Mutual Reliance Review System for ExemptiveRelief Applications - Relief granted from the requirement inNational Instrument 43-101 to have a qualified person inspecta property that is the subject of a technical report - propertyinspection is not possible due to winter conditions.
Applicable Ontario Provisions
National Instrument 43-101 Standards of Disclosurefor Mineral Projects, ss. 6.2 and 9.1.
IN THE MATTER OF
THE SECURITIES LEGISLATIONOF
BRITISH COLUMBIA, ALBERTA,SASKATCHEWAN,
MANITOBA AND ONTARIO
IN THE MATTER OF
THE MUTUAL RELIANCE REVIEWSYSTEM
FOR EXEMPTIVE RELIEF APPLICATIONS
IN THE MATTER OF
PURE GOLD MINERALS INC.
MRRS DECISION DOCUMENT
WHEREAS the local securities regulatoryauthority or regulator (the "Decision Maker") in eachof British Columbia, Alberta, Saskatchewan, Manitoba and Ontario(the "Jurisdictions") has received an applicationfrom Pure Gold Minerals Inc. (the "Filer") for a decisionpursuant to the securities legislation of the Jurisdictions(the "Legislation") that the requirement containedin section 6.2 of National Instrument 43-101 ("NI 43-101")that at least one qualified person (as defined in NI 43-101)preparing or supervising the preparation of a technical reportinspect the property that is the subject of the technical report(the "Personal Inspection Requirement") will not,subject to certain conditions, apply to the Filer in respectof the technical reports required to be filed in connectionwith the filings of both a rights offering circular (the "RightsOffering Circular") and a revised annual information form(the "AIF");
AND WHEREAS under the Mutual RelianceReview System for Exemptive Relief Applications (the "System"),the Ontario Securities Commission is the principal regulatorfor this application;
AND WHEREAS the Filer has representedto the Decision Makers as follows:
1. The Filer came into existence under thelaws of Ontario as the successor by amalgamation to Pure GoldResources Inc. and Cayo Resources Inc. under a Certificateof Amalgamation dated November 13, 1997.
2. The Filer is a reporting issuer or theequivalent in each of the Jurisdictions and its common sharesare listed and posted for trading on The Toronto Stock Exchange.
3. The Filer is not on the list of defaultingissuers maintained pursuant to s.72(9) of the SecuritiesAct (Ontario) and is not on the equivalent lists of defaultingissuers maintained in the other Jurisdictions.
4. The Filer holds a minority interest incertain properties located in northern Alberta and Nunavut(the "Properties"). The Properties are operatedby the holder of a majority interest in the Properties, anissuer that is a reporting issuer or the equivalent in eachof the Jurisdictions (the "Operator"). The Propertiesare material to the Filer's business.
5. The Filer intends to issue rights to itssecurityholders and in connection therewith, will file theRights Offering Circular
6. The Filer also intends to file a revisedAIF.
7. Both the Rights Offering Circular and theAIF will describe the Properties based on the informationcontained in certain technical reports (the "TechnicalReports") relating to the Properties and prepared byMr. George Cavey, a qualified person under NI 43-101.
8. NI 43-101 provides that the Technical Reportsmust comply with the Personal Inspection Requirement.
9. On May 28, 2002, the Filer filed a statementof claim against the Operator regarding certain issues witha joint venture agreement respecting one of the Properties.As a result of this action, the Operator stopped providingtechnical information to the Filer for a period of time andprevented the Filer from accessing the Properties in orderto complete the Personal Inspection Requirement.
10. The Operator has subsequently providedthe Filer with the technical information required to completethe Technical Reports and has granted the Filer access tothe Properties. Due to the winter conditions that set in beforethe Filer regained access to the Properties, a proper siteinspection is not possible at this time; accordingly, a qualifiedperson will not be able to complete the Personal InspectionRequirement with respect to the Properties prior to the filingof the Rights Offering Circular or the AIF.
AND WHEREAS under the System this MRRSdecision document evidences the decision of each Decision Maker(collectively, the "Decision");
AND WHEREAS each of the Decision Makersis satisfied that the test contained in the Legislation thatprovides the Decision Makers with the jurisdiction to make theDecision has been met;
THE DECISION of the Decision Makers underthe Legislation is that the Filer is exempt from the PersonalInspection Requirement in respect of the Technical Reports requiredto be filed in connection with the filing of the Rights OfferingCircular and the AIF provided that:
(a) the Technical Reports include a statementthat a personal inspection has not been conducted by thequalified person, as defined in NI 43-101, and the reasonswhy a personal inspection was not conducted;
(b) the Rights Offering Circular and AIFdisclose that the Filer has been exempted from the PersonalInspection Requirement; and
(c) the qualified person conduct a sitevisit as soon as practicable and either re-file amendedTechnical Reports or, to the extent that there are no materialchanges to the Technical Reports, re-file the certificatescomprising a part of the Technical Reports.
December 17, 2002.