CencoTech Inc. - ss. 83.1(1)

Headnote

Subsection 83.1(1) - reporting issuer in B.C and Alberta deemed to be a reporting issuer in Ontario.

Statutes Cited

Securities Act, R.S.O. 1990, c.S.5, as am., ss. 83.1(1).

IN THE MATTER OF

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

AND

IN THE MATTER OF
CENCOTECH INC.

ORDER
(Subsection 83.1(1))

UPON the application of CencoTech Inc. ("CencoTech") for an order pursuant to subsection 83.1(1) of the Act,deeming CencoTech to be a reporting issuer for the purposes of Ontario securities law;

AND UPON considering the application and the recommendation of the staff of the Ontario SecuritiesCommission (the "Commission");

AND UPON CencoTech representing to the Commission as follows:

1. CencoTech is a corporation governed by the Business Corporations Act (Ontario).

2. The registered and principal executive office of CencoTech is located in Toronto, Ontario.

3. The authorized capital of CencoTech consists of an unlimited number of preferred shares issuable in seriesand an unlimited number of common shares (the "Common Shares"), of which 14,378,322 Common Sharesare issued and outstanding.

4. The Common Shares of CencoTech are listed on the Canadian Venture Exchange (the "CDNX").

5. CencoTech has been a reporting issuer under the Securities Act (Alberta) (the "Alberta Act") since on or aboutJuly 11, 1997 and under the Securities Act (British Columbia) (the "B.C. Act") since the establishment of theCDNX in November 1999.

6. The continuous disclosure requirements of the Alberta Act and the B.C. Act are substantially the same as therequirements of the Act.

7. The continuous disclosure material filed by CencoTech under the Alberta Act since April 1, 1998 and under theAlberta Act and the B.C. Act since November 1999 are available on the System for Electronic DocumentAnalysis and Retrieval.

8. Neither CencoTech nor any of its officers, directors or controlling shareholders has (i) been the subject of anypenalties or sanctions imposed by a court relating to Canadian securities legislation or by a Canadian securitiesregulatory authority, (ii) entered into a settlement agreement with a Canadian securities regulatory authority or(iii) been subject to any other penalties or sanctions imposed by a court or regulatory body that would be likelyto be considered important to a reasonable investor making an investment decision.

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

IT IS HEREBY ORDERED pursuant to subsection 83.1(1) of the Act that CencoTech is deemed to be areporting issuer for the purposes of Ontario securities law.

May 29, 2001.

"J. A. Geller"       "R. Stephen Paddon"