National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- The issuer applied for a decision that it is not a reporting issuer -- The outstanding securities of the issuer are beneficially owned by fewer than 50 persons and are not traded through an exchange or market -- Decision granted.
Applicable Legislative Provisions
Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(10)(a)(ii).
June 25, 2013
IN THE MATTER OF
THE SECURITIES LEGISLATION OF
BRITISH COLUMBIA, ONTARIO AND ALBERTA
IN THE MATTER OF
THE PROCESS FOR EXEMPTIVE RELIEF
APPLICATIONS IN MULTIPLE JURISDICTIONS
IN THE MATTER OF
WESTERN WIND ENERGY CORP.
1 The securities regulatory authority or regulator in each of the Jurisdictions (Decision Maker) has received an application from the Filer for a decision under the securities legislation of the Jurisdictions (the Legislation) to cease to be a reporting issuer in the Jurisdictions (the Exemptive Relief Sought).
Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a coordinated review application):
(a) the British Columbia Securities Commission is the principal regulator for this application; and
(b) the decision is the decision of the principal regulator and evidences the decision of each other Decision Maker.
2 Terms defined in National Instrument 14-101 Definitions and Multilateral Instrument 11-102 Passport System have the same meaning if used in this decision, unless otherwise defined.
3 This decision is based on the following facts represented by the Filer:
1. the Filer is a corporation existing under the Business Corporations Act (British Columbia) (BCBCA), and is a reporting issuer in the Jurisdictions;
2. the Filer is not in default of the securities legislation in any of the Jurisdictions;
3. the Filer's head office is located in Vancouver, British Columbia;
4. the Filer's authorized capital consists of an unlimited number of common shares (Common Shares) and an unlimited number of preferred shares; only Common Shares are currently outstanding; the Common Shares were previously listed on the TSX Venture Exchange (TSXV);
5. the Filer has no other outstanding securities, including debt securities, other than share purchase warrants (Warrants) to purchase 374 Common Shares; the single beneficial holder of the Warrants advised the Filer that the holder will not exercise the Warrants;
6. on May 21, 2013, Brookfield Renewable Energy Partners L.P. (Brookfield), acquired all of the issued and outstanding Common Shares via a take-over bid under the Legislation and subsequent compulsory acquisition under the BCBCA;
7. on May 24, 2013, the Common Shares were delisted from the TSXV;
8. the Filer's outstanding securities are beneficially owned, directly or indirectly, by fewer than 15 securityholders in each Jurisdiction and fewer than 51 securityholders in total worldwide;
9. all of the Common Shares of the Filer are legally and beneficially owned by Brookfield; the Warrants are held by one beneficial owner;
10. the Filer has no intention of accessing the capital markets in the future by issuing any further securities to the public, and has no intention of issuing any securities;
11. the Filer is not in default of any of its obligations under the securities legislation of the Jurisdictions as a reporting issuer, including its obligations to remit all filing fees in the Jurisdictions;
12. on April 29, 2013, the Filer obtained exemptive relief in the Jurisdictions from filing:
(a) annual financial statements, annual MD&A, and annual certificates for the period ended December 31, 2012; and
(b) an interim financial report, interim MD&A, and interim certificates for the period ended March 31, 2013;
13. no securities of the Filer, including debt securities, are traded in Canada or another country on a marketplace as defined in National Instrument 21-101 Marketplace Operation or any other facility for bringing together buyers and sellers of securities where trading data is publicly reported;
14. the Filer is not a reporting issuer or the equivalent in any jurisdiction in Canada, other than the Jurisdictions;
15. the Filer did not voluntarily surrender its status as a reporting issuer in British Columbia under British Columbia Instrument 11-502 Voluntary Surrender of Reporting Issuer Status because it wants to avoid the 10-day waiting period under that Instrument;
16. the Filer is not eligible to use the simplified procedure under CSA Staff Notice 12-307 Applications for a Decision that an Issuer is not a Reporting Issuer because it is a reporting issuer in British Columbia; and
17. the Filer, upon granting the Exemptive Relief Sought, will no longer be a reporting issuer or the equivalent in any jurisdiction in Canada.
4 Each of the Decision Makers is satisfied that the decision meets the test set out in the Legislation for the Decision Maker to make the decision.
The decision of the Decision Makers under the Legislation is that the Exemption Relief Sought is granted.