigation continues. The BCSC alleges that certain current and former directors of the related companies — namely Slightham, Oliver Tranter, Mackenzie Watson, Leslie Redford and Mervin Webb — did not generally disclose, on a timely basis, material changes in the affairs of Beauchamps and Beaufield.
Specifically, it is alleged that these directors “knew or ought to have known” that the Beaufield management fees, the Beauchamps-Slightham loans, the Beauchamps inter-company loans and the 1993 Beaufield management fees (all non-arm’s-length transactions) were paid without prior exchange approval and were not generally disclosed “on a timely basis” as required under section 67 of the Securities Act and the listing agreement of the Vancouver Stock Exchange. These transactions were, however, disclosed in Beaufield’s and Beauchamps’ quarterly reports.
The BCSC also alleges that Slightham and Watson failed to file insider reports, as required by section 70 of the Securities Act. It is further alleged that Slightham, Tranter, Watson, Redford and Webb “failed to act honestly, in good faith, and in the best interests of Beauchamps and Beaufield,” or “to exercise the care, diligence and skill of a reasonably prudent person,” contrary to five sections of the Company Act.
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