Order: In the Matter of Nvest Canada Inc. et al.

IN THE MATTER OF
NVEST CANADA INC., GX TECHNOLOGY GROUP INC.,
SHORUPAN PIRAKASPATHY and WARREN CARSON

File No. 2023-1

ORDER

(Subsection 127(1) and section 127.1 of the Securities Act, RSO 1990, c S.5)

WHEREAS on October 25, 26, 27, November 6, December 11, 2023 and April 18, 2024, the Capital Markets Tribunal held a combined merits and sanctions and costs hearing at 20 Queen Street West, 17^th Floor, Toronto, Ontario;

AND WHEREAS the Tribunal made findings against Nvest Canada Inc., GX Technology Group Inc., Shorupan Pirakaspathy and Warren Carson (the Respondents) in its Reasons and Decision issued on November 1, 2024;

ON READING the materials filed by the Ontario Securities Commission and on hearing the submissions of the representative for the Commission, and no one appearing for the Respondents;

IT IS ORDERED THAT:

1. with respect to the Respondents:
   1. they shall cease trading in any securities or derivatives for a period of 10 years, pursuant to paragraph 2 of s. 127(1) of the Securities Act (Act);
   2. they shall be prohibited from acquiring any securities for a period of 10 years, pursuant to paragraph 2.1 of s. 127(1) of the Act;
   3. any exemptions contained in Ontario securities law do not apply to them for a period of 10 years, pursuant to paragraph 3 of s. 127(1) of the Act;
   4. they are prohibited from becoming or acting as a registrant or promoter for a period of 10 years, pursuant to paragraph 8.5 of s. 127(1) of the Act;
   5. they shall each pay a separate administrative penalty of $200,000 to the Commission pursuant to paragraph 9 of s. 127(1) of the Act;
   6. they shall, on a joint and several basis, disgorge $293,493.19 to the Commission, pursuant to paragraph 10 of s. 127(1) of the Act;
   7. they shall, on a joint and several basis, pay to the Commission $162,390.10 for the costs of the investigation and hearing; and
2. With respect to Pirakaspathy and Carson:
   1. they shall resign from any position that they may hold as a director or officer of any issuer or registrant, pursuant to paragraphs 7 and 8.1 of s. 127(1) of the Act; and
   2. they shall be prohibited from becoming or acting as a director or officer of any issuer or registrant for a period of 10 years, pursuant to paragraphs 8 and 8.2 of s. 127(1) of the Act.