NexGen Financial Corporation – s. 1(6) of the OBCA

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 NEXGEN FINANCIAL CORPORATION (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 "Common Shares").

2. The Applicant's head office is located at 36 Toronto Street, Suite 1070, M5C 2C5, Toronto, Ontario.

3. As of December 22, 2014, Natixis Global Asset Management, L.P. ("Natixis"), through its subsidiary 2438801 Ontario Inc., indirectly acquired 4,705,003 Common Shares pursuant to plan of arrangement, which represented 100% of the total outstanding Common Shares.

4. The Common Shares have been de-listed from the TSX Venture Exchange, effective as of the close of trading on December 24, 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 February 9, 2015.

7. The Applicant is a reporting issuer, or the equivalent, in Alberta and Ontario (the "Jurisdictions") and is currently not in default of any of the applicable requirements under the legislation of the Jurisdictions.

8. On December 30, 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 20th day of January, 2015.

"Christopher Portner"

Ontario Securities Commission

 

"Anne Marie Ryan"

Ontario Securities Commission