UrAsia Energy Ltd. - s. 13.1 of NI 51-102

Order

Headnote

Issuer proposing to list its common shares on the Alternative Investment Market of the London Stock Exchange ordered not to be excluded from the definition of "venture issuer" under National Instrument 51-102 Continuous Disclosure Obligations solely due to such listing. Relief expires 60 days from the effective date of the amendments to NI 51-102 initially published for comment on December 9, 2005.

Instruments cited

Section 13.1 of National Instrument 51-102 Continuous Disclosure Obligations.

IN THE MATTER OF

THE SECURITIES ACT, R.S.O. 1990,

CHAPTER S.5, AS AMENDED

AND

NATIONAL INSTRUMENT 51-102

CONTINUOUS DISCLOSURE OBLIGATIONS

(NI 51-102)

AND

IN THE MATTER OF

URASIA ENERGY LTD.

 

EXEMPTION

(Section 13.1 of NI 51-102)

UPON the Director having received an application from UrAsia Energy Ltd. (the "Filer") for an order under section 13.1 of National Instrument 51-102 Continuous Disclosure Obligations (NI 51-102) that the listing of the Filer on the Alternative Investment Market of the London Stock Exchange ("AIM") shall not cause the Filer to be excluded from the definition of "venture issuer" solely due to that listing;

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

AND UPON the Filer having represented to the Director as follows:

1. The Filer is a corporation incorporated under the laws of British Columbia, is a reporting issuer under the Securities Act, R.S.B.C. 1996, c. 418 (the "BC Act"), is a reporting issuer under the Securities Act, R.S.A. 2000, c S-4 (the "Alberta Act") is a reporting issuer under the Securities Act, R.S.O. 1990, c. S5 (the "Ontario Act") and is not in default of any requirement of the BC Act, the Alberta Act or the Ontario Act or the rules and regulations pertaining to those acts.

2. The Filer is a "venture issuer" as defined by NI 51-102 as a reporting issuer that does not have any of its securities listed or quoted on any of the Toronto Stock Exchange, a U.S. marketplace or a marketplace outside of Canada and the United States of America.

3. The Filer intends, within the next 90 days, to make an application to list its common shares on AIM and upon listing will not fall within the definition of a venture issuer solely due to the fact that its common shares will be listed on AIM.

4. In all other respects the Filer will fall within the definition of a venture issuer as provided by NI 51-102 subsequent to its AIM listing.

5. The British Columbia Securities Commission has issued BC Instrument 51-507 and the Alberta Securities Commission has issued Alberta Blanket Order 51-509, both of which provide that the requirement in the definition of "venture issuer" in NI 51-102 that a reporting issuer not, at the relevant time, have any of its securities listed or quoted on a marketplace outside of Canada and the United States of America, does not apply to a reporting issuer whose securities are traded on AIM, provided that the issuer's securities are not also quoted or traded on any other marketplace outside of Canada and the United States of America.

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

IT IS THE DECISION of the Director, under section 13.1 of NI 51-102, that the requirement in the definition of venture issuer in NI 51-102, that an issuer not, at the relevant time, have any of its securities listed or quoted on a marketplace outside of Canada and the United States of America, does not apply to the Filer for so long as securities of the Filer are listed or quoted on the Alternative Investment Market of the London Stock Exchange and no other marketplace outside of Canada and the United States of America; provided that, this decision will terminate 60 days following the effective date of the amendments to NI 51-102 that were initially published for comment on December 9, 2005.

DATED April 24, 2006

"Charlie MacCready"
Assistant Manager, Corporate Finance
Ontario Securities Commission