The Mega Brands Board of Directors has concluded that no action should be taken by the company in response to allegations made by Rose Art director Larry Rosen of insider trading by certain Mega Brands' execs in 2005 and 2006.

Rosen filed an application for leave to commence proceedings on behalf of the company based on such allegations in Ontario Superior Court on September 10th, 2008.

When the Company was initially informed of these allegations, the Board of Directors formed a special committee, consisting solely of independent directors, which retained independent legal advisors Fasken Martineau DuMoulin, a leading law firm with recognised expertise in securities law and corporate governance matters, to carry out a full and comprehensive investigation of such allegations and to report back with their conclusions.

The special committee received and reviewed the report and concluded that no action should be taken at a meeting of the Board of Directors comprised solely of independent directors.

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