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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
DELANO TECHNOLOGY CORPORATION
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(Exact name of registrant as specified in its charter)
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ONTARIO 98-0206122
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(Province of incorporation or organization) (I.R.S. Employer Identification No.)
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40 WEST WILMOT STREET, RICHMOND HILL, ONTARIO, CANADA L4B 1H8
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(Address of principal executive offices) (Zip Code)
If this form relates to the registration of a class of securities pursuant
to Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [ ]
If this form relates to the registration of a class of securities pursuant
to Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [X]
Securities Act registration statement file number to which this form relates:
333-94505
Securities to be registered pursuant to Section 12(b) of the Act:
None
Securities to be registered pursuant to Section 12(g) of the Act:
COMMON SHARES, NO PAR VALUE
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
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The description of the common shares, no par value, of
Delano Technology Corporation, an Ontario corporation (the
"Company"), set forth under the caption "Description of
Share Capital" in the Prospectus included in the Company's
Registration Statement on Form F-1 (File No. 333-94505), as
amended, initially filed by the Company on January 12, 2000,
is incorporated herein by reference.
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ITEM 2. EXHIBITS
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1.1 Articles of Incorporation of the Company (filed as Exhibit
3.1 to the Registration Statement on Form F-1 of the Company
(File No. 333-94505) and incorporated herein by reference)
1.2 By-laws of the Company (filed as Exhibit 3.2 to the
Registration Statement on Form F-1 of the Company (File No.
333-94505) and incorporated herein by reference)
1.3 Registration Rights Agreement (filed as Exhibit 10.1 to the
Registration Statement on Form F-1 of the Company (File No.
333-94505) and incorporated herein by reference)
1.4 Specimen Share Certificate
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereunto duly authorized.
DELANO TECHNOLOGY CORPORATION
By: /s/ DAVID LEWIS
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Name: David Lewis
Title: General Counsel and Secretary
Dated: January 27, 2000
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EXHIBIT INDEX
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EXHIBIT
NUMBER DESCRIPTION
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1.4 Specimen Share Certificate
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Exhibit 1.4
[LOGO]
DELANO TECHNOLOGY CORPORATION
INCORPORATED UNDER THE LAWS OF THE PROVINCE OF ONTARIO
Common
Number Shares
THIS CERTIFIES THAT CUSIP 245701 10 7
SPECIMEN
is the registered holder of
FULLY PAID AND NON-ASSESSABLE COMMON SHARES WITHOUT PAR VALUE OF THE
CAPITAL STOCK OF
DELANO TECHNOLOGY CORPORATION
transferable only on the books of the Corporation by the registered
holder in person or by duly authorized Attorney on surrender of
this Certificate properly endorsed. This Certificate is not valid
until countersigned and registered by the Transfer Agent and
Registrar of the Corporation.
The class or series of shares represented by this Certificate
has rights, privileges, restrictions or conditions attached thereto
and the Corporation will furnish to the holder, on demand and
without charge, a full copy of the text of,
(i) the rights, privileges, restrictions and conditions
attached to the said shares and to each class authorized
to be issued and to each series insofar as the same have
been fixed by the directors, and
(ii) the authority of the directors to fix the rights,
privileges, restrictions and conditions of subsequent
series, if applicable.
IN WITNESS WHEREOF, the said Corporation has caused
this Certificate to be signed by its duly authorized
officers.
DATED:
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COUNTERSIGNED AND REGISTERED COUNTERSIGNED AND REGISTERED
MONTREAL TRUST COMPANY OF CANADA Toronto AMERICAN SECURITIES TRANSFER Denver
TRANSFER AGENT AND REGISTRAR TRUST, INC. New York
TRANSFER AGENT AND REGISTRAR /s/
______________
OR PRESIDENT
BY:_____________________________ BY:_____________________________ /s/
AUTHORIZED OFFICER AUTHORIZED OFFICER ______________
SECRETARY
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TRANSFERS OF THE SHARES REPRESENTED BY THIS CERTIFICATE MAY BE EFFECTED AT
THE PRINCIPAL STOCK TRANSFER OFFICE OF MONTREAL TRUST COMPANY OF CANADA
IN THE CITY OF TORONTO OR AT AMERICAN SECURITIES TRANSFER & TRUST, INC.
IN THE CITIES OF DENVER AND NEW YORK.
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FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto
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PLEASE INSERT SOCIAL INSURANCE, SOCIAL SECURITY
OR TAX IDENTIFICATION NUMBER OF TRANSFEREE
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(Name and address of transferee)
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registered in the name of the undersigned on the books of the Corporation
named on the face of this Certificate and represented hereby, and irrevocably
constitutes and appoints
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of the undersigned to transfer the said shares on the register of transfers
and books of the Corporation with full power of substitution hereunder.
DATED:
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(Signature of Witness) (Signature of Shareholder)
NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS
WRITTEN UPON THE FACE OF THE CERTIFICATE, IN EVERY PARTICULAR, WITHOUT
ALTERATIONS OR ENLARGEMENT OR ANY CHANGE WHATSOEVER.
