5Banc Split Inc. – s. 1(6) of the OBCA

Headnote

Filer deemed to have ceased to be offering its securities to the public under the OBCA.

Applicable Legislative Provisions

Business Corporations Act, R.S.O. 1990, c. B.16, as am., s. 1(6).

IN THE MATTER OF

THE BUSINESS CORPORATIONS ACT (ONTARIO),

R.S.O. 1990, c. B.16, AS AMENDED

(the OBCA)

AND

IN THE MATTER OF

5BANC SPLIT INC.

(THE APPLICANT)

ORDER

(Subsection 1(6) of the OBCA)

                UPON the application of the Applicant to the Ontario Securities Commission (the Commission) for an order pursuant to subsection 1(6) of the OBCA deeming it to have ceased to be offering its securities to the public;

                AND UPON the Applicant representing to the Commission that:

1.             The Applicant is an “offering corporation” as defined in the OBCA;

2.             The Applicant’s registered address is located at 1000 Yonge Street, Suite 500, Toronto, Ontario, M4W 2K2, Toronto, Ontario;

3.             The issued and outstanding Class C Preferred Shares and Class B Capital Shares of the Applicant were redeemed on December 15, 2016;

4.             The Applicant’s Class C Preferred Shares and Class B Capital Shares were de-listed from the TSX effective the close of trading on December 16, 2016;

5.             Following the redemption, the only issued and outstanding shares of the Applicant are now owned by 5Banc Split Trust (100 Class E Shares), and no other shares are currently issued and outstanding;

6.             The Applicant has no intention to seek public financing by way of an offering of securities;

7.             On February 23, 2017, the Applicant was granted an order that it is not a reporting issuer in Ontario pursuant to subclause 1(10)(a)(ii) of the Securities Act (Ontario), and is not a reporting issuer or the equivalent in any other jurisdiction of Canada in accordance with the simplified procedure set out in OSC Staff Notice 12-307 Application for Decision that an Issuer is not a Reporting Issuer.

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

                IT IS HEREBY ORDERED by the Commission pursuant to subsection 1(6) of the OBCA that the Applicant is deemed to have ceased to be offering its securities to the public.

                DATED at Toronto on March 14, 2017.

“Philip Anisman”

Commissioner

Ontario Securities Commission

“Frances Kordyback”

Commissioner

Ontario Securities Commission