B.C. mineral exploration boss pays $80K to securities regulator for misconduct

The B.C. Securities Commission logo in an undated file photo.

The chief executive of a British Columbia lithium exploration company has paid $80,000 to the B.C. Securities Commission for making false statements and failing to disclose trades and shareholdings.

The penalty was part of a settlement reached earlier this month between the provincial regulator and John Michael Wisbey, the director and CEO of the B.C.-based International Lithium Corporation.

According to the settlement agreement, Wisbey failed to report 547 transactions involving 66 million shares of the company between January 2018 and May 2022. Those transactions were valued at more than $4.1 million.

Wisbey, who is a resident of Switzerland, also failed to report 138 transactions worth more than $2.8 million through the System for Electronic Disclosure by Insiders (SEDI) within the five-day time limit, according to the settlement.

The securities regulator found Wisbey also failed to issue news releases and early-warning reports when his personal holdings of shares in the company changed by two per cent, as is required when someone holds 10 per cent or more of a company’s common shares.

The chief executive broke that rule on 10 occasions between February 2019 and February 2022, involving more than $3.2 million in transactions, according to the settlement.

"Mr. Wisbey was not aware that after acquiring 10 per cent of the issuer's common shares, the filing of early warning reports and news releases was required for every subsequent change of two per cent up or down in shareholdings," the agreement said.

Wisbey again contravened the B.C. Securities Act when he sold shares in International Lithium without a prospectus and without filing a notice of intention to distribute securities.

Those failures occurred on 49 occasions between July 2019 and December 2020, when Wisbey frequently held more than 20 per cent of the company’s common shares, making him a "control person" subject to advance notice of his intention to distribute in order to be exempted from the prospectus requirements under the Securities Act.

Finally, the regulator found International Lithium made false or misleading statements in December 2020 and December 2021 when the company's management information circulars gave inaccurate counts of the shares Wisbey held.

In addition to the $80,000 sanction paid to the B.C. Securities Commission, Wisbey paid late fees of $18,750, submitted the required SEDI filings and waived any right to a judicial review or appeal of the settlement, according to the settlement.

There were no orders made against International Lithium as part of the settlement agreement, the securities regulator said in a news release Monday.