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Virgo CX Inc.

May 30, 2024 | DecisionDirector's Decision | Securities Act, 11-102, 31-103, 91-506, 91-507 | Derivatives, Issuers, Registrants | https://www.osc.ca/en/securities-law/orders-rulings-decisions/virgo-cx-inc-0

Applicable Statutes: 1. Securities Act, R.S.O. 1990, c. S.5, as amended, ss. 1(1), 53 and 74. Applicable Instruments, Rules, or Policies: 1. Multilateral Instrument 11-102 Passport System, s. 4.7. 2. National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations, s. 13.3. 3. OSC Rule 91-506 Derivatives: Product Determination, ss. 2 and 4. 4. OSC Rule 91-507 Trade Repositories and Derivatives Data Reporting, Part.


The Securities Commission granted Virgo CX Inc. time-limited relief from certain registrant obligations, the prospectus requirement, and trade reporting requirements. This relief allows Virgo CX to distribute Crypto Contracts and operate a platform for buying, selling, depositing, and withdrawing crypto assets. The relief is subject to conditions including investment limits, account appropriateness assessments, and specific disclosure and reporting requirements. The relief is time-limited and will expire on January 31, 2025. This decision is based on the specific facts and circumstances of Virgo CX’s application and aims to foster capital raising by innovative businesses in Canada. The decision should not be considered a precedent for other filers.

Relevant laws and regulations include:
– Securities Act, R.S.O. 1990, c. S.5, as amended, ss. 1(1), 53, and 74.
– Multilateral Instrument 11-102 Passport System, s. 4.7.
– National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations, s. 13.3.
– OSC Rule 91-506 Derivatives: Product Determination, ss. 2 and 4.
– OSC Rule 91-507 Trade Repositories and Derivatives Data Reporting, Part 3.

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