Liahona and OSC

In August 2014, Liahona Capital Inc. (hereafter referred to as “LCI”) voluntarily submitted an application to the Ontario Securities Commission (hereafter referred to as “OSC”) for registration as an Exempt Market Dealer (“EMD”).

The principals of LCI initiated this process because they believed that shares of Liahona Mortgage Investment Corporation (“LMIC”) could no longer be sold to friends, family and business associates of the principals’ accounting practices without a securities broker registration.

Prior to beginning the application process to be registered as an EMD, LMIC operated under the belief that the issuance of shares by LMIC to friends, family and business associates of the principals’ accounting practices qualified for the Private Issuer Exemption and therefore did not require to be distributed by an EMD. Towards the end of 2013, it came to the attention of the principals of LMIC that they should further investigate the possible need to sell its shares through a registered EMD. Shortly after that point in time, LCI was formed and the application process to become registered as an EMD began. At no point prior to LCI’s registration as an EMD were the shares of LMIC marketed in any way to the general public.

The OSC ultimately granted LCI an EMD registration on February 24, 2016 without any terms or conditions - registration NRD # 47620. However, before doing so, the OSC requested its principals enter into a Settlement Agreement with respect to the previous transactions in shares of LMIC.

The full details of the settlement were published on February 12, 2016 and can be viewed through the following link: http://www.osc.gov.on.ca/en/Proceedings_set_20160212_liahona.htm.

Interested readers may wish to review Section D (starting on page 5) which notes that: LCI and its principals voluntarily came forward to the OSC seeking registration and cooperated fully at all times with the OSC. OSC staff found no evidence of any dishonest or deceptive conduct by LCI, LMIC or their principals.

LMIC, LCI and its principals are proud of their efforts to ensure that both their professional and personal activities are conducted with the highest degree of integrity and honesty. We welcome any and all questions with respect to the Settlement Agreement or any other matters of concerns. Liahona Capital Inc. is dedicated to providing sound investment opportunities to our clients through our professional team of management and staff. Our number one priority is the preservation and protection of our clients’ wealth.