Law in Quebec

The raid turned up a list of people from around the world, including Quebec, the U.S., and Africa, who expressed an interest in investing in PlexCoin, said Sylvain Théberge, a spokesperson with the Autorité des marchés financiers (AMF), the regulatory and oversight body for Quebec’s financial sector.

On July 20, 2017, at the request of the AMF, the Quebec Financial Markets Administrative Tribunal issued a broad ex parte forbidding Lacroix and his companies DL Innov inc. and Gestio inc. from “engaging in activities for the purpose of directly or indirectly trading in any form of investment” covered by the section 1 of the Quebec Securities Act (Act), either in Quebec or from Quebec to outside of the province. The tribunal issued the same order against PlexCorps and PlexCoin. (An ex parte order is an order granted by a judge at the request of and for the benefit of one party only, without notice to or contestation by the other party.)

The AMF alleges that Lacroix, among others, have not complied with the orders issued by the tribunal. As a result it is now considering whether to launch penal proceedings against Lacroix and his companies before the Court of Quebec (a provincial court) or to hand the case over to police authorities. “We are now in the midst of examining all our options,” said Théberge.

In a filing before the Tribunal obtained exclusively by Law in Quebec, the AMF revealed that it began its investigation on Lacroix, Dl Innov and other companies affiliated with him on May 8, 2017. On July 4, 2017, the AMF’s investigation branch received an anonymous tip about PlexCorps. The person “sought to bring to the AMF’s attention” that PlexCorps was seeking public financing while boasting high returns, without a prospectus.

In its filing, the AMF argued that investing in PlexCorps by purchasing PlexCoin “constitutes an investment contract” as per the Quebec Securities Act, and that neither PlexCorps nor PlexCoin registered with the AMF as a securities dealer as required by the Act. The filing also notes that PlexCorps and PlexCoin did not submit a prospectus to the regulator as required by the Act. It points out that neither PlexCorps nor PlexCoin has a “legal existence” in Canada or Quebec, and that no such organization can be found in the widely-used company database web site opencorporates.com.

In its filing, the AMF alleges that PlexCoin actively participated in a French-language forum entitled cryptofr.com. According to the filing, an AMF investigation shows that discussions emanating from PlexCoin about the virtual currency in the French-language forum stems from an internet protocol address that is linked to DL Innov Inc, a Quebec City firm that was established as a holding company on December 2012 under the Quebec Business Corporations Act. DL Innov has never registered with the AMF as a securities dealer.

The filing also notes that in discussions about PlexCoin in the French-language forum, PlexCoin itself stated that “Gestio Inc., a company related to DL Innovo Inc, was mandated to manage the French-language social network of PlexCorps.” Gestio inc., a registered Quebec City company established on February 2013, operates in the IT sector and conceives and leases management software. Gestio Inc.’s major shareholder is DL Innov, and its president, secretary and treasurer is Domenic Lacroix. Like DL Innov, Gestio and Lacroix did not register with the AMF as a securities dealer.

The Tribunal ordered Lacroix, DL Innov, Gestio, PlexCorps and PlexCoin to withdraw advertisements or solicitations on the internet or elsewhere relating to securities or any forms of investment, published or distributed by them directly or indirectly on the internet or elsewhere.

In issuing its broad ex parte orders, the tribunal notes that it was important to render a quick decision to protect the public.