Securities Law & Instruments

Headnote

Subsection 1(11)(b) -- Order that the issuer is a reporting issuer for the purposes of Ontario securities law -- Issuer already a reporting issuer in Alberta, British Columbia and Saskatchewan -- Issuer's securities listed for trading on the TSX Venture Exchange -- Continuous disclosure requirements in Alberta, British Columbia and Saskatchewan substantially the same as those in Ontario -- Issuer has a significant connection to Ontario.

Statutes Cited

Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(11)(b).

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, CHAPTER S.5, AS AMENDED

(the Act)

AND

IN THE MATTER OF

LEBOLDUS CAPITAL INC.

ORDER

(clause 1(11)(b))

UPON the application of LeBoldus Capital Inc. (the Applicant) to the Ontario Securities Commission (the Commission) for an order pursuant to clause 1(11)(b) of the Act that, for the purposes of Ontario securities law, the Applicant is a reporting issuer in Ontario;

AND UPON considering the application and the recommendation of the staff of the Commission;

AND UPON the Applicant representing to the Commission as follows:

1) The Applicant was incorporated under the Business Corporations Act (Alberta) on January 29, 2008.

2) The head and registered office of the Applicant is located at 3700, 400 Third Avenue S.W., Calgary, Alberta T2P 4H2.

3) The authorized share capital of the Applicant consists of an unlimited number of common shares in the capital of the Applicant (the Common Shares) and an unlimited number of preferred shares.

4) As of the date hereof, 6,550,000 Common Shares and no preferred shares of the Applicant are issued and outstanding.

5) The Applicant has been a reporting issuer under the Securities Act (Alberta) (the Alberta Act), the Securities Act (British Columbia) (the BC Act) and the Securities Act (Saskatchewan) (the Saskatchewan Act) since April 24, 2008 and is not a reporting issuer or the equivalent in any jurisdiction in Canada other than Alberta, British Columbia or Saskatchewan.

6) The Applicant is not on the list of defaulting reporting issuers maintained pursuant to the BC Act, the Alberta Act or the Saskatchewan Act and is not in default of any of its obligations under the BC Act, the Alberta Act or the Saskatchewan Act or the rules and regulations made thereunder.

7) The continuous disclosure materials filed by the Applicant under the securities legislation in Alberta, British Columbia and Saskatchewan are available on the System for Electronic Document Analysis and Retrieval.

8) The continuous disclosure materials filed by the Applicant under the requirements of the BC Act, the Alberta Act and the Saskatchewan Act are substantially the same as the continuous disclosure requirements under the Act.

9) The Common Shares of the Applicant are listed and posted for trading on the TSX Venture Exchange (the TSXV) under the symbol "LEB". The Applicant is not in default of any of the rules, regulations or policies of the TSXV.

10) The TSXV requires all of its listed issuers, which are not otherwise reporting issuers in Ontario, to assess whether they have a significant connection with Ontario, as defined in Policy 1.1 of the TSX Venture Exchange Corporate Finance manual, and, upon first becoming aware that it has a significant connection to Ontario, to promptly make application to the Commission to be deemed a reporting issuer in Ontario.

11) The Applicant has a significant connection to Ontario since more than 20% of the total number of equity securities of the Applicant are owned by registered and beneficial shareholders resident in Ontario.

12) The Applicant does not have a shareholder that holds sufficient securities of the Applicant to affect materially the control of the Applicant.

13) Neither the Applicant nor, to the knowledge of the Applicant, its officers or directors, has:

a) been subject to any penalties or sanctions imposed by a court relating to Canadian securities legislation or by a Canadian securities regulatory authority;

b) entered into a settlement agreement with a Canadian securities regulatory authority; or

c) been subject to any other penalties or sanctions imposed by a court or regulatory body that would be likely to be considered important to a reasonable investor making an investment decision.

14) To the knowledge of the Applicant, neither the Applicant nor, to the knowledge of the Applicant, its officers or directors, is or has been the subject of:

a) any known ongoing or concluded investigation by a Canadian securities regulatory authority, or a court or regulatory body, other than a Canadian securities regulatory authority, that would be likely to be considered important to a reasonable investor making an investment decision in respect of the Applicant; or

b) any bankruptcy or insolvency proceedings, or other proceedings, arrangements or compromises with creditors, or the appointment of a receiver, receiver manager or trustee, within the preceding 10 years.

15) To the knowledge of the Applicant, none of its officers and directors is or has been at the time of such event an officer or director of any other issuer that is or has been subject to:

a) any cease trade or similar orders, or orders that denied access to any exemptions under Ontario securities law, for a period of more than 30 consecutive days, within the preceding 10 years; or

b) any bankruptcy or insolvency proceedings, or other proceedings, arrangements or compromises with creditors, or the appointment of a receiver, receiver manager or trustee, within the preceding 10 years.

AND UPON the Commission being satisfied that granting this Order would not be prejudicial to the public interest;

IT IS ORDERED pursuant to clause 1(11)(b) of the Act that the Applicant is a reporting issuer for the purposes of Ontario securities law.

DATED this 13th day of September, 2010

"Michael Brown"
Assistant Manager, Corporate Finance Branch
Ontario Securities Commission