I received a couple responses from OSC, SEC, and IIROC. Nothing I have read indicates that it is for my eyes only. They are all pretty sterile for information and borderline templates. I believe the more information we have, the better.

IIROC:

The Investment Industry Regulatory Organization of Canada (IIROC) has received your emails regarding POET Technologies (PTK).

IIROC is the national self-regulatory organization which oversees all investment dealers and trading activity on debt and equity marketplaces in Canada. Created in 2008 through the consolidation of the Investment Dealers Association of Canada and Market Regulation Services Inc., IIROC sets high quality regulatory and investment industry standards, protects investors and strengthens market integrity while maintaining efficient and competitive capital markets. IIROC carries out its regulatory responsibilities through setting and enforcing rules regarding the proficiency, business and financial conduct of dealer firms and their registered employees and through setting and enforcing market integrity rules regarding trading activity on Canadian equity marketplaces.

Please note that staff at IIROC routinely monitor trading and review all instances of unusual trading. As such, this information will be reviewed and assessed.

IIROC’s Market Surveillance, and trade review analysis ensures that trading is carried out in accordance with UMIR (Universal Market Integrity Rules) and applicable provincial securities law. IIROC continuously monitors all trading on all 14 Canadian equity marketplaces and alternative trading systems. (For a list of equity marketplaces IIROC regulates, click here.)

IIROC uses a state-of-the-art advanced technology system known as the Surveillance Technology Enhancement Platform (STEP), which offers a unique consolidated view of trading on all marketplaces that helps to detect unusual activity. STEP gives IIROC the tools, including real time capability, to monitor and identify possible violations of UMIR across allCanadian trading platforms. For your convenience, I am also including a link to our website that speaks about how IIROC monitors trading activity: Surveillance of Trading Activity.

IIROC has confidential investigation procedures and as such staff cannot comment on a potential investigation unless it becomes a matter of public record. By keeping information confidential, we protect the integrity of our investigation, ensure the complaint process is not used to affect the market and maintain fairness to those who may be the subject of a complaint that does not result in an investigation or sanction. However, please be assured that appropriate action will be taken.

One of the primary roles of IIROC in reviewing any complaint is to determine whether there is sufficient evidence that supports a potential breach of Universal Market Integrity Rules (UMIR), to warrant further investigation and potential regulatory action. If there are no indications of violations of UMIR, IIROC will close the file with no action taken. If there are indications of potential violations of UMIR, IIROC will take appropriate action against the dealer member or its registered employees. Appropriate action may involve formal disciplinary proceedings or other measures such as a cautionary letter. Formal disciplinary proceedings become matters of public record, however other measures taken by IIROC are not.

IIROC does not have regulatory jurisdiction over public companies (such as PTK), its officers, directors and employees or the general public. If during our trade monitoring and review we detect trading violations by the general public (ie: investors, organized crime, officers, directors of public companies, etc.), we would promote those matters to the Provincial Securities Commissions investigations group for further review and enforcement for possible securities violations. Disciplinary action taken by the provincial securities commissions is usually available on their website.

Corporate Activities and Disclosure

Although IIROC has been retained by the TSXV to administer their timely disclosure requirements, matters relating to public company disclosure, corporate governance and listing issues and approvals therein, fall under the jurisdiction of the TSXV Exchange and the Provincial Securities Commission acting as the issuer’s Principal Regulator under National Instrument (NI 51-102) – Continuous Disclosure Obligations.

For your convenience, I have attached links from the TSX Company Manual as well as the TSX/TSXV Disclosure Policy and the contact information for the area of the TSXV to direct your disclosure concerns:

- http://tmx.complinet.com/en/tsx_manual.html

- http://www.tsx.com/listings/tsx-and-tsxv-issuer-resources/tsx-issuer-resources/continuous-disclosure

The TSXV can be reached at 416-947-4767 or toll-free at 1-888-873-8392 and at email address: complianceanddisclosure@tsxv.com

IIROC exists to develop, administer, surveil and enforce the trading rules known as the Universal Market Integrity Rules, in the Canadian securities market. You may find out more about UMIR by visiting our website at www.iiroc.ca. The link to UMIR is in the right navigation pane under “Rule Book”.

Sincerely,

Anna Marie Martin | Senior Complaints &Inquiries Specialist | Investment Industry Regulatory Organization of Canada | PH: 1 877 442 4322

Protecting Investors and Supporting Healthy Canadian Capital Markets.
Protéger les investisseurs et favoriser des marchés financiers sains au Canada.

OSC

Thank you for your inquiry to the Ontario Securities Commission (OSC) concerning POET Technologies Inc. (Poet) and possible market manipulation.

IIROC's Role
The Investment Industry Regulatory Organization of Canada (IIROC) is responsible for reviewing trading activity, so I am forwarding your concerns to IIROC. IIROC is recognized by the OSC as a self-regulatory organization under Ontario securities laws. IIROC oversees all trading activity on equity marketplaces in Canada.

IIROC monitors trading of securities on and across all marketplaces it regulates to ensure compliance with the Universal Market Integrity Rules (UMIR) that cover trading activity in Canada. IIROC staff use an advanced technology system known as the Surveillance Technology Enhancement Platform (STEP), which offers a unique consolidated view of trading on all marketplaces that helps to detect unusual activity. STEP gives IIROC the tools, including real time capability, to monitor and identify possible violations of UMIR.

IIROC’s team of surveillance experts also tracks company news, stock charts, chat room activity and other sources to identify potential insider trading violations. In cases where market activity has been influenced by rumours or other information, IIROC may ask the company to issue a clarifying statement to the public. If monitoring efforts or preliminary investigations by IIROC detect evidence of possible insider trading activity, which is a violation of the Ontario Securities Act, the details will be referred to the Ontario Securities Commission or other provincial regulators as appropriate.

Additional information about IIROC’s roles and responsibilities, and its contact information, is available at www.iiroc.ca. You may view the UMIR at http://www.iiroc.ca/industry/rulebook/Pages/UMIR-Marketplace-Rules.aspx.


Sincerely,

Lisa Marie Frankland
Lead Inquiries Officer
Ontario Securities Commission
inquiries@osc.gov.on.ca
416-593-8314
1-877-785-1555

The information in this e-mail should be taken as a guide. The content is not intended to provide investment, financial accounting, legal, tax or other professional advice and should not be relied upon or regarded as a substitute for such advice. We recommend that you seek advice from a qualified professional adviser before acting on the information or content appearing in this e-mail or any information or content on a web site to which a link has been provided.

Good afternoon,

Is there any way to determine whether POET Technologies (PTK) has been manipulated recently? A public offering was announced followed by heavy selling reducing the price 25-50% over a very short time period.

Thank you

SEC

Thank you for contacting the U.S. Securities and Exchange Commission (SEC).

We appreciate your informing us of your concerns regarding possible manipulation of Poet Technologies stock based on the recent announcement of its public offering which was led by Rodman & Renshaw, LLC, H.C. Wainwright & Co. LLC, and Cormark Securities Inc. The Office of Investor Education and Advocacy (OIEA) processes many complaints received from individual investors and others. We keep records of the correspondence we receive in a searchable database that SEC staff may make use of in inspections, examinations, and investigations. In addition, some correspondence received by OIEA is referred directly to other SEC offices and divisions for their review. If they have any questions or wish to respond directly to your comments, they will contact you.

The SEC conducts its investigations on a confidential and nonpublic basis and neither confirms nor denies the existence of an investigation unless the SEC brings charges against someone involved. We do this to protect the integrity and effectiveness of our investigative process and to preserve the privacy of the individuals and entities involved. As a result, we will be unable to confirm whether an investigation exists or provide you with any updates on the status of your complaint or of any pending SEC investigation. Information on our policy is enclosed. You may wish to check our website, www.sec.gov, for information about pending SEC civil actions, administrative cases, and other matters.

If you have any questions, please contact me.

Sincerely,

Karen R. Flemming-McDowell
Investor Assistance Specialist
Office of Investor Education and Advocacy
U.S. Securities and Exchange Commission
(800) 732-0330
www.sec.gov
www.investor.gov
www.twitter.com/SEC_Investor_Ed

Hello, POET Technologies (PTK) looks like it has been manipulated. I would say suspicious if it were not so obvious. From May 2016 to Sep 2016 the average share price was approximately $0.83CAN. They announced a Proposed Public Offering of stock on Oct 12. The stock was sold off about 35%. It averaged down to ~$0.50. Today POET confirmed the offering of C$12.5M (~34.8M stock units), plus warrants at C$0.36 (with a syndicate of agents led by Rodman & Renshaw, a unit of H.C. Wainwright & Co., LLC, as lead agent and lead book-running manager (and sole agent in the United States) and Cormark Securities Inc. as lead manager in Canada). Obviously this bottomed the stock out. This seems like an obvious manipulation of the stock down to these levels. The mass sell off of options and warrants by insiders and all. I believe this should be scrutinized heavily. Thank you,