Alberta Securities Commission panel finds GRS Hydrogen Solutions illegally distributed securities and made misleading TSX listing claims

An Alberta Securities Commission (ASC) panel has found that GRS Hydrogen Solutions Inc. breached Alberta securities laws by illegally distributing its securities without a prospectus and by making prohibited representations and misrepresentations to investors. Findings were also made against GRS’s founder and sole director, Albert Eugene Cerenzie, for authorizing, permitting or acquiescing in the contraventions and failing to meet his director and officer responsibilities. Between December 2021 and May 2023, GRS raised $282,500 by selling securities to approximately 17 investors without a prospectus. The panel found GRS did not ensure that 12 of those investors, representing $143,500, met the criteria for an available prospectus exemption, resulting in illegal distributions. The decision also found GRS made prohibited representations that its shares would be listed on the Toronto Stock Exchange and that it had applied or would apply to be listed, and that these statements, along with claims of a contract with an established Alberta-based energy company, were materially misleading or untrue, or both. The proceeding now moves to a second phase to determine what, if any, sanctions and cost-recovery orders should be made against GRS and Cerenzie, with next steps to be scheduled after hearing from the parties.