Reporting Issuer Status and Securities Laws Matters. The Company is a “reporting issuer” within the meaning of applicable Securities Laws in each of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario and New Brunswick, and not on the list of reporting issuers in default under applicable Securities Laws, and no securities commission or similar regulatory authority has issued any order preventing or suspending trading of any securities of the Company, and the Company is not in default of any material provision of applicable Securities Laws. Trading in the Exeter Shares is not currently halted or suspended on the TSX, the NYSE MKT or the Frankfurt Exchange. No delisting, suspension of trading or cease trading order with respect to any securities of the Company is pending or, to the knowledge of the Company, threatened. To the knowledge of the Company, no inquiry, review or investigation (formal or informal) of the Company by any securities commission or similar regulatory authority under applicable Securities Laws, the TSX, the NYSE MKT or the Frankfurt Exchange is in effect or ongoing or expected to be implemented or undertaken. Except as set forth above in this Section 3.1(i), the Company is not subject to continuous disclosure or other public reporting requirements under any Securities Laws or any securities Laws. The documents and information comprising the Public Disclosure Record, as at the respective dates they were filed, were in compliance in all material respects with applicable Securities Laws and, where applicable, the rules and policies of the TSX, NYSE MKT and the Frankfurt Exchange and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. The Company has publicly disclosed in the Public Disclosure Record all information regarding any event, circumstance or action taken or failed to be taken which could, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect on the Company. The Company is up-to-date in all forms, reports, statements and documents, including financial statements and management’s discussion and analysis, required to be filed by the Company under applicable Securities Laws and the rules and policies of the TSX, NYSE MKT and the Frankfurt Exchange. The Company has not filed any confidential material change report that at the date hereof remains confidential.
Reporting Issuer Status and Securities Laws Matters. The Company is a “reporting issuer” within the meaning of applicable Canadian Securities Laws and not on the list of reporting issuers in default under applicable Canadian Securities Laws, and no securities commission or similar regulatory authority has issued any order preventing or suspending trading of any securities of the Company, and the Company is in compliance in all material respects with applicable Canadian Securities Laws. Trading in the Common Shares on the TSX is not currently halted or suspended. No delisting, suspension of trading or cease trading order with respect to any securities of the Company is pending or, to the knowledge of the Company, threatened. To the knowledge of the Company, no inquiry, review or investigation (formal or informal) of the Company by any securities commission or similar regulatory authority under applicable Canadian Securities Laws or the TSX is in effect or ongoing or expected to be implemented or undertaken. Except as set forth above in this Section 3.1(g), neither the Company nor any Company Entity is subject to continuous disclosure or other public reporting requirements under any securities Laws. The documents and information comprising the Company Public Disclosure Record, as at the respective dates they were filed, were in compliance in all material respects with applicable Canadian Securities Laws and, where applicable, the rules and policies of the TSX and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. The Company has timely filed all forms, reports, statements and documents, including financial statements and management’s discussion and analysis, required to be filed by the Company under applicable Canadian Securities Laws and the rules and policies of the TSX. The Company has not filed any confidential material change report that at the date hereof remains confidential.
Reporting Issuer Status and Securities Laws Matters. Hudbay is a “reporting issuer” or equivalent in all provinces and territories of Canada and is not on the list of reporting issuers in default (where such concept exists) in such jurisdictions.
Reporting Issuer Status and Securities Laws Matters. (i) Leagold is:
(A) a “reporting issuer” within the meaning of applicable Securities Laws in each of the provinces and territories of Canada except Quebec; and
(B) not on the list of reporting issuers in default under applicable Canadian Securities Laws, and no securities commission or similar regulatory authority has issued any order preventing or suspending trading of any securities of Leagold.
(ii) Leagold:
(A) is not in default of any material provision of applicable Securities Laws or the rules and regulations of the TSX;
(B) has not taken any action to cease to be a reporting issuer in any province of Canada; and
(C) has not received notification from any securities commission or similar regulatory authority seeking to revoke the reporting issuer status of Leagold.
(iii) Leagold:
(A) is a Foreign Private Issuer (as defined in Rule 3b-4 under the U.S. Exchange Act);
(B) has no class of securities outstanding that is or is required to be registered under section 12 of the U.S. Exchange Act or that is subject to the reporting requirements of section 13 or 15(d) of the U.S. Exchange Act; and
(C) is not, and is not required to be, registered as an “investment company” pursuant to the United States Investment Company Act of 1940, as amended.
(iv) Trading in the Leagold Shares on the TSX is not currently halted or suspended.
(v) No delisting, suspension of trading, cease trading or similar order or restriction with respect to any securities of Leagold is pending, in effect, or, to the knowledge of Leagold, threatened or is expected to be implemented or undertaken.
(vi) To the knowledge of Leagold, Leagold is not subject to any formal or informal review, enquiry, investigation or other proceeding relating to any order or restriction.
(vii) Leagold is not subject to continuous disclosure or other public reporting requirements under any Securities Laws outside of Canada.
(viii) None of Leagold’s subsidiaries are subject to continuous disclosure or other disclosure requirements under any Securities Laws.
(ix) Since July 1, 2016, Leagold has timely filed or furnished to all applicable Governmental Authorities all material forms, reports, schedules, statements and other documents required to be filed or furnished by Leagold under applicable Securities Laws.
(x) The documents comprising the Leagold Public Disclosure Record
(A) as filed, complied in all material respects with Law; and
(B) did not, as of the date filed (or, if amended or superseded by a subsequent f...
Reporting Issuer Status and Securities Laws Matters. (i) The Company is:
(A) a “reporting issuer” within the meaning of applicable Securities Laws in each of the provinces of British Columbia and Alberta; and
(B) not on the list of reporting issuers in default under applicable Canadian Securities Laws, and no securities commission or similar regulatory authority has issued any order preventing or suspending trading of any securities of the Company that is currently in effect.
(ii) The Company:
(A) is not in default of any material provision of applicable Securities Laws or the rules and regulations of any stock or securities exchange or market;
(B) has not taken any action to cease to be a reporting issuer in any province or territory of Canada; and
(C) has not received notification from any securities commission or similar regulatory authority seeking to revoke the reporting issuer status of the Company.
(iii) The Company:
(A) is a Foreign Private Issuer (as defined in Rule 3b-4 under the U.S. Exchange Act);
(B) has no class of securities outstanding that is or is required to be registered under section 12 of the U.S. Exchange Act or that is subject to the reporting requirements of section 13 or 15(d) of the U.S. Exchange Act; and
(C) is not, and is not required to be, registered as an “investment company” pursuant to the United States Investment Company Act of 1940, as amended.
(iv) There are no current, pending, or, to the knowledge of the Company, threatened proceedings before any Governmental Authority relating to any alleged non-compliance with any applicable Securities Laws.
(v) Trading in the Company Shares is not currently halted or suspended on any stock or securities exchange or market.
(vi) No delisting, suspension of trading, cease trading or similar order or restriction with respect to any securities of the Company is pending, in effect, or, to the knowledge of the Company, threatened or is expected to be implemented or undertaken.
(vii) To the knowledge of the Company, the Company is not subject to any formal or informal review, enquiry, investigation or other proceeding relating to any order or restriction.
(viii) The Company is not subject to continuous disclosure or other public reporting requirements under any Securities Laws outside of Canada.
(ix) None of the Company’s subsidiaries are subject to continuous disclosure or other disclosure requirements under any Securities Laws.
(x) Since March 22, 2021, the Company has timely filed or furnished to all applicable Governmental Authorities a...
Reporting Issuer Status and Securities Laws Matters. (i) The Purchaser is:
(A) a “reporting issuer” within the meaning of applicable Securities Laws in each of the provinces of British Columbia, Alberta, Manitoba, Ontario, Québec, New Brunswick and Xxxxxx Xxxxxx Island, Newfoundland; and
(B) not on the list of reporting issuers in default under applicable Securities Laws, and no securities commission or similar regulatory authority has issued any order preventing or suspending trading of any securities of the Purchaser.
(ii) The Purchaser:
(A) is not in default of any material provision of applicable Securities Laws or the rules and regulations of the TSX;
(B) has not taken any action to cease to be a reporting issuer in any province of Canada; and
(C) has not received notification from any securities commission or similar regulatory authority seeking to revoke the reporting issuer status of the Purchaser.
(iii) The Purchaser:
(A) is a Foreign Private Issuer (as defined in Rule 3b-4 under the U.S. Exchange Act);
(B) has no class of securities outstanding that is or is required to be registered under section 12 of the U.S. Exchange Act or that is subject to the reporting requirements of section 13 or 15(d) of the U.S. Exchange Act; and
(C) is not, and is not required to be, registered as an “investment company” pursuant to the United States Investment Company Act of 1940, as amended.
(iv) There are no current, pending, or, to the knowledge of the Purchaser, threatened proceedings before any Governmental Authority relating to any alleged non-compliance with any applicable Securities Laws.
(v) Trading in the Nomad Shares on the TSX is not currently halted or suspended.
(vi) No delisting, suspension of trading, cease trading or similar order or restriction with respect to any securities of the Purchaser is pending, in effect, or, to the knowledge of the Purchaser, threatened or is expected to be implemented or undertaken.
(vii) The Purchaser is not subject to any formal or, to the knowledge of the Purchaser, informal review, enquiry, investigation or other proceeding relating to any order or restriction.
(viii) Except as set forth above in this Section 3.2(h), the Purchaser is not subject to continuous disclosure or other public reporting requirements under any Securities Laws outside of Canada.
(ix) None of the Purchaser’s subsidiaries are subject to continuous disclosure or other disclosure requirements under any Securities Laws.
(x) Since January 1, 2018, the Purchaser has timely filed or furnished to all app...
Reporting Issuer Status and Securities Laws Matters. (i) Adenyo is not a “reporting issuer” in any jurisdiction of Canada, as defined in applicable securities legislation in each such jurisdiction and is not a “distributing corporation” as defined in the CBCA. No cease trading order with respect to any securities of Adenyo is outstanding and no proceedings for this purpose have been instituted or, to the knowledge of Adenyo, are pending, contemplated or threatened.
(ii) There is no published market for the Adenyo Shares.
Reporting Issuer Status and Securities Laws Matters. (i) Target is not a “reporting issuer” in any jurisdiction of Canada, as defined in applicable securities legislation in each such jurisdiction and is not a “distributing corporation” as defined in the CBCA. No cease trading order with respect to any securities of Target is outstanding and no proceedings for this purpose have been instituted or, to the knowledge of Target, are pending, contemplated or threatened.
(ii) There is no published market for the Target Shares.
Reporting Issuer Status and Securities Laws Matters. Auryn is a “reporting issuer” within the meaning of applicable Securities Laws in British Columbia, Alberta, and Ontario in Canada and in the United States, and not on the list of reporting issuers in default under applicable Securities Laws, and no securities commission or similar regulatory authority, including the SEC, has issued any order preventing or suspending trading of any securities of Auryn, and Auryn is not in default of any material provision of applicable Securities Laws. Trading in Auryn Shares on the TSX and on the NYSE American is not currently halted or suspended. No delisting, suspension of trading or cease trading order with respect to any securities of Auryn is pending or, to the knowledge of Auryn, threatened on NYSE American or TSX. Auryn shares are quoted and traded through certain European quotation services but Auryn has not applied to be included in such services and has no contrats with them. To the knowledge of Auryn, no inquiry, review or investigation (formal or informal) of Auryn by any securities commission or similar regulatory authority under applicable Securities Laws, the SEC, the TSX or the NYSE American is in effect or ongoing or expected to be implemented or undertaken. The documents and information comprising the Auryn Disclosure Record, as at the respective dates they were filed, were in compliance in all material respects with applicable Securities Laws and, where applicable, the rules and policies of the TSX and the NYSE American and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Auryn is up-to-date in all forms, reports, statements and documents, including financial statements and management’s discussion and analysis, required to be filed by Auryn under applicable Securities Laws and the rules and policies of the TSX and the NYSE American, other than where such failure to file would not have an Auryn Material Adverse Effect. Auryn has not filed any confidential material change report that at the date hereof remains confidential. Auryn is a “foreign private issuer” within the meaning of Rule 405 of Regulation C under the U.S. Securities Act. Auryn is not registered as an “investment company” pursuant to the United States Investment Company Act of 1940, as amended. None of Auryn or any of its predecessors or subsidiaries has h...
Reporting Issuer Status and Securities Laws Matters. Kootenay is a “reporting issuer” within the meaning of applicable Securities Laws in the provinces of British Columbia, Alberta and Ontario, and not on the list of reporting issuers in default under applicable Securities Laws, and no Securities Authority has issued any order preventing or suspending trading of any securities of Kootenay and Kootenay is not in default of any material provision of applicable Securities Laws. Trading in the PeakBirch Shares is not currently halted or suspended on the Canadian Securities Exchange. No delisting, suspension of trading or cease trading order with respect to any securities of Kootenay is pending or, to the knowledge of Kootenay, threatened. To the knowledge of Kootenay, no inquiry, review or investigation (formal or informal) of Kootenay by any Securities Authority under applicable Securities Laws is in effect or ongoing or expected to be implemented or undertaken. The documents and information comprising the Kootenay Filings, as at the respective dates they were filed, were in compliance in all material respects with applicable Securities Laws and, where applicable, the rules and policies of any applicable Securities Authority, and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. With the exception of Kootenay not calling and holding a shareholder meeting since December 16, 2016, Kootenay is up-to-date in all forms, reports, statements and documents, including financial statements and management’s discussion and analysis, required to be filed by Kootenay under applicable Securities Laws and the rules and policies of any Securities Authority. Kootenay is not required to file reports under any securities laws applicable in the United States.
