Securities Law & Instruments

Headnote

Cease trade order revoked where the issuer has remedied its default in respect of disclosure 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.

June 3, 2005

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, CHAPTER S.5, AS AMENDED (the "Act")

AND

IN THE MATTER OF

INTELPRO MEDIA GROUP INC.

 

ORDER

(Section 144)

WHEREAS the securities of Intelpro Media Group Inc. (the "Issuer") are subject to a Temporary Order of the Director dated March 1, 2005 under paragraph 127(1)2 and subsection 127(5) of the Act, as extended by an Order of the Director dated March 11, 2005 under subsection 127(8) of the Act (together, the Cease Trade Order) directing that trading in the securities of the Corporation cease;

AND WHEREAS the Issuer has applied to the Ontario Securities Commission (the Commission) for revocation of the Cease Trade Order pursuant to section 144 of the Act;

AND WHEREAS the Issuer has represented to the Commission that:

1. The Issuer is a corporation incorporated under the Business Corporations Act (Alberta) pursuant to a certificate of incorporation dated July 10, 1997.

2. The head office of the Issuer is in Leduc, Alberta and it is a reporting issuer in Alberta, Ontario and British Columbia.

3. The Issuer is authorized to issue an unlimited number of common shares ("Common Shares"). As of May 24, 2005, the Issuer had 9,646,127 Common Shares and 2,500,000 warrants outstanding.

4. The outstanding Common Shares are listed for trading on the TSX Venture Exchange, NEX (the "TSX Venture"). Trading of the Common Shares is currently suspended by the TSX Venture due to the Cease Trade Order and the other similar cease trade orders issued by the securities regulatory authorities or regulators in each of Alberta and British Columbia.

5. The Cease Trade Order was issued as a result of the Issuer's failure to file and deliver annual audited financial statements for the year ended September 30, 2004.

6. On May 17, 2005, the Issuer filed its annual audited financial statements for the year ended September 30, 2004 along with its first quarter interim financial statements for the period ended December 31, 2004 and Form 13-502F1 on the System for Electronic Document Analysis and Retrieval (SEDAR).

7. The Issuer has now brought its continuous disclosure filings up to date.

8. Except for the Cease Trade Order, the Issuer is not otherwise in default of any requirement of the Act or the regulations made thereunder.

AND UPON considering the application and the recommendation of staff of the Commission;

AND UPON the Commission being satisfied that to do so would not be prejudicial to the public interest;

IT IS ORDERED, pursuant to section 144 of the Act, that the Cease Trade Order be and is hereby revoked.

"John Hughes"
Manager, Corporate Finance