Solectron Global Services Canada Inc. - MRRS Decision

Headnote

Mutual Reliance Review System for Exemptive Relief Applications -- Application by reporting issuer for an order that it is not a reporting issuer -- Requested relief granted.

Applicable Ontario Statutory Provisions

Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(10).

(Translation)

April 21, 2008

IN THE MATTER OF

THE SECURITIES LEGISLATION OF

QUÉBEC, SASKATCHEWAN, ONTARIO

AND NOVA SCOTIA

(the "Jurisdictions")

AND

IN THE MATTER OF

THE MUTUAL RELIANCE REVIEW SYSTEM

FOR EXEMPTIVE RELIEF APPLICATIONS

AND

IN THE MATTER OF

SOLECTRON GLOBAL SERVICES CANADA INC.

(the "Applicant")

MRRS DECISION DOCUMENT

Background

The local securities regulatory authority or regulator (the "Decision Maker") in each of the Jurisdictions has received an application from the Applicant for a decision under the securities legislation of the Jurisdictions (the "Legislation") to revoke its status as a reporting issuer in the Jurisdictions (the "Request").

Under the Mutual Reliance Review System for Exemptive Relief Applications ("MRRS"):

(a) the Autorité des marchés financiers is the principal regulator for this application; and

(b) this MRRS decision document evidences the decision of each Decision Maker.

Interpretation

Defined terms contained in National Instrument 14-101 - Definitions have the same meaning in this decision unless they are defined in this decision.

Representations

This decision is based on the following facts represented by the Applicant:

1. The Applicant was formed under the Canada Business Corporations Act on November 9, 2001 and became a reporting issuer or the equivalent in each of the Jurisdictions as a result of an "exchangeable share" transaction involving Solectron Corporation and C-MAC Industries Inc. ("C-MAC") whereby C-MAC shareholders were issued either exchangeable shares of the Applicant (the "Exchangeable Shares") or common shares of Solectron Corporation (the "Solectron Common Shares"). Each Exchangeable Share was exchangeable into one Solectron Common Share. In addition to the Exchangeable Shares, the Applicant also had common shares issued and outstanding (the "Applicant's Common Shares"), all of which were owned by Solectron Canada Holdings Inc., a wholly-owned indirect subsidiary of Solectron Corporation and preferred shares, all of which were owned by Solectron Canada ULC, a wholly-owned direct subsidiary of Solectron Corporation.

2. The Applicant's head office is located at 847 Gibraltar Drive, Milpitas, California, 95035.

3. Pursuant to a merger agreement, Flextronics International Ltd ("Flextronics") acquired all of the issued and outstanding shares of Solectron Corporation effective October 1, 2007 (the "Transaction"). Immediately prior to the Transaction, all of the Exchangeable Shares were exchanged for Solectron Common Shares. Further, the one Series B Preferred Share of Solectron Corporation, which was held by Computershare Trust Company of Canada and entitled the holder to one vote for each Exchangeable Share, was cancelled. Therefore, Solectron Corporation became a direct wholly-owned subsidiary of Flextronics and Solectron Global Services Canada Inc. became an indirect wholly-owned subsidiary of Solectron Corporation.

4. Pursuant to a Decision Document dated November 28, 2001, the Applicant was exempted from the requirements contained in the Legislation to file continuous disclosure documents and deliver such documents to the security holders of the Applicant provided that Solectron Corporation files with the Decision Makers under the Applicant's SEDAR profile all documents required by it to be filed with the United States Securities and Exchange Commission (SEC) under the United States Securities Act of 1934.

5. Effective October 15, 2007, Solectron Corporation is no longer obligated to make any filings with the SEC.

6. The Applicant's shares were listed on the Toronto Stock Exchange (the "TSX"), but were de-listed on October 1, 2007.

7. No securities of the Applicant are traded on a marketplace as defined in National Instrument 21-101 -- Marketplace Operations.

8. The Applicant is applying for a decision that is not a reporting issuer in all of the jurisdictions in Canada in which it is currently a reporting issuer.

9. The Applicant is not in default of any of its obligations under the Legislation as a reporting issuer.

10. The Applicant's outstanding securities, including debt securities, are beneficially owned, directly or indirectly, by less than 15 security holders in each of the jurisdictions in Canada and less than 51 security holders in total in Canada.

11. The Applicant has no plans to seek public financing by offering its securities in Canada.

Decision

Each of the Decision Makers is satisfied that the test contained in the Legislation that provides the Decision Maker with the jurisdiction to make the decision has been met.

The decision of the Decision Makers under the Legislation is that the Request is granted.