Securities Law & Instruments

Headnote

Applicant deemed to have ceased to be offering its securities to the public under the OBCA.

Statute Cited

Business Corporations Act, R.S.O. 1990, c. B.16, as am., s. 1(6).

IN THE MATTER OF THE BUSINESS CORPORATIONS ACT (ONTARIO), R.S.O. 1990, c. B. 16, AS AMENDED (the "OBCA") AND IN THE MATTER OF ELGIN MINING INC. (the "Applicant")

ORDER (Subsection 1(6) of the OBCA)

UPON the application of the Applicant to the Ontario Securities Commission (the "Commission") for an order pursuant to subsection 1(6) of the OBCA to be deemed to have ceased to be offering its securities to the public;

AND UPON the Applicant representing to the Commission that:

1. The Applicant is an "offering corporation" as defined in the OBCA, and has an authorized capital consisting of an unlimited number of common shares (the "Elgin Shares").

2. The head office of the Applicant is located at #1204-700 West Pender Street, Vancouver, British Columbia, V6C 1G8.

3. On September 10, 2014 Mandalay Resources Corporation ("Mandalay") acquired all of the issued and outstanding Elgin Shares pursuant to a plan of arrangement under an amended and restated arrangement agreement between the Applicant and Mandalay dated July 25, 2014. As a result, Mandalay became the sole beneficial holder of all Elgin Shares.

4. The Elgin Shares have been de-listed from the Toronto Stock Exchange, effective as of the close of trading on September 11, 2014.

5. No securities of the Applicant, including debt securities, are traded in Canada or another country on a marketplace as defined in National Instrument 21-101 Marketplace Operation or any other facility for bringing together buyers and sellers of securities where trading data is publicly reported.

6. Pursuant to BC Instrument 11-502 Voluntary Surrender of Reporting Issuer Status, the British Columbia Securities Commission confirmed the Applicant's non-reporting issuer status in British Columbia effective October 16, 2014.

7. The Applicant is a reporting issuer, or the equivalent, in Alberta, Manitoba, Saskatchewan, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Labrador and Ontario (the "Jurisdictions") and is currently not in default of any of the applicable requirements under the legislation of the Jurisdictions.

8. On October 3, 2014, the Applicant made an application to the Ontario Securities Commission, as principal regulator on behalf of the securities regulatory authorities in the Jurisdictions, for a decision that the Applicant is not a reporting issuer in the Jurisdictions (the "Reporting Issuer Relief Requested").

9. The Applicant has no intention to seek public financing by way of an offering of securities.

10. Upon the granting of the Reporting Issuer Relief Requested, the Applicant will not be a reporting issuer or equivalent in any jurisdiction of Canada.

AND UPON the Commission being satisfied that to do so would not be prejudicial to the public interest;

IT IS HEREBY ORDERED by the Commission pursuant to subsection 1(6) of the OBCA that the Applicant be deemed to have ceased to be offering its securities to the public for the purpose of the OBCA.

DATED at Toronto on this 14th day of November, 2014.

"Edward Kerwin"
Ontario Securities Commission
 
"Anne Marie Ryan"
Ontario Securities Commission