Securities Law & Instruments

Unofficial Translation


IN THE MATTER OF THE SECURITIES LEGISLATION OFBRITISH COLUMBIA, ALBERTA, SASKATCHEWAN, MANITOBA, ONTARIO,QUÉBEC, NOVA SCOTIA AND NEWFOUNDLAND

AND

IN THE MATTER OF
THE MUTUAL RELIANCE REVIEW SYSTEM FOR EXEMPTIVE RELIEF APPLICATIONS

AND

IN THE MATTER OF
PHOENIX INTERNATIONAL LIFE SCIENCES INC.

MRRS DECISION DOCUMENT


WHEREAS the local securities regulatory authority or regulator (the«Decision Maker») in each of British Columbia, Alberta, Saskatchewan, Manitoba,Ontario, Québec, Nova Scotia and Newfoundland (the «Jurisdictions») havereceived an application from Phoenix International Life Sciences Inc. («Phoenix»)for a decision pursuant to the securities legislation of the Jurisdictions (the«Legislation») that Phoenix be exempted from both the requirement to file interimfinancial statements for the period ended February 29, 2000 and to mail theseFinancial Statements to its registered security holders;

AND WHEREAS under the Mutual Reliance Review System for ExemptiveRelief Applications (the «System»), la Commission des valeurs mobilières duQuébec is the principal regulator for this application;

AND WHEREAS Phoenix has represented to the Decision Maker that:

1. Phoenix is a corporation existing under the Canada Business CorporationsAct.

2. Phoenix's fiscal year end is August 31.

3. Phoenix is authorized to issue an unlimited number of common shares (the«Phoenix Shares»), of which 28,344,802 Phoenix Shares were issued andoutstanding on March 9, 2000.

4. Phoenix is a reporting issuer or the equivalent under the Legislation in eachof the provinces of Canada and the Phoenix Shares are listed for trading onthe Toronto Stock Exchange and the Nasdaq National Market.

5. On March 10, 2000, MDS Inc. (the «Offeror») made a take-over bid (the«Offer») to purchase all the outstanding Phoenix Shares.

6. On March 27, 2000, the Offeror extended the Offer to April 7, 2000.

7. On April 7, 2000, approximately 97% of Phoenix Shares had been tenderedto the Offer.

8. The Offeror has notified Phoenix, on April 19, 2000, that he has taken upand paid for all of the Phoenix Shares tendered under the Offer and,pursuant to the compulsory acquisition procedure set forth in Section 206 ofthe Canada Business Corporations Act, mailed its compulsory acquisitiondocuments to the dissenting shareholders.

9.. As soon as the transaction will be completed, the Offeror intends to makeapplication to the various applicable securities regulatory authorities toterminate Phoenix's reporting issuer status. Therefore, it is unnecessary anda waste of money to prepare those interim financial statements.

10. Phoenix has no other securities outstanding.

11. Phoenix is a reporting issuer and has not defaulted on any of its dutiespursuant to the Legislation.

AND WHEREAS under the System, this MRRS Decision Documentevidences the decision of each Decision Maker (collectively, the «Decision»);

AND WHEREAS each of the Decision Makers is satisfied that the testcontained in the Legislation that provides the Decision Maker with the jurisdictionto make the Decision has been met;

THE Decision of the Decision Makers under the Legislation is that therequirement contained in the Legislation to file the Financial Statements for theperiod ended February 29, 2000 and to concurrently send these FinancialStatements to the registered holders of its securities shall not apply to Phoenix.

April 28th, 2000.

(s) Jacques Labelle
Me Jacques Labelle
Directeur général et chef de l'exploitation