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Volume 54, No. 13

B.C. Reg. 121/2011

The British Columbia Gazette,

Part II

July 12, 2011

B.C. Reg. 121/2011 , deposited July 5, 2011, pursuant to the SECURITIES ACT [section 184]. Rule of the British Columbia Securities Commission, dated July 4, 2011.

The British Columbia Securities Commission orders that, effective July 11, 2011,

(

a) National Instrument 31-103 Registration Requirements and Exemptions , B.C. Reg. 226A/2009, is amended as set out in

Schedule A, and

(

b) National Instrument 33-109 Registration Information , B.C. Reg. 226B/2009, is amended as set out in

Schedule B.

— B. LEONG, British Columbia Securities Commission .

Schedule A

1 National Instrument 31-103 Registration Requirements and Exemptions, B.C. Reg. 226A/2009, is amended as set out in this Schedule.

2 The title is amended by striking out " and Exemptions " and substituting " , Exemptions and Ongoing Registrant Obligations ".

Section 1.1 is amended by

(

a) repealing the definition of " NI 45-106 ",

(

b) repealing paragraph (

d) of the definition of " permitted client " and substituting the following:

(

d) a person or company registered under the securities legislation of a jurisdiction of Canada as an adviser, investment dealer, mutual fund dealer or exempt market dealer; , and

(

c) by striking out " NI 45-106 " wherever it occurs and substituting " National Instrument 45-106 Prospectus and Registration Exemptions ".

4 Subsection 1.3 (1) is amended

(

a) in paragraphs (

a) and (

b) by striking out " registered firm " and substituting " person or company ",

(

b) in subparagraph (b) (

i) by striking out " firm " wherever it occurs and substituting " person or company ", and

(

c) in subparagraph (b) (ii) by striking out " firm's " and substituting " person or company's ".

Section 3.1 is amended

(

a) in the definition of " Canadian Investment Funds Exam " by striking out " Canadian Investment Funds Exam " and substituting " Canadian Investment Funds Course Exam ",

(

b) by striking out " Investment Funds Institute of Canada " wherever it occurs and substituting " IFSE Institute ", and

(

c) by adding the following definition:

"Chief Compliance Officers Qualifying Exam" means the examination prepared and administered by CSI Global Education Inc. and so named on the day this Instrument comes into force, and every examination that preceded that examination, or succeeded that examination, that does not have a significantly reduced scope and content when compared to the scope and content of the first-mentioned examination;

Section 3.3 is repealed and the following substituted:

Time limits on examination requirements

3.3

(1) For the purpose of this Part, an individual is deemed to have not passed an examination unless the individual passed the examination not more than 36 months before the date of his or her application for registration.

(2) Subsection (1) does not apply if the individual passed the examination more than 36 months before the date of his or her application and has met one of the following conditions:

(

a) the individual was registered in the same category in any jurisdiction of Canada at any time during the 36-month period before the date of his or her application;

(

b) the individual has gained 12 months of relevant securities industry experience during the 36-month period before the date of his or her application.

(3) For the purpose of paragraph (2) (a), an individual is not considered to have been registered during any period in which the individual's registration was suspended.

7 Subsection 3.4 (1) is amended by adding " , including understanding the structure, features and risks of each security the individual recommends " after " competently ".

Section 3.5 is repealed and the following substituted:

Mutual fund dealer - dealing representative

3.5 A dealing representative of a mutual fund dealer must not act as a dealer in respect of the securities listed in

section 7.1 (2) (

b) unless any of the following apply:

(

a) the individual has passed the Canadian Investment Funds Course Exam, the Canadian Securities Course Exam or the Investment Funds in Canada Course Exam;

(

b) the individual has met the requirements of

section 3.11 [ portfolio manager - advising representative ];

(

c) the individual has earned a CFA Charter and has gained 12 months of relevant securities industry experience in the 36-month period before applying for registration;

(

d) the individual is exempt from

section 3.11 [ portfolio manager - advising representative ] because of subsection 16.10 (1) [ proficiency for dealing and advising representatives ].

Section 3.6 is amended

(

a) in subparagraph (a) (

i) by striking out " Canadian Investment Funds Exam " and substituting " Canadian Investment Funds Course Exam ",

(

b) in subparagraph (a) (ii) by striking out " or " and substituting " , " and by adding " or the Chief Compliance Officers Qualifying Exam " after " Compliance Exam ", and

(

c) by adding the following:

(

c) section 3.13 [ portfolio manager - chief compliance officer ] does not apply in respect of the individual because of subsection 16.9 (2) [ registration of chief compliance officers ].

Section 3.7 is repealed and the following substituted:

Scholarship plan dealer - dealing representative

3.7 A dealing representative of a scholarship plan dealer must not act as a dealer in respect of the securities listed in

section 7.1 (2) (

c) unless the individual has passed the Sales Representative Proficiency Exam.

11 Paragraph (

c) of

section 3.8 is amended by adding " or the Chief Compliance Officers Qualifying Exam. " after " Exam ".

Section 3.9 is repealed and the following substituted:

Exempt market dealer - dealing representative

3.9 A dealing representative of an exempt market dealer must not perform an activity listed in

section 7.1 (2) (

d) unless any of the following apply:

(

a) the individual has passed the Canadian Securities Course Exam;

(

b) the individual has passed the Exempt Market Products Exam;

(

c) the individual has earned a CFA Charter and has gained 12 months of relevant securities industry experience in the 36-month period before applying for registration;

(

d) the individual satisfies the conditions set out in

section 3.11 [ portfolio manager - advising representative ];

(

e) the individual is exempt from

section 3.11 [ portfolio manager - advising representative ] because of subsection 16.10 (1) [ proficiency for dealing and advising representatives ].

Section 3.10 is repealed and the following substituted:

Exempt market dealer - chief compliance officer

3.10 An exempt market dealer must not designate an individual as its chief compliance officer under subsection 11.3 (1) [ designating a chief compliance officer ] unless any of the following apply:

(

a) the individual has passed the following:

(

i) the Exempt Market Products Exam or the Canadian Securities Course Exam; and

(ii) the PDO Exam or the Chief Compliance Officers Qualifying Exam;

(

b) the individual has met the requirements of

section 3.13 [ portfolio manager - chief compliance officer ];

(

c) section 3.13 [ portfolio manager - chief compliance officer ] does not apply in respect of the individual because of subsection 16.9 (2) [ registration of chief compliance officers ].

Section 3.11 is repealed and the following substituted:

Portfolio manager - advising representative

3.11 An advising representative of a portfolio manager must not act as an adviser on behalf of the portfolio manager unless any of the following apply:

(

a) the individual has earned a CFA Charter and has gained 12 months of relevant investment management experience in the 36-month period before applying for registration;

(

b) the individual has received the Canadian Investment Manager designation and has gained 48 months of relevant investment management experience, 12 months of which was gained in the 36-month period before applying for registration.

Section 3.12 is repealed and the following substituted:

Portfolio manager - associate advising representative

3.12 An associate advising representative of a portfolio manager must not act as an adviser on behalf of the portfolio manager unless any of the following apply:

(

a) the individual has completed Level 1 of the Chartered Financial Analyst program and has gained 24 months of relevant investment management experience;

(

b) the individual has received the Canadian Investment Manager designation and has gained 24 months of relevant investment management experience.

Section 3.13 is amended

(

a) by repealing subparagraph (a) (ii) and substituting the following:

(ii) passed the PDO Exam or the Chief Compliance Officer Qualifying Exam and, unless the individual has earned the CFA Charter, the Canadian Securities Course Exam, and ,

(

b) in clause (a) (iii) (

B) by adding " also " after " and ",

(

c) in paragraph (

b) by striking out " the PDO " and substituting " either the PDO Exam or the Chief Compliance Officers Qualifying ",

(

d) in subparagraph (b) (ii) by adding " also " after " and ", and

(

e) in paragraph (

c) by striking out " the PDO " and substituting " either the PDO Exam or the Chief Compliance Officers Qualifying ".

Section 3.14 is amended

(

a) by repealing subparagraph (a) (ii) and substituting the following:

(ii) passed the PDO Exam or the Chief Compliance Officers Qualifying Exam and, unless the individual has earned the CFA Charter, the Canadian Securities Course Exam, and ,

(

b) in clause (a) (iii) (

B) by adding " also " after " and ",

(

c) in subparagraph (b) (

i) by adding " Course " after " Canadian Investment Funds ",

(

d) in subparagraph (b) (ii) by adding " or the Chief Compliance Officers Qualifying Exam " after " Exam ",

(

e) by adding the following after paragraph (c):

(

d) section 3.13 [ portfolio manager - chief compliance officer ] does not apply in respect of the individual because of subsection 16.9 (2) [ registration of chief compliance officers ].

Section 3.15 is amended

(

a) in subsection (1) by adding " that is a member of IIROC " after " dealer ", and

(

b) in subsection (2) by adding " that is a member of the MFDA " after " dealer ".

19 Subsection 3.16 (3) is repealed and the following substituted:

(3) In Québec, the requirements listed in subsection (2) do not apply to a registered individual who is a dealing representative of a mutual fund dealer to the extent equivalent requirements to those listed in subsection (2) are applicable to the registered individual under the regulations in Québec.

Section 4.1 is repealed and the following substituted:

Restriction on acting for another registered firm

4.1

(1) A registered firm must not permit an individual to act as a dealing, advising or associate advising representative of the registered firm if the individual

(

a) acts as an officer, partner or director of another registered firm that is not an affiliate of the first-mentioned registered firm, or

(

b) is registered as a dealing, advising or associate advising representative of another registered firm.

(2) Paragraph (1) (

b) does not apply in respect of a representative whose registration as a dealing, advising or associate advising representative of more than one registered firm was granted before July 11, 2011.

21 Subsection 4.2 (3) is amended by adding " or, in Québec, the securities regulatory authority " after " the regulator ".

Section 6.7 is repealed and the following substituted:

Exception for individuals involved in a hearing or proceeding

6.7 Despite

section 6.6, if a hearing or proceeding concerning a suspended registrant is commenced under securities legislation or under the rules of an SRO, the registrant's registration remains suspended.

Section 7.1 is amended

(

a) in subparagraph (2) (b) (ii) by striking out " except in Québec, ", and

(

b) by repealing subsection (3).

Section 8.6 is repealed and the following substituted:

Investment fund trades by adviser to managed account

8.6

(1) The dealer registration requirement does not apply to a registered adviser, or an adviser that is exempt from registration under

section 8.26 [international adviser] , in respect of a trade in a security of an investment fund if both of the following apply:

(

a) the adviser acts as the fund's adviser and investment fund manager;

(

b) the trade is to a managed account of a client of the adviser.

(2) The exemption in subsection (1) is not available if the managed account or investment fund was created or is used primarily for the purpose of qualifying for the exemption.

(3) An adviser that relies on subsection (1) must provide written notice to the regulator or, in Québec, the securities regulatory authority that it is relying on the exemption within 10 days of its first use of the exemption.

Section 8.14 is amended by striking out " NI 45-106 " and substituting " National Instrument 45-106 Prospectus and Registration Exemptions ".

26 Subsection 8.16 (1) is amended by repealing the definition of " control person " and by striking out " NI 45-106 " and substituting " National Instrument 45-106 Prospectus and Registration Exemptions " wherever it occurs.

27 Subsection 8.17 (5) is amended by striking out " 8.3.1 [transition - reinvestment plan] of NI 45-106 " and substituting " 8.4 [transition - reinvestment plan] of National Instrument 45-106 Prospectus and Registration Exemptions ".

Section 8.18 is amended

(

a) by repealing subsection (1) and substituting the following:

(1) In this

section

"Canadian permitted client" means a permitted client referred to in any of paragraphs (

a) to (e), (

g) or (

i) to (

r) of the definition of "permitted client" in

section 1.1 if

(

a) in the case of an individual, the individual is a resident of Canada;

(

b) in the case of a trust, the terms of the trust expressly provide that those terms are governed by the laws of a jurisdiction of Canada;

(

c) in any other case, the permitted client is incorporated, organized or continued under the laws of Canada or a jurisdiction of Canada;

"foreign security" means

(

a) a security issued by an issuer incorporated, formed or created under the laws of a foreign jurisdiction, or

(

b) a security issued by a government of a foreign jurisdiction.

(

b) in subsection (2) by adding " any of " after " in respect of ",

(

c) in paragraphs (b), (

c) and (

d) by adding " Canadian " before " permitted client ",

(

d) in subsection (3) by striking out " exemptions " and substituting " exemption " and striking out " are " and substituting " is ",

(

e) by striking out paragraph (3) (

d) and substituting the following:

(

d) the person or company is acting as principal or as agent for

(

i) the issuer of the securities,

(ii) a permitted client, or

(iii) a person or company that is not a resident of Canada;

(

f) by repealing subsection (4) and substituting the following:

(4) The exemption under subsection (2) is not available to a person or company in respect of a trade with a Canadian permitted client unless one of the following applies:

(

a) the Canadian permitted client is a person or company registered under the securities legislation of a jurisdiction of Canada as an adviser or dealer;

(

b) the person or company has notified the Canadian permitted client of all of the following:

(

i) the person or company is not registered in the local jurisdiction to make the trade;

(ii) the foreign jurisdiction in which the head office or principal place of business of the person or company is located;

(iii) all or substantially all of the assets of the person or company may be situated outside of Canada;

(iv) there may be difficulty enforcing legal rights against the person or company because of the above;

(

v) the name and address of the agent for service of process of the person or company in the local jurisdiction.

(

g) by repealing subsection (5) and substituting the following:

(5) A person or company that relied on the exemption in subsection (2) during the 12 month period preceding December 1 of a year must notify the regulator or, in Québec, the securities regulatory authority of that fact by December 1 of that year. , and

(

h) by adding the following:

(7) The adviser registration requirement does not apply to a person or company that is exempt from the dealer registration requirement under this

section if the person or company provides advice to a client and the advice is

(

a) in connection with an activity or trade described under subsection (2), and

(

b) not in respect of a managed account of the client.

29 Subparagraph 8.19 (2) (a) (

i) is amended by adding, after the second instance of " dealer ", " in respect of securities listed in

section 7.1 (2) (b) ".

30 Paragraph 8.22 (2) (

d) is amended by striking out " $25 000 " and substituting " $25,000 ".

Section 8.26 is amended by repealing the definition of " permitted client " and substituting the following:

"Canadian permitted client" means a permitted client referred to in any of paragraphs (

a) to (c), (e), (

g) or (

i) to (

r) of the definition of "permitted client" in

section 1.1 if

(

a) in the case of an individual, the individual is a resident of Canada;

(

b) in the case of a trust, the terms of the trust expressly provide that those terms are governed by the laws of a jurisdiction of Canada; and

(

c) in any other case, the permitted client is incorporated, organized or continued under the laws of Canada or a jurisdiction of Canada. , and

Section 8.26 is amended by repealing paragraphs (3), (4) and (5) and substituting the following:

(3) The adviser registration requirement does not apply to a person or company in respect of its acting as an adviser to a Canadian permitted client if the adviser does not advise that client on securities of Canadian issuers, unless providing that advice is incidental to its providing advice on a foreign security.

(4) The exemption under subsection (3) is not available unless all of the following apply:

(

a) the adviser's head office or principal place of business is in a foreign jurisdiction;

(

b) the adviser is registered or operates under an exemption from registration, under the securities legislation of the foreign jurisdiction in which its head office or principal place of business is located, in a category of registration that permits it to carry on the activities in that jurisdiction that registration as an adviser would permit it to carry on in the local jurisdiction;

(

c) the adviser engages in the business of an adviser in the foreign jurisdiction in which its head office or principal place of business is located;

(

d) as at the end of its most recently completed financial year, not more than 10% of the aggregate consolidated gross revenue of the adviser, its affiliates and its affiliated partnerships was derived from the portfolio management activities of the adviser, its affiliates and its affiliated partnerships in Canada;

(

e) before advising a client, the adviser notifies the client of all of the following:

(

i) the adviser is not registered in the local jurisdiction to provide the advice described under subsection (3);

(ii) the foreign jurisdiction in which the adviser's head office or principal place of business is located;

(iii) all or substantially all of the adviser's assets may be situated outside of Canada;

(iv) there may be difficulty enforcing legal rights against the adviser because of the above;

(

v) the name and address of the adviser's agent for service of process in the local jurisdiction;

(

f) the adviser has submitted to the securities regulatory authority a completed Form 31-103F2 Submission to Jurisdiction and Appointment of Agent for Service .

(5) A person or company that relied on the exemption in subsection (3) during the 12 month period preceding December 1 of a year must notify the regulator or, in Québec, the securities regulatory authority of that fact by December 1 of that year.

Section 8.29 is amended by adding the following:

(3) This

section does not apply in Ontario.

Section 9.3 is repealed and the following substituted:

Exemptions from certain requirements for IIROC members

9.3

(1) Unless it is also registered as an investment fund manager, a registered firm that is a member of IIROC is exempt from the following requirements:

(

a) section 12.1 [capital requirements] ;

(

b) section 12.2 [notifying the regulator of a subordination agreement] ;

(

c) section 12.3 [insurance - dealer] ;

(

d) section 12.6 [global bonding or insurance] ;

(

e) section 12.7 [notifying the regulator of a change, claim or cancellation] ;

(

f) section 12.10 [annual financial statements] ;

(

g) section 12.11 [interim financial information] ;

(

h) section 12.12 [delivering financial information - dealer] ;

(

i) subsection 13.2 (3) [know your client] ;

(

j) section 13.3 [suitability] ;

(

k) section 13.12 [restriction on lending to clients] ;

(

l) section 13.13 [disclosure when recommending the use of borrowed money] ;

(l.1)

section 13.15 [handling complaints] ;

(

m) subsection 14.2 (2) [relationship disclosure information] ;

(

n) section 14.6 [holding client assets in trust] ;

(

o) section 14.8 [securities subject to a safekeeping agreement] ;

(

p) section 14.9 [securities not subject to a safekeeping agreement] ;

(

q) section 14.12 [content and delivery of trade confirmation] .

(2) If a registered firm is a member of IIROC and is registered as an investment fund manager, the firm is exempt from the following requirements:

(

a) section 12.3 [insurance - dealer] ;

(

b) section 12.6 [global bonding or insurance] ;

(

c) section 12.12 [delivering financial information - dealer] ;

(

d) subsection 13.2 (3) [know your client] ;

(

e) section 13.3 [suitability] ;

(

f) section 13.12 [restriction on lending to clients] ;

(

g) section 13.13 [disclosure when recommending the use of borrowed money] ;

(

h) section 13.15 [handling complaints] ;

(

i) subsection 14.2 (2) [relationship disclosure information] ;

(

j) section 14.6 [holding client assets in trust] ;

(

k) section 14.8 [securities subject to a safekeeping agreement] ;

(

l) section 14.9 [securities not subject to a safekeeping agreement] ;

(

m) section 14.12 [content and delivery of trade confirmation] .

35 The following

section is added:

Exemptions from certain requirements for MFDA members

9.4

(1) Unless it is also registered as an exempt market dealer, a scholarship plan dealer or an investment fund manager, a registered firm that is a member of the MFDA is exempt from the following requirements:

(

a) section 12.1 [capital requirements] ;

(

b) section 12.2 [notifying the regulator of a subordination agreement] ;

(

c) section 12.3 [insurance - dealer] ;

(

d) section 12.6 [global bonding or insurance] ;

(

e) section 12.7 [notifying the regulator of a change, claim or cancellation] ;

(

f) section 12.10 [annual financial statements] ;

(

g) section 12.11 [interim financial information] ;

(

h) section 12.12 [delivering financial information - dealer] ;

(

i) section 13.3 [suitability] ;

(

j) section 13.12 [restriction on lending to clients] ;

(

k) section 13.13 [disclosure when recommending the use of borrowed money] ;

(

l) section 13.15 [handling complaints] ;

(

m) subsection 14.2 (2) [relationship disclosure information] ;

(

n) section 14.6 [holding client assets in trust] ;

(

o) section 14.8 [securities subject to a safekeeping agreement] ;

(

p) section 14.9 [securities not subject to a safekeeping agreement] ;

(

q) section 14.12 [content and delivery of trade confirmation] .

(2) If a registered firm is a member of the MFDA and is registered as an exempt market dealer, scholarship plan dealer or investment fund manager, the firm is exempt from the following requirements:

(

a) section 12.3 [insurance - dealer] ;

(

b) section 12.6 [global bonding or insurance] ;

(

c) section 13.3 [suitability] ;

(

d) section 13.12 [restriction on lending to clients] ;

(

e) section 13.13 [disclosure when recommending the use of borrowed money] ;

(

f) section 13.15 [handling complaints] ;

(

g) subsection 14.2 (2) [relationship disclosure information] ;

(

h) section 14.6 [holding client assets in trust] ;

(

i) section 14.8 [securities subject to a safekeeping agreement] ;

(

j) section 14.9 [securities not subject to a safekeeping agreement] ;

(

k) section 14.12 [content and delivery of trade confirmation] .

(3) Subsections (1) and (2) do not apply in Québec.

(4) In Québec, the requirements listed in subsection (1) do not apply to a mutual fund dealer to the extent equivalent requirements to those listed in subsection (1) are applicable to the mutual fund dealer under the regulations in Québec.

Section 10.6 is amended by adding " or proceeding " after " hearing " wherever it appears.

37 Subsection 11.2 (2) is repealed and the following substituted:

(2) A registered firm must designate an individual under subsection (1) who is one of the following:

(

a) the chief executive officer of the registered firm or, if the firm does not have a chief executive officer, an individual acting in a capacity similar to a chief executive officer;

(

b) the sole proprietor of the registered firm;

(

c) the officer in charge of a division of the registered firm, if the activity that requires the firm to register occurs only within the division and the firm has significant other business activities.

38 Subsection 11.6 (1) is repealed and the following substituted:

(1) A registered firm must keep a record that it is required to keep under securities legislation

(

a) for 7 years from the date the record is created,

(

b) in a safe location and in a durable form, and

(

c) in a manner that permits it to be provided to the regulator or, in Québec, the securities regulatory authority in a reasonable period of time.

39 Subsection 11.6 (2) is repealed and the following substituted:

(2) A record required to be provided to the regulator or, in Québec, the securities regulatory authority must be provided in a format that is capable of being read by the regulator or the securities regulatory authority.

Section 11.9 is repealed and the following substituted:

Registrant acquiring a registered firm's securities or assets

11.9

(1) A registrant must give the regulator or, in Québec, the securities regulatory authority written notice in accordance with subsection (2) if it proposes to acquire any of the following:

(

a) beneficial ownership of, or direct or indirect control or direction over, a security of a registered firm;

(

b) beneficial ownership of, or direct or indirect control or direction over, a security of a person or company of which a registered firm is a subsidiary;

(

c) all or a substantial part of the assets of a registered firm.

(2) The notice required under subsection (1) must be delivered to the regulator or, in Québec, the securities regulatory authority at least 30 days before the proposed acquisition and must include all relevant facts regarding the acquisition sufficient to enable the regulator or the securities regulatory authority to determine if the acquisition is

(

a) likely to give rise to a conflict of interest,

(

b) likely to hinder the registered firm in complying with securities legislation,

(

c) inconsistent with an adequate level of investor protection, or

(

d) otherwise prejudicial to the public interest.

(3) Subsection (1) does not apply to the following:

(

a) a proposed acquisition if the beneficial ownership of, or direct or indirect control or direction over, the person or company whose security is to be acquired will not change;

(

b) a registrant who, alone or in combination with any other person or company, proposes to acquire securities that, together with the securities already beneficially owned, or over which direct or indirect control or direction is already exercised, do not exceed more than 10% of any class or series of securities.

(4) Except in Ontario and British Columbia, if, within 30 days of the regulator's, or, in Québec, the securities regulatory authority's receipt of a notice under subsection (1), the regulator or the securities regulatory authority notifies the registrant making the acquisition that the regulator or the securities regulatory authority objects to the acquisition, the acquisition must not occur until the regulator or the securities regulatory authority approves it.

(5) In Ontario, if, within 30 days of the regulator's receipt of a notice under subsection (1) (

a) or (c), the regulator notifies the registrant making the acquisition that the regulator objects to the acquisition, the acquisition must not occur until the regulator approves it.

(6) Following receipt of a notice of objection under subsection (4) or (5), the person or company who submitted the notice to the regulator or, in Québec, the securities regulatory authority may request an opportunity to be heard on the matter.

Section 11.10 is repealed and the following substituted:

Registered firm whose securities are acquired

11.10

(1) A registered firm must give the regulator or, in Québec, the securities regulatory authority written notice in accordance with subsection (2) if it knows or has reason to believe that any person or company, alone or in combination with any other person or company, is about to acquire, or has acquired, beneficial ownership of, or direct or indirect control or direction over, 10% or more of any class or series of voting securities of any of the following:

(

a) the registered firm;

(

b) a person or company of which the registered firm is a subsidiary.

(2) The notice required under subsection (1) must,

(

a) be delivered to the regulator or, in Québec, the securities regulatory authority as soon as possible,

(

b) include the name of each person or company involved in the acquisition, and

(

c) after the registered firm has applied reasonable efforts to gather all relevant facts, include facts regarding the acquisition sufficient to enable the regulator or the securities regulatory authority to determine if the acquisition is

(

i) likely to give rise to a conflict of interest,

(ii) likely to hinder the registered firm in complying with securities legislation,

(iii) inconsistent with an adequate level of investor protection, or

(iv) otherwise prejudicial to the public interest.

(3) This

section does not apply to an acquisition in which the beneficial ownership of, or direct or indirect control or direction over, a registered firm does not change.

(4) This

section does not apply if notice of the acquisition was provided under

section 11.9 [ registrant acquiring a registered firm's securities or assets ].

(5) Except in British Columbia and Ontario, if, within 30 days of the regulator's or, in Québec, the securities regulatory authority's receipt of a notice under subsection (1), the regulator or the securities regulatory authority notifies the person or company making the acquisition that the regulator or the securities regulatory authority objects to the acquisition, the acquisition must not occur until the regulator or the securities regulatory authority approves it.

(6) In Ontario, if, within 30 days of the regulator's receipt of a notice under subsection (1) (a), the regulator notifies the person or company making the acquisition that the regulator objects to the acquisition, the acquisition must not occur until the regulator approves it.

(7) Following receipt of a notice of objection under subsection (5) or (6), the person or company proposing to make the acquisition may request an opportunity to be heard on the matter.

Section 12.1 is repealed and the following substituted:

Capital requirements

12.1

(1) If, at any time, the excess working capital of a registered firm, as calculated in accordance with Form 31-103F1 Calculation of Excess Working Capital , is less than zero, the registered firm must notify the regulator or, in Québec, the securities regulatory authority as soon as possible.

(2) The excess working capital of a registered firm, as calculated in accordance with Form 31-103F1 Calculation of Excess Working Capital , must not be less than zero for 2 consecutive days.

(3) For the purpose of completing Form 31-103F1 Calculation of Excess Working Capital , the minimum capital is

(a) $25,000, for a registered adviser that is not also a registered dealer or a registered investment fund manager,

(b) $50,000, for a registered dealer that is not also a registered investment fund manager, and

(c) $100,000, for a registered investment fund manager.

(4) Paragraph (3) (

c) does not apply to a registered investment fund manager that is exempt from the dealer registration requirement under

section 8.6 [ investment fund trades by adviser to managed account ] in respect of all investment funds for which it acts as adviser.

(5) This

section does not apply to a registered firm that is a member of IIROC and is registered as an investment fund manager if all of the following apply:

(

a) the firm has a minimum capital of not less than $100,000 as calculated in accordance with IIROC Form 1 Joint Regulatory Financial Questionnaire and Report ;

(

b) the firm notifies the regulator or, in Québec, the securities regulatory authority as soon as possible if, at any time, the firm's risk adjusted capital, as calculated in accordance with IIROC Form 1 Joint Regulatory Financial Questionnaire and Report is less than zero;

(

c) the risk adjusted capital of the firm, as calculated in accordance with IIROC Form 1 Joint Regulatory Financial Questionnaire and Report , is not less than zero for 2 consecutive days.

(6) This

section does not apply to a mutual fund dealer that is a member of the MFDA if it is also registered as an exempt market dealer, a scholarship plan dealer or an investment fund manager and if all of the following apply:

(

a) the firm has a minimum capital, as calculated in accordance with MFDA Form 1 MFDA Financial Questionnaire and Report , of not less than

(i) $50,000, if the firm is registered as an exempt market dealer or scholarship plan dealer,

(ii) $100,000, if the firm is registered as an investment fund manager;

(

b) the firm notifies the regulator or, in Québec, the securities regulatory authority as soon as possible if, at any time, the firm's risk adjusted capital, as calculated in accordance with MFDA Form 1 MFDA Financial Questionnaire and Report is less than zero;

(

c) the risk adjusted capital of the firm, as calculated in accordance with MFDA Form 1 MFDA Financial Questionnaire and Report , is not less than zero for 2 consecutive days.

Section 12.2 is repealed and the following substituted:

Notifying the regulator or the securities regulatory authority of a subordination agreement

12.2 If a registered firm has executed a subordination agreement, the effect of which is to exclude an amount from its long-term related party debt as calculated on Form 31-103F1 Calculation of Excess Working Capital , the firm must notify the regulator or, in Québec, the securities regulatory authority 10 days before it

(

a) repays the loan or any part of the loan, or

(

b) terminates the agreement.

44 Subsection 12.3 (2) is amended by striking out " and ".

45 Subsections 12.4 (2) and (3) are amended by striking out " and " after " Appendix A ".

46 Subsection 12.5 (2) is amended by striking out " and " after " Appendix A ".

Section 12.7 is repealed and the following substituted:

Notifying the regulator or the securities regulatory authority of a change, claim or cancellation

12.7 A registered firm must, as soon as possible, notify the regulator or, in Québec, the securities regulatory authority in writing of any change in, claim made under, or cancellation of any insurance policy required under this Division.

Section 12.8 is repealed and the following substituted:

Direction by the regulator or the securities regulatory authority to conduct an audit or review

12.8 A registered firm must direct its auditor in writing to conduct any audit or review required by the regulator or, in Québec, the securities regulatory authority during its registration and must deliver a copy of the direction to the regulator or the securities regulatory authority

(

a) with its application for registration, and

(

b) no later than the 10th day after the registered firm changes its auditor.

Section 12.10 is amended in subsections (1) and (2) by adding " or, in Québec, the securities regulatory authority " after " regulator ".

50 Subsections 12.11 (1) and (2) are amended by adding " or, in Québec, the securities regulatory authority " after " regulator ".

Section 12.12 is amended

(

a) by adding " or, in Québec, the securities regulatory authority " after " regulator " wherever it occurs.

(

b) by adding the following subsection:

(2.1) If a registered firm is a member of the MFDA and is registered as an exempt market dealer or scholarship plan dealer, the firm is exempt from paragraphs (1) (

b) and (2) (

b) if all of the following apply:

(

a) the firm has a minimum capital of not less than $50,000 as calculated in accordance with MFDA Form 1 MFDA Financial Questionnaire and Report ;

(

b) the firm delivers to the regulator or, in Québec, the securities regulatory authority a completed MFDA Form 1 MFDA Financial Questionnaire and Report , no later than the 90th day after the end of its financial year, that shows the calculation of the firm's risk adjusted capital as at the end of the financial year and as at the end of the immediately preceding financial year, if any;

(

c) the firm delivers to the regulator or, in Québec, the securities regulatory authority a completed MFDA Form 1 MFDA Financial Questionnaire and Report , no later than the 30th day after the end of the first, second and third interim period of its financial year, that shows the calculation of the firm's risk adjusted capital as at the end of the interim period and as at the end of the immediately preceding month, if any. , and

(

c) in subsection (3) by adding " unless it is also registered in another category " after " exempt market dealer ".

Section 12.13 is amended by adding " or, in Québec, the securities regulatory authority " after " regulator ".

Section 12.14 is amended

(

a) by adding " or, in Québec, the securities regulatory authority " after " regulator " wherever it occurs;

(

b) by adding the following:

(4) If a registered firm is a member of IIROC and is registered as an investment fund manager, the firm is exempt from paragraphs (1) (

b) and (2) (

b) if

(

a) the firm has a minimum capital of not less than $100,000, as calculated in accordance with IIROC Form 1 Joint Regulatory Financial Questionnaire and Report ;

(

b) the firm delivers to the regulator or, in Québec, the securities regulatory authority a completed IIROC Form 1 Joint Regulatory Financial Questionnaire and Report , no later than the 90th day after the end of its financial year, that shows the calculation of the firm's risk adjusted capital as at the end of the financial year and as at the end of the immediately preceding financial year, if any, and

(

c) the firm delivers to the regulator or, in Québec, the securities regulatory authority a completed IIROC Form 1 Joint Regulatory Financial Questionnaire and Report , no later than the 30th day after the end of the first, second and third interim period of its financial year, that shows the calculation of the firm's risk adjusted capital as at the end of the interim period and as at the end of the immediately preceding month, if any.

(5) If a registered firm is a member of the MFDA and is registered as an investment fund manager, the firm is exempt from paragraphs (1) (

b) and (2) (

b) if

(

a) the firm has a minimum capital of not less than $100,000, as calculated in accordance with MFDA Form 1 MFDA Financial Questionnaire and Report ,

(

b) the firm delivers to the regulator or, in Québec, the securities regulatory authority a completed MFDA Form 1 MFDA Financial Questionnaire and Report , no later than the 90th day after the end of its financial year, that shows the calculation of the firm's risk adjusted capital as at the end of the financial year and as at the end of the immediately preceding financial year, if any, and

(

c) the firm delivers to the regulator or, in Québec, the securities regulatory authority a completed MFDA Form 1 MFDA Financial Questionnaire and Report , no later than the 30th day after the end of the first, second and third interim period of its financial year, that shows the calculation of the firm's risk adjusted capital as at the end of the interim period and as at the end of the immediately preceding month, if any.

Section 13.1 is amended by adding " an investment fund manager in respect of its activities as " after " apply to ".

Section 13.2 is amended

(

a) in subsection (3) by striking out " under paragraph (2) (a) ",

(

b) in subparagraph (3) (b) (

i) by striking out " 10% " and substituting " 25% ", and

(

c) by adding the following:

(7) Paragraph (2) (

b) does not apply to a registrant in respect of a client for which the registrant only trades securities referred to in paragraphs 7.1 (2) (

b) and (2) (c).

56 Paragraph 13.6 (

b) is amended by adding " , or is managed by an affiliate of, " after " affiliate of ".

Section 13.8 is repealed and the following substituted:

Permitted referral arrangements

13.8 A registered firm, or a registered individual whose registration is sponsored by the registered firm, must not participate in a referral arrangement with another person or company unless,

(

a) before a client is referred by or to the registrant, the terms of the referral arrangement are set out in a written agreement between the registered firm and the person or company;

(

b) the registered firm records all referral fees, and

(

c) the registrant ensures that the information prescribed by subsection 13.10 (1) [ disclosing referral arrangements to clients ] is provided to the client in writing before the party receiving the referral either opens an account for the client or provides services to the client.

Section 13.9 is amended by

(

a) striking out " registrant that refers " and substituting " registered firm, or a registered individual whose registration is sponsored by the registered firm, must not refer ",

(

b) striking out " must take " and substituting " unless the firm first takes ", and

(

c) striking out " himself, herself, or ".

59 Subsection 13.10 (1) is amended

(

a) in paragraph (

a) by striking out " referral arrangement " and substituting " agreement referred to in paragraph 13.8 (a) ", and

(

b) in paragraphs (

b) and (

c) by striking out " referral arrangement " and substituting " agreement ", wherever it occurs.

Section 13.12 is amended by adding the following:

(2) Notwithstanding subsection (1), an investment fund manager may lend money on a short term basis to an investment fund it manages, if the loan is for the purpose of funding redemptions of its securities or meeting expenses incurred by the investment fund in the normal course of its business.

61 Subsection 13.13 (2) is amended by

(

a) adding " one of the following applies " after " if ", and

(

b) repealing paragraph (b).

Section 13.14 is repealed and the following substituted:

Application of this Division

13.14

(1) This Division does not apply to an investment fund manager in respect of its activities as an investment fund manager.

(2) In Québec, a registered firm is deemed to comply with this Division if it complies with sections 168.1.1 to 168.1.3 of the Securities Act (Québec).

Section 14.1 is repealed and the following substituted:

Investment fund managers exempt from

Part 14

14.1 Other than sections 14.6 [ holding client assets in trust ], 14.12 (5) [ content and delivery of trade confirmation ] and 14.14 [ account statements ], this Part does not apply to an investment fund manager in respect of its activities as an investment fund manager.

64 Subsection 14.2 (2) is amended

(

a) by repealing paragraph (

j) and substituting the following:

(

j) If

section 13.16 applies to the registered firm, disclosure that independent dispute resolution or mediation services are available at the registered firm's expense, to resolve any dispute that might arise between the client and the firm about any trading or advising activity of the firm or one of its representatives; , and

(

b) in paragraph (

k) by adding " registered " after " that the ".

Section 14.5 is repealed and the following substituted:

Notice to clients by non-resident registrants

14.5

(1) A registered firm whose head office is not located in the local jurisdiction must provide a client in the local jurisdiction with a statement in writing disclosing the following:

(

a) the firm is not resident in the local jurisdiction;

(

b) the jurisdiction in Canada or the foreign jurisdiction in which the head office or the principal place of business of the firm is located;

(

c) all or substantially all of the assets of the firm may be situated outside the local jurisdiction;

(

d) there may be difficulty enforcing legal rights against the firm because of the above;

(

e) the name and address of the agent for service of process of the firm in the local jurisdiction.

(2) This

section does not apply to a registered firm whose head office is in Canada if the firm is registered in the local jurisdiction.

Section 14.12 is amended

(

a) in subsection (1) by striking out " Subject to subsection (2), a " and substituting " A " and by adding " or, if the client consents in writing, to a registered adviser acting for the client, " after " deliver to the client ",

(

b) by repealing subsection (3) and substituting the following:

(3) Paragraph (1) (

h) does not apply if all of the following apply:

(

a) the security is a security of a mutual fund that is established and managed by the registered dealer or by an affiliate of the registered dealer, in its capacity as investment fund manager of the mutual fund;

(

b) the names of the dealer and the mutual fund are sufficiently similar to indicate that they are affiliated or related. , and

(

c) by adding the following:

(5) A registered investment fund manager that has executed a redemption order received directly from a security holder must promptly deliver to the security holder a written confirmation of the redemption, setting out the following:

(

a) the quantity and description of the security redeemed;

(

b) the price per security received by the client;

(

c) the commission, sales charge, service charge and any other amount charged in respect of the redemption;

(

d) the settlement date of the redemption.

(6) Section 14.12 (5) does not apply to trades in a security of an investment fund made on reliance on

section 8.6.

Section 14.13 is amended

(

a) in the heading by striking out " Semi-annual confirmations " and substituting " Confirmations ", and

(

b) by repealing paragraph (d).

Section 14.14 is amended

(

a) in the heading by striking out " Client " and substituting " Account ",

(

b) in subsection (2) by striking out " , other than a mutual fund dealer, " after " registered dealer ", and

(

c) by adding the following:

(2.1) Subsection (2) does not apply to a mutual fund dealer in connection with its activities as a dealer in respect of the securities listed in

section 7.1 (2) (b).

(3.1) If there is no dealer of record for a security holder on the records of a registered investment fund manager, the investment fund manager must deliver a statement to the security holder at least once every 12 months. ,

(

d) by repealing subsection (4) and substituting the following:

(4) A statement delivered under subsection (1), (2), (3) or (3.1) must include all of the following information for each transaction made for the client or security holder during the period covered by the statement:

(

a) the date of the transaction;

(

b) the type of transaction;

(

c) the name of the security;

(

d) the number of securities;

(

e) the price per security;

(

f) the total value of the transaction. , and

(

e) by repealing subsections (5) and (6) and substituting the following:

(5) A statement delivered under subsection (1), (2), (3) or (3.1) must include all of the following information about the client's or security holder's account as at the end of the period for which the statement is made:

(

a) the name and quantity of each security in the account;

(

b) the market value of each security in the account;

(

c) the total market value of each security position in the account;

(

d) any cash balance in the account;

(

e) the total market value of all cash and securities in the account. , and

(6) Subsections (1) and (2) do not apply to a scholarship plan dealer if both of the following apply:

(

a) the dealer is not registered in another dealer or adviser category;

(

b) the dealer delivers to the client a statement at least once every 12 months that provides the information in subsections (4) and (5).

Section 15.1 is amended by adding " , in Québec, " after " regulator ".

70 Subsection 16.4 is amended

(

a) in paragraph (1) (

b) by adding " or, in Québec, the securities regulatory authority " after " regulator "

(

b) in subsection (3) by adding " a " after " dealer or ".

Section 16.5 is repealed and the following substituted:

16.5

(1) A person or company is not required to register in the local jurisdiction as an investment fund manager if it is registered, or has applied for registration, as an investment fund manager in the jurisdiction of Canada in which its head office is located.

(2) Subsection (1) is repealed on September 28, 2012.

72 Subsection 16.6 (2) is repealed and the following substituted:

(2) Subsection (1) is repealed on September 28, 2012.

73 Subsections 16.7 (3) (

b) and (4) (

b) are amended by adding " or, in Québec, the securities regulatory authority " after " regulator ".

74 Subsection 16.8 (

b) is amended by adding " or, in Québec, the securities regulatory authority " after " regulator ".

75 Subsection 16.9 is amended

(

a) in paragraph (1) (b), by adding " or, in Québec, the securities regulatory authority " after " regulator ", and

(

b) in subsection (2), by adding " in a jurisdiction of Canada " after " compliance officer ".

76 Subsection 16.10 (1) is amended by adding " in a jurisdiction of Canada " after " is registered ".

Section 16.16 is amended

(

a) in subsection (1) by adding " in a jurisdiction of Canada " after " registered firm ", and

(

b) by repealing subsection (2) and substituting the following:

(2) Subsection (1) is repealed on September 28,

Section 16.17 is repealed and the following substituted:

Account statements - mutual fund dealers

16.17

(1) Section 14.14 [ account statements ] does not apply to a person or company that was, on September 28, 2009, either of the following:

(

a) a member of the MFDA;

(

b) a mutual fund dealer in Québec, unless it was also a portfolio manager in Québec.

(2) Subsection (1) is repealed on September 28, 2011.

79 Form 31-103F1 is repealed and the following substituted:

Form 31-103F1

Calculation of Excess Working Capital

______________________________________

Firm Name

Capital Calculation

(as at ________________ with comparative figures as at ______________)

Component

Current period

Prior period

Current assets

Less current assets not readily convertible into cash (e.g., prepaid expenses)

Adjusted current assets Line 1 minus line 2 =

Current liabilities

Add 100% of long-term related party debt unless the firm and the lender have executed a subordination agreement in the form set out in Appendix B and the firm has delivered a copy of the agreement to the regulator or, in Québec, the securities regulatory authority

Adjusted current liabilities Line 4 plus line 5 =

Adjusted working capital Line 3 minus line 6 =

Less minimum capital

Less market risk

Less any deductible under the bonding or insurance policy required under

Part 12 of National Instrument 31-103, Registration Requirements, Exemptions and Ongoing Registrant Obligations

Less Guarantees

Less unresolved differences

Excess working capital

Notes:

This form must be prepared using the accounting principles that you use to prepare your financial statements in accordance with National Instrument 52-107 Acceptable Accounting Principles and Auditing Standards .

Section 12.1 of Companion Policy 31-103CP Registration Requirements, Exemptions and Ongoing Registrant Obligations provides further guidance in respect of these accounting principles.

Line 5. Related party debt - Refer to the CICA Handbook for the definition of "related party" for publicly accountable enterprises.

Line 8. Minimum Capital - The amount on this line must be not less than (a) $25,000 for an adviser and (b) $50,000 for a dealer. For an investment fund manager, the amount must be not less than $100,000 unless subsection 12.1 (4) applies.

Line 9. Market Risk - The amount on this line must be calculated according to the instructions set out in

Schedule 1 to this Form.

Line 11. Guarantees - If the registered firm is guaranteeing the liability of another party, the total amount of the guarantee must be included in the capital calculation. If the amount of a guarantee is included in the firm's statement of financial position as a current liability and is reflected in line 4, do not include the amount of the guarantee on line 11.

Line 12. Unresolved differences - Any unresolved differences that could result in a loss from either firm or client assets must be included in the capital calculation. The examples below provide guidance as to how to calculate unresolved differences:

(

i) If there is an unresolved difference relating to client securities, the amount to be reported on Line 12 will be equal to the fair value of the client securities that are short, plus the applicable margin rate for those securities.

(ii) If there is an unresolved difference relating to the registrant's investments, the amount to be reported on Line 12 will be equal to the fair value of the investments (securities) that are short.

(iii) If there is an unresolved difference relating to cash, the amount to be reported on Line 12 will be equal to the amount of the shortfall in cash.

Please refer to

section 12.1 of Companion Policy 31-103CP Registration Requirements, Exemptions and Ongoing Registrant Obligations for further guidance on how to prepare and file this form.

Management Certification

Registered Firm Name: ____________________________________________

We have examined the attached capital calculation and certify that the firm is in compliance with the capital requirements as at ______________________________.

Name and Title

1. __________________

2. __________________

Signature

___________________

___________________

Date

________________

________________

Schedule 1 of Form 31-103F1 Calculation of Excess Working Capital

(calculating line 9 [market risk])

For the purposes of completing this form:

(1) "Fair value" means the value of a security determined in accordance with Canadian GAAP applicable to publicly accountable enterprises.

(2) For each security whose value is included in line 1, Current Assets, multiply the fair value of the security by the margin rate for that security set out below. Add up the resulting amounts for all of the securities you hold. The total is the "market risk" to be entered on line 9.

(

a) Bonds, Debentures, Treasury Bills and Notes

within 1 year:

1% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365

over 1 year to 3 years:

1% of fair value

over 3 years to 7 years:

2% of fair value

over 7 years to 11 years:

4% of fair value

over 11 years:

4% of fair value

(ii) Bonds, debentures, treasury bills and other securities of or guaranteed by any jurisdiction of Canada and obligations of the International Bank for Reconstruction and Development, maturing (or called for redemption):

within 1 year:

2% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365

over 1 year to 3 years:

3% of fair value

over 3 years to 7 years:

4% of fair value

over 7 years to 11 years:

5% of fair value

over 11 years:

5% of fair value

(iii) Bonds, debentures or notes (not in default) of or guaranteed by any municipal corporation in Canada or the United Kingdom maturing:

within 1 year:

3% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365

over 1 year to 3 years:

5% of fair value

over 3 years to 7 years:

5% of fair value

over 7 years to 11 years:

5% of fair value

over 11 years:

5% of fair value

(iv) Other non-commercial bonds and debentures, (not in default): 10% of fair value

(

v) Commercial and corporate bonds, debentures and notes (not in default) and non-negotiable and non-transferable trust company and mortgage loan company obligations registered in the registered firm's name maturing:

within 1 year:

3% of fair value

over 1 year to 3 years:

6% of fair value

over 3 years to 7 years:

7% of fair value

over 7 years to 11 years:

10% of fair value

over 11 years:

10% of fair value

(

b) Bank Paper

Deposit certificates, promissory notes or debentures issued by a Canadian chartered bank (and of Canadian chartered bank acceptances) maturing:

within 1 year:

2% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365

over 1 year:

apply rates for commercial and corporate bonds, debentures and notes

(

c) Acceptable foreign bank paper

Deposit certificates, promissory notes or debentures issued by a foreign bank, readily negotiable and transferable and maturing:

within 1 year:

2% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365

over 1 year:

apply rates for commercial and corporate bonds, debentures and notes

"Acceptable Foreign Bank Paper" consists of deposit certificates or promissory notes issued by a bank other than a Canadian chartered bank with a net worth (i.e., capital plus reserves) of not less than $200,000,000.

(

d) Mutual Funds

Securities of mutual funds qualified by prospectus for sale in any jurisdiction of Canada:

(i) 5% of the net asset value per security as determined in accordance with National Instrument 81-106 Investment Fund Continuous Disclosure , where the fund is a money market mutual fund as defined in National Instrument 81-102 Mutual Funds ; or

(ii) the margin rate determined on the same basis as for listed stocks multiplied by the net asset value per security of the fund as determined in accordance with National Instrument 81-106 Investment Fund Continuous Disclosure .

(

e) Stocks

In this paragraph, "securities" includes rights and warrants and does not include bonds and debentures.

(

i) On securities including investment fund securities, rights and warrants, listed on any exchange in Canada or the United States of America:

Long Positions - Margin Required

Securities selling at $2.00 or more - 50% of fair value

Securities selling at $1.75 to $1.99 - 60% of fair value

Securities selling at $1.50 to $1.74 - 80% of fair value

Securities selling under $1.50 - 100% of fair value

Short Positions - Credit Required

Securities selling at $2.00 or more - 150% of fair value

Securities selling at $1.50 to $1.99 - $3.00 per share

Securities selling at $0.25 to $1.49 - 200% of fair value

Securities selling at less than $0.25 - fair value plus $0.25 per share

(ii) For positions in securities that are constituent securities on a major broadly-based index of one of the following exchanges, 50% of the fair value:

(

a) Australian Stock Exchange Limited

(

b) Bolsa de Madrid

(

c) Borsa Italiana

(

d) Copenhagen Stock Exchange

(

e) Euronext Amsterdam

(

f) Euronext Brussels

(

g) Euronext Paris S.A.

(

h) Frankfurt Stock Exchange

(

i) London Stock Exchange

(

j) New Zealand Exchange Limited

(

k) Stockholm Stock Exchange

(

l) Swiss Exchange

(

m) The Stock Exchange of Hong Kong Limited

(

n) Tokyo Stock Exchange

(

f) Mortgages

(

i) For a firm registered in any jurisdiction of Canada except Ontario:

(

a) Insured mortgages (not in default): 6% of fair value

(

b) Mortgages which are not insured (not in default): 12% of fair value of the loan or the rates set by Canadian financial institutions or

Schedule III banks, whichever is greater.

(ii) For a firm registered in Ontario:

(

a) Mortgages insured under the National Housing Act (Canada) (not in default): 6% of fair value

(

b) Conventional first mortgages (not in default): 12% of fair value of the loan or the rates set by Canadian financial institutions or

Schedule III banks, whichever is greater.

If you are registered in Ontario regardless of whether you are also registered in another jurisdiction of Canada, you will need to apply the margin rates set forth in (ii) above.

(

g) For all other securities - 100% of fair value.

80 Form 31-103F2 is repealed and the following substituted:

Form 31-103F2 Submission to Jurisdiction and

Appointment of Agent for Service

(sections 8.18 [international dealer] and 8.26 [international adviser])

1. Name of person or company ("International Firm"):

2. If the International Firm was previously assigned an NRD number as a registered firm or an unregistered exempt international firm, provide the NRD number of the firm.

3. Jurisdiction of incorporation of the International Firm:

4. Head office address of the International Firm:

5. The name, e-mail address, phone number and fax number of the International Firm's chief compliance officer.

Name:

E-mail address:

Phone:

Fax:

Section of National Instrument 31-103, Registration Requirements, Exemptions and Ongoing Registrant Obligations the International Firm is relying on:

Section 8.18 [ international dealer ]

Section 8.26 [ international adviser ]

⎕ Other

7. Name of agent for service of process (the "Agent for Service"):

8. Address for service of process on the Agent for Service:

9. The International Firm designates and appoints the Agent for Service at the address stated above as its agent upon whom may be served a notice, pleading, subpoena, summons or other process in any action, investigation or administrative, criminal, quasi-criminal or other proceeding (a "Proceeding") arising out of or relating to or concerning the International Firm's activities in the local jurisdiction and irrevocably waives any right to raise as a defence in any such proceeding any alleged lack of jurisdiction to bring such Proceeding.

10. The International Firm irrevocably and unconditionally submits to the non-exclusive jurisdiction of the judicial, quasi-judicial and administrative tribunals of the local jurisdiction in any Proceeding arising out of or related to or concerning the International Firm's activities in the local jurisdiction.

11. Until 6 years after the International Firm ceases to rely on

section 8.18 [ international dealer ] or

section 8.26 [ international adviser ], the International Firm must submit to the securities regulatory authority

a. a new Submission to Jurisdiction and Appointment of Agent for Service in this form no later than the 30th day before the date this Submission to Jurisdiction and Appointment of Agent for Service is terminated; and

b. an amended Submission to Jurisdiction and Appointment of Agent for Service no later than the 30th day before any change in the name or above address of the Agent for Service.

12. This Submission to Jurisdiction and Appointment of Agent for Service is governed by and construed in accordance with the laws of the local jurisdiction.

Dated: ____________________________________

__________________________________________

(Signature of the International Firm or authorized signatory)

__________________________________________

(Name and Title of authorized signatory)

Acceptance

Dated: ____________________________________

__________________________________________

(Signature of Agent for Service or authorized signatory)

__________________________________________

(Name and Title of authorized signatory)

81 Form 31-103F3 is amended by striking out " and Exemptions " and substituting " , Exemptions and Ongoing Registrant Obligations ".

82 Appendix B is amended

(

a) by striking out " and Exemptions " and substituting " , Exemptions and Ongoing Registrant Obligations ", and

(

b) in

section 1 by striking out " owned " and substituting " owed ", and

(

c) in

section 4 by adding " 10 days before " after " Securities Regulatory Authority " and by striking out " prior to " after " Securities Regulatory Authority ".

Schedule B

1 National Instrument 33-109 Registration Information, B.C. Reg. 226B/2009, is amended as set out in this Schedule.

Section 1.1 is amended

(

a) by repealing the

definitions of " NI 31-102 " and " NI 31-103 ", and

(

b) in the opening statement of the definition of " permitted individual " by striking out " who is not a registered individual and ".

3 Sections 1.2, 2.1 and 2.2 are amended by striking out " NI 31-102 " wherever it occurs and substituting " National Instrument 31-102 National Registration Database ".

Section 2.3 is amended

(

a) in subsection (1) by striking out " NI 31-102 " and substituting " National Instrument 31-102 National Registration Database " ,

(

b) in subsection (2) by striking out " NI 31-103 " and substituting " National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations " and by striking out " NI 31-102 " and substituting " National Instrument 31-102 National Registration Database ", and

(

c) in paragraph (2) (

b) by adding " resigned voluntarily, " after " resign, ".

Section 2.4 is amended by striking out " NI 31-102 " and substituting " National Instrument 31-102 National Registration Database ".

Section 2.5 is amended

(

a) in subsection (1) by striking out " NI 31-102 " and substituting " National Instrument 31-102 National Registration Database " and by striking out " 7 days " and substituting " 10 days ",

(

b) in paragraph (2) (

a) by striking out " NI 31-102 " and substituting " National Instrument 31-102 National Registration Database ", and

(

c) in subparagraph (2) (a) (

i) by striking out " 7 days " and substituting " 10 days ".

7 Subsection 2.6 (2) is amended by striking out " NI 31-102 " and substituting " National Instrument 31-102 National Registration Database ".

Section 3.1 is amended by striking out " 7 days " and substituting " 10 days " wherever it occurs.

Section 3.2 is amended by striking out " NI 31-102 " and substituting " National Instrument 31-102 National Registration Database " and by striking out " 7 days " and substituting " 10 days ".

Section 4.1 is amended

(

a) in paragraph (1) (

b) by striking out " 7 days" and substituting " 10 days ",

(

b) in subsections (3) and (4) by striking out " NI 31-102 " and substituting " National Instrument 31-102 National Registration Database ",

(

c) by repealing paragraphs (4) (

a) and (4) (

b) and substituting the following:

(

a) an individual's status as a permitted individual of the sponsoring firm;

(

b) the removal or the addition of a category of registration;

(

c) the surrender of registration in one or more non-principal jurisdictions.

Section 4.2 is amended

(

a) in subsection (1) by striking out " NI 31-102 " and substituting " National Instrument 31-102 National Registration Database ",

(

b) in paragraph (1) (

b) by striking out " or retirement " and " or the completion or expiry of an employment or agency contract ",

(

c) in subsections (2), (3) and (4) by striking out " 7 days " wherever it occurs and substituting " 10 days ", and

(

d) in subsections (3) and (4) by striking out " person or company " wherever it occurs and substituting " registered firm ".

Section 6.2 is amended by striking out " 7 days " wherever it occurs and substituting " 10 days ".

Section 6.4 is amended by striking out " NI 31-102 " and substituting " National Instrument 31-102 National Registration Database ".

14 Form 33-109F1 is amended

(

a) under " General Instructions " by striking out " person " after " permitted " and substituting " individual " and by adding at the end " or has ceased to act in a registerable activity or as a permitted individual ";

(

b) under " Terms " by striking out " ; " and substituting " . ",

(

c) under " When to submit the form " by striking out " five business days " and substituting " 10 days ",

(

d) in Item 5 by striking out the instructions above " [For NRD Format only:] " and substituting the following:

Complete Item 5 except where the individual is deceased. In the space below:

• state the reason(

s) for the cessation / termination and

• provide details if the answer to any of the following questions is "Yes",

(

e) in Item 5 under " [For NRD Format only:] " by striking out " completed temporary employment contract, retired or " and substituting " individual is ", and

(

f) by repealing Item 6 and

Schedule A.

15 Form 33-109F2 is amended

(

a) in the heading by striking out "

section 4.2 or 2.2 (2) or 2.5 (2) " and substituting "

section 2.2 (2), 2.4, 2.6 (2) or 4.1 (4) ", and

(

b) by repealing Item 2 and substituting the following:

Item 2 - Registration jurisdictions

1. Are you filing this form under the passport system / interface for registration? Choose "no" if you are registered in:

(

a) only one jurisdiction in Canada;

(

b) more than one jurisdiction in Canada and you are requesting a surrender in a non-principal jurisdiction or jurisdictions, but not in your principal jurisdiction;

(

c) more than one jurisdiction in Canada and you are requesting a change only in your principal jurisdiction. , and

(

c) by repealing Item 4 and substituting the following:

Item 4 - Adding categories

1. Categories

What categories are you seeking to add?

________________________________________________________________

2. Professional liability insurance

(Québec mutual fund dealers and Québec scholarship plan dealers)

If you are seeking registration as a representative of a mutual fund dealer or of a scholarship plan dealer in Québec, are you covered by your sponsoring firm's professional liability insurance?

Yes ⎕ No ⎕

If "No", state:

The name of your insurer ________________________________

Your policy number _____________________________________

3. Relevant securities industry experience

If you have not been registered in the last 36 months and you passed the required examination more than 36 months ago, do you consider that you have gained 12 months of relevant securities industry experience during the 36 month period?

Yes ⎕ No ⎕ N/A ⎕

If you are an individual applying for IIROC approval, select "Not Applicable" above.

If "yes", complete

Schedule A. , and

(

d) by repealing

Schedule A and substituting the following:

Schedule A

Relevant Securities Industry Experience (Item 4)

Describe your responsibilities in areas relating to the category you are applying for, including the title(

s) you have held, as well as start and end dates:

_____________________________________________

_____________________________________________

_____________________________________________

_____________________________________________

What is the percentage of your time devoted to these activities?

_____ %

Indicate the continuing education activities which you have participated in during the last 36 months and which are relevant to the category of registration you are applying for:

_____________________________________________

_____________________________________________

_____________________________________________

_____________________________________________

(

e) by repealing

Schedule B and substituting the following:

Schedule B

Contact information for Notice of collection and use of personal information

Alberta

Alberta Securities Commission,

Suite 600, 250-5th St. SW

Calgary, AB T2P 0R4

Attention: Information Officer

Telephone: (403) 355-4151

British Columbia

British Columbia Securities Commission

P.O. Box 10142, Pacific Centre

701 West Georgia Street

Vancouver, BC V7Y 1L2

Attention: Freedom of Information Officer

Telephone: (604) 899-6500 or

(800) 373-6393 (in BC)

Manitoba

The Manitoba Securities Commission

500 - 400 St. Mary Avenue

Winnipeg, MB R3C 4K5

Attention: Director of Registrations

Telephone (204) 945-2548

Fax (204) 945-0330

New Brunswick

New Brunswick Securities Commission

Suite 300, 85 Charlotte Street

Saint John, NB E2L 2J2

Attention: Director, Regulatory Affairs

Telephone: (506) 658-3060

Newfoundland and Labrador

Securities NL

Financial Services Regulation Division

Department of Government Services

P.O. Box 8700, 2nd Floor, West Block

Confederation Building

St. John's, NL A1B 4J6

Attention: Manager of Registrations

Tel: (709) 729-5661

Nova Scotia

Nova Scotia Securities Commission

2nd Floor, Joseph Howe Building

1690 Hollis Street

P.O. Box 458

Halifax, NS B3J 2P8

Attention: Deputy Director, Capital Markets

Telephone: (902) 424-7768

Northwest Territories

Government of the Northwest Territories

P.O. Box 1320

Yellowknife, NWT X1A 2L9

Attention: Deputy Superintendent of Securities

Telephone: (867) 920-8984

Nunavut

Legal Registries Division

Department of Justice

Government of Nunavut

P.O. Box 1000 Station 570

Iqaluit, NU X0A 0H0

Attention: Deputy Registrar of Securities

Telephone: (867) 975-6590

Ontario

Ontario Securities Commission

Suite 1903, Box 55

20 Queen Street West

Toronto, ON M5H 3S8

Attention: Compliance and Registrant Regulation

Telephone: (416) 593-8314

e-mail: registration@osc.gov.on.ca

Prince Edward Island

Securities Registry

Office of the Attorney General B Consumer, Corporate

and Insurance Services Division

P.O. Box 2000

Charlottetown, PE C1A 7N8

Attention: Deputy Registrar of Securities

Telephone: (902) 368-6288

Québec

Autorité des marchés financiers

800, square Victoria, 22e étage

C.P. 246, tour de la Bourse

Montréal (Québec) H4Z 1G3

Attention: Responsable de l'accès à l'information

Telephone: (514) 395-0337 or

(877) 525-0337 (in Québec)

Saskatchewan

Saskatchewan Financial Services Commission

Suite 601, 1919 Saskatchewan Drive

Regina, SK S4P 4H2

Attention: Director

Telephone: (306) 787-5842

Yukon

Yukon Securities Office

Department of Community Services

P.O. Box 2703 C-6

Whitehorse, YT Y1A 2C6

Attention: Superintendent of Securities

Telephone: (867) 667-5225

Self-regulatory organization

Investment Industry Regulatory Organization of Canada

121 King Street West, Suite 1600

Toronto, Ontario M5H 3T9

Attention: Privacy Officer

Telephone: (416) 364-6133

E-mail: PrivacyOfficer@iiroc.ca

16 Form 33-109F3 is amended by repealing

Schedule A and substituting the following:

Schedule A

Contact information for Notice of collection and use of personal information

Alberta

Alberta Securities Commission,

Suite 600, 250-5th St. SW

Calgary, AB T2P 0R4

Attention: Information Officer

Telephone: (403) 355-4151

British Columbia

British Columbia Securities Commission

P.O. Box 10142, Pacific Centre

701 West Georgia Street

Vancouver, BC V7Y 1L2

Attention: Freedom of Information Officer

Telephone: (604) 899-6500 or

(800) 373-6393 (in BC)

Manitoba

The Manitoba Securities Commission

500 - 400 St. Mary Avenue

Winnipeg, MB R3C 4K5

Attention: Director of Registrations

Telephone (204) 945-2548

Fax (204) 945-0330

New Brunswick

New Brunswick Securities Commission

Suite 300, 85 Charlotte Street

Saint John, NB E2L 2J2

Attention: Director, Regulatory Affairs

Telephone: (506) 658-3060

Newfoundland and Labrador

Securities NL

Financial Services Regulation Division

Department of Government Services

P.O. Box 8700, 2nd Floor, West Block

Confederation Building

St. John's, NL A1B 4J6

Attention: Manager of Registrations

Tel: (709) 729-5661

Nova Scotia

Nova Scotia Securities Commission

2nd Floor, Joseph Howe Building

1690 Hollis Street P.O. Box 458

Halifax, NS B3J 2P8

Attention: Deputy Director, Capital Markets

Telephone: (902) 424-7768

Northwest Territories

Government of the Northwest Territories

P.O. Box 1320

Yellowknife, NWT X1A 2L9

Attention: Deputy Superintendent of Securities

Telephone: (867) 920-8984

Nunavut

Legal Registries Division

Department of Justice

Government of Nunavut

P.O. Box 1000 Station 570

Iqaluit, NU X0A 0H0

Attention: Deputy Registrar of Securities

Telephone: (867) 975-6590

Ontario

Ontario Securities Commission

Suite 1903, Box 55

20 Queen Street West

Toronto, ON M5H 3S8

Attention: Compliance and Registrant Regulation

Telephone: (416) 593-8314

e-mail: registration@osc.gov.on.ca

Prince Edward Island

Securities Registry

Office of the Attorney General B Consumer, Corporate

and Insurance Services Division

P.O. Box 2000 Charlottetown, PE C1A 7N8

Attention: Deputy Registrar of Securities

Telephone: (902) 368-6288

Québec

Autorité des marchés financiers

800, square Victoria, 22e étage

C.P. 246, tour de la Bourse

Montréal (Québec) H4Z 1G3

Attention: Responsable de l'accès à l'information

Telephone: (514) 395-0337 or

(877) 525-0337 (in Québec)

Saskatchewan

Saskatchewan Financial Services Commission

Suite 601, 1919 Saskatchewan Drive

Regina, SK S4P 4H2

Attention: Director

Telephone: (306) 787-5842

Yukon

Yukon Securities Office

Department of Community Services

P.O. Box 2703 C-6

Whitehorse, YT Y1A 2C6

Attention: Superintendent of Securities

Telephone: (867) 667-5225

Self-regulatory organization

Investment Industry Regulatory Organization of Canada

121 King Street West, Suite 1600

Toronto, Ontario M5H 3T9

Attention: Privacy Officer

Telephone: (416) 364-6133

E-mail: PrivacyOfficer@iiroc.ca

17 Form 33-109F4 is amended

(

a) in the definition of " Approved person " under " Terms " by striking out " member of the IIROC (Member) " and substituting " member (Member) of the Investment Industry Regulatory Organization of Canada (IIROC) ",

(

b) in the paragraphs " NRD format " and " Format, other than NRD format ", under the heading " How to submit this form ", by adding " with securities regulation experience " after " legal adviser ",

(

c) in

section 1 of Item 8 by

(

i) striking out the title and substituting the following:

" Course, examination or designation information and other education ",

(ii) striking out " course and examination " and substituting " course, examination and designation " in the first sentence of item 1, and

(iii) striking out " course or examination " and substituting " course, examination or designation " in the second sentence of item 1. ,

(

d) in

section 2 of Item 8 by adding the following after " Advocis (formerly CAIFA): __________________________:

RESP Dealers Association of Canada: __________________________________

Other: ____________________________________________________________ " ,

(

e) in

section 3 of Item 8 by adding " , designation " after " examination ",

(

f) in Item 8 by adding the following after

section 3:

4. Relevant securities industry experience

If you are an individual applying for IIROC approval, select "Not Applicable" below.

If you have not been registered in the last 36 months and you passed the required examination more than 36 months ago, do you consider that you have gained 12 months of relevant securities industry experience during the 36 month period?

Yes ⎕ No ⎕ N/A ⎕

If "yes", complete

Schedule F. ,

(

g) in

section 4 of Item 9 by adding " supervisor or " after " Name of " ,

(

h) in Item 14 by striking out " Immigration Act " and substituting " Immigration and Refugee Protection Act ", and striking out " Young Offenders Act " wherever it occurs and substituting " former Young Offenders Act ",

(

i) in Item 1.3 of

Schedule A by adding the following after " No ⎕ ":

N/A ⎕ ,

(

j) in

Schedule C by striking out " Investment Industry Regulatory Organization of Canada " and substituting " IIROC ",

(

k) by repealing

Schedule E and substituting the following:

Schedule E

Proficiency (Item 8)

Item 8.1 Course, examination or designation information and other education

Course, examination, designation or other education

Date completed (YYYY/MM/DD)

Date exempted (YYYY/MM/DD)

Regulator / securities regulatory authority granting the exemption

If you have listed the CFA Charter in Item 8.1, please indicate by checking the box below whether you are a current member of the CFA Institute permitted to use the CFA Charter.

Yes ⎕ No ⎕

If "no", please explain why you no longer hold this designation:

____________________________________________________________________________

____________________________________________________________________________

If you have listed the CIM designation in Item 8.1, please indicate by checking the box below whether you are currently permitted to use the CIM designation.

Yes ⎕ No ⎕

If "no", please explain why you no longer hold this designation:

____________________________________________________________________________

____________________________________________________________________________

(

l) in

Schedule F

(

i) by striking out the title and substituting " Proficiency (Items 8.3 and 8.4) ",

(ii) by adding " , designation " after " examination " wherever it occurs, and

(iii) by adding the following:

Item 8.4 Relevant securities industry experience

Describe your responsibilities in areas relating to the category you are applying for, including the title(

s) you have held, as well as the start and end dates:

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

What is the percentage of your time devoted to these activities?

_____ %

Indicate the continuing education activities which you have participated in during the last 36 months and which are relevant to the category of registration you are applying for:

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

(

m) in

Schedule G by repealing

section 5 and substituting the following:

5. Conflicts of interest

If you have more than one employer or are engaged in business related activities:

A. Disclose any potential for confusion by clients and any potential for conflicts of interest arising from your multiple employment or business related activities or proposed business related activities.

____________________________________________________________________________

____________________________________________________________________________

B. Indicate whether or not any of your employers or organizations where you engage in business related activities are listed on an exchange.

____________________________________________________________________________

____________________________________________________________________________

C. Confirm whether the firm has procedures for minimizing potential conflicts of interest and if so, confirm that you are aware of these procedures.

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

D. State the name of the person at your sponsoring firm who has reviewed and approved your multiple employment or business related activities or proposed business related activities.

____________________________________________________________________________

E. If you do not perceive any conflicts of interest arising from this employment, explain why.

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

(

n) by repealing

Schedule O and substituting the following:

Schedule O

Contact information for Notice of collection and use of personal information

Alberta

Alberta Securities Commission,

Suite 600, 250-5th St. SW

Calgary, AB T2P 0R4

Attention: Information Officer

Telephone: (403) 355-4151

British Columbia

British Columbia Securities Commission

P.O. Box 10142, Pacific Centre

701 West Georgia Street

Vancouver, BC V7Y 1L2

Attention: Freedom of Information Officer

Telephone: (604) 899-6500 or

(800) 373-6393 (in BC)

Manitoba

The Manitoba Securities Commission

500 - 400 St. Mary Avenue

Winnipeg, MB R3C 4K5

Attention: Director of Registrations

Telephone (204) 945-2548

Fax (204) 945-0330

New Brunswick

New Brunswick Securities Commission

Suite 300, 85 Charlotte Street

Saint John, NB E2L 2J2

Attention: Director, Regulatory Affairs

Telephone: (506) 658-3060

Newfoundland and Labrador

Securities NL

Financial Services Regulation Division

Department of Government Services

P.O. Box 8700, 2nd Floor, West Block

Confederation Building

St. John's, NL A1B 4J6

Attention: Manager of Registrations

Tel: (709) 729-5661

Nova Scotia

Nova Scotia Securities Commission

2nd Floor, Joseph Howe Building

1690 Hollis Street

P.O. Box 458

Halifax, NS B3J 2P8

Attention: Deputy Director, Capital Markets

Telephone: (902) 424-7768

Northwest Territories

Government of the Northwest Territories

P.O. Box 1320

Yellowknife, NWT X1A 2L9

Attention: Deputy Superintendent of Securities

Telephone: (867) 920-8984

Nunavut

Legal Registries Division

Department of Justice Government of Nunavut

P.O. Box 1000 Station 570

Iqaluit, NU X0A 0H0

Attention: Deputy Registrar of Securities

Telephone: (867) 975-6590

Ontario

Ontario Securities Commission

Suite 1903, Box 55

20 Queen Street West

Toronto, ON M5H 3S8

Attention: Compliance and Registrant Regulation

Telephone: (416) 593-8314

e-mail: registration@osc.gov.on.ca

Prince Edward Island

Securities Registry

Office of the Attorney General B Consumer,

Corporate and Insurance Services Division

P.O. Box 2000

Charlottetown, PE C1A 7N8

Attention: Deputy Registrar of Securities

Telephone: (902) 368-6288

Québec

Autorité des marchés financiers

800, square Victoria, 22e étage

C.P. 246, tour de la Bourse

Montréal (Québec) H4Z 1G3

Attention: Responsable de l'accès à l'information

Telephone: (514) 395-0337 or

(877) 525-0337 (in Québec)

Saskatchewan

Saskatchewan Financial Services Commission

Suite 601, 1919 Saskatchewan Drive

Regina, SK S4P 4H2

Attention: Director

Telephone: (306) 787-5842

Yukon

Yukon Securities Office

Department of Community Services

P.O. Box 2703 C-6

Whitehorse, YT Y1A 2C6

Attention: Superintendent of Securities

Telephone: (867) 667-5225

Self-regulatory organization

Investment Industry Regulatory Organization of Canada

121 King Street West, Suite 1600

Toronto, Ontario M5H 3T9

Attention: Privacy Officer

Telephone: (416) 364-6133

E-mail: PrivacyOfficer@iiroc.ca

18 Form 33-109F5 is amended

(

a) under " How to submit this form " by adding the following after paragraph (b):

Name of firm _____________________________________________________

Registration categories ______________________________________________

NRD number (firm) ___________________________________ ,

(

b) in Item 1 by adding the following under " Form 33-109F6 ":

"If submitting changes to Form 33-109F6, please attach a blackline of the amended sections of the form, ,

(

c) in Item 5 by striking out the line " Name of firm ", and

(

d) by repealing

Schedule A and substituting the following:

Schedule A

Contact information for Notice of collection and use of personal information

Alberta

Alberta Securities Commission,

Suite 600, 250-5th St. SW

Calgary, AB T2P 0R4

Attention: Information Officer

Telephone: (403) 355-4151

British Columbia

British Columbia Securities Commission

P.O. Box 10142, Pacific Centre

701 West Georgia Street

Vancouver, BC V7Y 1L2

Attention: Freedom of Information Officer

Telephone: (604) 899-6500 or

(800) 373-6393 (in BC)

Manitoba

The Manitoba Securities Commission

500 - 400 St. Mary Avenue

Winnipeg, MB R3C 4K5

Attention: Director of Registrations

Telephone (204) 945-2548

Fax (204) 945-0330

New Brunswick

New Brunswick Securities Commission

Suite 300, 85 Charlotte Street

Saint John, NB E2L 2J2

Attention: Director, Regulatory Affairs

Telephone: (506) 658-3060

Newfoundland and Labrador

Securities NL

Financial Services Regulation Division

Department of Government Services

P.O. Box 8700, 2nd Floor, West Block

Confederation Building

St. John's, NL A1B 4J6

Attention: Manager of Registrations

Tel: (709) 729-5661

Nova Scotia

Nova Scotia Securities Commission

2nd Floor, Joseph Howe Building

1690 Hollis Street P.O. Box 458

Halifax, NS B3J 2P8

Attention: Deputy Director, Capital Markets

Telephone: (902) 424-7768

Northwest Territories

Government of the Northwest Territories

P.O. Box 1320

Yellowknife, NWT X1A 2L9

Attention: Deputy Superintendent of Securities

Telephone: (867) 920-8984

Nunavut

Legal Registries Division

Department of Justice

Government of Nunavut

P.O. Box 1000 Station 570

Iqaluit, NU X0A 0H0

Attention: Deputy Registrar of Securities

Telephone: (867) 975-6590

Ontario

Ontario Securities Commission

Suite 1903, Box 55

20 Queen Street West

Toronto, ON M5H 3S8

Attention: Compliance and Registrant Regulation

Telephone: (416) 593-8314

e-mail: registration@osc.gov.on.ca

Prince Edward Island

Securities Registry

Office of the Attorney General B Consumer, Corporate

and Insurance Services Division

P.O. Box 2000

Charlottetown, PE C1A 7N8

Attention: Deputy Registrar of Securities

Telephone: (902) 368-6288

Québec

Autorité des marchés financiers

800, square Victoria, 22e étage

C.P. 246, tour de la Bourse

Montréal (Québec) H4Z 1G3

Attention: Responsable de l'accès à l'information

Telephone: (514) 395-0337 or

(877) 525-0337 (in Québec)

Saskatchewan

Saskatchewan Financial Services Commission

Suite 601, 1919 Saskatchewan Drive

Regina, SK S4P 4H2

Attention: Director

Telephone: (306) 787-5842

Yukon

Yukon Securities Office

Department of Community Services

P.O. Box 2703 C-6

Whitehorse, YT Y1A 2C6

Attention: Superintendent of Securities

Telephone: (867) 667-5225

Self-regulatory organization

Investment Industry Regulatory Organization of Canada

121 King Street West, Suite 1600

Toronto, Ontario M5H 3T9

Attention: Privacy Officer

Telephone: (416) 364-6133

E-mail: PrivacyOfficer@iiroc.ca

19 Form 33-109F6 is amended

(

a) in the definition of " NI 31-103 " by striking out " and Exemptions " and substituting " , Exemptions and Ongoing Registrant Obligations ",

(

b) under "

Definitions " by adding the following:

Foreign jurisdiction - see National Instrument 14-101

Definitions ,

Jurisdiction or jurisdiction of Canada - see National Instrument 14-101

Definitions , and

NI 52-107 – National Instrument 52-107 Acceptable Accounting Principles and Auditing Standards ,

(

c) under " Contents of the form " by striking out " Alberta and Manitoba " and substituting " Alberta, Manitoba and New Brunswick ",

(

d) under " How to complete and submit the form " by striking out " and fees ",

(

e) under " How to complete and submit the form " by adding the following paragraph before the last sentence:

In most of this form, answers are required to questions which apply only to Canadian provinces and territories; you will find that the questions are referenced to "jurisdictions" or "jurisdiction of Canada". These refer to all provinces and territories of Canada. However, the questions in

Part 4 - Registration History and

Part 7 - Regulatory Action are to be answered in respect of any jurisdiction in the world , and

(

f) in

section 1.3 of

Part 1 by

(

i) striking out " Questions 1.1, 1.2, 1.4, 1.5, 2.4, and

Part 9 " and substituting " Questions 1.1, 1.2, 1.4, 1.5, 2.4, 3.9, 5.4, 5.6*, and

Part 9 ",

(ii) striking out " Questions 1.1, 1.2, 1.4, 1.5, 5.1, 5.4, 5.5, 5.6, 5.7, 5.8,

Part 6 and

Part 9 " and substituting " Questions 1.1, 1.2, 1.4, 1.5, 3.1, 5.1, 5.4, 5.5*, 5.6*, 5.7, 5.8,

Part 6 and

Part 9 ", and

(iii) adding the following after "

Part 6 and

Part 9 ":

* If the firm is adding Québec as a jurisdiction for registration in the category of mutual fund dealer or scholarship plan dealer, complete question 5.6. ,

(

g) in the table in

section 1.4 under " Jurisdiction " by striking out " NT " and substituting " NS ", and by striking out " NS " and substituting " NT ",

(

h) in the table in

section 1.5 under " Jurisdiction(

s) where the firm has applied for the exemption " by striking out " NT " and substituting " NS ", and by striking out " NS " and substituting " NT ",

(

i) in the table in paragraph 2.2 (

b) of

Part 2 by striking out " NT " and substituting " NS " and by striking out " NS " and substituting " NT ",

(

j) in sections 2.5 and 2.6 by striking out " Title " and substituting the following:

Officer title

Telephone number

E-mail address

(

k) in

section 3.3 in

Part 3 by striking out " Alberta or Manitoba " and substituting " Alberta, Manitoba or New Brunswick ",

(

l) by striking out the first sentence of

Part 4 and substituting the following:

The questions in

Part 4 apply to any jurisdiction and any foreign jurisdiction. ,

(

m) in

section 4.5 by striking out " ever " ,

(

n) by repealing

section 5.1 of

Part 5 and substituting the following:

5.1 Calculation of excess working capital

Attach the firm's calculation of excess working capital.

• Investment dealers must use the capital calculation form required by the Investment Industry Regulatory Organization of Canada (IIROC).

• Mutual fund dealers must use the capital calculation form required by the Mutual Fund Dealers Association of Canada (MFDA), except for mutual fund dealers registered in Québec only.

• Firms that are not members of either IIROC or the MFDA must use Form 31-103F1 Calculation of Excess Working Capital . See

Schedule C. ,

(

o) in

section 5.4 by striking out " NT " and substituting " NS ", and by striking out " NS " and substituting " NT ",

(

p) in

section 5.5 by adding the following after " Annual aggregate coverage ($) ":

Total coverage ($)

(

q) in

section 5.5 by striking out " Renewal date " and substituting " Expiry date ",

(

r) in

section 5.6 by adding the following after " Annual aggregate coverage ($) ":

Total coverage ($)

and under " Jurisdictions covered: " by striking out " NT " and substituting " NS ", and by striking out " NS " and substituting " NT ",

(

s) by repealing

section 5.13 and substituting the following:

5.13 Audited financial statements

(

a) Attach, for your most recently completed year, either

(

i) non-consolidated audited financial statements; or

(ii) audited financial statements prepared in accordance with

section 3.2 (3) of NI 52-107.

(

b) If the audited financial statements attached for item (

a) were prepared for a period ending more than 90 days before the date of this application, also attach an interim financial report for a period of not more than 90 days before the date of this application.

If the firm is a start-up company, you can attach an audited opening statement of financial position instead. ,

(

t) in

Part 6

(

i) by adding the following before

section 6.1:

For guidance regarding whether a firm will hold or have access to client assets see

section 12.4 of Companion Policy 31-103CP. , and

(ii) in

section 6.1 by striking out " does " and substituting " will ",

(

u) in

Part 7 by striking out the first sentence and substituting the following:

The questions in

Part 7 apply to any jurisdiction and any foreign jurisdiction. The information must be provided in respect of the last 7 years. ,

(

v) in

section 7.1, by striking out " ever ",

(

w) in

Part 8 by striking out the first sentence and substituting the following:

The firm must disclose offences or legal actions under any statute governing the firm and its business activities in any jurisdiction. The information must be provided in respect of the last 7 years. ,

(

x) in

section 8.1 by striking out " ever ",

(

y) by repealing

Schedule A and substituting the following:

Schedule A

Contact information for Notice of collection and use of personal information

Alberta

Alberta Securities Commission,

Suite 600, 250-5th St. SW

Calgary, AB T2P 0R4

Attention: Information Officer

Telephone: (403) 355-4151

British Columbia

British Columbia Securities Commission

P.O. Box 10142, Pacific Centre

701 West Georgia Street

Vancouver, BC V7Y 1L2

Attention: Freedom of Information Officer

Telephone: (604) 899-6500 or

(800) 373-6393 (in BC)

Manitoba The Manitoba Securities Commission

500 - 400 St. Mary Avenue

Winnipeg, MB R3C 4K5

Attention: Director of Registrations

Telephone (204) 945-2548

Fax (204) 945-0330

New Brunswick

New Brunswick Securities Commission

Suite 300, 85 Charlotte Street

Saint John, NB E2L 2J2

Attention: Director, Regulatory Affairs

Telephone: (506) 658-3060

Newfoundland and Labrador

Securities NL

Financial Services Regulation Division

Department of Government Services

P.O. Box 8700, 2nd Floor, West Block

Confederation Building

St. John's, NL A1B 4J6

Attention: Manager of Registrations

Tel: (709) 729-5661

Nova Scotia

Nova Scotia Securities Commission

2nd Floor, Joseph Howe Building

1690 Hollis Street P.O. Box 458

Halifax, NS B3J 2P8

Attention: Deputy Director, Capital Markets

Telephone: (902) 424-7768

Northwest Territories

Government of the Northwest Territories

P.O. Box 1320

Yellowknife, NWT X1A 2L9

Attention: Deputy Superintendent of Securities

Telephone: (867) 920-8984

Nunavut

Legal Registries Division

Department of Justice

Government of Nunavut

P.O. Box 1000 Station 570

Iqaluit, NU X0A 0H0

Attention: Deputy Registrar of Securities

Telephone: (867) 975-6590

Ontario

Ontario Securities Commission

Suite 1903, Box 55

20 Queen Street West

Toronto, ON M5H 3S8

Attention: Compliance and Registrant Regulation

Telephone: (416) 593-8314

e-mail: registration@osc.gov.on.ca

Prince Edward Island

Securities Registry

Office of the Attorney General B Consumer,

Corporate and Insurance Services Division

P.O. Box 2000

Charlottetown, PE C1A 7N8

Attention: Deputy Registrar of Securities

Telephone: (902) 368-6288

Québec

Autorité des marchés financiers

800, square Victoria, 22e étage

C.P. 246, tour de la Bourse

Montréal (Québec) H4Z 1G3

Attention: Responsable de l'accès à l'information

Telephone: (514) 395-0337 or (877) 525-0337 (in Québec)

Saskatchewan

Saskatchewan Financial Services Commission

Suite 601, 1919 Saskatchewan Drive

Regina, SK S4P 4H2

Attention: Director

Telephone: (306) 787-5842

Yukon

Yukon Securities Office

Department of Community Services

P.O. Box 2703 C-6

Whitehorse, YT Y1A 2C6

Attention: Superintendent of Securities

Telephone: (867) 667-5225

Self-regulatory organization

Investment Industry Regulatory Organization of Canada

121 King Street West, Suite 1600

Toronto, Ontario M5H 3T9

Attention: Privacy Officer

Telephone: (416) 364-6133

E-mail: PrivacyOfficer@iiroc.ca

(

z) in

Schedule B by adding the following under " Address for service of process on the Agent for Service ":

Phone number of the Agent for Service:

_________________________________________________ ,

(a.1) in paragraphs 7 (

a) and 7 (

b) of

Schedule B by striking out " 7th day " and substituting " 10th day ",

(b.1) by repealing

Schedule C and substituting the following:

Form 31-103F1 Calculation of Excess Working Capital

______________________________________

Firm Name

Capital Calculation

(as at ________________ with comparative figures as at ______________)

Component

Current period

Prior period

Current assets

Less current assets not readily convertible into cash (e.g., prepaid expenses)

Adjusted current assets Line 1 minus line 2 =

Current liabilities

Add 100% of long-term related party debt unless the firm and the lender have executed a subordination agreement in the form set out in Appendix B and the firm has delivered a copy of the agreement to the regulator or, in Québec, the securities regulatory authority

Adjusted current liabilities Line 4 plus line 5 =

Adjusted working capital Line 3 minus line 6 =

Less minimum capital

Less market risk

Less any deductible under the bonding or insurance policy required under

Part 12 of National Instrument 31-103, Registration Requirements, Exemptions and Ongoing Registrant Obligations

Less Guarantees

Less unresolved differences

Excess working capital

Notes:

This form must be prepared using the accounting principles that you use to prepare your financial statements in accordance with National Instrument 52-107 Acceptable Accounting Principles and Auditing Standards .

Section 12.1 of Companion Policy 31-103CP Registration Requirements, Exemptions and Ongoing Registrant Obligations provides further guidance in respect of these accounting principles.

Line 5. Related party debt - Refer to the CICA Handbook for the definition of "related party" for publicly accountable enterprises.

Line 8. Minimum Capital - The amount on this line must be not less than (a) $25,000 for an adviser and (b) $50,000 for a dealer. For an investment fund manager, the amount must be not less than $100,000 unless subsection 12.1 (4) applies.

Line 9. Market Risk - The amount on this line must be calculated according to the instructions set out in

Schedule 1 to this Form.

Line 11. Guarantees - If the registered firm is guaranteeing the liability of another party, the total amount of the guarantee must be included in the capital calculation. If the amount of a guarantee is included in the firm's statement of financial position as a current liability and is reflected in line 4, do not include the amount of the guarantee on line 11.

Line 12. Unresolved differences - Any unresolved differences that could result in a loss from either firm or client assets must be included in the capital calculation. The examples below provide guidance as to how to calculate unresolved differences:

(

i) If there is an unresolved difference relating to client securities, the amount to be reported on Line 12 will be equal to the fair value of the client securities that are short, plus the applicable margin rate for those securities.

(ii) If there is an unresolved difference relating to the registrant's investments, the amount to be reported on Line 12 will be equal to the fair value of the investments (securities) that are short.

(iii) If there is an unresolved difference relating to cash, the amount to be reported on Line 12 will be equal to the amount of the shortfall in cash.

Please refer to

section 12.1 of Companion Policy 31-103CP Registration Requirements, Exemptions and Ongoing Registrant Obligations for further guidance on how to prepare and file this form.

Management Certification

Registered Firm Name: ____________________________________________

We have examined the attached capital calculation and certify that the firm is in compliance with the capital requirements as at ______________________________.

Name and Title

1. _______________

2. _______________

Signature

___________________

___________________

Date

___________________

___________________

Schedule 1 of Form 31-103F1 Calculation of Excess Working Capital

(calculating line 9 [market risk])

For purposes of completing this form:

(1) "Fair value" means the value of a security determined in accordance with Canadian GAAP applicable to publicly accountable enterprises.

(2) For each security whose value is included in line 1, Current Assets, multiply the fair value of the security by the margin rate for that security set out below. Add up the resulting amounts for all of the securities you hold. The total is the "market risk" to be entered on line 9.

(

a) Bonds, Debentures, Treasury Bills and Notes

within 1 year:

1% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365

over 1 year to 3 years:

1% of fair value

over 3 years to 7 years:

2% of fair value

over 7 years to 11 years:

4% of fair value

over 11 years:

4% of fair value

(ii) Bonds, debentures, treasury bills and other securities of or guaranteed by any jurisdiction of Canada and obligations of the International Bank for Reconstruction and Development, maturing (or called for redemption):

within 1 year:

2% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365

over 1 year to 3 years:

3% of fair value

over 3 years to 7 years:

4% of fair value

over 7 years to 11 years:

5% of fair value

over 11 years:

5% of fair value

(iii) Bonds, debentures or notes (not in default) of or guaranteed by any municipal corporation in Canada or the United Kingdom maturing:

within 1 year:

3% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365

over 1 year to 3 years:

5% of fair value

over 3 years to 7 years:

5% of fair value

over 7 years to 11 years:

5% of fair value

over 11 years:

5% of fair value

(iv) Other non-commercial bonds and debentures, (not in default): 10% of fair value

(

v) Commercial and corporate bonds, debentures and notes (not in default) and non-negotiable and non-transferable trust company and mortgage loan company obligations registered in the registered firm's name maturing:

within 1 year:

3% of fair value

over 1 year to 3 years:

6% of fair value

over 3 years to 7 years:

7% of fair value

over 7 years to 11 years:

10% of fair value

over 11 years:

10% of fair value

(

b) Bank Paper

Deposit certificates, promissory notes or debentures issued by a Canadian chartered bank (and of Canadian chartered bank acceptances) maturing:

within 1 year:

2% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365

over 1 year:

apply rates for commercial and corporate bonds, debentures and notes

(

c) Acceptable foreign bank paper

Deposit certificates, promissory notes or debentures issued by a foreign bank, readily negotiable and transferable and maturing:

within 1 year:

2% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365

over 1 year:

apply rates for commercial and corporate bonds, debentures and notes

"Acceptable Foreign Bank Paper" consists of deposit certificates or promissory notes issued by a bank other than a Canadian chartered bank with a net worth (i.e., capital plus reserves) of not less than $200,000,000.

(

d) Mutual Funds

Securities of mutual funds qualified by prospectus for sale in any jurisdiction of Canada:

(i) 5% of the net asset value per security as determined in accordance with National Instrument 81-106 Investment Fund Continuous Disclosure , where the fund is a money market mutual fund as defined in National Instrument 81-102 Mutual Funds ; or

(ii) the margin rate determined on the same basis as for listed stocks multiplied by the net asset value per security of the fund as determined in accordance with National Instrument 81-106 Investment Fund Continuous Disclosure .

(

e) Stocks

In this paragraph, "securities" includes rights and warrants and does not include bonds and debentures.

(

i) On securities including investment fund securities, rights and warrants, listed on any exchange in Canada or the United States of America:

Long Positions - Margin Required

Securities selling at $2.00 or more - 50% of fair value

Securities selling at $1.75 to $1.99 - 60% of fair value

Securities selling at $1.50 to $1.74 - 80% of fair value

Securities selling under $1.50 - 100% of fair value

Short Positions - Credit Required

Securities selling at $2.00 or more - 150% of fair value

Securities selling at $1.50 to $1.99 - $3.00 per share

Securities selling at $0.25 to $1.49 - 200% of fair value

Securities selling at less than $0.25 - fair value plus $0.25 per share

(ii) For positions in securities that are constituent securities on a major broadly-based index of one of the following exchanges, 50% of the fair value:

(

a) Australian Stock Exchange Limited

(

b) Bolsa de Madrid

(

c) Borsa Italiana

(

d) Copenhagen Stock Exchange

(

e) Euronext Amsterdam

(

f) Euronext Brussels

(

g) Euronext Paris S.A.

(

h) Frankfurt Stock Exchange

(

i) London Stock Exchange

(

j) New Zealand Exchange Limited

(

k) Stockholm Stock Exchange

(

l) Swiss Exchange

(

m) The Stock Exchange of Hong Kong Limited

(

n) Tokyo Stock Exchange

(

f) Mortgages

(

i) For a firm registered in any jurisdiction of Canada except Ontario:

(

a) Insured mortgages (not in default): 6% of fair value

(

b) Mortgages which are not insured (not in default): 12% of fair value of the loan or the rates set by Canadian financial institutions or

Schedule III banks, whichever is greater.

(ii) For a firm registered in Ontario:

(

a) Mortgages insured under the National Housing Act (Canada) (not in default): 6% of fair value

(

b) Conventional first mortgages (not in default): 12% of fair value of the loan or the rates set by Canadian financial institutions or

Schedule III banks, whichever is greater.

If you are registered in Ontario regardless of whether you are also registered in another jurisdiction of Canada, you will need to apply the margin rates set forth in (ii) above.

(

g) For all other securities - 100% of fair value.

21 Form 33-109F7 is amended

(

a) in

section 1 under " General Instructions " by adding " the end of " after " on or before ", and by striking out " termination " and substituting " cessation ",

(

b) in

section 3 under " General instructions " by striking out " dismissed, or was ", and adding " resigned voluntarily or was dismissed, " after " resign, ",

(

c) in the definition for " you ", " your " and " individual " under " Terms " by adding " or their status as permitted individual " after " registration ",

(

d) in

section 5 of Item 5 by striking out " Date on which you will become authorized to act on behalf of the new sponsoring firm as a registered individual or permitted individual YYYY/MM/DD) ",

(

e) in paragraph 2 (

b) of Item 9 by adding " or resigned voluntarily " after " resign ",

(

f) in

Schedule B by striking out " Investment Industry Regulatory Organization of Canada " and substituting " IIROC ",

(

g) by repealing

section 5 of

Schedule D and substituting the following:

5. Conflict of Interest

If you have more than one employer or are engaged in business related activities:

A. Disclose any potential for confusion by clients and any potential for conflicts of interest arising from your multiple employment or business related activities or proposed business related activities.

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

B. Indicate whether or not any of your employers or organizations where you engage in business related activities are listed on an exchange.

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

C. Confirm whether the firm has procedures for minimizing potential conflicts of interest and if so, confirm that you are aware of these procedures.

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

D. If you do not perceive any conflicts of interest arising from this employment, explain why.

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

____________________________________________________________________________

(

h) by repealing

Schedule F and substituting the following:

Schedule F

Contact information for Notice of collection and use of personal information

Alberta

Alberta Securities Commission,

Suite 600, 250-5th St. SW

Calgary, AB T2P 0R4

Attention: Information Officer

Telephone: (403) 355-4151

British Columbia

British Columbia Securities Commission

P.O. Box 10142, Pacific Centre

701 West Georgia Street

Vancouver, BC V7Y 1L2

Attention: Freedom of Information Officer

Telephone: (604) 899-6500 or

(800) 373-6393 (in BC)

Manitoba

The Manitoba Securities Commission

500 - 400 St. Mary Avenue

Winnipeg, MB R3C 4K5

Attention: Director of Registrations

Telephone (204) 945-2548

Fax (204) 945-0330

New Brunswick

New Brunswick Securities Commission

Suite 300, 85 Charlotte Street

Saint John, NB E2L 2J2

Attention: Director, Regulatory Affairs

Telephone: (506) 658-3060

Newfoundland and Labrador

Securities NL

Financial Services Regulation Division

Department of Government Services

P.O. Box 8700, 2nd Floor, West Block

Confederation Building

St. John's, NL A1B 4J6

Attention: Manager of Registrations

Tel: (709) 729-5661

Nova Scotia

Nova Scotia Securities Commission

2nd Floor, Joseph Howe Building

1690 Hollis Street

P.O. Box 458

Halifax, NS B3J 2P8

Attention: Deputy Director, Capital Markets

Telephone: (902) 424-7768

Northwest Territories

Government of the Northwest Territories

P.O. Box 1320

Yellowknife, NWT X1A 2L9

Attention: Deputy Superintendent of Securities

Telephone: (867) 920-8984

Nunavut

Legal Registries

Division

Department of Justice

Government of Nunavut

P.O. Box 1000 Station 570

Iqaluit, NU X0A 0H0

Attention: Deputy Registrar of Securities

Telephone: (867) 975-6590

Ontario

Ontario Securities Commission

Suite 1903, Box 55

20 Queen Street West

Toronto, ON M5H 3S8

Attention: Compliance and Registrant Regulation

Telephone: (416) 593-8314

e-mail: registration@osc.gov.on.ca

Prince Edward Island

Securities Registry

Office of the Attorney General B Consumer, Corporate

and Insurance Services Division

P.O. Box 2000

Charlottetown, PE C1A 7N8

Attention: Deputy Registrar of Securities

Telephone: (902) 368-6288

Québec

Autorité des marchés financiers 800, square Victoria,

22e étage C.P. 246, tour de la Bourse

Montréal (Québec) H4Z 1G3

Attention: Responsable de l'accès à l'information

Telephone: (514) 395-0337 or

(877) 525-0337 (in Québec)

Saskatchewan

Saskatchewan Financial Services Commission

Suite 601, 1919 Saskatchewan Drive

Regina, SK S4P 4H2

Attention: Director

Telephone: (306) 787-5842

Yukon

Yukon Securities Office

Department of Community Services

P.O. Box 2703 C-6

Whitehorse, YT Y1A 2C6

Attention: Superintendent of Securities

Telephone: (867) 667-5225

Self-regulatory organization

Investment Industry Regulatory Organization of Canada

121 King Street West, Suite 1600

Toronto, Ontario M5H 3T9

Attention: Privacy Officer

Telephone: (416) 364-6133

E-mail: PrivacyOfficer@iiroc.ca

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