Vancouver lawyer Samuel T.G. Cole suspended for professional misconduct

Samuel Theodore Gray Cole has received a four-month suspension for committing professional misconduct, commencing on March 1, 2024. Cole is also ordered to pay a fine of $20,000 and costs of $29,842.50.

The hearing panel found that Cole committed professional misconduct when he knowingly and purposely circumvented a directive of a securities regulator for the attempted benefit of his client. Cole was retained by a client to help create a publicly traded company. Cole then advised and assisted his client in planning and executing a reverse takeover of an existing company, including by adding the client to the board to ensure the reverse takeover occurred without difficulties. As a board member the client was an insider, and therefore ineligible to take part in a planned private placement because of the securities regulator’s directive. Cole then advised his client to circumvent the securities regulator’s directive by using his then-girlfriend as a nominee and drafted and filed the required paperwork so that she could take part in the private placement. Cole also implemented the reverse takeover and filed materials containing false information with the securities regulator.

In ordering the four-month suspension and the $20,000 fine, the hearing panel took into consideration Cole’s serious betrayal of his ethical obligations, the need to ensure public confidence in the legal profession, and that he does not have a professional conduct record.

For the panel’s detailed reasons, see the decision on facts and determination and the decision on disciplinary action.