D. Cheng — Masonite
 The Panel found that Finkelstein passed material non-public information regarding the Masonite transaction to Azeff
who, in turn, passed it to L.K. who, in turn, passed it to Miller,
who in turn passed it to Cheng. The Panel found that Cheng
ought to have known that the information originated from
 Like Miller, the only transaction with respect to which
Cheng was found liable is the Masonite transaction. Also like
Miller, Cheng did not give evidence before the Panel. Unlike
Miller, the entire transcript of Cheng’s compelled interview was
entered before the Panel.
 Cheng does not dispute that Miller told him about Masonite. What Cheng asserts is that the facts do not support a finding
that he ought reasonably to have known that the information that
Miller gave him about Masonite originated from an insider.
 There are factual differences between Cheng’s situation
and that of the other appellants. For one, Miller and Cheng were
not friends. They did not socialize or otherwise generally have
contact outside of the workplace. While Miller and Cheng did
eventually become “partners” in their work at TD Securities, that
did not occur until 2007, long after the Masonite transaction.
 By the time of the events surrounding Masonite in 2004,
Cheng had been engaged in the securities industry for nine or
ten years. He started with a small securities firm (the name of
which he could not recall). He moved from that firm to CIBC
Securities and then to HSBC Securities. It was at HSBC Securities that Cheng became registered as an investment advisor. He
left HSBC Securities to join what was then known as TD Evergreen. According to Cheng, it was sometime between 2001 and
2003 that he met Miller. At that time, Miller was one of a number of vice-presidents at TD.
 While Miller and Cheng worked together at TD Securities, Cheng says that Miller was not his “mentor or anything like
that” in 2004. Cheng says that Miller told him “about Masonite
being a takeover target some time back in 2004. . . . I don’t recall
the exact wording or the detail or the conversations, but he was
telling me that he heard rumours that Masonite might be in
play”. The e-mails show that Cheng learned that the deal would
be before Christmas and that a 20 per cent return could be
expected. Cheng said he never asked Miller “where he learned
the information from or the rumours”.
 Cheng advances the same challenge to the factors, that
I have set out above, that the Panel identified as being relevant