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Order

Re:

Order


Order
File Nos. 201255 and 201258




IN THE MATTER OF A DISCIPLINARY HEARING
PURSUANT TO SECTIONS 20 AND 24 OF BY-LAW NO. 1 OF
THE MUTUAL FUND DEALERS ASSOCIATION OF CANADA

Re: William Morris Adams, Bradley Gerard Crompton, Michelle Ann
Crompton, William Craig Henderson and Ian Omar Webster



ORDER
(Bradley Gerard Crompton, Michelle Ann Crompton and William Craig Henderson)



WHEREAS on December 20, 2012, the Mutual Fund Dealers Association of Canada
(the “MFDA”) issued a Notice of Hearing pursuant to sections 20 and 24 of MFDA By-law No.
1 in respect of a disciplinary proceeding commenced against Bradley Gerard Crompton (“Brad
Crompton”);

AND WHEREAS on October 18, 2013 the MFDA issued a Notice of Hearing pursuant
to sections 20 and 24 of MFDA By-law No. 1 in respect of a disciplinary proceeding commenced
against William Morris Adams, Michelle Ann Crompton (“Michelle Crompton”), William Craig
Henderson (“Henderson”) and Ian Omar Webster;

AND WHEREAS on March 9, 2015 and April 15, 2015, a Hearing of the matters
(“Hearing”) as described in the Notices of Hearing took place before a hearing panel of the
Central Regional Council of the MFDA (the “Hearing Panel”);

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AND WHEREAS Brad Crompton, Michelle Crompton and Henderson did not attend the
Hearing;

AND WHEREAS Staff of the MFDA (“Staff”) made submissions to the Hearing Panel;

AND WHEREAS the Hearing Panel is of the opinion that Brad Crompton:

a) between May 2007 and August 2007, facilitated a stealth advising arrangement
whereby non-registered persons engaged in securities related business with clients on
behalf of the Member, contrary to MFDA Rules 1.1.1(c) and 2.1.1;
b) between May 2007 and August 2007, failed to perform the necessary due diligence to
learn the essential facts relative to the clients to ensure that the investments and the
leveraged investment strategy recommended to and implemented in the accounts of
the clients was suitable for the clients and in keeping with the clients’ investment
objectives, contrary to MFDA Rules 2.2.1 and 2.1.1; and
c) beginning in or around September 2010, failed to attend an interview requested by
Staff during the course of an investigation, and thereby failed to cooperate with the
ongoing investigation, contrary to section 22.1 of MFDA By-law No. 1.

AND WHEREAS the Hearing Panel is of the opinion that Michelle Crompton:

a) between May 2007 and October 2008, in her capacity as the designated branch
manager, failed to adequately supervise a branch and failed to ensure that the business
conducted on behalf of the Member by Approved Persons at the branch was in
compliance with applicable securities legislation and the MFDA By-law and Rules,
contrary to MFDA Rules 2.5.3(b), 2.1.1 and MFDA Policy No. 2; and
b) beginning in or around September 2010, failed to attend an interview requested by
Staff during the course of an investigation, and thereby failed to cooperate with an
ongoing investigation, contrary to section 22.1 of MFDA By-law No. 1.


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AND WHEREAS the Hearing Panel is of the opinion that Henderson:

a) beginning in or around September 2010, failed to attend an interview requested by
Staff during the course of an investigation, and thereby failed to cooperate with an
ongoing investigation, contrary to section 22.1 of MFDA By-law No. 1.

IT IS HEREBY ORDERED THAT:

1.
if at any time a non-party to this proceeding, with the exception of the bodies set out in
section 23 of MFDA By-law No. 1, requests production of or access to exhibits in this
proceeding that contain personal information as defined by the MFDA Privacy Policy, then the
MFDA Corporate Secretary shall not provide copies of or access to the requested exhibits to the
non-party without first redacting from them any and all personal information, pursuant to Rules
1.8(2) and (5) of the MFDA Rules of Procedure;

2.
the following penalties be imposed on Brad Crompton:

a) a permanent prohibition from conducting securities related business in any capacity
while in the employ of or associated with any MFDA Member, pursuant to section
24.1.1(e) of MFDA By-law No. 1;
b) a fine in the amount $500,000, pursuant to section 24.1.1(b); and
c) costs in the amount of $10,000, pursuant to section 24.2 of MFDA By-law No. 1.

3.
the following penalties be imposed on Michelle Crompton:

a) a permanent prohibition from conducting securities related business in any capacity
while in the employ of or associated with any MFDA Member, pursuant to section
24.1.1(e) of MFDA By-law No. 1;
b) a fine in the amount $500,000, pursuant to section 24.1.1(b); and
c) costs in the amount of $10,000, pursuant to section 24.2 of MFDA By-law No. 1.

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4.
the following penalties be imposed on Henderson:

a) a two (2) year prohibition from conducting securities related business in any capacity
while in the employ of or associated with any MFDA Member, pursuant to section
24.1.1(e) of MFDA By-law No. 1;
b) a fine in the amount $25,000, pursuant to section 24.1.1(b);
c) prior to re-registration, Henderson shall successfully complete an industry compliance
course or other education acceptable to Staff, pursuant to section 24.1.1(f) of By-law
No. 1;
d) for the first 12 months of his registration Henderson shall be closely supervised by a
Member pursuant to a supervision plan approved in advance by Staff, pursuant to
section 24.1.1(f) of By-law No. 1; and
e) costs in the amount of $10,000, pursuant to section 24.2 of MFDA By-law No. 1.


DATED this 5th day of May, 2015.

“Mark J. Sandler”
Mark J. Sandler

Chair

“Nick Pallotta”
Nick Pallotta

Industry Representative

“Selwyn Kossuth”
Selwyn Kossuth

Industry Representative

DM 497703 v1
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