Securities Law & Instruments

Headnote

Cease-trade order revoked where the issuer has remedied its default in respect ofdisclosure requirements under the Act.

Statutes Cited

Securities Act, R.S.O. 1990, c. S.5, as am., ss. 127(1)2, 127(5), 127(8), 144.


IN THE MATTER OF THE SECURITIES ACT
R.S.O. 1990, CHAPTER S.5, AS AMENDED (THE "ACT")

AND

IN THE MATTER OF
RACAD TECHNOLOGIES LTD.

ORDER
(Section 144)


WHEREAS the securities of Racad Technologies Ltd. (the "Reporting Issuer")currently are subject to a Temporary Order (the "Temporary Order") made by a Directoron behalf of the Ontario Securities Commission (the "Commission"), pursuant toparagraph 2 of subsection 127(1) and subsection 127(5) of the Act, on the 25th day ofAugust, 1998, as extended by a further order (the "Extension Order") of a Director,made on the 4th day of September, 1998, on behalf of the Commission pursuant tosubsection 127(8) of the Act, that trading in the securities of the Reporting Issuer ceaseuntil the Temporary Order, as extended by the Extension Order, is revoked by a futureOrder of Revocation.

AND WHEREAS the Temporary Order and Extension Order were each made onthe basis that the Reporting Issuer was in default of certain filing requirements;

AND WHEREAS the Reporting Issuer has applied to the Commission pursuantto section 144 of the Act for an order revoking the Cease Trade Order for failure to fileannual financial statements for the fiscal year ended March 31, 1998;

AND UPON the Reporting issuer having represented to the Commission that:

1. the Reporting Issuer is a reporting issuer under the Act and except for the CeaseTrade Order, is not in default of the financial and continuous disclosurerequirements of the Act and the Regulation made thereunder;

2. the Cease Trade Order was issued due to a failure of the Reporting Issuer to filewith the Commission annual financial statements for the fiscal year ended March31, 1998 pursuant to the Act;

3. the above-noted financial statements were not filed with the Commissionbecause the Reporting Issuer was inactive and did not have the funds requiredto prepare such statements;

4. the Reporting Issuer is a shell and has no assets, no business and no prospects;

5. the Reporting Issuer has filed with the Commission and sent to each of itsshareholders audited annual financial statements for the fiscal years endedMarch 31, 1999 together with the audited comparative annual financialstatements for the fiscal year ended March 31, 1998 and the unaudited interimfinancial statements for the periods ended June 30, 1998, September 30, 1998,December 31, 1998, June 30, 1999 and September 30, 1999;

6. an annual general meeting of the shareholders of the Reporting Issuer was heldon December 29, 1999. In connection with such meeting, the Reporting Issuerhas filed with the Commission and sent to each of its shareholders a notice ofmeeting and management information circular dated November 24, 1999;

7. the Reporting Issuer is not currently considering or in discussions relating to areverse take-over or other similar transaction;

AND WHEREAS the undersigned Manager is satisfied that the Reporting Issuerhas remedied its default in respect of the filing requirements and is of the opinion that itwould not be prejudicial to the public interest to revoke the Temporary Order asextended by the Extension Order;

NOW THEREFORE, IT IS ORDERED pursuant to section 144 of the Act, thatthe Temporary Order and Extension Order be and they are hereby revoked.

March 3rd, 2000.

"Heidi Frankin"