Applied Inventions Management Inc. -- s. 144

Headnote

Application by an issuer for a revocation of a cease trade order issued by the Commission -- Cease trade order issued because the issuer had failed to file certain continuous disclosure materials required by Ontario securities law -- Defaults subsequently remedied by bringing continuous disclosure filings up-to-date -- Cease trade order revoked.

Statutes Cited

Securities Act, R.S.O. 1990, c. S.5, as am., ss 127 and 144.

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

(The "Act")

AND

IN THE MATTER OF

APPLIED INVENTIONS MANAGEMENT INC.

ORDER

(Section 144)

WHEREAS the securities of Applied Inventions Management Inc. (the "Applicant") are subject to a temporary cease trade order made by the Director dated February 8, 2001 under paragraph 2 of subsection 127(1) and subsection 127(5) of the Act and a further cease trade order made by the Director dated February 20, 2001 pursuant to subsection 127(8) of the Act directing that trading in the securities of the Applicant cease until the order is revoked by the Director (the "Cease Trade Order");

AND WHEREAS the Cease Trade Order was made on the basis that the Applicant was in default of certain filing requirements under Ontario securities law as described in the Cease Trade Order;

AND WHEREAS the Applicant has applied to the Ontario Securities Commission (the "Commission") for an order pursuant to Section 144 of the Act to revoke the Cease Trade Order;

AND UPON the Applicant having represented to the Commission that:

1. The Applicant was incorporated on July 12, 1989 pursuant to the Business Corporations Act (Ontario) (the "OBCA").

2. The Applicant's registered office and mailing address is located at 1 Adelaide Street East, Suite 801, Toronto, Ontario, M5C 2V9.

3. The Applicant is a reporting issuer or the equivalent under the securities legislation of the Province of Ontario. The Applicant is not a reporting issuer in any other jurisdiction in Canada.

4. The Applicant's authorized share capital consists of an unlimited number of Class A subordinate voting common shares (the "Class A shares"), an unlimited number of Class B multiple voting convertible shares (convertible into Class A shares on a 1:1 basis) (the "Class B shares") and Class C preference shares. The Applicant currently has 1,165,314 Class A shares and 918,215 Class B shares issued and outstanding (collectively, the "Outstanding Shares"). Other than the Outstanding Shares, the Applicant has no securities, including convertible debt securities, outstanding, except for a secured demand debenture in favour of a director and officer of the Applicant which previously had convertible features which have now lapsed. The Applicant also assumed a general security agreement to a shareholder, director and officer to secure advances to the Applicant.

5. The Cease Trade Order was originally issued on February 20, 2001 as a result of the Applicant's failure to file audited annual financial statements for the year ended August 31, 2000 and interim statements for the three month period ended November 30, 2000.

6. Since the issuance of the Cease Trade Order, the Applicant has filed on SEDAR the following continuous disclosure documents:

(a) Form 13-502F2 Class 2 Reporting Issuers -- Participation Fee for the year ended August 31, 2008;

(b) Form 13-502F2 Class 2 Reporting Issuers -- Participation Fee for the year ended August 31, 2009;

(c) Form 13-502F2 Class 2 Reporting Issuers -- Participation Fee for the year ended August 31, 2010;

(d) audited financial statements and management discussion and analysis ("MD&A") for the years ended August 31, 2010, 2009 and 2008;

(e) certifications pursuant to National Instrument 52-109 Certification of Disclosure in Issuer's Annual and Interim Filings ("NI 52-109") for the years ended August 31, 2010, 2009 and 2008;

(f) interim financial statements and MD&A for the period ended November 30, 2010;

(g) certifications pursuant to NI 52-109 for the period ended November 30, 2010;

(h) interim financial statements and MD&A for the period ended February 28, 2011;

(i) certifications pursuant to NI 52-109 for the period ended February 28, 2011;

(j) interim financial statements and MD&A for the period ended May 31, 2011; and

(k) certifications pursuant to NI 52-109 for the period ended May 31, 2011.

7. The Applicant has not filed its outstanding continuous disclosure documents for periods prior to the Applicant's financial year ended 2008, or the interim financial statements and related MD&A for the periods ended August 31, 2002 through May 31, 2008 (the "Outstanding Filings") because the Applicant believes that the Outstanding Filings would not provide useful information concerning the present or future operations of financial circumstances of the Applicant because the Applicant was inactive during the period covered.

8. Other than the Cease Trade Order and the Outstanding Filings, the Applicant is not in default of any of the requirements of the Act or the rules and regulations made pursuant thereto.

9. Prior to the Cease Trade Order, the Applicant owned and operated a swimming pool intrusion alarm business. The Applicant ceased business operations on or about May 31, 2001.

10. Upon receipt of a Revocation Order, the Applicant intends to acquire a business or an asset. No such businesses or assets are currently identified.

11. The Applicant has provided an undertaking to the Commission to hold an annual general meeting within three months after the date on which this revocation order is granted.

12. Except for the Outstanding Filings, the Applicant is up-to-date with all of its other continuous disclosure obligations and has paid all outstanding filing fees, participation fees and late filing fees.

13. The securities of the Applicant are not traded on a marketplace as defined in National Instrument 21-101 Marketplace Operation.

14. Other than the Cease Trade Order, the Applicant has not previously been subject to a cease trade order by the Commission.

15. The Applicant's profiles on SEDAR and the System for Electronic Disclosure by Insiders (SEDI) are up to date.

16. The Applicant is not considering, nor is it involved in any discussions relating to, a reverse takeover, merger, amalgamation or other form of combination or transaction similar to any of the foregoing.

17. Upon the issuance of this revocation order, the Applicant will issue a news release announcing the revocation of the Cease Trade Order. The Applicant will concurrently file a news release and material change report on SEDAR.

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

AND UPON the Director being satisfied that it would not be prejudicial to the public interest to revoke the Cease Trade Order;

IT IS ORDERED, pursuant to Section 144 of the Act, that the Cease Trade Order is revoked.

DATED this 26th day of August, 2011