SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
ROSEDALE DECORATIVE PRODUCTS LTD.
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(Exact Name of Registrant as Specified in its Charter)
Ontario 5110
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(State or Other Jurisdiction of (Primary Standard Industrial
Incorporation or Organization) Classification Code Number)
731 Millway Avenue, Concord, Ontario, Canada L4K 3S8
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(Address of principal executive offices) (Zip Code)
If this form relates to the If this form relates to the registration
registration of a class of securities of a class of securities pursuant to
pursuant to Section 12(b) of the Section 12(g) of the Exchange Act
Exchange Act and is effective and is effective pursuant to General
pursuant to General Instruction Instruction A.(d)(1), check the
A.(c), check the following box: /X/ following box. /X/
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to Be So Registered Each Class Is to Be Registered
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Common Stock, no par value Boston Stock Exchange
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Class A Redeemable Common
Stock Purchase Warrants Boston Stock Exchange
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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, no par value
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(Title of class)
Class A Redeemable Common Stock Purchase Warrants
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(Title of class)
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
Reference is made to Amendment No. 2 to the Company's Registration
Statement on Form SB-2 (Registration No.333-44747), filed with the Securities
and Exchange Commission under the Securities Act of 1933, as amended. A
description of the Registrant's securities to be registered, as required by Item
202 of Regulation S-K, is incorporated herein by reference to the section
entitled "Description of Securities" in the Company's Preliminary Prospectus
forming a part of Amendment No. 2 to the Company's Registration Statement on
Form SB-2, File No.333-44747, filed with the Securities Exchange Commission on
May 28, 1998.
ITEM 2. EXHIBITS
Exhibit
Number Description of Document
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A The "Description of Securities" section of the Preliminary
Prospectus forming a part of Amendment No. 2 to the Registrant's
Registration Statement on Form SB-2, File No. 333-44747, is
incorporated herein by reference as referred to in Item 1.
1.1 Form of Common Stock Certificate (filed as Exhibit 4.3 to the
Registration Statement on Form SB-2, File No. 333-44747, and
hereby incorporated herein by reference).
1.2 Redeemable Class A Warrant Certificate (filed as Exhibit 4.4 to
the Registration Statement on Form SB-2, File No. 333-44747, and
hereby incorporated herein by reference).
2.1 Certificate of Incorporation, as amended (Filed as Exhibit 3.1 to
the Registration Statement on Form SB-2, File No. 333-44747, and
hereby incorporated herein by reference).
2.2 By-Laws (Filed as Exhibit 3.2 to the Registration Statement on
Form SB-2, File No. 333-44747, and hereby incorporated herein by
reference).
2.3 Form of Warrant Agreement governing the Redeemable Class A
Warrants (Filed as Exhibit 4.2 to the Registration Statement on
Form SB-2, File No. 333-44747, and hereby incorporated herein by
reference).
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, thereto duly authorized.
ROSEDALE DECORATIVE PRODUCTS LTD.
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Registrant
By: /s/ Alan Fine
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Alan Fine, Chief Executive Officer
Date: June 5, 1998