SEC Charges Caroline Winsor l Securities Lawyer 101

Securities Lawyer 101 - Carolyn Winsor

Securities Lawyer 101 Blog

The SEC has charged Caroline Winsor, a Canadian stock promoter, Richard Walchuk, the president and Chief Executive Officer of Viosolar Inc. and Lisa Esposito, a former registered representative, in connection with the manipulation of the common stock of two penny stock issuers, Violsolar and FACT Corporation. According to the SEC, Lance Bauerlein aided and abetted the manipulation of FACT corporation’s common shares.

  • Violsolar is purportedly an alternative energy company in the business of constructing solar parks in Greece and other south and southeastern European Union countries.
  • Viosolar’s common stock is quoted on the OTCBB and OTC Link under the symbol VIOSF.
  • FACT Corporation is purportedly engaged in developing, licensing and supplying functional bake mixes to manufacturers of bakery and pasta products.  The company’s common shares are quoted on the OTC Link under the symbol FCTOA.
  • At all times relevant to the SEC charges, Jacqueline Danforth, who is the daughter of Caroline Winsor, was president and CEO of FACT Corporation. International Securities Group (“ISG”), a Canadian corporation controlled by Caroline Winsor, was the largest shareholder of FACT.
  • Both Viosolar and Fact Corporation have a class of securities registered pursuant to 12(g) of the Securities Exchange Act and are SEC filers.

According to the SEC complaint, Caroline Winsor and Richard Walchuk paid kickbacks to a consultant they believed had connections to a corrupt registered representative in exchange for generating purchases of the common shares of Viosolar and FACT Corporation.

In reality, the consultant was cooperating with the United States government!The SEC charges that Caroline Winsor and Richard Walchuk, aided and abetted by Lisa Esposito, paid at least $1,000 to the consultant for the purchase of at least 5,000 shares of Viosolar common stock and, aided and abetted by Lisa Esposito and Lance Bauerlein, paid the consultant at least $1000 to purchase 12,500 shares of FACT Corporation’s common stock.  According to the SEC, these payments were made to generate stock purchases by creating trading volume, which would lead to an increase in the stock price.

The SEC is seeking disgorgement and civil penalties as well as judgments restraining Viosolar, Caroline Winsor, Lisa Esposito, Lance Bauerlein and Richard Walchuk from violating Section 10(b) of the Securities Exchange Act of 1934, (the “Exchange Act”) and Rule 10b-5 thereunder.

For further information about this securities law blog post, please contact Brenda Hamilton, Securities Attorney at 101 Plaza Real S, Suite 202 N, Boca Raton, Florida, (561) 416-8956, by email at [email protected] or visit  This securities law blog post is provided as a general informational service to clients and friends of Hamilton & Associates Law Group and should not be construed as, and does not constitute, legal and compliance advice on any specific matter, nor does this message create an attorney-client relationship.  Please note that the prior results discussed herein do not guarantee similar outcomes.

Hamilton & Associates | Securities Lawyers
Brenda Hamilton, Securities Attorney
101 Plaza Real South, Suite 202 North
Boca Raton, Florida 33432
Telephone: (561) 416-8956
Facsimile: (561) 416-2855