Mutual Reliance Review System for Exemptive Relief Applications- Issuer has only one security holder- Issuer is not a reporting issuer under applicable securities laws.
Applicable Legislative Provisions
Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(10)(b).
Citation: Point North Energy Ltd., 2007 ABASC 815
November 19, 2007
IN THE MATTER OF
THE SECURITIES LEGISLATION OF
ALBERTA, SASKATCHEWAN, ONTARIO, QUEBEC,
NOVA SCOTIA, AND NEWFOUNDLAND
IN THE MATTER OF
THE MTUTAL RELIANCE REVIEW SYSTEM
FOR EXEMTIVE RELIEF APPLICATIONS
IN THE MATTER OF
POINT NORTH ENERGY LTD.
MRRS DECISION DOCUMENT
1. The local securities regulatory authority or regulator (the Decision Maker) in each of the Jurisdictions has received an application from the Filer for a decision under the securities legislation of the Jurisdictions (the Legislation) that it be deemed to have ceased to be a reporting issuer or the equivalent thereof under the Legislation.
2. Under the Mutual Reliance Review System for Exemptive Relief Applications (MRRS):
(a) The Alberta Securities Commission (the Commission) is the principal regulator for this application; and
(b) This MRRS decision document evidences the decision of each Decision Maker.
3. Defined terms contained in National Instrument 14-101 Definitions have the same meaning in this decision unless they are defined in this decision.
4. This decision is based on the following representations by the Filer to each Decision Maker:
(a) The Filer is a corporation existing under the Business Corporations Act (Alberta) (the ABCA).
(b) The Filer's registered and principal office is located in Calgary, Alberta.
(c) On September 27, 2006, the Court of Queen's Bench of Alberta, in the Judicial District of Calgary, pursuant to an application made by the Filer, appointed a monitor under the Companies Creditor Arrangement Act (the CCAA).
(d) On August 30, 2007, the Filer completed a plan of arrangement with its shareholders and creditors. As a result of the plan of arrangement, all of the outstanding securities of the Filer are beneficially owned by 1285175 Alberta Ltd.
(e) The Filer is a reporting issuer under the Legislation in each of the Jurisdictions. The Filer ceased to be a reporting issuer in British Columbia on October 13, 2007 under BC Instrument 11-502 Voluntary Surrender of Reporting Issuer Status.
(f) The Filer's shares were de-listed from the Toronto Stock Exchange as of the close of trading on February 21, 2007 and no securities, including debt securities of the Filer are traded on a marketplace as defined in National Instrument 21-101 Market Place Operation.
(g) The Filer does not currently intend to offer securities in Canada.
(h) The Filer is applying for relief to cease to be a reporting issuer in all of the jurisdictions in Canada in which it is currently a reporting issuer.
(i) The Filer is not in default of any of its obligations under the Legislation other than its obligation to file its annual information form, annual financial statements, and related management's discussion and analysis under National Instrument 51-102 Continuous Disclosure Obligations for the fiscal year ended December 31, 2006 and the interim period ended June 30, 2007.
(j) Upon the granting of the relief requested herein, the Filer will not be a reporting issuer or the equivalent in any jurisdiction of Canada.
5. Each of the Decision Makers is satisfied that the test contained in the Legislation that provides the Decision Maker with the jurisdiction to make the decision has been met.
6. The decision of the Decision Makers under the Legislation is that the Filer be deemed to have ceased to be a reporting issuer in each of the Jurisdictions.