MONTREAL, May 9 /PRNewswire/ - MEGA Brands Inc. (TSX: MB) has been informed that the Autorité des marchés financiers (AMF) in Quebec has undertaken an administrative proceeding regarding the exercise of options in 2005 by certain of the Corporation's current and former executive officers. These same transactions were the subject of previous allegations in Ontario as disclosed in a 2008 press release.
In early 2008, when the Corporation was initially informed of insider trading allegations regarding these transactions, the Board of Directors formed a special committee consisting solely of independent directors. As part of its review, the special committee retained independent legal advisors Fasken Martineau DuMoulin LLP, a leading law firm with recognized expertise in securities law and corporate governance matters, to carry out a full and comprehensive investigation of the allegations and to report back with their conclusions. The special committee received and reviewed the Fasken Martineau report. After its thorough review, the special committee concluded in November 2008 that no action should be taken. Its recommendation was considered, voted on and unanimously approved at a meeting of the Board of Directors comprised solely of independent directors.
The Corporation is not subject to the administrative proceeding. The AMF is solely seeking to obtain reimbursement of option proceeds and fines from current and former executives. The current executives named in the proceeding are Marc Bertrand, President and CEO, and Vic Bertrand, Chief Innovation Officer.