OSC vs The Sharpe Couple
An enforcement action against David and Natasha Sharpe, who are known for their involvement in the infamous Bridging Finance scandal, was initiated by the OSC today. They are being accused of committing “dishonesty and deceit” in order to steal millions of dollars from investors.
Due to this fiasco, the customers sustained losses of approximately $1.3 billion. Due to the fact that this matter is currently before the OSC’s administrative tribunal, those responsible may be forced to pay fines and disgorgement totaling millions of dollars, but they will not serve any jail time.
STATEMENT OF ALLEGATIONS IN THE MATTER OF BRIDGING FINANCE INC., David Sharpe, Natasha Sharpe, and Andrew Mushore (Section 127 and 127.1 of the Securities Act, R.S.O. 1990, c S.5)
A. OVERVIEW
- David and Natasha Sharpe are responsible for the theft of millions of dollars from retail and institutional investors as a result of their dishonesty and deceit. The Sharpes took advantage of the trust placed in them in order to advance their own personal interests. The workers at the Ontario Securities Commission will take prompt and decisive action to expel these types of individuals from Ontario’s financial markets for good.
- The Sharpes were registrants at Bridging Finance Inc. and held the most senior leadership positions there. Bridging Finance Inc. managed investment vehicles that focused on providing borrowers with short-term loans. The Sharpes were able to defraud investors by channelling investor funds to themselves and Bridging through their relationships with three borrowers and with the assistance of Andrew Mushore, Chief Compliance Officer of Bridging. The Sharpes then hid their wrongdoing from the investors.
- In an attempt to cover their tracks, the Sharpes obstructed the investigation that was being conducted by Staff. They deceived Staff after they had sworn to tell the truth, and in the case of David Sharpe, they intimidated witnesses. Together with Mushore, they were responsible for the destruction, concealment, and alteration of Bridging records.
B. FACTS
- The following allegations of fact have been made by the Enforcement Staff (Staff).
Background
- Bridging Finance Inc., also known simply as “Bridging,” is an investment management company based in Toronto. The company has alternative finance as its primary area of concentration. Bridging was in charge of managing a variety of investment vehicles, each of which was referred to as a “Fund,” by virtue of management agreements that existed between Bridging and each Fund.
- The investors who contributed to Bridging, collectively referred to as Investors, took part in the Funds by purchasing limited partnership or trust units. In return, Bridging originated loans to borrowers using funds provided by the Funds.
- It was stated in the offering memorandums for a number of different funds that Bridging pursued an investment strategy “that identifies good companies that are overlooked by the general financing community.”
As part of Bridging’s and the Funds’ loan approval process, any potential loans from the Funds were to be reviewed and approved by a majority vote of Bridging’s eight-member credit committee (the Credit Committee). Both of the Sharpes, Mushore, another Bridging director and executive vice-president, a portfolio manager, a senior credit advisor, and two senior managing directors were members of the Credit Committee. - Bridging was registered as a restricted portfolio manager and an exempt market dealer with securities regulators all across Canada. In addition to this, Bridging was licenced to manage investment funds in the provinces of Ontario, Quebec, and Newfoundland and Labrador.
- Natasha Sharpe’s husband, David Sharpe, held the most senior decision-making position at Bridging and was actively involved in all of the company’s most important business operations. Before becoming Bridging’s Chief Executive Officer and Ultimate Designated Person (UDP) from December 2016 until May 5, 2021, he previously held the positions of President and Chief Operating Officer of the company.
- Throughout the relevant time period, Natasha Sharpe served as both a director for Bridging and as an indirect shareholder in Bridging. In addition to that, she served as Chief Executive Officer of Bridging until David Sharpe was promoted to that position, and she remained Bridging’s Chief Investment Officer until August of 2020.
- Throughout the relevant time period, Mushore served as the Chief Compliance Officer for Bridging. In September of 2020, Mushore was promoted to the position of Chief Operating Officer as well.
- On April 30, 2021, the Ontario Securities Commission made an application to the Ontario Superior Court of Justice under section 129 of the Securities Act for the appointment of a receiver and manager over all of the property owned by Bridging and the Funds. This was done because the Staff of the Ontario Securities Commission discovered serious misconduct while conducting their investigation (the Act). The court granted the application submitted by the Commission and appointed PricewaterhouseCoopers Inc. to the roles of receiver and manager over the property of various entities, including Bridging and the Funds.
- On the same day, April 30, 2021, the Commission issued a temporary order, which was referred to as the Temporary Order, mandating that all trading in the securities of the Funds be halted, and that David Sharpe’s registration as UDP of Bridging be suspended. The date of May 12, 2021 has been set as the new effective date for the extension of the Temporary Order insofar as it pertains to the trading halt of the Funds’ securities. The Commission once again extended the crease trade of securities of the Funds (the August Order) on August 10, 2021, with some minor modifications. The Commission decided to delay the implementation of the August Order until the 22nd of December, 2021, and the 21st of March, 2022.
You can download the complete statement of allegations here, or you can read an excerpt of it below:
