A.R.C. Resins International Corp.

Order
IN THE MATTER OF
THE SECURITIES ACT
R.S.O. 1990, CHAPTER S.5, AS AMENDED (the "Act")

AND

IN THE MATTER OF
A.R.C. RESINS INTERNATIONAL CORP.

ORDER
(Subsection 144(1))

WHEREAS the securities of A.R.C. Resins International Corp. ("ARC") are subject to a Temporary Order of the Director dated June 6, 1997 made under the clause 127(1)2 and subsection 127(5) of the Act directing that trading in the securities of ARC cease, which was extended by the Order of the Director dated June 18, 1997 made under subsection 127(8) of the Act (collectively referred to as the "Cease Trade Order");

AND WHEREAS ARC has made application to the Commission pursuant to section 144 of the Act for an order revoking the Cease Trade Order;

AND WHEREAS on October 26, 2000 the Commission made an order to partially revoke the Cease Trade Order pursuant to section 144 of the Act;

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

AND UPON ARC having represented to the Commission as follows:

1.ARC was incorporated under the Company Act (British Columbia) on October 22, 1984 under the name 284003 BC Ltd.; changed its name, on November 15, 1984 to Candorado Mines Ltd. and further changed its name to A.R.C. Resins International Corp. on December 10, 1993.

2.ARC is a reporting issuer under the Act and has been a reporting issuer under the Act since receiving a receipt from the Commission dated October 21, 1994 for a prospectus.

3.The authorized capital of ARC consists of:

101,000,000 shares divided into:

(a)100,000,000 common shares without par value, of which 31,187,663 common shares are issued and outstanding; and

(b)1,000,000 preferred shares with a par value of $1.00 per share, of which none are issued and outstanding.

4.ARC is in good standing, up-to-date with its continuous disclosure obligations and is not in default of any requirement of the Act or rules or regulations made thereunder.

5.It is expected that prior to December 31 , 2000, 3iO Corp. ("3iO"), a wholly-owned subsidiary of Tembec Industries Inc. ("Tembec"), a major Canadian forest products company whose securities are listed on The Toronto Stock Exchange, will acquire all of the issued and outstanding shares of ARC under a plan of arrangement effected under section 252 of the Company Act (British Columbia).
6. On or before February 28, 2001, ARC will apply to be deemed to have ceased to be a reporting issuer pursuant to section 83 of the Act.


AND WHEREAS the Director is satisfied that to make the following order would not be contrary to the public interest;

IT IS ORDERED, pursuant to subsection 144(1) of the Act, that provided that a wholly-owned subsidiary of Tembec acquires all of the issued and outstanding shares of ARC, the Cease Trade Order be and it is hereby revoked.

December 28, 2000.

John Hughes
Manager, Corporate Finance