Smithfield Canada Limited - ss. 1(6) of the OBCA

Headnote

Subsection 1(6) of the OBCA - issuer deemed to have ceased to be offering its securities to the public under the Business Corporations Act (Ontario).

Statutes 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, CHAPTER B.16, AS AMENDED (THE "OBCA")

AND

IN THE MATTER OF

SMITHFIELD CANADA LIMITED

ORDER

(Subsection 1(6) of the OBCA)

UPON the application of Smithfield Canada Limited (the Applicant) for an order pursuant to subsection 1(6) of the OBCA that the Applicant be deemed to have ceased to be offering its securities to the public;

AND UPON considering the application and the recommendation of staff of the Commission;

AND UPON the Applicant having represented to the Commission that:

1. the Applicant has its head office in Toronto, Ontario;

2. the authorized capital of the Applicant consists of an unlimited number of common shares of which 11 common shares are issued and outstanding;

3. all of the issued and outstanding common shares are held directly or indirectly by Maple Leaf Foods Inc.;

4. the Applicant is an "offering corporation" as defined in the OBCA.

5. the Applicant is applying for relief to cease to be a reporting issuer in all of the jurisdictions in Canada in which it is currently a reporting issuer; and

6. the Applicant is not in default of any of its obligations under the Securities Act (Ontario) (the "Act") as a reporting issuer;

7. other than the common shares which are all held by directly or indirectly Maple Leaf Foods Inc., the Applicant has no outstanding securities, including debt securities;

8. no securities of the Applicant are traded on a marketplace as defined in National Instrument 21-101 Marketplace Operation; and

9. the Applicant does not intend to seek public financing by way of an offering of its securities.

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

IT IS ORDERED, pursuant to subsection 1(6) of the OBCA, that the Applicant is deemed to have ceased to be offering its securities to the public for the purposes of the OBCA.

June 11, 2004.