OSC charges Rumble, Dziedzic, Foss with fraud over $11 million

Canada FINTRAC News & Advisories

Filed April 23rd, 2025

Detected March 16th, 2026

Summary

The Ontario Securities Commission (OSC) has charged Ryan Rumble, Michael Dziedzic, and Justin Foss with fraud over $5,000 and other offenses. The charges relate to Banknote Capital Inc., where the individuals allegedly defrauded investors of over $11 million between November 2020 and August 2023.

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What changed

The Ontario Securities Commission (OSC) has laid fraud charges against Ryan Rumble, Michael Dziedzic, and Justin Foss in relation to Banknote Capital Inc. The OSC alleges that the three individuals, who were directors of Banknote, defrauded investors of over $11 million by promising high returns and guaranteed principal, while allegedly diverting funds for personal benefit and using new investor funds to repay existing ones. Ryan Rumble also faces a charge for uttering a forged document. This action stems from a joint investigation involving the Durham Regional Police Service and the OSC.

Regulated entities and investors should be aware of these charges and the alleged fraudulent activities. The OSC is urging any investors solicited by the accused or who invested in Banknote to contact their investor contact centre. This case highlights the importance of due diligence and checking the registration of individuals and businesses offering investment opportunities, as emphasized by the OSC's 'Check Before You Invest' initiative. While no specific compliance deadline is mentioned for regulated entities, this enforcement action underscores the OSC's commitment to protecting investors from fraudulent practices.

What to do next

Review investor solicitation practices for potential red flags related to guaranteed returns and principal protection.
Ensure all investment offerings clearly disclose risks and do not misrepresent investment performance.
Verify the registration status of all individuals and entities offering investment opportunities through the OSC's 'Check Before You Invest' portal.

Penalties

Charges include fraud over $5,000 and uttering a forged document. Specific penalties will be determined through the legal process.

Source document (simplified)

OSC charges Ryan Rumble, Michael Dziedzic, and Justin Foss with fraud

OSC Enforcement

April 23, 2025

For Immediate Release

TORONTO – Ryan Rumble, Michael Dziedzic and Justin Foss of Chatham, Ontario have each been charged with one count of fraud over $5,000 contrary to Section 380(1)(a) of the Criminal Code (Code). Mr. Rumble is also charged with one count of Utter Forged Document contrary to Section 368(1)(a) of the Code.

The charges relate to Banknote Capital Inc. (Banknote). The three individuals were all directors of Banknote.

The Ontario Securities Commission (OSC) alleges that from November 2020 to August 2023, the accused raised more than $11 million from investors by promising high rates of return and guaranteed principal. The OSC further alleges that funds collected from new investors were used to repay existing investors and funds were diverted for the personal benefit of Mr. Rumble.

Mr. Dziedzic and Mr. Foss surrendered to authorities, and were released on an undertaking. A Canada-wide warrant for Mr. Rumble’s arrest has been issued.

This investigation originated from Project Swan, a joint investigation by the Durham Regional Police Service (DRPS) and the OSC that also resulted in criminal charges against Aiden Pleterski and Colin Murphy.

This investigation was conducted by the Criminal Investigations team within the OSC’s Enforcement Division. The OSC wishes to acknowledge the assistance of the Chatham-Kent Police Service, and the Financial Transactions and Reports Analysis Centre of Canada.

Any investors who were solicited by Mr. Rumble, Mr. Dziedzic or Mr. Foss, or who invested in Banknote, should contact the OSC’s Contact Centre at 1-877-785-1555 (Toll Free) or [email protected]. The OSC would like to thank all those who have come forward with information to date.

The OSC urges investors to always check the registration of any person or business trying to sell them an investment or provide investment advice. This can be done by visiting the Check Before You Invest and Registered crypto asset trading platforms pages on the OSC website.

The mandate of the OSC is to provide protection to investors from unfair, improper or fraudulent practices, to foster fair, efficient and competitive capital markets, and confidence in the capital markets, to foster capital formation, and to contribute to the stability of the financial system and the reduction of systemic risk. Investors are urged to check the registration of any persons or company offering an investment opportunity and to review the OSC investor materials available at https://www.osc.ca.

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