Toronto, Ontario--(Newsfile Corp. - December 22, 2025) - Mijem Newcomm Tech Inc. (CSE: MJEM) ("Mijem" or the "Company") is pleased to announce that the failure-to-file cease trade order (the "FFCTO") issued by the Ontario Securities Commission (the "OSC") has been revoked.
The FFCTO was issued by the OSC on December 4, 2024 as a result of the Company's failure to file its annual financial statements, related management discussion and analysis ("MD&A") and certifications for the year ended July 31, 2024, as required by National Instrument 51-102 - Continuous Disclosure Obligations ("NI 51-102") and National Instrument 52-109 - Certification of Disclosure in Issuers' Annual and Interim Filings. The Company applied to the OSC for full revocation of the FFCTO and the order granting the same was issued effective December 19, 2025.
The Company has filed the following continuous disclosure documents:
- Audited annual financial statements, accompanying MD&As and related certificates for the years ended July 31, 2024 and July 31, 2025;
- Unaudited interim financial statements, accompanying MD&As and related certificates for the interim periods ended October 31, 2024, January 31, 2025, and April 30, 2025;
As a result, the Company has now filed all continuous disclosure required by the OSC.
At the request of the OSC, the Company has provided an undertaking that it will not complete a restructuring transaction, reverse takeover or significant acquisition involving directly or indirectly an existing or proposed material underlying business which is not located in Canada, unless:
- The Issuer files a preliminary prospectus and a final prospectus with the Commission and obtains receipts for the preliminary and final prospectus from the Director under the Legislation;
- The Issuer files or delivers with the preliminary prospectus and the final prospectus the documents required by Part 9 of National Instrument 41-101 General Prospectus Requirements (NI 41-101) including a completed personal information form and authorization in the form set out in Appendix A of NI 41-101 for each current and incoming director, executive officer and promoter of the Issuer; and
- The preliminary prospectus and final prospectus contain the information required by applicable securities legislation, including the information required for a probable restructuring transaction, reverse takeover or significant acquisition (as applicable).
The Issuer failed to disclose Mr. Gusko's Management Cease Trade Order in the 2025 management information circular. At the request of the OSC, the Company will be including this language in the next filed MD&A and all management information circulars going forward. A Cease Trade Order "(CTO") is a regulatory order from provincial securities commissions that stops trading in a company's securities due to the failure to meet disclosure rules such as filing financial reports. A CTO is a regulatory pause button, ensuring that trading only occurs when information is public and fair play is observed, thereby protecting shareholders from making decisions based on incomplete data. However, if a Company is expected to be late filing its financials, and it is in good standing and compliant, a provincial securities commission may approve a request by management to have their trading privileges suspended until the financials are filed, but the stock will continue to trade normally for other investors. This is a Management Cease Trade order and is done in the best interest of shareholders.
The Issuer also failed to include the indirect payments made to the CEO and CFO in its most recent Management Information Circular. The following table includes the full indirect payments made to the CEO and CFO:
| Table of Compensation Excluding Compensation Securities |
| Name and Position | Financial Year ended July 31 | Salary, Consulting Fee, Retainer or Commission ($) | Bonus ($) | Committee or Meeting Fees ($) | Value of Perquisites ($) | Value of all other Compensation ($) | Total Compensation ($) |
Stephen Coates CEO and Director | 2024* 2023** | 7,000 2,000 | 0 0 | 0 0 | 0 0 | 0 0 | 7,000 2,000 |
Hatem Kawar CFO | 2024* 2023** | 7,000 2,000 | 0 0 | 0 0 | 0 0 | 0 0 | 7,000 2,000 |
Laurie Freudenberg Director | 2024 2023 | 0 58,308 | 0 0 | 0 0 | 0 0 | 0 0 | 0 58,308 |
Alex Pekurar Director | 2024 2023 | 0 0 | 0 0 | 0 0 | 0 0 | 0 0 | 0 0 |
Phuong Dinh Director | 2024 2023 | 0 0 | 0 0 | 0 0 | 0 0 | 0 0 | 0 0 |
* For the year ended July 31, 2024, neither the CEO nor the CFO received any direct compensation from the Company. Grove Corporate Services ("Grove"), which is a related entity owned by the CEO, provided managerial services to the Company, that included the services of the CEO, CFO and Corporate Secretary. Grove billed the Company $4,000 per month from August 2023 to November 2024 and $1,500 for December 2024, for a total of $28,000. 50% of the amount billed covered the cost of CEO and CFO with the balance allocated for corporate administration, corporate and accounting support.
** For the year ended July 31, 2023, Grove billed the Company $1,500 per month only for the months of April to July 2023 for a total of $6,000. 66% of the amount billed covered the cost of CEO and CFO with the balance allocated for corporate administration, corporate and accounting support.
Following the issuance of FFCTO the Company was suspended from trading on the Canadian Securities Exchange ("CSE"). The Issuer will apply to the CSE to lift the suspension of its common shares.
Cautionary Note Regarding Forward-Looking Statements
This news release contains "forward-looking statements" within the meaning of applicable securities laws. All statements contained herein that are not clearly historical in nature may constitute forward- looking statements. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or may contain statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "will continue", "will occur" or "will be achieved".
Forward-looking information in this news release is based on certain assumptions and expected future events. These statements involve known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements. Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.
Forward-looking statements contained in this news release are expressly qualified by this cautionary statement and reflect the Company's expectations as of the date hereof and are subject to change thereafter. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, estimates or opinions, future events or results or otherwise or to explain any material difference between subsequent actual events and such forward-looking information, except as required by applicable law.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/278843

© 2025 Canjex Publishing Ltd. All rights reserved.