Settlement Agreement

I. INTRODUCTION

1. Staff of the Mutual Fund Dealers Association of Canada (“Staff”) and the Respondent, Zanecia Ramjohn (the “Respondent”), consent and agree to settlement of this matter by way of this agreement (the “Settlement Agreement”).
2. Staff conducted an investigation of the Respondent’s activities which disclosed activity for which the Respondent could be penalized on the exercise of the discretion of the Hearing Panel pursuant to section 24.1 of By-law No.1.

II. JOINT SETTLEMENT RECOMMENDATION

3. Staff and the Respondent jointly recommend that the Hearing Panel accept the Settlement Agreement.
4. The Respondent admits to the following violations of the By-laws, Rules or Policies of the Mutual Fund Dealers Association of Canada (“MFDA”):
   1. between December 10, 2015 and November 8, 2018, the Respondent obtained, possessed, and used to process transactions, 9 pre-signed account forms in respect of 6 clients, contrary to MFDA Rule 2.1.1; and
   2. between September 9, 2015 and October 28, 2018, the Respondent altered and used to process transactions 43 account forms in respect of 20 clients, by altering information on the account forms without having the clients initial the alterations, contrary to MFDA Rule 2.1.1.
5. Staff and the Respondent agree and consent to the following terms of settlement:
   1. the Respondent shall pay a fine in the amount of $2,500 in certified funds upon acceptance of the Settlement Agreement, pursuant to section 24.1.1(b) of MFDA By-law No.1;
   2. the Respondent shall be prohibited from conducting securities related business in any capacity while in the employ of or associated with any Member of the MFDA for a period of 3 months from the date the Settlement Agreement is accepted by the Hearing Panel, pursuant to section 24.1.1(e) of MFDA By-law No.1;
   3. the Respondent shall successfully complete the IFSE Ethics and Professional Conduct (EPC) course offered by The Investment Funds Institute of Canada within one year from the date of the acceptance of the Settlement Agreement by the Hearing Panel, pursuant to section 24.1.1(f) of MFDA By-law No. 1;
   4. the Respondent shall pay costs in the amount of $2,500 in certified funds upon acceptance of the Settlement Agreement, pursuant to section 24.2 of MFDA By-law No.1;
   5. the Respondent shall in the future comply with MFDA Rule 2.1.1; and
   6. the Respondent will attend in person or by videoconference, on the date set for the Settlement Hearing.
6. Staff and the Respondent agree to the settlement on the basis of the facts set out in Part III herein and consent to the making of an Order in the form attached as Schedule “A”.

III. AGREED FACTS

7. From January 8, 2015 to April 29, 2019, the Respondent was registered in Ontario as a Dealing Representative with Sun Life Financial Investment Services (Canada) Inc. (the “Member”), a Member of the MFDA.
8. The Respondent is not currently registered in the securities industry in any capacity.
9. At all material times, the Respondent conducted business in the Oakville, Ontario area.

Pre-signed Account Forms

10. At all material times, the Member’s policies and procedures prohibited its Approved Persons from obtaining pre-signed blank forms. The Member’s Approved Persons were only permitted to use a form after it had been duly executed by a client and after the information on the form has been properly completed.
11. Between December 10, 2015 and November 8, 2018, the Respondent obtained, possessed, and used to process transactions, 9 pre-signed account forms in respect of 6 clients.
12. The account forms consisted of a Know Your Client (“KYC”) form; a Tax Free Savings Account (“TFSA”) Application form; Pre-Authorized Account Contribution (“PAC”) forms; a transfer authorization form and a Locked-In Retirement Account or Life Income Fund transfer form.

Altered Account Forms

13. Between September 9, 2015 and October 28, 2018, the Respondent altered and used to process transactions, 43 account forms in respect of 20 clients, by altering information on the account forms without having the client initial the alterations.
14. The altered account forms consisted of Registered Education Savings Plan Application forms; fund company investment application forms; direct transfer and transfer authorization forms; KYC forms; a New Client Application Form; TFSA Application forms; a PAC form and a Limited Trading Authorization (“LTA”) form. In some instances, the Respondent used liquid correction fluid to alter information on the account forms.
15. The Respondent altered information on the account forms such as account numbers; receiving institution information; investment instructions; fund codes and names; KYC information; beneficiary designations; purchase start and payment dates; purchase instructions and the client name on an LTA.

Member’s Investigation

16. Between December 4, 2018 and January 24, 2019, the Member conducted a full review of the client files maintained by the Respondent and identified the account forms that are the subject of this Settlement Agreement.
17. On December 14, 2018, the Member imposed a program of close supervision on the Respondent.
18. On January 28, 2019, the Member imposed a program of enhanced supervision on the Respondent.
19. On February 27, 2019, the Respondent commenced a leave of absence and the completion of a close and enhanced supervision program on the Respondent was deferred.
20. On March 6, 2019, the Member wrote to clients whose accounts were serviced by the Respondent. The letter requested that clients review their KYC information and confirm their authorization for transactions in their accounts that occurred during the material time. None of the responses received by the clients raised any concerns.
21. On April 29, 2019, the Respondent resigned from the Member.

Additional Factors

22. There is no evidence that the Respondent received any financial benefit from the misconduct described above beyond the commissions or fees she would ordinarily be entitled to receive had the transactions been carried out in the proper manner.
23. There is no evidence of client complaints, client loss or lack of authorization for the underlying transactions.
24. The Respondent has not previously been the subject of MFDA disciplinary proceedings.
25. By entering into this Settlement Agreement, the Respondent has saved the MFDA the time, resources, and expenses associated with conducting a full hearing on the allegations.
26. The Respondent states that she has limited financial means, and as a result, she is unable to pay a monetary penalty that is greater than the total of the fine and costs amounts set out in this Settlement Agreement. MFDA Staff have received evidence which corroborates the Respondent’s statement.

IV. ADDITIONAL TERMS OF SETTLEMENT

27. This settlement is agreed upon in accordance with section 24.4 of MFDA By-law No. 1 and Rules 14 and 15 of the MFDA Rules of Procedure.
28. The Settlement Agreement is subject to acceptance by the Hearing Panel which shall be sought at a hearing (the “Settlement Hearing”). At, or following the conclusion of, the Settlement Hearing, the Hearing Panel may either accept or reject the Settlement Agreement. MFDA Settlement Hearings are typically held in the absence of the public pursuant to section 20.5 of MFDA By-law No. 1 and Rule 15.2(2) of the MFDA Rules of Procedure. If the Hearing Panel accepts the Settlement Agreement, then the proceeding will become open to the public and a copy of the decision of the Hearing Panel and the Settlement Agreement will be made available at mfda.ca.
29. The Settlement Agreement shall become effective and binding upon the Respondent and Staff as of the date of its acceptance by the Hearing Panel. Unless otherwise stated, any monetary penalties and costs imposed upon the Respondent are payable immediately, and any suspensions, revocations, prohibitions, conditions or other terms of the Settlement Agreement shall commence, upon the effective date of the Settlement Agreement.
30. Staff and the Respondent agree that if this Settlement Agreement is accepted by the Hearing Panel:
    1. the Settlement Agreement will constitute the entirety of the evidence to be submitted respecting the Respondent in this matter;
    2. the Respondent agrees to waive any rights to a full hearing, a review hearing or appeal before the Board of Directors of the MFDA or any securities commission with jurisdiction in the matter under its enabling legislation, or a judicial review or appeal of the matter before any court of competent jurisdiction;
    3. Staff will not initiate any proceeding under the By-laws of the MFDA against the Respondent in respect of the contraventions described in this Settlement Agreement. Nothing in this Settlement Agreement precludes Staff from investigating or initiating proceedings in respect of any contraventions that are not set out in this Settlement Agreement. Furthermore, nothing in this Settlement Agreement shall relieve the Respondent from fulfilling any continuing regulatory obligations;
    4. the Respondent shall be deemed to have been penalized by the Hearing Panel pursuant to section 24.1.2 of By-law No. 1 for the purpose of giving notice to the public thereof in accordance with section 24.5 of By-law No. 1; and
    5. neither Staff nor the Respondent will make any public statement inconsistent with this Settlement Agreement. Nothing in this section is intended to restrict the Respondent from making full answer and defence to any civil or other proceedings against the Respondent.
31. If, for any reason, this Settlement Agreement is not accepted by the Hearing Panel, each of Staff and the Respondent will be entitled to any available proceedings, remedies and challenges, including proceeding to a disciplinary hearing pursuant to sections 20 and 24 of By-law No. 1, unaffected by the Settlement Agreement or the settlement negotiations.
32. Staff and the Respondent agree that the terms of the Settlement Agreement, including the attached Schedule “A”, will be released to the public only if and when the Settlement Agreement is accepted by the Hearing Panel.
33. The Settlement Agreement may be signed in one or more counterparts which together shall constitute a binding agreement. A facsimile copy of any signature shall be effective as an original signature.