Securities Law & Instruments

Headnote

Subsection 83.1(1) -- issuer deemed to be a reporting issuer in Ontario -- issuer already a reporting issuer in Alberta and British Columbia -- issuer's securities listed for trading on the TSX Venture Exchange -- continuous disclosure requirements in Alberta and British Columbia substantially the same as those in 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

CHAPTER S.5, AS AMENDED (the "Act")

AND

IN THE MATTER OF

TYHEE DEVELOPMENT CORP.

 

ORDER

(Subsection 83.1(1))

UPON the application of Tyhee Development Corp. ("Tyhee") for an order pursuant to subsection 83.1(1) of the Act deeming Tyhee to be a reporting issuer for the purposes of Ontario securities law;

AND UPON considering the application and the recommendation of the staff of the Ontario Securities Commission (the "Commission");

AND UPON Tyhee representing to the Commission as follows:

1. Tyhee is a resource exploration company incorporated under the Company Act (British Columbia) with resource properties primarily in the Northwest Territories.

2. Tyhee's executive office is located in Vancouver, British Columbia.

3. The authorized share capital of Tyhee is 100,000,000 common shares ("Common Shares") of which 20,762,607 Common Shares were issued and outstanding as of June 7, 2004.

4. The Common Shares are listed and posted for trading on the TSX Venture Exchange (the "TSX-V").

5. Tyhee has been a reporting issuer under the Securities Act (British Columbia) (the "BC Act") since October 28, 1994 and under the Securities Act (Alberta) (the "Alberta Act") since November 29, 1999.

6. The Common Shares have been traded on the TSX-V since October 28, 1994 when the corporation was initially listed under the name Mongolia Gold Resources Corp. After a share consolidation and name change it became listed as Tyhee Development Corp. on August 16, 1999.

7. Tyhee is not in default of any requirements under the BC Act or the Alberta Act and is not in default of any of the requirements of the TSX-V.

8. Other than in the provinces of British Columbia and Alberta, Tyhee is not a reporting issuer or public company under the securities legislation of any other jurisdiction in Canada.

9. The continuous disclosure requirements of the BC Act and the Alberta Act are substantially the same as the requirements under the Act.

10. The continuous disclosure materials filed by Tyhee under the BC Act and the Alberta Act are available on the System for Electronic Document Analysis Retrieval (SEDAR).

11. Neither Tyhee nor any of its officers or directors, nor to the knowledge of Tyhee and its officers and directors, any controlling shareholder of Tyhee, has

(a) been the subject of 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.

12. Neither Tyhee nor any of its officers or directors, nor to the knowledge of Tyhee and its officers and directors, any of its controlling shareholders, is or has been subject to:

(a) any known ongoing or concluded investigations by:

(i) a Canadian securities regulatory authority, or

(ii) 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; 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.

13. None of the officers or directors of Tyhee, nor to the knowledge of Tyhee and its officers and directors, any of its controlling shareholders, is or has been at the time of such event an officer or director of any other issuer which 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 to do so would not be prejudicial to the public interest;

IT IS HEREBY ORDERED pursuant to subsection 83.1(1) of the Act that Tyhee is deemed to be a reporting issuer for the purposes of Ontario Securities Law.

June 21, 2004.

"Iva Vranic"