Executive Summary: Key Legal and Evidentiary Issues

• Jurisdiction and forum issues arising from allegedly defamatory and harassing communications sent from the United States into Ontario, including emails to CSE personnel and their families.
• Threshold for granting an interim/interlocutory injunction in a defamation context, and the requirement for an “almost ironclad” case when the defendant claims justification and fair comment.
• Characterization of over 260 social media posts, emails, and a YouTube video as clearly defamatory, targeted personal attacks rather than legitimate investigative journalism or fair comment on matters of public interest.
• Assessment of whether defences of justification and fair comment could plausibly succeed, with the court concluding they will inevitably fail given the lack of evidentiary foundation for serious criminal and ethical accusations.
• Evaluation of harassment and reputational harm stemming from highly inflammatory language, direct contact with family members, and persistent communications, including threats of protests and “unpleasant surprises.”
• Balancing freedom of expression against the risk of enduring, irreparable reputational harm caused by online defamation and harassment, leading to an interim injunction tightly restricting further defamatory publications pending the full hearing.

Background and facts of the dispute

CNSX Markets Inc. operates the Canadian Securities Exchange (CSE), a recognized securities exchange subject to orders of the Ontario Securities Commission and the British Columbia Securities Commission, and functions across Canada under recognition and exemption orders from securities regulators in each province and territory. The CSE’s Listing Policies give it discretionary authority over the admission and continued eligibility of issuers on its platform, including determinations of whether individuals are suitable to act as directors, officers, promoters, or significant shareholders of CSE-listed issuers. Jack Marks is a shareholder of New World Solutions Inc. and controls and publishes “The Wall Street Report,” a platform on which he promotes and comments on various securities. In October 2024, the CSE Listing Committee issued a decision objecting to Mr. Marks serving on the board of any CSE-listed issuer. As a result, proceedings before the Capital Markets Tribunal were scheduled for May 8 and 13, 2026, at which Mr. Marks challenges the conduct of individuals involved in the proceedings against him. Against this regulatory backdrop, the CSE alleges that, beginning in October 2024 and escalating as the Tribunal hearing approached, Mr. Marks embarked on an online and communications campaign targeting the CSE and its senior personnel. According to the CSE, this involved more than 260 social media posts, emails, and videos that accused the CSE and named staff of fraud, criminality, corruption, and other serious misconduct. The communications were posted on X (formerly Twitter), LinkedIn, YouTube, and other platforms, as well as sent by email and voicemail directly to CSE personnel and, in some instances, to their family members.

Nature of the alleged defamatory and harassing conduct

The court describes Mr. Marks’ publications as repeatedly alleging fraud, conspiracy, and other criminal conduct by the CSE and by specific officials, including Chief Executive Officer Richard Carleton; Senior Vice President, Listings & Regulation Mark Faulkner; Vice President, Listings & Regulation Rob Theriault; Senior Vice President, Market Development Robert Cook; and Chief Legal Officer Tracey Stern. The material includes assertions that CSE executives are “pals” or close associates of convicted or alleged sexual offenders, including fashion executive Peter Nygard, and imputes involvement in fraud, cover-ups, money laundering, drug trafficking, sex trafficking, and connections to terrorist groups and drug gangs. Mr. Marks’ posts and emails deploy highly charged and abusive language, referring to CSE personnel as “crooked cops,” “scumbag regulators,” “PEDOs & coke heads,” “Canada biggest drug dealers,” and characterizing the CSE as the “Canadian Scam Exchange” and a “third-world shithole exchange.” The decision notes that Mr. Marks has circulated a crudely edited photograph of Mr. Faulkner with a toothbrush moustache alluding to Adolf Hitler, and that he has tagged members of Mr. Faulkner’s family in such posts. In one extended YouTube video, initially titled “TRUE CRIME! Peter Nygard Pedo RAPIST Stock Exchange CEO Richard Carleton: ABOVE THE LAW?,” Mr. Marks draws a link between Mr. Carleton and Peter Nygard using a single photograph and then repeatedly portrays them as close associates, likening Mr. Carleton to notorious figures such as Jeffrey Epstein and making allegations of criminality and moral depravity. The video characterizes CSE executives as “criminals who need to go to prison immediately,” labels them “corrupt, crooked cops,” and suggests that Mr. Carleton is a sex tourist because he travels.

Direct contact with personnel and family members

Beyond public posts, Mr. Marks engaged in repeated direct contacts by email and telephone. Between July and December 2025, and again in March 2026, he sent abusive, harassing, and threatening emails to CSE personnel, and persistently telephoned their personal numbers. In March 2026, he emailed multiple recipients, including prominent investors, with subject lines such as “racial discrimination and corruption” and “TRUE CRIME: Penny Stock FRAUD, Sex Trafficking & CROOKED COPS at Canada Scam Exchange Facing Prison Time?” asserting that the RCMP and securities regulators had been contacted and that criminal investigations were underway. On March 26, 2026, Mr. Marks emailed Mr. Carleton’s wife, Jane Helmstadter, attaching documents and photos and claiming that Mr. Carleton was a “pal of rapist pedophile Peter Nygard,” involved in fraud, scams, corruption, a conspiracy, and protected by “dirty cops.” The email further alleged ongoing criminal investigations by the RCMP, the Ontario Securities Commission, and the British Columbia Securities Commission, a lawsuit by the CSE’s former chief counsel, and the funneling of money into drug trafficking, sex trafficking, terrorist groups, and drug gangs. In late March 2026, Mr. Marks also left a voicemail for Ms. Helmstadter stating he was doing a story on Mr. Carleton’s relationship with Peter Nygard, referencing a photo being used in an article. The court characterizes these communications as abusive, harassing, and threatening, including statements such as “Get ready for some unpleasant surprises” and exhortations to “do the right thing” for oneself, the CSE, and one’s family.

Mr. Marks’ position and claimed defences

Mr. Marks, who is self-represented, denies that his conduct amounts to harassment, intimidation, or misconduct. He asserts that his communications are grounded in publicly available information, complaints he has lodged with the RCMP and securities regulators, and broader concerns about governance and regulatory integrity. He portrays his work as investigative journalism on matters of public interest and contends that his statements are commentary, not literal assertions of criminal conduct as fact. He invokes classic defamation defences: justification (truth) and fair comment, arguing that his remarks are based on disclosed facts and relate to public oversight of a securities exchange and its officials. In addition, he challenges the Ontario court’s jurisdiction, arguing that he is American, lives on the U.S. west coast, and has no meaningful connection to Ontario. He also claims Ontario is not the appropriate forum (forum non conveniens).

Jurisdiction, forum, and the legal test for injunctive relief

The court first confirms that it has jurisdiction to entertain the application for an interlocutory injunction under section 101 of the Courts of Justice Act and Rule 40 of the Rules of Civil Procedure, which authorize interlocutory injunctions in pending or intended proceedings. On the jurisdictional challenge, the judge applies the “real and substantial connection” test and the presumptive connecting factors from the Supreme Court of Canada’s decision in Club Resorts Ltd. v. Van Breda. In defamation matters, the place of the tort is where the impugned statement is communicated to at least one third party—where it is heard, read, or downloaded—rather than where it was composed or posted. The judge notes that, even without determining whether the online posts were accessed in Ontario, there is strong evidence of emails sent by Mr. Marks directly to individuals in Ontario, including CSE personnel and others, thereby grounding jurisdiction. On the forum non conveniens argument, the court finds that Mr. Marks has not addressed or substantiated the relevant factors—comparative convenience and expense, applicable law, avoidance of multiplicity and conflicting decisions, enforceability, and the fair and efficient working of the Canadian legal system—and therefore fails to show that any alternative forum is clearly more appropriate. On the injunction standard, the court emphasizes that the usual RJR-MacDonald three-part test (serious issue, irreparable harm, balance of convenience) is not directly applied in defamation-based injunctions because it would rarely protect controversial speech. Instead, where an injunction is sought to restrain alleged defamation, the plaintiff must show: (i) the impugned publications are clearly defamatory; (ii) any defences of justification or fair comment will inevitably fail; and (iii) irreparable harm will result if the injunction is denied. Courts typically refuse interim injunctions where a defendant expresses an intention to justify the statements, unless the words are so clearly defamatory and impossible to justify that a jury’s acceptance of a justification defence would be perverse. The bar is high: the plaintiff’s case must be “close to ironclad.”

Assessment of defamation, justification, and fair comment

Applying these principles, the judge concludes that Mr. Marks’ statements are clearly defamatory. They directly identify the CSE and named individuals and would obviously tend to lower their reputation in the eyes of a reasonable person. The decision carefully lists multiple specific examples: posts calling the CSE “more corrupt than any third-world shithole exchange,” alleging that CSE officials are “Canada biggest drug dealers” pushing “penny stocks” and illegal substances, accusing Mr. Faulkner of being caught “RED HANDED committing FRAUD,” branding staff as “PEDOs & coke heads,” and insinuating antisemitism, criminality, and Hitler-like conduct through images and language. The court finds that the publications meet all three elements of defamation: defamatory meaning, reference to the plaintiffs (the CSE and its officials), and publication to third parties through posts and emails. Turning to the defences, the judge holds that justification and fair comment will “inevitably fail.” Although Mr. Marks points to his complaints to law enforcement and regulators, the court notes that he omits to disclose that he himself made those complaints, and the record does not substantiate the serious allegations he presents as fact. Fair comment requires an objectively honest expression of opinion based on true facts known to the audience and is defeated by malice. Here, the court views the statements as malicious, untethered to a factual foundation, and not the sort of conclusions a reasonable person could draw from the limited underlying material (for example, a single photograph of Mr. Carleton with Peter Nygard being inflated into claims of a close friendship and parallel criminal behavior). The judge concludes that these communications are personal attacks and vitriol—not legitimate commentary grounded in evidence or responsible investigative journalism.

Harassment, irreparable harm, and public interest

The court characterizes Mr. Marks’ conduct not only as defamatory but as harassment. The pattern includes direct and repeated contact with CSE officers, employees, and their families, threatening language, and attempts to publicly shame and intimidate individuals through vivid, stigmatizing accusations. The judge notes that online defamation is particularly pernicious: it is instantaneous, far-reaching, and often enduring, with a strong tendency to be believed and shared widely. With over 260 posts across multiple platforms and the breadth and severity of the allegations—fraud, serious crimes, sexual and drug-related misconduct, and unfitness to participate in securities markets—the risk of enduring reputational damage to both the CSE and its individual officials is substantial. In considering the public interest, the court acknowledges the strong value placed on freedom of expression, but emphasizes that this protection is reduced when the speech consists primarily of personal attacks, unsupported criminal allegations, and vitriolic name-calling rather than genuine contribution to debate on matters of public interest. The judge finds that the risk of irreparable harm to reputation outweighs the diminished public interest in protecting the specific speech at issue.

Scope and terms of the interim injunction and outcome

The court ultimately grants interim relief pending the full application hearing set for May 4, 2026. On consent, the judge orders that Mr. Marks is prohibited from contacting officers and employees of the CSE and their families until the hearing. In addition, the court orders that Mr. Marks is restrained from making public defamatory statements on X (formerly Twitter), TikTok, LinkedIn, YouTube, or any other social media or media platform about the CSE or any of its employees, directors, officers, shareholders, agents, or affiliates. The injunction is detailed and categorical. It specifically prohibits: calling the CSE the “Canadian Scam Exchange,” a “third world shithole exchange,” or suggesting it has “scam” stocks; depicting CSE or its personnel as Hitler, rats, pigs, or criminals; referring to them as rapists, pedophiles, corrupt, crooked, dirty, abusive, fraudsters, “crony kleptocrates,” or accusing them of “raping and robbing investors” or being tied to crack or conspiracies and cover-ups; and making statements that they use drugs, are drug addicts, antisemitic, involved in crimes or fraud, connected to Peter Nygard, Jeffrey Epstein or other convicted sexual offenders, engaged in drug trafficking, sex trafficking, raping shareholders, working with drug gangs or terrorist groups, or fraudulently halting trading. The order is intended to freeze the status quo and prevent further harm until the underlying application for a more permanent injunction and other relief can be heard and decided. On costs, the judge does not fix any monetary amount. Instead, the court encourages the parties to agree on costs and sets a timetable for written submissions if they cannot. No damages, costs, or other monetary awards are quantified or ordered in this decision. Accordingly, the successful party on this interim motion is CNSX Markets Inc. (operator of the CSE), which obtained the interim injunctive relief it sought, but the total monetary amount ordered in its favor cannot be determined from this decision because costs and any other financial relief were left to be determined later, either by agreement or subsequent costs submissions.