SL Split Corp. – 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
SL SPLIT CORP.
(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 to be deemed 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, and has an authorized capital consisting of an unlimited number of Capital Shares and an unlimited number of Preferred Shares.
2. The head office of the Applicant is located at 40 King Street West, Scotia Plaza, Suite 2600, Toronto, Ontario M5W 2X6.
3. No securities of the Applicant, including debt securities, are traded in Canada or another country on a marketplace as defined in National Instrument 21-101 -- Marketplace Operation or any other facility for bringing together buyers and sellers of securities where trading data is publicly reported.
4. The issued and outstanding Capital Shares and Preferred Shares of the Applicant were redeemed on January 31, 2013.
5. Following the redemption, the only issued and outstanding shares are now owned by SL Split Holdings Corp. (150 Class J Shares) and Scotia Managed Companies Administration Inc. (100 Class S 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. The Applicant's Capital Class Shares and Preferred Shares were de-listed from the TSX effective the close of trading on January 31, 2013.
8. The Applicant submitted its Voluntary Surrender of Reporting Issuer Status to the British Columbia Securities Commission on August 6, 2013 and the Applicant ceased to be a reporting issuer in British Columbia as of August 16, 2013. The Applicant was granted an order on September 26, 2013 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 in 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.
9. The Applicant is not a reporting issuer or equivalent in any jurisdiction of Canada.
AND UPON the Commission being satisfied 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 be deemed to have ceased to be offering its securities to the public for the purpose of the OBCA.
DATED at Toronto on this 11th day of October, 2013.