The Ontario Securities Commission has approved a settlement agreement between staff of the commission and Norman Frydrych concerning securities law violations at Buckingham Securities Corp.

OSC staff had alleged that Buckingham had:

  • failed to segregate fully paid or excess margin securities owned by its clients;
  • failed to maintain adequate capital at all times, and

    • failed to keep such books and records in violation of requirements of Ontario securities law.



In the settlement agreement approved by the OSC on May 20, Frydrych admitted that he acted as an officer of Buckingham, that he had authorized, permitted or acquiesced in Buckingham’s violations as outlined by OSC staff, and that his conduct was contrary to the public interest.

As a term of the settlement, Frydrych filed a written undertaking with the OSC that he will never apply for registration in any capacity under Ontario securities law and that he will never have any ownership interest, directly or indirectly, in any registrant.

As well, the OSC terminated Frydrych’s registration, permanently prohibited him a from becoming or acting as a director or officer of any reporting issuer, and imposed a 15 year cease trading order.

In a related matter, the OSC also approved a settlement agreement between OSC staff and Miller Bernstein & Partners LLP.

OSC staff had Buckingham made statements in financial reports for fiscal years ending March 31, 1999 and March 31, 2000, that were misleading or untrue. OSC Staff further alleged that Miller Bernstein & Partners LLP, the auditors of Buckingham, had engaged in conduct contrary to the public interest in relation to the audit opinions of Miller Bernstein contained in filings.

Miller Bernstein admitted that having regard to the misleading or untrue statements reports, Miller Bernstein’s conduct was contrary to the public interest.

The OSC reprimanded the firm for its conduct and ordered Miller Bernstein to pay $75,000 for allocation to or for the benefit of third parties, and$115,000 towards the OSC’s investigation cost.

Miller Bernstein has provided a written undertaking to the OSC that it will not provide auditing or other services to reporting issuers or to registrants under Ontario securities law in their capacity as reporting issuers and registrants, respectively.