A B.C. Securities Commission panel has found that three former directors of a public company perpetrated a fraud against Alberta-based PanTerra Resource Corp. (TSX-V:PRC).
The panel determined that Giuliano Tamburrino, Andrew Walker and Dale Paulson transferred $86,381 from Panterra to Walker’s law firm trust account, and then used the funds to purchase Panterra shares from other company shareholders in February 2005.
At the time, they were all PanTerra directors with Tamburrino serving as the company’s president. Tamburrino was an Alberta resident, while Walker and Paulson were B.C. residents.
The panel rejected their contention that the funds were a loan, noting that there was no promissory note, loan agreement or any other evidence the money transfer was a loan.
The panel also found that in March and April 2005, Tamburrino also caused the company to issue finder’s fee shares to himself through another company, which is in contravention of TSX-Venture Exchange policy.
When Walker and Paulson discovered the finder’s fee shares, instead of returning the shares to the company, the three of them decided to sell the shares through an offshore intermediary with the intention of keeping the profits to themselves.
In addition to the fraud findings, the panel found that the three directors authorized, permitted or acquiesced to PanTerra's filing of false and misleading financial statements.