years 1998, 1999 and 2000, and signed the audit reports
contained in them. After the Auditor audited the Form 9 Reports,
Buckingham filed the reports with the OSC. No class member
ever obtained or reviewed any of the Form 9 Reports through this
process or otherwise.
 In 2004, the OSC initiated proceedings against Buckingham
and certain of its principals, including Howard Kornblum, the
partner at Miller Bernstein who oversaw the audit. Buckingham
and several of its principals later admitted to the OSC that, in
breach of regulatory requirements, they made materially untrue
statements in the 1999 and 2000 Form 9 Reports filed with the
 The Class asserts that by negligently performing its assurance audit by failing to properly review and confirm the accuracy
of Buckingham’s Form 9 Reports, the Auditor breached the duty
of care that it owed to the Class, as clients of Buckingham,
causing more than $10 million in losses.
 In 2010, the parties consented to certification of the class
proceeding. The certification settlement agreement, as codified in
a July 20, 2010 order of Cullity J., provided that the class mem-
bers include those Buckingham clients who maintained accounts
at Buckingham on July 6, 2001 — the date on which the OSC
suspended Buckingham’s operations. As part of the settlement,
the parties agreed to certification on six common issues and to
the Class’s abandoning its claims in negligent and reckless mis-
representation. In the certification order, the following common
issues were certified:
( i) Did the Securities Act and the regulations thereunder (the
“OSA”) require Buckingham to segregate the cash and securi-
ties of its clients from its own cash and securities?
( ii) Did Buckingham fail to segregate its clients’ cash and securities in violation of the OSA and, if so, when did Buckingham
fail to do so?
( iii) Did the Auditor owe a duty of care to the Class and/or one or
more of the subclasses and what is the nature and extent of
( iv) If the answer to ( iii) is yes, did the Auditor breach that duty
of care to the Class and/or one or more of the subclasses,
either negligently or recklessly?
( v) If the answer to ( iv) is yes, was the Auditor’s breach of that
duty a cause of damages to all of the Class and/or all of one or
more of the subclasses?