Star Data Systems Inc. - MRRS Decision

MRRS Decision

IN THE MATTER OF

THE SECURITIES LEGISLATION OF

ALBERTA, SASKATCHEWAN, ONTARIO, QUEBEC, NOVA SCOTIA AND NEWFOUNDLAND

AND

IN THE MATTER OF

THE MUTUAL RELIANCE REVIEW SYSTEM

FOR EXEMPTIVE RELIEF APPLICATIONS

AND

IN THE MATTER OF

STAR DATA SYSTEMS INC.

MRRS DECISION DOCUMENT

WHEREAS the local securities regulatory authority or regulator (the "Decision Maker") in each of Alberta,Saskatchewan, Ontario, Québec, Nova Scotia and Newfoundland (the "Jurisdictions") has received an application fromStar Data Systems Inc. (the "Filer") for a decision under the securities legislation of the Jurisdictions (the "Legislation")that the Filer be deemed to have ceased to be a reporting issuer or the equivalent thereof under the Legislation;

AND WHEREAS under the Mutual Reliance Review System for Exemptive Relief Applications (the "System"),the Ontario Securities Commission is the principal regulator for this application;

AND WHEREAS the Filer has represented to the Decision Makers that:

1. The Filer is a corporation constituted under the Business Corporations Act ("Ontario") (the "OBCA") and itshead office is located in Toronto, Ontario.

2. The Filer became a reporting issuer in Ontario on December 8, 1979, is a reporting issuer under the Legislationin each of the Jurisdictions and, except for a failure to file its interim financial statements for the period endedNovember 30, 2000 on or before January 31, 2001, is not in default of any of the requirements of theLegislation.

3. As a result of a take-over bid by CGI Group Inc. ("CGI") dated December 11, 2000, and the subsequentcompulsory acquisition procedures under the OBCA, CGI became the sole beneficial holder of all of the Filer'sissued and outstanding common shares (the "Common Shares") on February 26, 2001.

4. Other than the Common Shares, the Filer has no securities, including debt securities, outstanding.

5. The Common Shares were delisted from The Toronto Stock Exchange on January 31, 2001 and no securitiesof the Filer are listed or quoted on any exchange or market.

6. The Filer does not intend to seek public financing by way of an offering of its securities.

AND WHEREAS under the System, this MRRS Decision Document evidences the decision of each DecisionMaker (collectively, the "Decision");

AND WHEREAS each of the Decision Makers is satisfied that the test contained in the Legislation that providesthe Decision Maker with the jurisdiction to make the Decision has been met;

THE DECISION of the Decision Makers under the Legislation is that the Filer is deemed to have ceased to bea reporting issuer or the equivalent thereof under the Legislation.

March 27, 2001.

"John Hughes"