The Securities Commission has granted an order for AVCORP Industries Inc. (the Filer) to cease being a reporting issuer in all Canadian jurisdictions where it previously held this status. This decision is based on the application submitted by the Filer and is supported by several key facts:
– The Filer is incorporated under the Canada Business Corporations Act with its headquarters in British Columbia.
– It is a reporting issuer across all Canadian jurisdictions.
– The Filer’s share capital consists of an unlimited number of common shares.
– An arrangement agreement was made between Old Avcorp and Latecoere S.A., leading to Latecoere S.A.’s acquisition of all issued and outstanding common shares of Old Avcorp, with a subsequent amalgamation forming the current Filer.
– Latecoere S.A. is now the sole shareholder and securityholder of the Filer.
– The Filer’s shares have been delisted from the Toronto Stock Exchange.
– The Filer’s securities are owned by fewer than 15 securityholders in each Canadian jurisdiction and fewer than 51 worldwide.
– No securities are traded on any public marketplace.
– The Filer has no plans for public securities offerings and is not in default of securities legislation, except for the failure to file certain interim financial documents.
– The Filer was ineligible for the simplified cessation procedure due to this default but would have qualified otherwise.
The decision is underpinned by the Securities Act, R.S.O. 1990, c. S.5, as amended, specifically section 1(10)(a)(ii), and is consistent with the test set out in the legislation for such an order to be made. The British Columbia Securities Commission acted as the principal regulator, and the order also reflects the decision of the securities regulatory authority in Ontario. Relevant instruments include National Policy 11-206, Multilateral Instrument 11-102, National Instrument 14-101, National Instrument 51-102, National Instrument 52-109, and National Instrument 21-101.