IN THE MATTER OF the Mortgage Brokerages, Lenders and Administrators Act, 2006, S.O. 2006, c.29, as amended (the “Act”), in particular sections 35, 38 and 39;

AND IN THE MATTER OF Millicent Prince

MINUTES OF SETTLEMENT AND UNDERTAKING

PART I – INTRODUCTION

1. Millicent Prince (“Prince”) was licensed as a mortgage agent (licence #M14001880) from October 27, 2014 to March 8, 2022, when her licence was revoked after a hearing before the Financial Services Tribunal (the “Tribunal”).
2. Following an appeal to the Tribunal’s decision to the Divisional Court, Prince’s licence remained revoked. She has not been authorized to deal or trade in mortgages since March 8, 2022.
3. On August 10, 2023, the Director, Litigation and Enforcement (“Director”), by delegated authority from the Chief Executive Officer (“CEO”) of the Financial Services Regulatory Authority of Ontario (“FSRA”), issued a Notice of Proposal in respect of Prince (the “NOP”).
4. Prince disputed the allegations and requested a hearing before the Tribunal in respect of the NOP on August 27, 2023.
5. Prince and the Director, by delegated authority from the CEO, (collectively the “Parties”) wish to resolve this matter on consent and without a hearing before the Tribunal.

PART II – AGREED FACTS

A. Unlicensed activity

6. As of February 11, 2022, Prince’s mortgage agent licence was suspended when her brokerage terminated their contract with her.
7. Between February 11, 2022, when the licence was suspended, and March 8, 2022, when the licence was revoked, Prince was not sponsored by any other mortgage brokerage and therefore not authorized to deal in mortgages.
8. On January 16, 2023, FSRA received a complaint that Prince had worked on obtaining refinancing of a complainant’s mortgage after her licence was revoked.
9. The complainant provided email correspondence detailing Prince’s dealings in mortgages on the complainant’s behalf including sending emails to an appraiser, having the complainant complete a mortgage application, collecting supporting documents for the mortgage application from the complainant, and having the complainant answer questions from the lender.
10. The complainant also communicated with Prince about a mortgage via text messages. The phone number for the text messages matches Prince’s phone number as listed in her email signature.

B. Using the title of “mortgage agent” when not licensed

11. Despite being revoked, Prince continued to use the words “Mortgage Agent”, use her former mortgage agent licence number of “M14001880”; and use the email address of “mprincemortgage@gmail.com” in her email signature when dealing with the complainant.

PART III – NON-COMPLIANCE WITH THE ACT

12. By engaging in the conduct described above in Part II of these Minutes of Settlement and Undertaking (the “Minutes”), Prince admits and acknowledges that she breached the Act as follows:
    1. By contravening section 2(3) of the Act by dealing in mortgages for renumeration while not licensed to do so and not acting on behalf of a brokerage;
    2. By contravening section 11(5) of the Act by using the title of “mortgage agent” while not licensed as a mortgage agent.

PART IV – TERMS OF SETTLEMENT

13. Prince admits the facts contained in Part II of these Minutes.
14. Prince acknowledges and agrees that she has been given the opportunity to seek independent legal advice and has done so (or has waived the right to do so) and is entering into these Minutes voluntarily, understanding the consequences of doing so.
15. Prince acknowledges that these Minutes are an undertaking within the meaning of the Act, and that failure to comply may result in immediate regulatory action including, but not limited to, the issuance of a further Notice of Proposal as may be required or prosecution under the Provincial Offences Act.

(a) Issuance of Orders

16. Prince acknowledges that, upon execution of these Minutes by both parties, the orders attached as Schedule “A” (the “Orders”) will be issued, pursuant to which:
    1. Prince will pay two administrative penalties in the total amount of $5,000; and
    2. A Compliance Order as set out in Schedule “A” to these Minutes will be issued against Prince.

(b) Process for Execution of Settlement

17. Prince acknowledges that these Minutes are not binding on the Director until signed by the Director.
18. These Minutes may be executed in counterparts and may be executed and delivered by facsimile or e-mail, and all such counterparts and facsimiles or e-mails, as applicable, shall together constitute one and the same agreement.
19. Upon receiving an executed copy of these Minutes from FSRA, Prince will withdraw her Request for Hearing (Form 1) in respect of the NOP before the Tribunal by completing a Withdrawal/Discontinuance (Form 5) and filing it with the Registrar at the Tribunal within five (5) business days.
20. Upon confirmation from the Tribunal that the Request for Hearing has been withdrawn and the hearing has been cancelled, the Parties agree that the Director will issue the Order in the form attached as Schedule “A” to these Minutes.
21. The Parties accept and understand that these Minutes and any rights within the Minutes shall enure to the Parties and to any successors or assigns of the Parties.

(c) Disclosure of Minutes and Orders

22. The Parties will keep the terms of these Minutes and the Orders confidential until the Orders are issued, except that:
    1. The Director shall be permitted to disclose the Minutes and the Orders within FSRA; and
    2. The Parties shall be permitted to inform the Financial Services Tribunal.
23. If either Party does not sign these Minutes or the Director does not issue the Orders:
    1. These Minutes, the Orders, and all related discussions and negotiations will be without prejudice to FSRA and Prince; and
    2. The Parties will each be entitled to all available proceedings, remedies, and challenges, including proceeding to a hearing of the allegations contained in the NOP. Any proceedings, remedies and challenges will not be affected by these Minutes, the Orders, or any related discussions or negotiations.
24. Upon issuance of the Orders:
    1. Prince agrees that these Minutes and the Orders form part of her administrative record for the purposes of any future licensing decision or as an aggravating factor in respect of a future administrative penalty or prosecution against her;
    2. Prince acknowledges that these Minutes and the Orders are public and will be published by FSRA on its public website (or that of its successor) along with a press release that summarizes these Minutes and the Orders; and
    3. The Parties agree not to make representations to any member of the public or media or in a public forum that are inconsistent with these Minutes or the Orders.

(d) Further Proceedings

25. Whether or not the Orders are issued, Prince will not use, in any proceeding, these Minutes or the negotiation or process of approval of these Minutes as the basis for any attack on FSRA’s jurisdiction, alleged bias, alleged unfairness, or any other remedies or challenges that may be available.
26. Upon issuance of the Orders:
    1. Prince waives all rights to a hearing before the Tribunal regarding the NOP;
    2. Prince waives all rights to a judicial review or appeal of the Orders;
    3. The Director agrees that FSRA will not take any further proceedings against Prince arising solely from the facts contained in Part II of these Minutes, unless facts not disclosed by Prince come to the attention of FSRA that are materially different from those contained in Part II of these Minutes or Prince fails to comply with any term in the Orders; and
    4. Prince agrees that should she fail to comply with any term in these Minutes or the Orders, FSRA is entitled to bring any proceedings available to it.

DATED July 5^th, 2024 at Pickering, Ontario.

Original signed by

Millicent Prince

DATED July 5^th, 2024 at Scarborough, Ontario.

Original signed by

Sngela Brown
Name of Witness

DATED July 9^th, 2024 at Toronto, Ontario.

Original signed by

Elissa Sinha
Director, Litigation and Enforcement

By delegated authority from the Chief Executive Officer

SCHEDULE A

IN THE MATTER OF the Mortgage Brokerages, Lenders and Administrators Act, 2006, S.O. 2006, c.29 (the “Act”), in particular sections 35, 38 and 39;

AND IN THE MATTER OF Millicent Prince (“Prince”).

COMPLIANCE ORDER AND
ORDER IMPOSING ADMINISTRATIVE PENALTIES

Prince was previously licensed as a mortgage agent (licence #M14001880) under the Act.

On August 10, 2023, by delegated authority from the Chief Executive Officer of the Financial Services Regulatory Authority of Ontario (the “Chief Executive Officer”), the Director, Litigation and Enforcement (the “Director”) issued a Notice of Proposal to issue a compliance order and impose administrative penalties on Prince for the following contraventions:

1. Dealing in mortgages without a mortgage broker or mortgage agent licence, contrary to section 2(3) of the Act; and
2. Using the title of “mortgage agent” while not licensed as a mortgage agent, contrary to section 11(5) of the Act.

A Request for Hearing (Form 1) dated August 27, 2023, was delivered to the Financial Services Tribunal (the “Tribunal”) in accordance with section 39(5) of the Act respecting the Notice of Proposal.

On DATE, Prince withdrew the Request for Hearing and the Tribunal closed its file in respect of this matter. This order is made pursuant to a settlement entered into by Prince and the Director.

ORDER

Two administrative penalties in the total amount of $5,000 are hereby imposed on Millicent Prince for the reasons set out in the Minutes of Settlement and Undertaking.

TAKE NOTICE THAT the Financial Services Regulatory Authority of Ontario will deliver an invoice to Prince with information as to where and how to pay the administrative penalties. Prince must pay the administrative penalties no later than thirty (30) days after the Order is issued unless otherwise agreed with the Financial Services Regulatory Authority of Ontario.

If Prince fails to pay the administrative penalty in accordance with the terms of this Order, the Chief Executive Officer may file the Order with the Superior Court of Justice and the Order may be enforced as if it were an order of the court. An administrative penalty that is not paid in accordance with the terms of the Order imposing the penalty is a debt due to the Crown and is enforceable as such.

DATED at Toronto, Ontario,

Elissa Sinha
Director, Litigation and Enforcement

By delegated authority from the Chief Executive Officer

Si vous desirez recevoir cet avis en français, veuillez nous envoyer votre demande par courriel immediatement a : contactcentre@fsrao.ca.

ORDER

It is hereby ordered that Prince will:

1. Cease and desist from dealing in mortgages in Ontario, as defined in section 2(1) of the Act, or holding herself out as licensed to do so;
2. Cease and desist from trading in mortgages in Ontario, as defined in section 3(1) of the Act, or holding herself out as licensed to do so; and
3. Cease and desist from using the title of “mortgage agent”, as prohibited by section 11(5) of the Act,

for the reasons set out in the Minutes or Settlement and Undertaking.

DATED at Toronto, Ontario,

Elissa Sinha
Director, Litigation and Enforcement

By delegated authority from the Chief Executive Officer

Si vous desirez recevoir cet avis en français, veuillez nous envoyer votre demande par courriel immediatement a : contactcentre@fsrao.ca.