UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-A
FOR
REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT
TO SECTION 12(b) OR (g) OF THE
SECURITIES
EXCHANGE ACT OF 1934
METALLINE
MINING COMPANY
(Exact
name of registrant as specified in its charter)
Nevada
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91-1766677
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(State
of incorporation or
organization)
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(I.R.S.
Employer Identification
No.)
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1330
E. Margaret Ave. Coeur
d’Alene, ID
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83815
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(Address
of principal executive
offices)
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(Zip
Code)
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Securities
to be registered pursuant to Section 12(b) of the Act:
Title
of each class to be so
registered:
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Name
of each exchange on which each
class is to be registered:
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Shares
of Common
Stock
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American
Stock
Exchange
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If
this
form relates to the registration of a class of securities pursuant to Section
12(b) of the Exchange Act and is effective pursuant to General Instruction
A.(c), check the following box. þ
If
this
form relates to the registration of a class of securities pursuant to Section
12(g) of the Exchange Act and is effective pursuant to General Instruction
A.(d), check the following box. o
Securities
Act registration statement file number to which this form relates (if
applicable): N/A
Securities
to be registered pursuant to Section 12(g) of the Act: None
INFORMATION
REQUIRED IN REGISTRATION STATEMENT
Item
1. Description of Registrant’s Securities to be Registered.
Capital
Stock
The
following summary description of our securities is not complete and is qualified
in its entirety by reference to our Articles of Incorporation and
Bylaws.
Our
authorized capital stock consists of 160,000,000 shares of $.01 par value common
stock and no preferred stock. As of October 31, 2006 there were 34,207,912
shares of common stock issued and outstanding that are held of record by
approximately 275 shareholders.
Each
holder of record of shares of our common stock is entitled to one vote for
each
share held on all matters properly submitted to the shareholders for their
vote.
Cumulative voting in the election of directors is not authorized by the
Certificate of Incorporation.
Holders
of outstanding shares of our common stock are entitled to those dividends
declared by the Board of Directors out of legally available funds, and, in
the
event of our liquidation, dissolution or winding up of our affairs, holders
are
entitled to receive ratably our net assets available to the shareholders.
Holders of our outstanding common stock have no preemptive, conversion or
redemption rights. All of the issued and outstanding shares of our common stock
are, and all unissued shares of our common stock, when offered and sold will
be,
duly authorized, validly issued, fully paid and nonassessable. To the extent
that additional shares of our common stock may be issued in the future, the
relative interests of the then existing shareholders may be diluted.
Dividends
We
have
never declared or paid any dividends or distributions on our common stock.
We
anticipate that for the foreseeable future all earnings will be retained for
use
in our business and no cash dividends will be paid to stockholders. Any payment
of cash dividends in the future on our common stock will be dependent upon
our
financial condition, results of operations, current and anticipated cash
requirements, plans for expansion, as well as other factors that the Board
of
Directors deems relevant.
Item
2. Exhibits.
Exhibit Number |
Description |
3.1 |
Articles
of Incorporation.(1),
(2)
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3.2 |
Bylaws,
as amended. (2)
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________________
(1)
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Incorporated
by reference from Form 10-SB, filed October 15,
1999.
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(2) |
Incorporated
by reference from Form 10-QSB, filed September 19,
2006.
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SIGNATURES
Pursuant
to the requirements of Section 12 of the Securities Exchange Act of 1934,
as amended, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
Date:
November 2, 2006
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CANWEST
PETROLEUM CORPORATION |
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By: |
/s/ Merlin
D.
Bingham |
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Name:
Merlin D. Bingham |
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Title:
President |