Decision in brief: Ontario Securities Commission v Ward, Enforcement Proceeding, Merits and Sanctions and Costs, May 22, 2026

In this enforcement case, the OSC alleged that Benjamin Ward did not comply with the Tribunal’s earlier order that he not be a director or officer of any company for six years. The OSC said that he continued to be a director and officer of Campbellco003 Group Inc. and a director of CCC Escrow Inc.

The Tribunal decided that the OSC did not prove that Ward was a director and officer of Campbellco. It accepted Ward’s evidence that he never knowingly became a director or officer of Campbellco.

However, the Tribunal found that Ward did break the earlier order by remaining a director of CCC. It rejected Ward’s arguments that he had not broken the order.

• The order applied to CCC because it was an issuer under Ontario securities law.
• Ward honestly believed that he had resigned from CCC, but he was mistaken. He did not actually resign until the OSC contacted him.
• The fact that CCC was inactive and that Ward was not involved in running it did not change the fact that Ward broke the order.
• Ward said that the OSC made improper statements but did not point to any specific statements.
• The Tribunal also rejected Ward’s argument that he could not properly defend himself because the hearing and the documents relating to it were not confidential. This was an attempt to reargue the Tribunal’s earlier decision dismissing his motion for confidentiality. Ward could have made a new and more specific request for confidentiality but did not.

The Tribunal then decided what sanctions were appropriate. Ward’s sanctions should make it clear to him and others that Tribunal orders must be followed. The Tribunal ordered Ward to resign from any remaining director or officer role. It also extended Ward’s ban on being a director or officer of any company by one year after the ban in the earlier order ends. This is shorter than the 4.5 years the OSC requested, which was based on Ward being involved with two companies.

Breaking a Tribunal order is very serious. The fact that CCC was inactive and that Ward was not involved in running it did not make the breach less serious. However, his breach was not the most serious, because he honestly believed that he had resigned and quickly took steps to do so once the OSC contacted him.

The Tribunal decided that Ward must pay an administrative penalty of $3,000. This amount reflects how long he remained a director of CCC.

Finally, the Tribunal decided that Ward must pay costs to the OSC of $3,248.13. This is less than the OSC requested because the OSC did not prove all of its allegations and some of the costs claimed were not directly attributable to this case.