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

AND IN THE MATTER OF Yujun (Janet) Shi.

MINUTES OF SETTLEMENT AND UNDERTAKING

PART I – INTRODUCTION

1. Yujun (Janet) Shi (“Shi”) was licensed as a mortgage agent under the Act (licence # M15001948) from September 21, 2015 to March 31, 2022. Shi was terminated by her brokerage (The Mortgage Alliance Company of Canada Inc.) on June 3, 2022. Shi’s licence expired on March 31, 2022.
2. On January 10, 2024, the Director, Litigation and Enforcement (the “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 Shi (the “NOP”).
3. Shi disputed the allegations and, on or about January 21, 2024, requested a hearing before the Financial Services Tribunal (the “Tribunal”) in respect of the NOP.
4. Shi 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

5. Between January and June 2021, Shi brokered 10 mortgage transactions outside her brokerage and received remuneration from the proceeds outside of the brokerage.
6. During these transactions, Shi collected documents from the borrower or referral source, including identification documents, condo fee statements, and property tax statements. Shi presented the mortgage deal and the borrower’s documents to prospective lenders.
7. Shi did not process these transactions through her registered mortgage brokerage, The Mortgage Alliance Company of Canada Inc.
8. Shi acknowledges that the transactions she referred involved fraud. Nine of the mortgage transactions brokered by Shi were fraudulent as the borrowers were being impersonated.
9. Many of the transactions involved the same referral source. Shi did not meet with the borrowers directly. Shi knew that the mortgage proceeds were sent to multiple bank accounts in China not associated with the homeowner.

PART III – NON-COMPLIANCE WITH THE ACT

10. By engaging in the conduct described above in Part II, Shi admits and acknowledges that they breached the Act as follows:
    1. Ten (10) contraventions of subsection 2(3) of the Act by dealing in mortgages for remuneration outside their registered mortgage brokerage;
    2. Ten (10) contraventions of subsection 4(1) of Ontario Regulation 187/08 by receiving remuneration from a person or entity other than their registered mortgage brokerage; and
    3. One contravention of section 3.1 of Ontario Regulation 187/08 by doing or omitting to do anything, in circumstances where they ought to have known that they were being used to facilitate dishonesty, fraud, crime or illegal conduct.

PART IV – TERMS OF SETTLEMENT

11. Shi admits the facts contained in Part II of these Minutes.
12. Shi acknowledges and agrees that they have been given the opportunity to seek independent legal advice and have done so (or have waived the right to do so) and are entering into these Minutes of Settlement and Undertaking (“Minutes”) voluntarily, understanding the consequences of doing so.
13. Shi 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 Notice of Proposal to revoke the licence, a Notice of Proposal to impose an administrative penalty, or a prosecution under the Provincial Offences Act.

(a) Issuance of Order

14. Shi acknowledges that, upon execution of these Minutes by both Parties, the order attached as Schedule “A” to these Minutes (the “Order”) will be issued.

(b) Process for Execution of Settlement

15. Shi acknowledges that these Minutes are not binding on the Director until signed by the Director.
16. 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.
17. Upon receiving an executed copy of these Minutes from FSRA, Shi will withdraw their 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 two (2) business days.
18. 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 an Order in the form attached as Schedule “A” to these Minutes.
19. 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 Order

20. The Parties will keep the terms of these Minutes and the Order confidential until the Order is issued, except that:
    1. The Director shall be permitted to disclose the Minutes and the Order within FSRA; and
    2. The Parties shall be permitted to inform the Financial Services Tribunal.
21. If either of the Parties do not sign these Minutes or the Director does not issue the Order:
    1. These Minutes, the Order, and all related discussions and negotiations will be without prejudice to FSRA and Shi; and
    2. FSRA and Shi 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 Order, or any related discussions or negotiations.
22. Upon issuance of the Order:
    1. Shi agrees that these Minutes and the Order form part of their 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 them or any affiliated entities;
    2. Shi acknowledges that these Minutes and the Order 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 Order; 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 Order.

(d) Further Proceedings

23. Whether or not the Order is issued, Shi 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.
24. Upon issuance of the Order:
    1. Shi waives all rights to a hearing before the Tribunal regarding the NOP;
    2. Shi waives all rights to a judicial review or appeal of the Order;
    3. The Director agrees that FSRA will not take any further proceedings against Shi arising solely from the facts contained in Part II of these Minutes, unless facts not disclosed by Shi come to the attention of FSRA that are materially different from those contained in Part II of these Minutes or Shi fails to comply with any term in the Order; and
    4. Shi agrees that should they fail to comply with any term in these Minutes or the Order, FSRA is entitled to bring any proceedings available to it.

[signature page follows]

DATED at Richmond Hill, Ontario, February 8, 2025

Original signed by

Yujun (Janet) Shi

DATED at Toronto, Ontario, February 8, 2025

Original signed by

Kenneth E. Wise
Name of Witness

DATED at Toronto, Ontario, February 11, 2025.

Original signed by

Elissa Sinha
Director, Litigation and Enforcement
Financial Services Regulatory Authority of Ontario

By delegated authority from the Chief Executive Officer

APPENDIX A

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

AND IN THE MATTER OF Yujun (Janet) Shi (“Shi”).

ORDER TO IMPOSE ADMINISTRATIVE PENALTIES

Shi was licensed as a mortgage agent (licence # M15001948) under the Act.

On January 10, 2024, 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 impose administrative penalties on Shi for dealing in mortgages for remuneration outside her registered mortgage brokerage, contrary to subsection 2(3) of the Act; for receiving remuneration from a person or entity other than her registered mortgage brokerage, contrary to subsection 4(1) of Ontario Regulation 187/08; and for doing or omitting to do anything, in circumstances where she ought to have known that she was being used to facilitate dishonesty, fraud, crime or illegal conduct, contrary to section 3.1 of Ontario Regulation 187/08.

A Request for Hearing (Form 1), dated January 21, 2024, was delivered to the Financial Services Tribunal (the “Tribunal”) in accordance with section 39(5) of the Act respecting the Notice of Proposal.

This order is made pursuant to a settlement entered into by Shi and the Director.

ORDER

Twenty-one (21) administrative penalties in the total amount of $145,000 are hereby imposed on Yujun (Janet) Shi, for the reasons set out in the Minutes of Settlement.

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

If Shi fails to pay the administrative penalties 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

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