Form F-7 Registration Statement Under The Securities Act Of 1933 (SEC2289) {F-7}

OMB APPROVAL OMB Number: 3235-0383 Expires: August 31, 2019 Estimated average burden hours per response. ...... . . . 4.0 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F0027 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 (Exact name of Registrant as speci336ed in its charter) (Translation of Registrant222s name into English (if applicable)) (Province or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classi336cation Code Number (if applicable)) (I.R.S. Employer Identi336cation Number (if applicable)) (Address and telephone number of Registrant222s principal executive of336 ces) (Name, address (including zip code) and telephone number (including area code) of agent for service in the United States) Approximate date of commencement of proposed sale of the securities to the public This registration statement and any amendment thereto shall become effective upon 336ling with the Commission in accordance with Rule 467(a). If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to the home jurisdiction222s shelf prospectus offering procedures, check the following box. Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2289 (05-19) American LegalNet, Inc. www.FormsWorkFlow.com CALCULATION OF REGISTRATION FEE* Title of each class of securities to be registered Amount to be registered Proposed maximum offering price per unit Proposed maximum aggregate offering price Amount of registration fee * See General Instruction II.F. for rules as to calculation of the registration fee. If, as a result of stock splits, stock dividends or similar transactions, the number of securities purported to be registered on this registration statement changes, the provisions of Rule 416 shall apply to this registration statement. GENERAL INSTRUCTIONS I. Eligibility Requirements for Use of Form F-7 A. Form F-7 may be used for the registration under the Securities Act of 1933 (the 223Securities Act224) of the Registrant222s securities offered for cash upon the exercise of rights to purchase or subscribe for such securities that are granted to its existing securityholders in proportion to the number of securities held by them as of the record date for the rights offer. B. Form F-7 is available to any Registrant that: (1) is incorporated or organized under the laws of Canada or any Canadian province or territory; (2) is a foreign private issuer; and (3) has had a class of its securities listed on The Montreal Exchange, The Toronto Stock Exchange or the Senior Board of the Vancouver Stock Exchange for the 12 calendar months immediately preceding the 336ling of this Form, has been subject to the continuous disclosure requirements of any securities commission or equivalent regulatory authority in Canada for a period of at least 36 calendar months immediately preceding the 336ling of this Form, and is currently in compliance with obligations arising from such listing and reporting. Instruction. For purposes of this Form, 223foreign private issuer224 shall be construed in accordance with Rule 405 under the Securities Act. C. If the Registrant is a successor Registrant subsisting after a statutory amalgamation, merger, arrangement or other reorganization requiring the vote of shareholders of the participating companies (a 223business combination224), the Registrant shall be deemed to meet the 36-month reporting requirement and the 12-month listing requirement of I.B.(3) above if: (1) the time the successor Registrant has been subject to the continuous disclosure requirements of any securities commission or equivalent regulatory authority in Canada, when added separately to the time each predecessor had been subject to such requirements at the time of the business combination, in each case equals at least 36 calendar months, provided, however, that any predecessor need not be considered for purposes of the reporting history calculation if the reporting histories of predecessors whose assets and gross revenues, respectively, would contribute at least 80 percent of the total assets and gross revenues from continuing operations of the successor Registrant, as measured based on pro forma combination of such participating companies222 most recently completed 336scal years immediately prior to the business combination, when combined with the reporting history of the successor Registrant in each case satisfy such 36-month reporting requirement; (2) the time the successor Registrant has been subject to the listing requirements of the speci336ed exchanges, when added separately to the time each predecessor had been subject to such requirements at the time of the business combination, in each case equals at least 12 calendar months, provided, however, that any predecessor need not be considered for purposes of the listing history calculation if the listing histories of predecessors whose assets and gross revenues, respectively, would contribute at least 80 percent of the total assets and gross revenues from continuing operations of the successor Registrant, as measured based on pro forma combination of such participating companies222 most recently completed 336scal years immediately prior to the business combination, when combined with the listing history of the successor Registrant in each case satisfy such 12-month listing requirement; and (3) the successor Registrant has been subject to such continuous disclosure requirements and listing requirements since the business combination, and is currently in compliance with its obligations thereunder. 2 D. The rights in connection with the transaction granted to securityholders that are U.S. holders shall be granted upon terms and American LegalNet, Inc. www.FormsWorkFlow.com conditions not less favorable than those extended to any other holder of the same class of securities. The securities offered or sold upon exercise of rights granted to U.S. holders may not be registered on this Form if such rights are transferable other than in accordance with Regulation S under the Securities Act. Instruction. For purposes of this Form, the term 223U.S. holder224 shall mean any person whose address appears on the records of the Registrant, any voting trustee, any depositary, any share transfer agent or any person acting on behalf of the Registrant as being located in the United States. E. This Form shall not be used if the Registrant is an investment company registered or required to be registered under the Investment Company Act of 1940. II. Application of General Rules and Regulations A. The Rules comprising Regulation C under the Securities Act shall not apply to 336lings on this Form unless speci336 cally referred to in this Form. Instead, the rules and regulations applicable in the home jurisdiction regarding form and method of preparation of disclosure documents shall apply to 336lings on this Form. Securities Act rules and regulations other than Regulation C apply to 336lings on this Form unless speci336cally excluded in this Form. B. Rule 408 under the Securities Act, which provides that in addition to the information expressly required to be included in the registration statement, there shall be added such further material information, if any, as may be necessary to make the required statements, in light of the circumstances under which they are made, not misleading, shall apply to 336lings on this Form. C. Aregistrant must 336le the registration statement in electronic format via the Commission's Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system in accordance with the EDGAR rules set forth in Regulation S-T (17 CFR part 232). For assistance with EDGAR questions, call the Filer Support Of336ce at (202) 551-8900. If 336ling the registration statement in paper under a hardship exemption in Rule 201 or 202 of Regulation S-T (17 CFR 232.201 or 232.202), or as otherwise permitted, a registrant must 336le with the Commission at its principal of336 ce 336 ve copies of the comple