Afcan Mining Corporation - MRRS Decision

MRRS Decision

Headnote

Mutual Reliance Review System for Exemptive Relief Applications -- issuer deemed to have ceased to be a reporting issuer.

Ontario Statutes

Securities Act, R.S.O. 1990, c. S.5, as am., s. 83.

March 3, 2006

IN THE MATTER OF

THE SECURITIES LEGISLATION OF

ALBERTA, ONTARIO AND QUÉBEC

(THE "JURISDICTIONS")

AND

IN THE MATTER OF

THE MUTUAL RELIANCE REVIEW SYSTEM

FOR EXEMPTIVE RELIEF APPLICATIONS

AND

IN THE MATTER OF

AFCAN MINING CORPORATION (THE "FILER")

 

MRRS DECISION DOCUMENT

Background

The local securities regulatory authority or regulator (the Decision Maker) in each of the Jurisdictions has received an application from the Filer for a decision under the securities legislation of the Jurisdictions (the Legislation) revoking the reporting issuer status of the Filer under the Legislation.

Under the Mutual Reliance Review System for Exemptive Relief Applications:

(a) the Autorité des marchés financiers is the principal regulator for this application, and

(b) this MRRS decision document evidences the decision of each Decision Maker.

Interpretation

Defined terms contained in National Instrument 14-101 Definitions have the same meaning in this decision unless they are defined in this decision.

Representations

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

A. Filer is incorporated under the laws of Quebec;

B. Filer is, and has been for the last 12 months, a reporting issuer under the securities legislation of Alberta, Ontario and Québec, and is in default of its obligation under National Instrument 51-102 Continuous Disclosure Obligations and to file its interim financial statements for the interim period ended September 30 2005, as required by the Legislation;

C. The authorized share capital of Filer consists of an unlimited number of common shares without par value, of which all of the issued and outstanding common shares are held by Eldorado Gold Corporation ("Eldorado");

D. Pursuant to a compromise between Eldorado and Filer that became effective on September 13, 2005 and Eldorado now owns, directly or indirectly, all of the issued and outstanding Common Shares of Filer;

E. The outstanding securities of Filer are beneficially owned directly or indirectly, by one security holder, being Eldorado;

F. Effective September 19, 2005, the Common Shares of Filer were delisted from the Toronto Stock Exchange, and no securities of Filer are traded on a marketplace as defined in Regulation entitled National Instrument 21-101, Marketplace Operation;

G. Effective October 10, 2005, and pursuant to BCI 11-502, Filer is no longer a reporting issuer in the Province of British Columbia;

H. Filer does not intend to seek public financing by way of offering its securities.

Decision

Each of the Decision Makers is satisfied that the test contained in the Legislation that provides the Decision Maker with the jurisdiction to make the Decision has been met.

The decision of the Decision Makers under the Legislation is revoking the reporting issuer status of the Filer.

"Louis Auger"
Manager of the Corporate Financing Department