IN THE MATTER OF
THE SECURITIES ACT,
R.S.O. 1990, c. S.5, AS AMENDED
IN THE MATTER OF
LIMELIGHT ENTERTAINMENT INC.,
CARLOS A. DA SILVA, DAVID C. CAMPBELL,
JACOB MOORE AND JOSEPH DANIELS
WHEREAS on April 7, 2006, the Ontario Securities Commission (the "Commission") issued a Notice of Hearing and a Statement of Allegations pursuant to sections 127 and 127(1) of the Securities Act, R.S.O. 1990, c. S.5, as amended (the "Act"), in respect of Jacob Moore ("Moore"), Limelight Entertainment Inc. ("Limelight"), Carlos Da Silva, David C. Campbell, and Joseph Daniels (collectively, without Moore, the "Other Respondents");
AND WHEREAS on April 25, 2006, the Commission issued an Amended Notice of Hearing and an Amended Statement of Allegations;
AND WHEREAS Moore entered into a Settlement Agreement with Staff of the Commission dated July 25, 2007 (and amended August 2, 2007) (the "Settlement Agreement") in which Moore agreed to a proposed settlement of the proceeding commenced by the Amended Notice of Hearing, subject to the approval of the Commission;
AND WHEREAS on July 18, 2007, the Commission issued a Notice of Hearing advising that the Commission would hold a hearing to consider whether the approval of the Settlement Agreement is in the public interest;
AND WHEREAS at the commencement of the settlement hearing on August 2, 2007, Staff of the Commission and the Respondent made a joint application pursuant to section 9 of the Statutory Powers Procedure Act, R.S.O. 1990, c. S.22, as amended and section 5(4) of the Practice Guidelines of the Commission's Rule of Practice that the settlement hearing proceed in camera;
AND WHEREAS the Commission made an order that the settlement hearing was to proceed in camera and that the Settlement Agreement would be treated as confidential and not released to the public unless and until approved by the Commission;
AND WHEREAS on August 2, 2007 the Commission, having reviewed the Settlement Agreement, the Amended Notice of Hearing and Amended Statement of Allegations of Staff of the Commission, and having heard submissions from counsel for Moore and from Staff of the Commission, approved the Settlement Agreement;
AND WHEREAS Staff of the Commission and counsel for Moore advised the Commission during their submissions that: (i) Moore and Other Respondents in this proceeding are respondents in an ongoing proceeding (the "ASC Proceeding") before the Alberta Securities Commission (the "ASC"); (ii) the ASC Proceeding involves some of the same facts and allegations, as in the proceeding herein; (iii) the Hearing in the ASC Proceeding concluded on May 31, 2007 and a decision of the ASC has not yet been released; and (iv) Moore never appeared or was represented at the ASC hearing;
AND WHEREAS counsel for Moore requested that the Settlement Agreement, the decision of the panel approving the Settlement Agreement and the transcript of the in camera settlement hearing remain confidential and not released to the public until the release of the decision in the ASC Proceeding (the "Confidentiality Request");
AND WHEREAS Staff of the Commission opposed the Confidentiality Request;
AND WHEREAS upon hearing the submissions of counsel for Moore and Staff of the Commission in respect of the Confidentiality Request, the Commission is of the opinion that it is in the public interest to make this order in all of the circumstances of this matter;
AND WHEREAS Staff counsel advised that Staff will advise the Other Respondents who receive disclosure of settlement related documents and information in this proceeding from Staff that they can only use such disclosure for the purpose of making answer and defence to the Amended Statement of Allegations.
IT IS HEREBY ORDERED that:
(a) The fact that the Commission approved the Settlement Agreement shall, and is hereby made public;
(b) the terms of the Settlement Agreement, the reasons of the Panel and the transcript of the settlement hearing on August 2, 2007, shall otherwise remain confidential and shall not be made public, except as is necessary for Staff to satisfy its continuing disclosure obligations to the Other Respondents in this proceeding, until the earlier of: (i) the ASC decision in the ASC Proceeding; and (ii) the first day of the Commission hearing herein.
DATED at Toronto on this 13th day of August, 2007
"Lawrence E. Ritchie"
"Robert L. Shirriff"