Nelvana Ltd. - MRRS Decision
Headnote
Mutual Reliance Review System for Exemptive Relief Applications - issuer has only one security holder - issuer deemedto have ceased to be a reporting issuer.
Applicable Ontario Statutory Provisions
Securities Act, R.S.O. 1990, c.S.5, as am. s. 83.
IN THE MATTER OF
THE SECURITIES LEGISLATION OF
ALBERTA, SASKATCHEWAN, ONTARIO, QUEBEC,
NOVA SCOTIA AND NEWFOUNDLAND
AND
IN THE MATTER OF
THE MUTUAL RELIANCE REVIEW SYSTEM
FOR EXEMPTIVE RELIEF APPLICATIONS
AND
IN THE MATTER OF
NELVANA LIMITED
MRRS DECISION DOCUMENT
WHEREAS the local securities regulatory authority or regulator (the "Decision Maker") in each of Alberta,Saskatchewan, Ontario, Quebec, Nova Scotia, and Newfoundland (the "Jurisdictions") has received an application fromNelvana Limited (the "Filer") for a decision under the securities legislation of the Jurisdictions (the "Legislation") that theFiler be deemed to have ceased to be a reporting issuer under the Legislation.
AND WHEREAS under to the Mutual Reliance Review System for Exemptive Relief Applications (the "System"),the Ontario Securities Commission is the principal regulator for this application;
AND WHEREAS the Filer has represented to the Decision Makers that:
1. The Filer is a corporation governed by the Business Corporations Act (Ontario) (the "OBCA") with its registeredoffice located at 32 Atlantic Avenue, Toronto, Ontario, M6K 1X8.
2. The Filer is a reporting issuer in each of the Jurisdictions.
3. The Filer's authorized capital consists of an unlimited number of subordinate voting shares, an unlimitednumber of preference shares and an unlimited number of non-voting shares. There are no preference sharesor non-voting shares issued and outstanding.
4. The subordinate voting shares of the Filer were de-listed from The Toronto Stock Exchange on December 4,2000 and from Nasdaq on November 22, 2000. No securities of the Filer are listed or quoted on any exchangeor market.
5. As a result of a take-over bid, Corus Entertainment Inc. and its subsidiary, 1421711 Ontario Inc. acquired97.5% of the issued and outstanding subordinate voting shares of the Filer on November 13, 2000. Theremaining subordinate voting shares of the Filer were acquired pursuant to compulsory acquisition proceduresunder the OBCA on December 31, 2000.
6. Except for a failure to file interim financial statements on or before November 29, 2000 for the period endedSeptember 30, 2000, the Filer is not in default of any of the requirements of the Legislation.
7. Other than the subordinate voting shares, the Filer has no other securities, including debt securities,outstanding.
8. The Filer does not intend to seek public financing by way of an offering of its securities.
AND WHEREAS under the System, this MRRS Decision Document evidences the decision of each DecisionMaker (collectively the "Decision");
AND WHEREAS each of the Decision Makers is satisfied that the test contained in the Legislation that providesthe Decision Maker with the jurisdiction to make the Decision has been met;
THE DECISION OF the Decision Makers under the Legislation is that the Filer is deemed to have ceased tobe a reporting issuer under the Legislation.
January 24, 2001.
John Hughes
Manager, Continuous Disclosure