Securities Law & Instruments

Headnote

Subsection 1(11)(b) -- Order that the issuer is a reporting issuer for the purposes of Ontario securities law -- Issuer is 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 are substantially the same as those in Ontario -- Issuer has a significant connection to Ontario.

Statutes Cited

Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(11)(b).

IN THE MATTER OF THE SECURITIES ACT, R.S.O. 1990, c. S.5, AS AMENDED (the "Act") AND IN THE MATTER OF GAMING NATION INC.

ORDER (Paragraph 1(11)(b) of the Act)

UPON the application of Gaming Nation Inc. (the "Issuer") to the Ontario Securities Commission (the "Commission") for a designation order, pursuant to clause 1(11)(b) of the Act, that the Issuer is a reporting issuer for the purposes of Ontario securities law;

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

AND UPON the Issuer having represented to the Commission as follows:

1. The Issuer was incorporated in British Columbia on February 5, 2008 under the name "Accelerator Capital Corporation". On May 14, 2009, Accelerator Capital Corporation changed its name to "Oceanside Capital Corp.". On June 5, 2015, Oceanside Capital Corp. was continued as a corporation under the laws of the Province of Ontario and was re-named "Gaming Nation Inc.".

2. The Issuer's head office is located at 50 Minthorn Blvd., Suite 400 Thornhill, ON L3T 7X8.

3. The Issuer's securities (the "Securities") are listed on the TSX Venture Exchange (the "TSXV") under the stock symbol "FAN" and the Issuer is in good standing under the rules, regulations and policies of the TSX-V.

4. The authorized share capital of the Issuer consists of an unlimited number of common shares, and no other classes of shares. As of June 9, 2015, there were 34,656,810 common shares issued and outstanding.

5. The Issuer became a reporting issuer in British Columbia on May 7, 2008 and in Alberta on May 9, 2008, and is not in default of any requirement of the securities legislation of such jurisdictions as of the date hereof. The continuous disclosure requirements of British Columbia and Alberta are substantially the same as those in Ontario.

6. The Issuer is not currently a reporting issuer or the equivalent in any jurisdiction in Canada other than British Columbia and Alberta.

7. The materials filed by the Issuer as a reporting issuer in the Provinces of Alberta and British Columbia are available on the System for Electronic Document Analysis and Retrieval (SEDAR).

8. Pursuant to section 18.2 of Policy 3.1 of the TSXV Corporate Finance Policies, a listed issuer, which is not otherwise a reporting issuer in Ontario, must assess whether it has a "Significant Connection to Ontario" (as defined in Policy 1.1 of the TSXV Corporate Finance Policies) and, upon becoming aware that it has a "Significant Connection to Ontario", promptly make a bona fide application to the Commission to be designated a reporting issuer in Ontario.

9. The Issuer believes that it has had a "Significant Connection to Ontario" since the completion of a series of transactions including a business combination, reverse takeover, amalgamation, certain share acquisitions and dispositions and a share consolidation as well as financing transactions in connection therewith.

10. Ontario will be the principal regulator for the Issuer once it has obtained reporting issuer status in Ontario.

11. The Issuer has filed a "Non-Issuer Submission to Jurisdiction and Appointment of Agent for Service of Process" form on SEDAR executed by each non-resident director and officer of the Issuer.

12. The Issuer has not been subject to any penalties or sanctions by a court relating to Canadian securities legislation or by a Canadian securities regulatory authority.

13. Neither a director nor an officer of the Issuer nor, to the knowledge of the Issuer and its directors and officers, a shareholder holding sufficient securities of the Issuer to affect materially the control of the Issuer has been subject to: (i) any penalties or sanctions imposed by a court relating to Canadian securities legislation or by a Canadian securities regulatory authority or has entered into a settlement agreement with any Canadian securities regulatory authority; or (ii) 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.

14. There are no 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, relating to the Issuer, a director or officer of the Issuer, or, to the knowledge of the Issuer and its directors and officers, a shareholder holding sufficient securities of the Issuer to affect materially the control of the Issuer.

15. There are no bankruptcy or insolvency proceedings, or other proceedings, arrangements or compromises with creditors, and no receiver, receiver manager or trustee has been appointed within the 10 years before the date of the Issuer's application relating to the Issuer, a director or officer of the Issuer, or, to the knowledge of the Issuer and its directors and officers, a shareholder holding sufficient securities of the Issuer to affect materially the control of the Issuer.

16. None of the directors or officers of the Issuer nor, to the knowledge of the Issuer and its directors and officers, any shareholder holding sufficient securities to affect materially the control of the Issuer, is or has been at the time of such event a director or officer of any other issuer which is or has been subject to: (i) any cease trade or similar order or orders that denied access to any exemptions under Ontario securities law, for a period of more than 30 consecutive days, within the 10 years before the date of this application; or (ii) 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 10 years before the date of this application.

17. The Issuer has remitted all participation fees due and payable by it pursuant to Commission Rule 13-502 Fees upon submitting its application.

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

IT IS HEREBY ORDERED pursuant to paragraph 1(11)(b) of the Act that the Issuer be designated to be a reporting issuer for the purposes of Ontario securities law.

DATED at Toronto on this 4th day of September, 2015.

"Shannon O'Hearn"
Manager, Corporate Finance
Ontario Securities Commission