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OFS-2.3.6

The CBB may approve an issue without an underwriter where:

(a) More than one institution who are not related parties provide the proposed offering price; or
(b) The lead manager has established the issue price through a book building mechanism; and
(c) The lead manager has signed a declaration of due diligence and has submitted a declaration confirming to the issuer and the CBB that the issue will be fully subscribed, which declaration must be included in the offering document.
January 2014