Securities Law & Instruments

Headnote

Subsection 83.1(1) - issuerdeemed to be a reporting issuer in Ontario - issuer hasbeen a reporting issuer in Alberta and British Columbiasince 2001 - issuer's shares listed and posted for tradingon the TSX Venture Exchange - continuous disclosure requirementsof British Columbia and Alberta substantially the same asthose of Ontario.

Statutes Cited

Securities Act, R.S.O.1990, c.S.5, as am., ss. 83.1(1).
 
IN THE MATTER OF
THE SECURITIES ACT,
R.S.O. 1990, CHAPTERS.5, AS AMENDED (the "Act")

AND

IN THE MATTER OF
SEMCO TECHNOLOGIES INC.
 
ORDER
(Section 83.1(1) ofthe Act)

UPON the application(the "Application") of Semco Technologies Inc.(the "Issuer") for an order pursuant to subsection83.1(1) of the Act deeming the Issuer to be a reportingissuer for the purposes of Ontario securities law;

AND UPON consideringthe Application and the recommendation of the staff of theCommission;

AND UPON the Issuerrepresenting to the Commission that:

1. The Issuer is a corporationincorporated under the laws of Alberta on August 25, 2000.

2. The Issuer's head officeis located in Mississauga, Ontario.

3. The Issuer is authorizedto issue an unlimited number of common, first preferredand second preferred shares.

4. As at March 31, 2002,12,500,000 common shares were issued and outstanding andas at March 31, 2002, 450,000 options and 1,697,500 warrantsto purchase common shares of the Issuer were outstanding.

5. The Issuer has 9,519,423common shares or approximately 76.15% of the common sharesof the Issuer registered to residents of Ontario, whoselast address on the Issuer's register of shareholderswas in Ontario, as at April 11, 2002.

6. The Issuer has beena reporting issuer under the Securities Act (BritishColombia (the "B.C. Act") since May 3, 2001and the Securities Act (Alberta) (the "AlbertaAct") since February 20, 2001.

7. The Issuer is up todate in the filing of its financial statements and othercontinuous disclosure documents. It is not in defaultof any requirements of the B.C. Act or the Alberta Act.

8. The Issuer is not areporting issuer in Ontario or in any jurisdiction otherthan British Columbia and Alberta.

9. The common shares ofthe Issuer are listed on the TSX Venture Exchange ("TSXVenture")(formerly the Canadian Venture Exchange)and the Issuer is in compliance with all requirementsof TSX Venture.

10. The Issuer was listedas a capital pool company on TSX Venture, but completedits Qualifying Transaction, as defined under Policy 2.4of TSX Venture, on September 13, 2001, and therefore isno longer designated a capital pool company under thepolicies of TSX Venture.

11. The continuous disclosurerequirements of the B.C. Act and the Alberta Act are substantiallythe same as the requirements under the Act.

12. The continuous disclosurematerials filed by the Issuer under the B.C. Act sinceNovember 7, 2000 are available on the System for ElectronicDocument Analysis and Retrieval.

13. The Issuer has notbeen subject to any penalties or sanctions imposed againstthe Issuer by a court relating to Canadian securitieslegislation or by a Canadian securities regulatory authority,and has not entered into any settlement agreement withany Canadian securities regulatory authority.

14. Neither the Issuernor any of its officers, directors nor, to the knowledgeof the Issuer, its officers and directors, any of itscontrolling shareholders, has: (i) been the subject ofany penalties or sanctions imposed by a court relatingto Canadian securities legislation or by a Canadian securitiesregulatory authority, (ii) entered into a settlement agreementwith a Canadian securities regulatory authority, or (iii)been subject to any other penalties or sanctions imposedby a court or regulatory body that would be likely tobe considered important to a reasonable investor makingan investment decision.

15. Neither the Issuernor any of its officers, directors, nor to the knowledgeof the Issuer, its officers and directors, any of itscontrolling shareholders, is or has been subject to: (i)any known ongoing or concluded investigations by: (a)a Canadian securities regulatory authority, or (b) a courtor regulatory body, other than a Canadian securities regulatoryauthority, that would be likely to be considered importantto a reasonable investor making an investment decision;or (ii) any bankruptcy or insolvency proceedings, or otherproceedings, arrangements or compromises with creditors,or the appointment of a receiver, receiver-manager ortrustee, within the preceding 10 years.

16. None of the officersor directors of the Issuer, nor to the knowledge of theIssuer, its officers and directors, any of its controllingshareholders, is or has been at the time of such eventan officer or director of any other issuer which is orhas been subject to: (i) any cease trade or similar orders,or orders that denied access to any exemptions under Ontariosecurities law, for a period of more than 30 consecutivedays, within the preceding 10 years; or (ii) any bankruptcyor insolvency proceedings, or other proceedings, arrangementsor compromises with creditors, or the appointment of areceiver, receiver-manager or trustee, within the preceding10 years.

AND UPON the Commissionbeing satisfied that to do so would not be prejudicial tothe public interest.

IT IS HEREBY ORDEREDpursuant to subsection 83.1(1) of the Act that the Issueris deemed to be a reporting issuer for the purposes of Ontariosecurities law.

June 11, 2002.

"Margo Paul"