CanAsia Financial Inc.

Decision

Headnote

National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- National Instrument 52-107 Acceptable Accounting Principles and Auditing Standards, s. 5.1 -- A reporting issuer wants to early adopt IFRS for purposes of preparing its financial statements -- The issuer has assessed the readiness of its staff, board, audit committee, auditors and investors.

Applicable Legislative Provisions

National Instrument 52-107 Acceptable Accounting Principles and Auditing Standards, s. 5.1

Citation: CanAsia Financial Inc., Re, 2011 ABASC 143

March 22, 2011

IN THE MATTER OF

THE SECURITIES LEGISLATION OF

ALBERTA AND ONTARIO

(the Jurisdictions)

AND

IN THE MATTER OF

THE PROCESS FOR EXEMPTIVE RELIEF

APPLICATIONS IN MULTIPLE JURISDICTIONS

AND

IN THE MATTER OF

CANASIA FINANCIAL INC.

(the Filer)

DECISION

Background

The securities regulatory authority or regulator in each of the Jurisdictions (the Decision Maker) has received an application from the Filer for a decision under the securities legislation of the Jurisdictions (the Legislation) exempting the Filer from the requirement of subsection 4.2 of National Instrument 52-107 Acceptable Accounting Principles and Auditing Standards (the Instrument) (the Exemption Sought) that financial statements be prepared in accordance with generally accepted accounting principles determined with reference to Part V of the Handbook of the Canadian Institute of Chartered Accountants (the Handbook) applicable to public enterprises (Canadian GAAP -- Part V), in order that the Filer may prepare financial statements for periods relating to financial years ended December 31, 2010 in accordance with generally accepted accounting principles determined with reference to Part I of the Handbook applicable to publicly accountable enterprises, that is International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IFRS-IASB).

Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a dual application):

(a) the Alberta Securities Commission is the principal regulator for this application; and

(b) the Filer has provided notice that section 4.7(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in British Columbia and Saskatchewan (Passport Jurisdictions); and

(c) the decision is the decision of the principal regulator and evidences the decision of the securities regulatory authority or regulator in Ontario.

Interpretation

Terms defined in National Instrument 14-101 Definitions and MI 11-102 have the same meaning if used in this decision, unless otherwise defined.

Representations

This decision is based on the following facts represented by the Filer:

1. The Filer was incorporated on June 26, 2008 pursuant to the laws of Alberta, as a Capital Pool Company, as such term is defined in the policies of the TSX Venture Exchange (the TSXV).

2. The Filer's head office is Calgary, Alberta.

3. The Filer is a reporting issuer in the Jurisdictions and the Passport Jurisdictions.

4. The Filer's securities are listed on the TSXV.

5. The Filer is not, to its knowledge, in default of its reporting issuer obligations under the Legislation or the securities legislation of the Jurisdictions and the Passport Jurisdictions.

6. On November 25, 2010, the Filer completed its qualifying transaction under TSXV Policy 2.4 Capital Pool Companies (Qualifying Transaction) by way of a reverse takeover of all of the issued and outstanding securities of a target company, Mondeo Development Group Ltd. (the Resulting Issuer).

7. The Resulting Issuer has prepared its financial statements in accordance with IFRS-IASB since its incorporation, under the laws of the British Virgin Islands on January 8, 2007. The primary business carried on by the Filer, as a result of the reverse takeover, is the business that was carried on by the Resulting Issuer. As such the Filer's accounting will be a continuation of the Resulting Issuer's accounting.

8. Upon completion of the Qualifying Transaction, the Resulting Issuer, without the exemption being sought hereunder, would be required to prepare its financial statements for the financial year ended December 31, 2010 in accordance with Canadian GAAP -- Part V.

9. The Filer's year end was August 31 and the Resulting Issuer's year end is December 31.

10. The Canadian Accounting Standards Board has confirmed that publicly accountable enterprises will be required to prepare their financial statements in accordance with IFRS-IASB for financial statements relating to fiscal years beginning on or after January 1, 2011.

11. Part 4 of the Instrument sets out acceptable accounting principles for financial reporting under the Legislation for periods relating to financial years beginning before January 1, 2011 by domestic issuers, foreign issuers, registrants and other market participants. Under the Instrument, a registrant must use Canadian GAAP -- Part V for periods relating to financial years beginning before January 1, 2011 with the exception that a registrant with the United States Securities and Exchange Commission may use US GAAP and foreign issuers may use IFRS-IASB. The Filer is not an "SEC issuer" nor a "foreign issuer" for the purposes of the Instrument.

12. In CSA Staff Notice 52-321 Early Adoption of International Financial Reporting Standards, Use of US GAAP and Reference to IFRS-IASB, staff of the Canadian Securities Administrators recognized that some issuers may wish to prepare their financial statements in accordance with IFRS-IASB for periods beginning prior to January 1, 2011 and indicated that staff were prepared to recommend exemptive relief on a case by case basis to permit a domestic issuer to do so despite the requirements of the Instrument.

13. The Filer has evaluated its overall readiness to early adopt IFRS-IASB, including the readiness of its staff, board of directors and audit committee, and has concluded that it is adequately prepared to use IFRS-IASB effective immediately. The Filer has considered the implications of using IFRS-IASB on its obligations under securities legislation including but not limited to, those relating to CEO and CFO certifications, business acquisition reports and offering documents.

Decision

Each of the Decision Makers is satisfied that the decision meets the test set out in the Legislation for the Decision Maker to make the decision.

The decision of the Decision Makers under the Legislation is that the Exemption Sought is granted provided that:

(a) the Filer prepares its year-end financial statements for the annual period ended December 31, 2010 in accordance with IFRS-IASB; and

(b) the Filer's annual IFRS-IASB financial statements disclose an explicit and unreserved statement of compliance with IFRS-IASB.

"Cheryl McGillivray"
Manager, Corporate Finance