Notes to the Consolidated Financial Statements
Years ended December 31, 2008 and 2007 (In thousands of dollars, except per share amounts)

23. Capital maintenance:

In accordance with Section 1535 “Capital Disclosures” of the CICA Handbook, the Company’s primary objectives in managing capital, which it defines as including its share capital and various credit facilities, include:

(i)

Maintaining sufficient capital for operations, to ensure market confidence and to meet capital maintenance requirements imposed on its subsidiaries:

   
 
(a) In respect of TSX, as required by the Ontario Securities Commission (“OSC”) to maintain certain regulatory ratios as defined in the OSC recognition order, as follows:
   
 
(i) a current ratio not less than 1.1:1;
   
(ii) a debt to cash flow ratio not greater than 4:1; and
   
(iii) a financial leverage ratio consisting of adjusted total assets to adjusted shareholders’ equity not greater than 4:1
   
  The Company has complied with these externally imposed capital requirements;
   
 
(b) In respect of TSX Venture, as required by various provincial securities commissions to maintain adequate financial resources;
   
  The Company has complied with these externally imposed capital requirements;
   
 
(c) In respect of NGX to:
   
 
(i) maintain adequate financial resources as required by the Alberta Securities Commission; and
   
(ii) maintain a current ratio of no less than 1:1 and a tangible net worth of not less than $9,000 as required by a major Canadian chartered bank
   
  The Company has complied with these externally imposed capital requirements;
   
 
(d) In respect of MX, as required by the Autorité des marchés financiers (“AMF”) to maintain certain regulatory ratios as defined in the AMF recognition order, as follows:
 
(i) a working capital ratio not less than 1.5:1;
   
(ii) a cash flow to total debt ratio of more than 20%; and
   
(iii) a financial leverage ratio consisting of total assets to shareholders’ equity of less than 4:1
   
  The Company has complied with these externally imposed capital requirements;
   
 
(e) In respect of Shorcan by the Investment Industry Regulatory Organization of Canada (“IIROC”) which requires Shorcan to maintain a minimum level of shareholders’ equity of $500;
   
  The Company has complied with these externally imposed capital requirements;
   
(ii)

Providing sufficient capital to meet the covenants imposed in connection with credit facilities (note 13) that require the Company to maintain:

   
 
(a) a maximum debt to adjusted EBITDA ratio of 3.5:1;
   
(b) a minimum consolidated net worth based on a contracted formula; and
   
(c) a debt incurrence test of not more than 3:1
   
  The Company has complied with these externally imposed capital requirements;
   
(iii) Retaining sufficient capital to invest and continue to grow our business; and
   
(iv) Returning capital to shareholders through dividends paid to shareholders and purchasing shares for cancellation pursuant to normal course issuer bids.

The current economic conditions have not changed our objectives, policies or processes for managing capital.