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CONSENT ORDER NO. CO-17-8199-S |
I. PRELIMINARY STATEMENT
II. CONSENT TO WAIVER OF PROCEDURAL RIGHTS
WHEREAS, Respondents, through their execution of this Consent Order, voluntarily waive the following rights:
1. | To be afforded notice and an opportunity for a hearing within the meaning of Section 36b-27 of the Act, as amended, and Section 4-177(a) of the General Statutes of Connecticut; |
2. | To present evidence and argument and to otherwise avail themselves of Section 36b-27 of the Act, as amended, and Section 4-177c(a) of the General Statutes of Connecticut; |
3. | To present their position in a hearing in which each is represented by counsel; |
4. | To have a written record of the hearing made and a written decision issued by a hearing officer; and |
5. | To seek judicial review of, or otherwise challenge or contest, the matters described herein, including the validity of this Consent Order. |
III. ACKNOWLEDGEMENT OF THE COMMISSIONER'S ALLEGATIONS
WHEREAS, Respondents, through their execution of this Consent Order, acknowledge the following allegations of the Commissioner without admitting or denying them:
1. | Respondents violated Section 36b-16 of the Act by offering and selling unregistered securities in or from Connecticut; and |
2. | Respondents violated Section 36b-4 of the Act by failing to disclose, inter alia, the risks associated with investing in Tirex and that the investors’ shares might never be issued if authorization failed to occur; |
WHEREAS, the Commissioner would have the authority to enter findings of fact and conclusions of law after granting Respondents an opportunity for a hearing;
AND WHEREAS, Respondents acknowledge the possible consequences of an administrative hearing and voluntarily agree to consent to the entry of the sanctions described below.
IV. CONSENT TO ENTRY OF SANCTIONS
WHEREAS, Respondents, through their execution of this Consent Order, consent to the Commissioner’s entry of an order imposing on them the following sanctions:
1. | Respondents, their representatives, officers, agents, employees, affiliates, assigns, control persons or successors in interest shall cease and desist from directly or indirectly violating the provisions of the Act or any Regulation or order under the Act, including, without limitation engaging in any activity in or from Connecticut that violates Sections 36b-16 or 36b-4 of the Act; and |
2. | For a period of ten (10) years commencing on the date this Consent Order is entered by the Commissioner, Respondents shall be BARRED from: (a) transacting business in or from Connecticut as an agent, broker-dealer, broker-dealer agent, investment adviser or investment adviser agent, as such terms are defined in the Act, and notwithstanding any definitional exclusion that might otherwise be available under the Act; (b) maintaining a direct or indirect ownership interest in a broker-dealer or an investment adviser registered or required to be registered in Connecticut; and (c) acting in any other capacity that requires a license or registration under laws administered by the Commissioner. |
V. CONSENT ORDER
NOW THEREFORE,
the Commissioner enters the following:1. | The Sanctions set forth above be and are hereby entered; |
2. | Entry of this Consent Order by the Commissioner is without prejudice to the right of the Commissioner to take enforcement action against Respondents based upon a violation of this Consent Order or the matters underlying its entry if the Commissioner determines that compliance with the terms herein is not being observed; |
3. | Nothing in this Consent Order shall be construed as limiting the Commissioner’s ability to take enforcement action against Respondents based upon evidence of which the Division was unaware on the date hereof relating to a violation of the Act or any regulation or order under the Act; |
4. | Respondents shall not take any action or make or permit to be made any public statement, including in regulatory filings or otherwise, denying, directly or indirectly, any allegation referenced in this Consent Order or create the impression that this Consent Order is without factual basis; |
5. | Respondents shall not take any position in any proceeding brought by or on behalf of the Commissioner, or to which the Commissioner is a party, that is inconsistent with any part of this Consent Order. However, nothing in this Consent Order affects Respondents’ testimonial obligations or right to take any legal or factual position in litigation, arbitration, or other legal proceedings in which the Commissioner is not a party; and |
6. | This Consent Order shall become final when entered. |
So ordered at Hartford, Connecticut, | ____/s/_____________ | |
this 22nd day of September 2017. | Jorge L. Perez | |
Banking Commissioner |
CONSENT TO ENTRY OF ORDER
I, John L. Threshie, Jr., state that I have read the foregoing Consent Order; that I know and fully understand its contents; that I agree freely and without threat or coercion of any kind to comply with the terms and conditions stated herein; and that I consent to the entry of this Consent Order.
____/s/_________ |
John L. Threshie, Jr. |
State of: CT
On this the 20 day of Sept. 2017, before me, the undersigned officer, personally appeared John L. Threshie, Jr., known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument and acknowledged that he executed the same for the purposes therein contained.
____/s/_________________________ |
Notary Public |
Date Commission Expires: 12/31/2020 |
I, John L. Threshie, Jr., state on behalf of The Tirex Corporation, that I have read the foregoing Consent Order; that I know and fully understand its contents; that I am authorized to execute this Consent Order on behalf of The Tirex Corporation; that The Tirex Corporation agrees freely and without threat or coercion of any kind to comply with the terms and conditions stated herein; and that The Tirex Corporation consents to the entry of this Consent Order.
The Tirex Corporation | |
By: | ____/s/______________________ |
John L. Threshie, Jr. | |
President and Chief Executive Officer |
State of: CT
On this the 20th day of September 2017, before me, the undersigned officer, personally appeared John L. Threshie, Jr., who acknowledged himself to be the President and Chief Executive Officer of The Tirex Corporation, a corporation, and that he, as such President and Chief Executive Officer, being authorized so to do, executed the foregoing instrument for the purposes therein contained, by signing the name of the corporation by himself as President and Chief Executive Officer.
_____/s/________________________ |
Notary Public |
Date Commission Expires: 12/31/2020 |