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Elementos Limited

2021-08-25 | Decision | Securities Act | Issuers | https://www.osc.ca/en/securities-law/orders-rulings-decisions/elementos-limited

Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(10)(a)(ii).


The Securities Commission has granted an application by Elementos Ltd. for an order to cease being a reporting issuer in all Canadian jurisdictions where it currently holds that status. The decision is based on the Securities Act, R.S.O. 1990, c. S.5, as amended, specifically section 1(10)(a)(ii).

Elementos Ltd., an Australian corporation with operations in Australia and Spain, became a reporting issuer in Canada following a plan of arrangement with Eurotin Inc. However, its connections to Canada are minimal, with only a small percentage of its shares and options held by Canadian residents, and no active trading of its securities on Canadian markets.

The company has complied with Australian securities laws and has provided continuous disclosure to its shareholders. It has also committed to delivering the same disclosure documents to its Canadian securityholders as it does to its Australian securityholders.

Given these circumstances, and the fact that Elementos Ltd. does not intend to seek public financing in Canada or have its securities traded on Canadian markets, the Commission has concluded that the test for ceasing to be a reporting issuer is met and has therefore granted the requested order.