ASC Alberta Securities Commission DIRECT LINE: 403.297.4220 DIRECT FAX: 403.297.2082 E-MAIL: blaine.young@asc.ca Citation: Sun Gro Horticulture Inc., Re, 2011ABASC156 Date: 20110331 File No.: CMP0067298 Bennett Jones LLP 3400 One First Canadian Place P.O. Box 130 Toronto, ON M5X 1A4 Attention: Melanie Cole Dear Madam: Re: Sun Oro Horticulture Inc. (the Applicant) - Application for a decision under the securities legislation of Alberta, Saskatchewan, Manitoba, Ontario, Quebec, Nova Scotia, New Brunswick, Prince Edward Island, Newfoundland and Labrador, Yukon, Northwest Territories and Nunavut (the Jurisdictions) that the Applicant is not a reporting issuer The Applicant has applied to the local securities regulatory authority or regulator (the Decision Maker) in each of the Jurisdictions for a decision under the securities legislation (the Legislation) of the Jurisdictions to be deemed to have ceased to be a reporting issuer in the Jurisdictions. As the Applicant has represented to the Decision Makers that: (a) the outstanding securities of the Applicant, including debt securities, are beneficially owned, directly or indirectly, by fewer than 15 security holders in each of the jurisdictions in Canada and fewer than 51 security holders in total in Canada; (b) no securities of the Applicant are traded on a marketplace as defined in National Instrument 21-101 Marketplace Operation; ( c) the Applicant is applying for a decision that it is not a reporting issuer in all of the jurisdictions in Canada in which it is currently a reporting issuer; and (d) the Applicant is not in default of any of its obligations under the Legislation as a reporting issuer, 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 and orders that the 4TH FLOOR, 300 ยท5TH AVENUE S.W., CALGARY, ALBERTA, CANADA T2P 3C4 TEL: 403.297.6454 FAX: 403.297.6156 www.albertasecurltles.com
-2-Applicant is deemed to have ceased to be a reporting issuer and that the Applicant's status as a reporting issuer is revoked. ~:=::;:::..~;?::::----~~--Bfa'fn e Young Associate Director, Corporate Finance #3790713 vi
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