DOB: Ecosol Solar Stipulation

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IN THE MATTER OF:

ECOSOL SOLAR TECHNOLOGIES INC.


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STIPULATION
AND AGREEMENT

No. ST-08-7483-S

WHEREAS, the Banking Commissioner (the “Commissioner”) is responsible for administering Chapter 672a of the Connecticut General Statutes, the Connecticut Uniform Securities Act (the “Act”) and Sections 36b-31-2 et seq. of the Regulations of Connecticut State Agencies (the “Regulations”) promulgated under the Act;

WHEREAS, Ecosol Solar Technologies Inc. (“Ecosol”) of 1036 Wellington Street West, Suite #501, Ottawa, Ontario, Canada is an issuer of securities, specifically shares of common stock;

WHEREAS, effective July 1, 1997 and following passage of the National Securities Markets Improvement Act of 1996 (“NSMIA”), P.A. 97-220 amended Section 36b-21 of the Act to add a new subsection (e), requiring that persons offering or selling a security that is a covered security under Section 18(b)(4)(D) of the Securities Act of 1933 [i.e. Rule 506 transactions] “file a notice with the commissioner within fifteen days after the first sale of such a security in this state” and pay an associated fee of $150;

WHEREAS, on November 14, 2007, legal counsel to Ecosol advised the Securities and Business Investments Division of the Department of Banking (the “Division”) in writing that Ecosol had sold shares of its common stock to three Connecticut residents in two offerings, the first of which took place between 2002 and 2004, and the second of which occurred in 2007;

WHEREAS, the Connecticut investors involved were all employed in the securities industry and, according to Ecosol, qualified as “accredited investors” within the meaning of Rule 501(a) under the Securities Act of 1933;

WHEREAS, on November 14, 2007, the Division also received curative filings and fees for the two offerings from Ecosol pursuant to Section 36b-21(e) of the Act;

WHEREAS, the Commissioner acknowledges that Ecosol cooperated with the Division in providing requested information and documents;

WHEREAS, Section 4-177(c) of Chapter 54 of the Connecticut General Statutes permits the resolution of a contested case by stipulation or agreed settlement;

WHEREAS, Ecosol desires to settle the matters described herein and voluntarily enters into this Stipulation and Agreement;

WHEREAS, the Commissioner and Ecosol acknowledge that this Stipulation and Agreement is in lieu of any court action or administrative proceeding against Ecosol, its officers, directors, employees, agents or representatives adjudicating any issue of fact or law on the specific matters described herein;

WHEREAS, Ecosol, through its execution of this Stipulation and Agreement, voluntarily waives any rights it may have to seek judicial review or otherwise challenge or contest the terms and conditions of this Stipulation and Agreement;

NOW THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS:

(1) No later than the date this Stipulation and Agreement is executed by the Commissioner, Ecosol shall remit to the department via check payable to “Treasurer, State of Connecticut” the sum of seven hundred fifty dollars ($750.00) as an administrative fine;
(2)
Ecosol shall refrain from offering or selling securities in or from Connecticut absent compliance with Section 36b-16 of the Act, including timely compliance with any applicable filing requirements;
(3) Execution of this Stipulation and Agreement by the Commissioner is without prejudice to the right of the Commissioner to take enforcement action against Ecosol based upon a violation of this Stipulation and Agreement or the basis for its entry if the Commissioner determines that compliance is not being observed with the terms hereof or if any representation made by or on behalf of Ecosol and reflected herein is subsequently determined to be untrue; and
(4) This Stipulation and Agreement shall become binding when executed by Ecosol and the Commissioner.


IN WITNESS WHEREOF
, the undersigned have executed this Stipulation and Agreement on the dates indicated.

 

               ________/s/_________
     Howard F. Pitkin
            Banking Commissioner

Dated at Hartford, Connecticut                 
this 8th day of May 2008.                         
 

I, Andrew C. Kular, state on behalf of Ecosol Solar Technologies Inc., that I have read the foregoing Stipulation and Agreement; that I know and fully understand its contents; that I am authorized to execute this Stipulation and Agreement on behalf of Ecosol Solar Technologies Inc. and that Ecosol Solar Technologies Inc. agrees freely and without threat or coercion of any kind to comply with the terms and conditions stated herein.  
                                                                 

      Ecosol Solar Technologies Inc.

     
By
      _________/s/_______________  
      Andrew C. Kular  
      President
        
                                                                  

On this 29th day of April 2008, personally appeared Andrew C. Kular, signer of the foregoing Stipulation and Agreement, who, being duly sworn, did acknowledge to me that he was authorized to execute the same on behalf of Ecosol Solar Technologies, Inc., and acknowledged the same to be his free act and deed, before me.


___________/s/__________________
Notary Public
My Commission Expires:  [blank in original]




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