The Securities Commission reviewed an application from MDF Commerce Inc. to cease being a reporting issuer in all Canadian jurisdictions. The application was made under the relevant securities legislation, specifically the Securities Act, R.S.O. 1990, c. S.5, as amended, section 1(10)(a)(ii), and the Process for Cease to be a Reporting Issuer Applications outlined in National Policy 11-206.
Key Facts:
1. MDF Commerce Inc. is not an OTC reporting issuer.
2. The company’s securities are held by fewer than 15 securityholders in each Canadian jurisdiction and fewer than 51 securityholders worldwide.
3. No securities of MDF Commerce Inc. are traded on any marketplace in Canada or internationally.
4. MDF Commerce Inc. is not in default of any securities legislation.
Reasoning:
The decision was based on the representations that the company met all the criteria for ceasing to be a reporting issuer, including the limited number of securityholders and the absence of public trading of its securities.
Outcome:
The order was granted, and MDF Commerce Inc. ceased to be a reporting issuer in all Canadian jurisdictions.
Relevant Laws:
– Securities Act, R.S.O. 1990, c. S.5, as amended, section 1(10)(a)(ii)
– National Policy 11-206 Process for Cease to be a Reporting Issuer Applications
– Regulation 11-102 respecting Passport System
– Regulation 14-101 respecting Definitions
– Regulation 51-105 respecting Issuers Quoted in the U.S. Over-the-Counter Markets
– Regulation 21-101 respecting Marketplace Operation