Ontario Superior Court Justice Affirms OSC's Jurisdiction to Deal with Filing Requirements

Toronto – On January 26, 2005, the Superior Court of Justice released reasons for decision in a motion concerning the restructuring of Richtree Inc. and Richtree Markets Inc. (Richtree). Richtree is a reporting issuer in Ontario and several other Canadian jurisdictions, and its common shares trade on the Toronto Stock Exchange under the symbol (MOO.SV.B). At the time of the motion, Richtree had received creditor protection from the Court under the Companies Creditors Arrangement Act (CCAA).

As part of the CCAA proceedings, in a motion heard by Lax J. on December 8, 2004, Richtree asked the Court to make an order exempting it from the requirement to file its annual and quarterly financial statements with the OSC and other Canadian securities commissions. Richtree argued that the Court was able to grant this relief under the broad powers granted to it by the CCAA. Madam Justice Lax, however, rejected this argument, concluding that the authority to grant this form of relief lies solely with the OSC and other relevant Canadian securities commissions.

In Her Honour's words "the proper forum for debating the effect of the filing requirements on Richtree is not on this motion, but at the OSC. The legislature has decided that it is the proper forum for balancing the interests of the company and its stakeholders on the one hand and the interest of the members of the public on the other".

A copy of the reasons for decision is available online at:
www.canlii.org.

-30-