THE ALBERTA GAZETTE,

PART I, NOVEMBER 15, 2001

The Alberta Gazette

PART 1

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Vol. 97 EDMONTON, WEDNESDAY, NOVEMBER 15, 2001 No. 21

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PROCLAMATION

[GREAT SEAL]

CANADA

PROVINCE OF ALBERTA Lois E. Hole, Lieutenant Governor.

ELIZABETH THE SECOND, by the Grace of God, of the United Kingdom, Canada,

and Her Other Realms and Territories, QUEEN, Head of the Commonwealth,

Defender of the Faith

P R O C L A M A T I O N

To all to Whom these Presents shall come GREETING

Terrence (Terry) Matchett, Deputy Minister of Justice and

Deputy Attorney General

WHEREAS

section 2(8) of the Municipal Affairs Statutes Amendment Act, 1997

provides that

section 2 of that Act comes into force on Proclamation; and

WHEREAS it is expedient to proclaim

section 2 of the Municipal Affairs

Statutes Amendment Act, 1997 in force:

NOW KNOW YE THAT by and with the advice and consent of Our Executive

Council of Our Province of Alberta, by virtue of the provisions of the said

Act hereinbefore referred to and of all other power and authority

whatsoever in Us vested in that behalf, We have ordered and declared and do

hereby proclaim

section 2 of the Municipal Affairs Statutes Amendment Act,

1997 in force on November 1, 2001.

IN TESTIMONY WHEREOF We have caused these Our Letters to be made Patent and

the Great Seal of Our Province of Alberta to be hereunto affixed.

WITNESS: THE HONOURABLE LOIS E. HOLE, Lieutenant Governor of Our Province

of Alberta, in Our City of Edmonton in Our Province of Alberta, this 30th

day of Octoberin the Year of Our Lord Two Thousand One and in the Fiftieth

Year of Our Reign.

BY COMMAND David Hancock, Provincial Secretary.

GOVERNMENT NOTICES

COMMUNITY DEVELOPMENT

NOTICE OF INTENTION TO DESIGNATE PROVINCIAL HISTORIC RESOURCE

(Historical Resources Act)

File: Des 1996

Notice is hereby given that sixty days from the date of service of this

Notice and its publication in Alberta Gazette, the Minister of Community

Development intends to make an Order that the structure knows as:

the and Flour Mill, comprised of the grain elevator, drive shed,

office/powerhouse, storage building and foundations of the 1929 Flour Mill,

together with the land legally described as:

all that portion of the unsubdivided part of the northwest quarter of

section 32, township 58, range 20, west of the fourth meridian, described

as follows: commencing at the intersection of the north east limit of first

street and the north west limit of Railway Avenue as shown on plan 3467CE,

thence north westerly along the north east boundary of said first street

east (135) feet to a point, thence north easterly at right angles to the

north east boundary of first street east (323) feet to a point, thence

south easterly parallel to the north east boundary of first street east to

the north west boundary of Railway Avenue, thence south westerly along the

north west boundary of Railway Avenue to the point of commencement

containing 0.405 hectares (1 acre) more or less, excepting thereout all

mines and minerals and municipally located at First Street East and Railway

Avenue, Radway, Alberta

be designated as a Provincial Historic Resource under

section 16 of the

Historical Resources Act, R.S.A. 1980 c.H-8 as amended.

The reasons for the designation are as follows:

The Krause Milling Company Grain Elevator in Radway is a Prairie Vernacular

Industrial style of railroad structure designed for grading, weighing,

storing and shipping grain to domestic or international markets. The style

grew out of the abundance of wood as a building material, early methods of

storing grain, and the invention of the vertical conveyor belt which

permitted grian to be elevated so that gravity could be used to distribute

it through the elevator.

This is an excellent example of 1928 grain elevator constructed on the

railroad branch lines in Alberta. Only the foundations of the 1929 Flour

Mill, that was demolished in 1959, remain on the site.

It is therefore considered that the preservation and protection of the

resource is in the public interest.

Dated October 23, 2001.

Mark Rasmussen, Acting Assistant Deputy Minister.

ORDER DESIGNATING PROVINCIAL HISTORIC RESOURCE

(Historical Resources Act)

File: Des 1864

I, Gene Zwozdesky, Minister charged with the administration of the

Historical Resources Act, R.S.A. 1980, c.H-8 as amended, do hereby:

1. Pursuant to

section 16, subsection (1) of that Act, designate the

site known as the Alberta Pacific Grain Elevator Site Complex, comprised of

the Grain Elevator with attached Drive Shed, Office/Powerhouse, and small

outbuilding, together with the land legally described as Plan 5614AF, Block

A excepting thereout:

A) plan 9825070 subdivision 0.705 hectares, 1.74

acres more or less (as to surface only), excepting thereout all coal and

petroleum, and municipally located in Meeting Creek, Alberta

as a Provincial Historic Resource,

2. Give notice that pursuant to

section 16, subsection (9) of that Act,

no person shall destroy, disturb, alter, restore, or repair any Provincial

Historic Resource or remove any historic object from a Provincial Historic

Resource without the written approval of the Minister.

3. Further give notice that the following provisions of that Act now

apply in case of sale or inheritance of the above mentioned resource:

(11) the owner of an historic resource that is subject to an order

under subsection (1) shall, at least 30 days prior to the sale or any other

disposition of the historic resource, serve notice of the proposed or other

disposition upon the Minister,

(12) when a person inherits an historic resource that is subject to

an order under subsection (1), that person shall notify the Minister of the

inheritance within 15 days of the historic resource being transferred to

him.

Signed at Edmonton, Alberta, October 19, 2001

Gene Zwozdesky, Minister.

_______________

File: Des 1992

I, Gene Zwozdesky, Minister charged with the administration of the

Historical Resources Act, R.S.A. 1980 c.H-8 as amended, do hereby:

1. Pursuant to

section 16, subsection (1) of that Act, designate the

site known as The Monkman Homestead comprised of the 1906 log house, 1910

machine shed, 1916 barn and granary/chicken coop, together with the land

legally described as the north east quarter of

section 22, township 72,

range 8, west of the sixth meridian, excepting thereout: (

A) the land

covered by the waters of cutbank lake at the time of survey of the said

lake as shown on a plan of survey of the said township signed at Ottawa on

the 24th day of March A.D. 1911 containing 64.26 hectares (158.90 acres)

more or less, (B) 0.56 hectares more or less as shown on road plan 2327CL

excepting thereout all mines and minerals, and municipally located at

Cutbank Lake, Alberta

as a Provincial Historical Resource,

2. Give notice that purusant to

section 16, subsection (9) of that Act,

no person shall destroy, disturb, alter, restore, or repair any Provincial

Historic Resource or remove any historic object from a Provincial Historic

Resource without the written approval of the Minister.

3. Further give notice that the following provisions of that Act now

apply in case of sale or inheritance of the above mentioned resource:

(11) the owner of an historic resource that is subject to an order

under subsection (1) shall, at least 30 days prior to the sale or any other

disposition of the historic resource, serve notice of the proposed or other

disposition upon the Minister,

(12) when a person inherits an historic resource that is subject to

an order under subsection (1), that person shall notify the Minister of the

inheritance within 15 days of the historic resource being transferred to

him.

Signed at Edmonton, Alberta , October 19, 2001.

Gene Zwozdesky, Minister.

_______________

File: Des 2027

I, Gene Zwozkesky, Minister charged with the administration of the

Historical Resources Act, R.S.A. 1980 c.H-8 as amended, do hereby:

1. Pursuant to

section 16, subsection (1) of that Act, designate the

structure known as the A.Y. Young Drug Store, together with the land

legally described as Plan 92B, Block 432, those portions of lot 26 which

lie to the west of the centre line of a brick wall and production southerly

of the same, said centre line being shown on a plan annexed to transfer

registered as 45810, and thereon coloured red, the land herein comprised

being the westerly 19 feet 3 inches of said lot 26, and municipally located

at 210-24 Street, Fort Macleod, Alberta

as a Provincial Historical Resource,

2. Give notice that purusant to

section 16, subsection (9) of that Act,

no person shall destroy, disturb, alter, restore, or repair any Provincial

Historic Resource or remove any historic object from a Provincial Historic

Resource without the written approval of the Minister.

3. Further give notice that the following provisions of that Act now

apply in case of sale or inheritance of the above mentioned resource:

(11) the owner of an historic resource that is subject to an order

under subsection (1) shall, at least 30 days prior to the sale or any other

disposition of the historic resource, serve notice of the proposed or other

disposition upon the Minister.

(12) when a person inherits an historic resource that is subject to

an order under subsection (1), that person shall notify the Minister of the

inheritance within 15 days of the historic resource being transferred to

him.

Signed at Edmonton, Alberta, October 19, 2001.

Gene Zwozdesky, Minister.

File: Des 2053

I, Gene Zwozkesky, Minister charged with the administration of the

Historical Resources Act, R.S.A. 1980 c.H-8 as amended, do hereby:

1. Pursuant to

section 16, subsection (1) of that Act, designate the

structure known as the Oblats Maison Provinciale, together with the land

legally described as Plan B, Block 10,Llot 63 and the south half of lot 62,

and municipally located at 9916-110 Street, Edmonton, Alberta

as a Provincial Historical Resource,

2. Give notice that purusant to

section 16, subsection (9) of that Act,

no person shall destroy, disturb, alter, restore, or repair any Provincial

Historic Resource or remove any historic object from a Provincial Historic

Resource without the written approval of the Minister.

3. Further give notice that the following provisions of that Act now

apply in case of sale or inheritance of the above mentioned resource:

(11) the owner of an historic resource that is subject to an order

under subsection (1) shall, at least 30 days prior to the sale or any other

disposition of the historic resource, serve notice of the proposed or other

disposition upon the Minister.

(12) when a person inherits an historic resource that is subject to

an order under subsection (1), that person shall notify the Minister of the

inheritance within 15 days of the historic resource being transferred to

him.

Signed at Edmonton, Alberta, October 19, 2001.

Gene Zwozdesky, Minister.

_______________

File: Des 2102

I, Gene Zwozkesky, Minister charged with the administration of the

Historical Resources Act, R.S.A. 1980 c.H-8 as amended, do hereby:

1. Pursuant to

section 16, subsection (1) of that Act, designate three

structures comprising the historic Rossdale Power Plant known as the Low

Pressure Plant including the Turbine House and Boiler House, Pumphouse No.

1, and the Administration Building, together with the land legally

described as:

as shown on attachment (A), a portion of all that portion of the

Hudson's Bay Company's reserve in the City of Edmonton described as

follows: commencing at a point of intersection of the south limit of

Calgary Avenue and the east limit of fourth street, both as shown on plan

(B), thence east along the said south limit of Calgary Avenue to the west

limit of first street as shown on said plan (B), thence south along the

said west limit to the North Barnk of the North Saskatchewan River, thence

westerly along the said bank to its intersection with the said east limit

of fourth street, thence north, along the said east limit to the point of

commencement, containing 43 acres more or less, excepting thereout: 0.431

hectares (1.07 acres) more or less, as shown on road plan 8322583 as to

surface only, and municipally located in Edmonton, Alberta as a Provincial

Historical Resource,

2. Give notice that purusant to

section 16, subsection (9) of that Act,

no person shall destroy, disturb, alter, restore, or repair any Provincial

Historic Resource or remove any historic object from a Provincial Historic

Resource without the written approval of the Minister.

3. Further give notice that the following provisions of that Act now

apply in case of sale or inheritance of the above mentioned resource:

(11) the owner of an historic resource that is subject to an order

under subsection (1) shall, at least 30 days prior to the sale or any other

disposition of the historic resource, serve notice of the proposed or other

disposition upon the Minister.

(12) when a person inherits an historic resource that is subject to

an order under subsection (1), that person shall notify the Minister of the

inheritance within 15 days of the historic resource being transferred to

him.

Signed at Edmonton, Alberta, October 17, 2001.

Gene Zwozdesky, Minister.

ATTACHMENT "A"

PORTION OF PLAN "B" SUBJECT TO AN ORDER DESIGNATING THE LOW PRESSURE PLANT

(TURBINE HOUSE AND BOILER HOUSE), THE ADMINISTRATION BUILDING AND PUMPHOUSE

NO. 1 AS PROVINCIAL HISTORIC RESOURCES

AREAS SHOWN IN GRAY ARE SUBJECT TO THE ORDER DESIGNATING PROVINCIAL

HISTORIC RESOURCES

ORDER RESCINDING A PROVINCIAL HISTORIC RESOURCE

(Historical Resources Act)

File: Des 1207

I, Gene Zwozdesky, Minister charged with the administration of the

Historical Resources Act, R.S.A. 1980 c.H-8 as amended from time to time,

pursuant to

Section 16(15) of that Act, order that the designation of the

Saamis site together with the land legally described as Plan 9011188, Block

3, Lot 3, excepting thereout all mines and minerals and municipally

described as Seven Persons Creek with the City of Medicine Hat, Alberta

as a Provincial Historic Resource pursuant to an Order dated July 10, 1984,

as authorized by

Section 16(

l) of the Historical Resources Act is hereby

rescinded.

Signed at Edmonton, Alberta , September 28, 2001.

Gene Zwozdesky, Minister.

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ENERGY

HOSTING EXPENSES EXCEEDING $600.

For the period July 1, 2001 to September 30, 2001

Function: Energy Ministers' Meeting

Date: June 21-22, 2001

Amount: $3,360.90

Purpose: Luncheon for meeting of Federal, Provincial and Territorial

Ministers of Energy

Location: Calgary, Alberta

Function: Customer Choice in Electricity: A Business Seminar

Date: July 26-27, 2001

Amount: $4,291.27

Purpose: Food and beverages provided at the Calgary and Edmonton sessions

on July 26 and July 27, 2001 respectively

Location: Calgary and Edmonton, Alberta

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UNIT AGREEMENT

(Mines and Minerals Act)

Notice is hereby given, pursuant to

section 146 of the Mines and Minerals

Act, that the Minister of Energy on behalf of the Crown has executed

counterparts of the agreement entitled "Unit Agreement - Wembley Halfway

"B" Oil Unit No. 3" with respect to M6 R8 T72: 21 NE; 31NE; 32 and M6 R8

T73: 3W; 4; 5; 6E; 8; 9; 10N, SW; 16S, NW; 17: 19E; 20S, NW, and that the

enlargement became effective on September 1, 2001.

INFRASTRUCTURE

SALE OR DISPOSITION OF LAND

(Government Organization Act)

Name of Purchaser: Roy M. Block

Consideration: $30,000

Land Description: Plan Bowden 7351GU, Block B, excepting thereout: Repeater

Site Plan 4038JK, containing 0.06 acres more or less, Road Plan 8233JK

containing 0.41 acres more or less, Road Plan 9411212, containing 0.887

acres more or less, and Road Plan 9813168, containing 0.11 acres more or

less. Excepting thereout all mines and minerals, located in the County of

Red Deer.

Name of Purchaser: Lac La Biche Transport Ltd.

Consideration: $340,000

Land Description: Plan 5590LZ, required for Maintenance Yard, containing

15.79 acres more or less, excepting thereout 0.96 acres more or less for

road, as shown on Road Plan 1922PX. Excepting thereout all mines and

minerals, located in the County of Lakeland.

Name of Purchaser: Contractors Leasing Corp.

Consideration: $170,000

Land Description: Plan 8922184, Public Works (Highway Maintenance Yard)

containing 5.51 acres more or less. Excepting thereout all mines and

minerals, located in the Municipal District of Opportunity No. 17.

Name of Purchaser: 954840 Alberta Ltd.

Consideration: $263,000

Land Description: Plan 325HW, Block 6, Lot 4. Excepting thereout all mines

and minerals, located in the Village of

Caroline.________________________________________________________________________

MUNICIPAL AFFAIRS

HOSTING EXPENSES EXCEEDING $600.

For the period July 1, 2001 to September 30, 2001

Function: Assessment Services Board Training Workshop

Date: February 13, 2001

Amount: $1,039.50

Location: Leduc, Alberta

Purpose: This workshop focuses on the basic process of property assessment

and the role of the review board.

Function: Farm Property Assessment Stakeholders Working Group Meeting

Date: June 20, 2001

Amount: $1,106.59

Location: Edmonton, Alberta

Purpose: To present the draft report and recommendations on farm property

assessment issues prepared by the MLA Farm Property Assessment Review

Committee.

ALBERTA SECURITIES COMMISSION

NATIONAL INSTRUMENT 21-101

MARKETPLACE OPERATION

TABLE OF CONTENTS

PART TYPE

PART 1

DEFINITIONS AND

INTERPRETATION

1.1

Definitions

1.2

Interpretation - Marketplace

1.3

Interpretation - Affiliated Entity, Controlled Entity and

Subsidiary Entity

1.4

Interpretation - Security

PART 2 APPLICATION

2.1 Application

PART 3 EXCHANGE - RECOGNITION

3.1 Application for Recognition

3.2 Change in Information After Recognition

PART 4 QUOTATION AND TRADE REPORTING SYSTEM - RECOGNITION

4.1 Application for Recognition

4.2 Change in Information After Recognition

PART 5 REQUIREMENTS APPLICABLE ONLY TO RECOGNIZED EXCHANGES AND

RECOGNIZED QUOTATION AND TRADE REPORTING SYSTEMS

5.1 Access Requirements

5.2 No Restrictions on Trading on Another Marketplace

5.3 Public Interest Rules

5.4 Compliance Rules

5.5 Filing of Rules

5.6 Filing of Annual Audited Financial Statements

PART 6 REQUIREMENTS APPLICABLE ONLY TO ATSs

6.1 Registration

6.2 Registration Exemption Not Available

6.3 Securities Permitted to be Traded on an ATS

6.4 Reporting Requirements

6.5 Ceasing to Carry on Business as an ATS

6.6 Notification of Intent to Carry on Exchange Activities

6.7 Notification of Threshold

6.8 Confidential Treatment of Trading Information

6.9 Name

6.10 Risk Disclosure for Trades in Foreign Exchange-Traded

Securities

6.11 Risk Disclosure to Non-Registered Subscribers

6.12 No Restrictions on Trading on Another Marketplace

PART 7 INFORMATION TRANSPARENCY REQUIREMENTS FOR MARKETPLACES DEALING

IN EXCHANGE-TRADED SECURITIES AND FOREIGN EXCHANGE-TRADED SECURITIES

7.1 Pre-trade Information Transparency Exchange-Traded

Securities and Foreign Exchange-Traded Securities

7.2 Post-trade Information Transparency Exchange-Traded

Securities and Foreign Exchange-Traded Securities

7.3 Consolidated Feed Exchange-Traded Securities and

Foreign Exchange-Traded Securities

7.4 Compliance with Requirements of an Information Processor

7.5 Exemption from Information Transparency Requirements for

Marketplaces Trading Exchange-Traded Securities and Foreign Exchange-Traded

Securities

PART 8 INFORMATION TRANSPARENCY REQUIREMENTS FOR MARKETPLACES DEALING

IN UNLISTED DEBT SECURITIES, INTER-DEALER BOND BROKERS AND DEALERS

8.1 Pre-trade Information Transparency Unlisted Debt

Securities Traded on a Marketplace

8.2 Post-trade Information Transparency Unlisted Debt

Securities Traded on a Marketplace

8.3 Pre-trade Information Transparency Government Debt

Securities Traded Through an Inter-Dealer Bond Broker

8.4 Post-trade Information Transparency Unlisted Debt

Securities Traded Through an Inter-Dealer Bond Broker

8.5 Post-trade Information Transparency Corporate Debt

Securities Traded By or Through a Dealer

8.6 Consolidated Feed Unlisted Debt Securities

8.7 Compliance with Requirements of an Information Processor

PART 9 MARKET INTEGRATION FOR MARKETPLACES

9.1

Definitions

9.2 Market Integration

9.3 Determination of the Principal Market

9.4 Requirements for Marketplaces

PART 10 DISCLOSURE OF TRANSACTION FEES FOR MARKETPLACES

10.1 Disclosure of Transaction Fees for Marketplaces

10.2 Exemption

PART 11 RECORDKEEPING REQUIREMENTS FOR MARKETPLACES

11.1 Business Records

11.2 Other Records

11.3 Record Preservation Requirements

11.4 Means of Record Preservation

11.5 Synchronization of Clocks

PART 12 CAPACITY, INTEGRITY AND SECURITY OF MARKETPLACE SYSTEMS

12.1 System Requirements

12.2 Application

PART 13 CLEARING AND SETTLEMENT

13.1 Clearing and Settlement

PART 14 REQUIREMENTS FOR AN INFORMATION PROCESSOR

14.1 Filing Requirements for an Information Processor

14.2 Change in Information

14.3 Ceasing to Carry on Business as an Information Processor

14.4 Requirements Applicable to an Information Processor

14.5 System Requirements

PART 15 EXEMPTION

15.1 Exemption

PART 16 EFFECTIVE DATE

16.1 Effective Date

FORM 21-101F1 INFORMATION STATEMENT - EXCHANGE OR QUOTATION AND TRADE

REPORTING SYSTEM

FORM 21-101F2 INITIAL OPERATION REPORT ALTERNATIVE TRADING SYSTEM

FORM 21-101F3 QUARTERLY REPORT OF ALTERNATIVE TRADING SYSTEM ACTIVITIES

FORM 21-101F4 CESSATION OF OPERATIONS REPORT FOR ALTERNATIVE TRADING

SYSTEM

FORM 21-101F5 INITIAL OPERATION REPORT FOR INFORMATION PROCESSOR

FORM 21-101F6 CESSATION OF OPERATIONS REPORT FOR INFORMATION PROCESSOR

NATIONAL INSTRUMENT 21-101

MARKETPLACE OPERATION

PART 1

DEFINITIONS AND

INTERPRETATION

1.1

Definitions - In this Instrument

"alternative trading system" means a marketplace that

(

a) is not a recognized quotation and trade reporting system or a

recognized exchange, and

(

b) does not

(

i) require an issuer to enter into an agreement to

have its securities traded on the marketplace,

(ii) provide, directly, or through one or more

subscribers, a guarantee of a two-sided market for a security on a

continuous or reasonably continuous basis,

(iii) set requirements governing the conduct of

subscribers, other than conduct in respect of the trading by those

subscribers on the marketplace, and

(iv) discipline subscribers other than by exclusion from

participation in the marketplace;

"ATS" means an alternative trading system;

"corporate debt security" means a debt security issued in Canada by a

company or corporation that is not listed on a recognized exchange or

quoted on a recognized quotation and trade reporting system or listed on an

exchange or quoted on a quotation and trade reporting system that has been

recognized for the purposes of this Instrument and NI 23-101, and does not

include a government debt security;

"exchange-traded security" means a security that is listed on a

recognized exchange or is quoted on a recognized quotation and trade

reporting system or is listed on an exchange or quoted on a quotation and

trade reporting system that is recognized for the purposes of this

Instrument and NI 23-101;

"foreign exchange-traded security" means a security that is listed

only on an exchange, or quoted only on a quotation and trade reporting

system, outside of Canada that is regulated by an ordinary member of the

International Organization of Securities Commissions;

"government debt security" means

(

a) a debt security issued or guaranteed by the government of

Canada, or any province or territory of Canada, the government of any

foreign country or any political division thereof,

(

b) a debt security of any municipal corporation in Canada, or

(

c) a debt security of a crown corporation

that is not listed on a recognized exchange or quoted on a recognized

quotation and trade reporting system or listed on an exchange or quoted on

a quotation and trade reporting system that has been recognized for the

purposes of this Instrument and NI 23-101;

"IDA" means the Investment Dealers Association of Canada;

"information processor" means any person or company that receives and

provides information under this Instrument and has filed Form 21-101F5;

"inter-dealer bond broker" means a person or company that is approved

by the IDA under IDA By-Law No. 36 Inter-Dealer Bond Brokerage Systems, as

amended, and is subject to IDA By-law No. 36 and IDA Regulation 2100

Inter-Dealer Bond Brokerage Systems, as amended;

"market integrator" means a person or company that facilitates access

to orders in accordance with

Part 9;

"marketplace" means

(

a) an exchange,

(

b) a quotation and trade reporting system,

(

c) a person or company not included in paragraph (

a) or (

b) that

(

i) constitutes, maintains or provides a market or

facility for bringing together buyers and sellers of securities,

(ii) brings together the orders for securities of

multiple buyers and sellers, and

(iii) uses established, non-discretionary methods under

which the orders interact with each other, and the buyers and sellers

entering the orders agree to the terms of a trade, or

(

d) a dealer that executes a trade of an exchange-traded security

outside of a marketplace,

but does not include an inter-dealer bond broker;

"marketplace participant" means a member of an exchange, a user of a

quotation and trade reporting system, or a subscriber of an ATS;

"member" means, for a recognized exchange,

(

a) a person or company holding at least one seat on the exchange,

(

b) a registrant that has been granted direct trading access rights

by the exchange and is subject to regulatory oversight by the exchange;

"NI 23-101" means National Instrument 23-101 Trading Rules;

"order" means a firm indication by a person or company, acting as

either principal or agent, of a willingness to buy or sell a security;

"recognized exchange" means

(

a) in Ontario, an exchange recognized by the securities regulatory

authority to carry on business as a stock exchange,

(

b) in Quebec, an exchange recognized by the securities regulatory

authority as a self-regulatory organization, and

(

c) in every other jurisdiction, an exchange recognized by the

securities regulatory authority as an exchange, self-regulatory

organization or self-regulatory body;

"recognized quotation and trade reporting system" means

(

a) in every jurisdiction other than British Columbia, a quotation

and trade reporting system recognized by the securities regulatory

authority under securities legislation to carry on business as a quotation

and trade reporting system, and

(

b) in British Columbia, a quotation and trade reporting system

recognized by the securities regulatory authority under securities

legislation as a quotation and trade reporting system or as an exchange;

"regulation services provider" means a person or company that

provides regulation services and is

(

a) a recognized exchange,

(

b) a recognized quotation and trade reporting system, or

(

c) a recognized self-regulatory entity;

"self-regulatory entity" means a self-regulatory body or

self-regulatory organization that

(

a) is not an exchange, and

(

b) is recognized as a self-regulatory body or self-regulatory

organization by the securities regulatory authority;

"subscriber" means, for an ATS, a person or company that has entered

into a contractual agreement with the ATS to access the ATS for the purpose

of effecting trades or submitting, disseminating or displaying orders on

the ATS;

"trading volume" means the number of securities traded;

"transaction fee" means the fee that a marketplace charges for

execution of a trade on that marketplace;

"unlisted debt security" means a government debt security or

corporate debt security; and

"user" means, for a recognized quotation and trade reporting system,

a person or company that quotes orders or reports trades on the recognized

quotation and trade reporting system.

1.2

Interpretation - Marketplace - For the purpose of the definition of

"marketplace" in

section 1.1, a person or company is not considered to

constitute, maintain or provide a market or facilities for bringing

together buyers and sellers of securities, solely because the person or

company routes orders to a marketplace or a dealer for execution.

1.3

Interpretation - Affiliated Entity, Controlled Entity and Subsidiary

Entity

(1) In this Instrument, a person or company is considered to be an

affiliated entity of another person or company if one is a subsidiary

entity of the other or if both are subsidiary entities of the same person

or company, or if each of them is a controlled entity of the same person or

company.

(2) In this Instrument, a person or company is considered to be

controlled by a person or company if

(

a) in the case of a person or company,

(

i) voting securities of the first-mentioned

person or company carrying more than 50 percent of the votes for the

election of directors are held, otherwise than by way of security only, by

or for the benefit of the other person or company, and

(ii) the votes carried by the securities are

entitled, if exercised, to elect a majority of the directors of the

first-mentioned person or company;

(

b) in the case of a partnership that does not have

directors, other than a limited partnership, the second-mentioned person or

company holds more than 50 percent of the interests in the partnership; or

(

c) in the case of a limited partnership, the general

partner is the second-mentioned person or company.

(3) In this Instrument, a person or company is considered to be a

subsidiary entity of another person or company if

(

a) it is a controlled entity of,

(

i) that other,

(ii) that other and one or more persons or

companies each of which is a controlled entity of that other, or

(iii) two or more persons or companies, each of

which is a controlled entity of that other; or

(

b) it is a subsidiary entity of a person or company

that is the other's subsidiary entity.

1.4

Interpretation - Security

(1) In Alberta and British Columbia, the term "security", when used

in this Instrument, includes an option that is an exchange contract but

does not include a futures contract.

(2) In Ontario, the term "security", when used in this Instrument,

does not include a commodity futures contract or a commodity futures option

that is not traded on a commodity futures exchange registered with or

recognized by the Commission under the Commodity Futures Act or the form of

which is not accepted by the Director under the Commodity Futures Act.

PART 2 APPLICATION

2.1 Application - This Instrument does not apply to a marketplace that is

a member of a recognized exchange or a member of an exchange that has been

recognized for the purposes of this Instrument and NI 23-101.

PART 3 EXCHANGE - RECOGNITION

3.1 Application for Recognition

(1) An applicant for recognition as an exchange shall file Form

21-101F1.

(2) An applicant for recognition as an exchange shall inform in

writing the securities regulatory authority immediately of any change to

the information provided in Form 21-101F1, and the applicant shall file an

amendment to the information provided in Form 21-101F1 in the manner set

out in Form 21-101F1 no later than seven days after the change takes place.

3.2 Change in Information After Recognition

(1) At least 45 days before implementing a significant change to a

matter set out in Form 21-101F1, a recognized exchange shall file

(

a) if the exchange was recognized before this

Instrument came into force, the information describing the change in the

manner set out in Form 21-101F1; or

(

b) if the exchange is recognized after this Instrument

comes into force, an amendment to the information provided in Form 21-101F1

in the manner set out in Form 21-101F1.

(2) If a recognized exchange implements a change involving a matter

set out in Form 21-101F1, other than a change referred to in subsection

(1), the recognized exchange shall, within 30 days after the end of the

calendar quarter in which the change takes place, file

(

a) if the exchange was recognized before this

Instrument came into force, the information describing the change in the

manner set out in Form 21-101F1; or

(

b) if the exchange is recognized after this Instrument

comes into force, an amendment to the information provided in Form 21-101F1

in the manner set out in Form 21-101F1.

(3) Subsection (2) does not apply to a change to a matter set out

in Exhibits F and O of Form 21-101F1.

PART 4 QUOTATION AND TRADE REPORTING SYSTEM - RECOGNITION

4.1 Application for Recognition

(1) An applicant for recognition as a quotation and trade reporting

system shall file Form 21-101F1.

(2) An applicant for recognition as a quotation and trade reporting

system shall inform in writing the securities regulatory authority

immediately of any change to the information provided in Form 21-101F1 and

the applicant shall file an amendment to the information provided in Form

21-101F1 in the manner set out in Form 21-101F1 no later than seven days

after the change takes place.

4.2 Change in Information After Recognition

(1) At least 45 days before implementing a significant change to a

matter set out in Form 21-101F1, a recognized quotation and trade reporting

system shall file an amendment to the information provided in Form 21-101F1

in the manner set out in Form 21-101F1.

(2) If a recognized quotation and trade reporting system implements

a change involving a matter set out in Form 21-101F1, other than a change

referred to in subsection (1), the recognized quotation and trade reporting

system shall, within 30 days after the end of the calendar quarter in which

the change takes place, file an amendment to the information provided in

Form 21-101F1 in the manner set out in Form 21-101F1.

PART 5 REQUIREMENTS APPLICABLE ONLY TO RECOGNIZED EXCHANGES AND

RECOGNIZED QUOTATION AND TRADE REPORTING SYSTEMS

5.1 Access Requirements - A recognized exchange and a recognized

quotation and trade reporting system shall

(

a) establish written standards for granting access to trading on

it;

(

b) not unreasonably prohibit, condition or limit access by a

person or company to services offered by it; and

(

c) keep records of

(

i) each grant of access including, for each member in

the case of an exchange and for each user in the case of a quotation and

trade reporting system, the reasons for granting access to an applicant,

and

(ii) each denial or limitation of access, including the

reasons for denying or limiting access to an applicant.

5.2 No Restrictions on Trading on Another Marketplace - A recognized

exchange or recognized quotation and trade reporting system shall not

prohibit, condition, or otherwise limit, directly or indirectly, a member

or user from effecting a transaction on any marketplace.

5.3 Public Interest Rules

(1) Rules, policies and other similar instruments adopted by a

recognized exchange or a recognized quotation and trade reporting system

(

a) shall not be contrary to the public interest; and

(

b) shall be designed to

(

i) ensure compliance with securities

legislation,

(ii) prevent fraudulent and manipulative acts and

practices,

(iii) promote just and equitable principles of

trade, and

(iv) foster co-operation and co-ordination with

persons or companies engaged in regulating, clearing, settling, processing

information with respect to, and facilitating, transactions in securities.

(2) A recognized exchange or a recognized quotation and trade

reporting system shall not

(

a) permit unreasonable discrimination among clients,

issuers and members or among clients, issuers and users; or

(

b) impose any burden on competition that is not

reasonably necessary and appropriate.

5.4 Compliance Rules - A recognized exchange or a recognized quotation

and trade reporting system shall have rules or other similar instruments

that

(

a) require compliance with securities legislation; and

(

b) provide appropriate sanctions for violations of the rules or

other similar instruments of the exchange or quotation and trade reporting

system.

5.5 Filing of Rules - A recognized exchange or a recognized quotation and

trade reporting system shall file all rules, policies and other similar

instruments, and all amendments thereto.

5.6 Filing of Annual Audited Financial Statements - A recognized exchange

or a recognized quotation and trade reporting system shall file annual

audited financial statements within 90 days after the end of its latest

financial year.

PART 6 REQUIREMENTS APPLICABLE ONLY TO ATSs

6.1 Registration - An ATS shall not carry on business as an ATS unless

(

a) it is registered as a dealer;

(

b) it is a member of a self-regulatory entity; and

(

c) it complies with the provisions of this Instrument and NI

23-101.

6.2 Registration Exemption Not Available - The registration exemptions

listed in Appendix A are not available to an ATS.

6.3 Securities Permitted to be Traded on an ATS - An ATS shall not

execute trades in securities other than

(

a) exchange-traded securities;

(

b) corporate debt securities;

(

c) government debt securities; or

(

d) foreign exchange-traded securities.

6.4 Reporting Requirements

(1) An ATS shall file an initial operation report on Form 21-101F2

at least 30 days before the ATS begins to carry on business as an ATS.

(2) At least 45 days before implementing a significant change to a

matter set out in Form 21-101F2, an ATS shall file an amendment to the

information provided in Form 21-101F2 in the manner set out in Form

21-101F2.

(3) If an ATS implements a change involving a matter set out in

Form 21-101F2, other than a change referred to in subsection (2), the ATS

shall, within 30 days after the end of the calendar quarter in which the

change takes place, file an amendment to the information provided in Form

21-101F2 in the manner set out in Form 21-101F2.

(4) An ATS shall file Form 21-101F3 within 30 days after the end of

each calendar quarter during any part of which the ATS has carried on

business.

6.5 Ceasing to Carry on Business as an ATS

(1) An ATS that intends to cease carrying on business as an ATS

shall file a report on Form 21-101F4 at least 30 days before ceasing to

carry on that business.

(2) An ATS that involuntarily ceases to carry on business as an ATS

shall file a report on Form 21-101F4 as soon as practicable after it ceases

to carry on that business.

6.6 Notification of Intent to Carry on Exchange Activities - An ATS shall

notify the securities regulatory authority in writing at least six months

before it first

(

a) requires an issuer to enter into an agreement before the

issuer's securities can trade on the ATS;

(

b) provides, directly, or through one or more subscribers, a

guarantee of a two-sided market for a security on a continuous or

reasonably continuous basis;

(

c) sets requirements governing the conduct of subscribers, other

than conduct in respect of the trading by those subscribers on the ATS; or

(

d) establishes procedures for disciplining subscribers other than

by exclusion from trading.

6.7 Notification of Threshold

(1) An ATS shall notify the securities regulatory authority in

writing if,

(

a) during at least three of the preceding four

calendar quarters, the average daily dollar value of the trading volume on

the ATS for a calendar quarter in any type of security is equal to or

greater than 20 percent of the average daily dollar value of the trading

volume for the calendar quarter in that type of security on all

marketplaces in Canada;

(

b) during at least three of the preceding four

calendar quarters, the total trading volume on the ATS for a calendar

quarter in any type of security is equal to or greater than 20 percent of

the total trading volume for the calendar quarter in that type of security

on all marketplaces in Canada; or

(

c) during at least three of the preceding four

calendar quarters, the number of trades on the ATS for a calendar quarter

in any type of security is equal to or greater than 20 percent of the

number of trades for the calendar quarter in that type of security on all

marketplaces in Canada.

(2) An ATS shall provide the notice referred to in subsection

(1) within 90 days after the threshold referred to in subsection (1) is met or

exceeded.

6.8 Confidential Treatment of Trading Information

(1) An ATS shall not release a subscriber's trading information to

a person or company, other than the subscriber, unless

(

a) the subscriber has consented in writing to the

release of the information;

(

b) the release of the information is required by this

Instrument or under applicable law; or

(

c) the information has been publicly disclosed by

another person or company, and the disclosure was lawful.

(2) An ATS shall not carry on business as an ATS unless it has

implemented reasonable safeguards and procedures to protect a subscriber's

trading information, including

(

a) limiting access to the trading information of

subscribers to

(

i) employees of the ATS, or

(ii) persons or companies retained by the ATS to

operate the system or to be responsible for compliance by the ATS with

Canadian securities legislation; and

(

b) implementing standards controlling trading by

employees of the ATS for their own accounts.

(3) An ATS shall not carry on business as an ATS unless it has

implemented adequate oversight procedures to ensure that the safeguards and

procedures established under subsection (2) are followed.

6.9 Name - An ATS shall not use in its name the word "exchange", the

words "stock market", the word "bourse" or any derivations of those terms.

6.10 Risk Disclosure for Trades in Foreign Exchange-Traded Securities

(1) When opening an account for a subscriber, an ATS that is

trading foreign exchange-traded securities shall provide that subscriber

with disclosure in substantially the following words:

The securities traded by or through [the ATS] are not

listed on an exchange in Canada and may not be securities of a reporting

issuer in Canada. As a result, there is no assurance that information

concerning the issuer is available or, if the information is available,

that it meets Canadian disclosure requirements.

(2) Before the first order for a foreign exchange-traded security

is entered onto the ATS by a subscriber, the ATS shall obtain an

acknowledgement from the subscriber that the subscriber has received the

disclosure required in subsection (1).

6.11 Risk Disclosure to Non-Registered Subscribers

(1) When opening an account for a subscriber that is not registered

as a dealer under securities legislation, an ATS shall provide that

subscriber with disclosure in substantially the following words:

Although the ATS is registered as a dealer under

securities legislation, it is a marketplace and therefore does not ensure

best execution for its subscribers.

(2) Before the first order submitted by a subscriber that is not

registered as a dealer under securities legislation is entered onto the ATS

by the subscriber, the ATS shall obtain an acknowledgement from that

subscriber that the subscriber has received the disclosure required in

subsection (1).

6.12 No Restrictions on Trading on Another Marketplace An ATS shall not

prohibit, condition, or otherwise limit, directly or indirectly, a

subscriber from effecting a transaction on any marketplace.

PART 7 INFORMATION TRANSPARENCY REQUIREMENTS FOR MARKETPLACES DEALING

IN EXCHANGE-TRADED SECURITIES AND FOREIGN EXCHANGE-TRADED SECURITIES

7.1 Pre-trade Information Transparency Exchange-Traded Securities and

Foreign Exchange-Traded Securities

(1) A marketplace that displays orders of exchange-traded

securities or foreign exchange-traded securities to a person or company

shall provide to an information processor accurate and timely information

regarding orders for the exchange-traded securities and orders for the

foreign exchange-traded securities displayed on the marketplace as required

by the information processor.

(2) Subsection (1) does not apply if the marketplace only displays

orders to its employees or to persons or companies retained by the

marketplace to assist in the operation of the marketplace.

7.2 Post-trade Information Transparency Exchange-Traded Securities and

Foreign Exchange-Traded Securities - A marketplace shall provide to an

information processor accurate and timely information regarding details of

all trades of exchange-traded securities and foreign exchange-traded

securities executed on the marketplace as required by the information

processor.

7.3 Consolidated Feed Exchange-Traded Securities and Foreign

Exchange-Traded Securities - An information processor shall produce a

consolidated feed in real-time showing the information provided to the

information processor under subsection 7.1(1) and

section 7.2.

7.4 Compliance with Requirements of an Information Processor - A

marketplace that is subject to this Part shall comply with the reasonable

requirements of the information processor to which it is required to

provide information under this Part.

7.5 Exemption from Information Transparency Requirements for Marketplaces

Trading Exchange-Traded Securities and Foreign Exchange-Traded Securities

(1) Sections 7.1, 7.2 and 7.4 do not apply to a marketplace if the

marketplace provides order and trade information to an information vendor.

(2) Subsection (1) does not apply after December 31, 2003.

PART 8 INFORMATION TRANSPARENCY REQUIREMENTS FOR MARKETPLACES DEALING

IN UNLISTED DEBT SECURITIES, INTER-DEALER BOND BROKERS AND DEALERS

8.1 Pre-trade Information Transparency Unlisted Debt Securities Traded

on a Marketplace

(1) A marketplace that displays orders of unlisted debt securities

to a person or company shall provide to an information processor accurate

and timely information regarding orders for the unlisted debt securities

displayed on the marketplace as required by the information processor.

(2) Subsection (1) does not apply if the marketplace only displays

orders to its own employees or to persons or companies retained by the

marketplace to assist in its operations.

8.2 Post-trade Information Transparency Unlisted Debt Securities Traded

on a Marketplace - A marketplace shall provide to an information processor

accurate and timely information regarding details of all trades of unlisted

debt securities executed on the marketplace as required by the information

processor.

8.3 Pre-trade Information Transparency Government Debt Securities

Traded Through an Inter-Dealer Bond Broker - An inter-dealer bond broker

shall provide to an information processor accurate and timely information

regarding orders for government debt securities traded through the

inter-dealer bond broker as required by the information processor.

8.4 Post-trade Information Transparency Unlisted Debt Securities Traded

Through an Inter-Dealer Bond Broker - An inter-dealer bond broker shall

provide to an information processor accurate and timely information

regarding details of trades of unlisted debt securities executed through

the inter-dealer bond broker as required by the information processor.

8.5 Post-trade Information Transparency Corporate Debt Securities

Traded By or Through a Dealer - A dealer executing trades of corporate debt

securities outside of a marketplace shall provide to an information

processor accurate and timely information regarding details of trades of

corporate debt securities traded by or through the dealer as required by

the information processor.

8.6 Consolidated Feed Unlisted Debt Securities - An information

processor shall produce a consolidated feed in real-time showing the

information provided to the information processor under sections 8.1, 8.2,

8.3, 8.4 and 8.5.

8.7 Compliance with Requirements of an Information Processor - A

marketplace, inter-dealer bond broker or dealer that is subject to this

Part shall comply with the reasonable requirements of the information

processor to which it is required to provide information under this Part.

PART 9 MARKET INTEGRATION FUNCTION FOR MARKETPLACES

9.1

Definitions - In this Part,

"previous principal market" means the marketplace that was the

principal market for the preceding calendar year;

"principal market" means, for a security, the marketplace most

recently identified as the principal market for the security in

(

a) a notice of the securities regulatory authority; or

(

b) a publication of an information processor made under paragraph

9.3(1)(c).

9.2 Market Integration

(1) Before January 1, 2004, a marketplace that is subject to

subsection 7.1(1) or subsection 8.1(1) shall not execute a trade of a

security unless it has an electronic connection to the principal market for

that security.

(2) On and after January 1, 2004, before executing a trade on its

system, a marketplace that is subject to subsection 7.1(1) or subsection

8.1(1) shall

(

a) if a market integrator exists,

(

i) enter into an agreement with a market

integrator to comply with the requirements of the market integrator to

provide access to orders displayed through an information processor, and

(ii) comply with the requirements set by the

market integrator; or

(

b) if no market integrator exists, establish and

maintain an electronic connection to all other marketplaces trading the

same securities.

9.3 Determination of the Principal Market

(1) If, during a calendar year, an information processor receives

information regarding a security traded on a marketplace, the information

processor shall, within 30 days of the end of the calendar year,

(

a) identify the marketplace that had the largest

trading volume for that security in that calendar year;

(

b) notify in writing each marketplace that trades that

security of the name of the marketplace determined under paragraph (a); and

(

c) make the name of the marketplace determined to be

the principal market under paragraph (

a) publicly available.

(2) Subsection 9.2(1) does not apply if

(

a) the principal market for the security is different

from the previous principal market,

(

b) the marketplace has an electronic connection to the

previous principal market for the security, and

(

c) the trade occurs within 30 days of the date the

marketplace received written notification of the principal market from the

information processor or the securities regulatory authority.

(3) Subsections (1) and (2) do not apply after December 31, 2003.

9.4 Requirements for Marketplaces

(1) When receiving an order from another marketplace, the

marketplace receiving the order shall apply its own rules to the execution

of that order.

(2) A marketplace shall provide to marketplace participants of any

other marketplace access to the orders about which information is provided

to an information processor that is equivalent to the access that the

marketplace provides to its own marketplace participants.

PART 10 DISCLOSURE OF TRANSACTION FEES FOR MARKETPLACES

10.1 Disclosure of Transaction Fees for Marketplaces - If a marketplace

charges a transaction fee to participants of another marketplace to execute

a trade by accessing an order on the first marketplace that is displayed

through an information processor, the marketplace shall disclose a

schedule

of all transaction fees to the information processor.

10.2 Exemption

(1) Section 10.1 does not apply to a marketplace with respect to

trades in exchange-traded securities and foreign exchange-traded securities

if the marketplace makes its

schedule of all transaction fees publicly

available.

(2) Subsection (1) does not apply after December 31, 2003.

PART 11 RECORDKEEPING REQUIREMENTS FOR MARKETPLACES

11.1 Business Records - A marketplace shall keep such books, records and

other documents as are reasonably necessary for the proper recording of its

business.

11.2 Other Records

(1) In addition to the records required to be maintained under

section 11.1, a marketplace shall keep the following information:

(

a) a record of all marketplace participants who have

been granted access to trading in the marketplace;

(

b) daily trading summaries for the marketplace, in

electronic form, including

(

i) a list of securities traded,

(ii) transaction volumes

(

A) for securities other than debt

securities, expressed as the number of issues traded, number of trades,

total unit volume and total dollar value of trades and, if the price of the

securities traded is quoted in a currency other than Canadian dollars, the

total value in that other currency, and

(

B) for debt securities, expressed as the

number of trades and total dollar value traded and, if the price of the

securities traded is quoted in a currency other than Canadian dollars, the

total value in that other currency,

(

c) a record of each order which shall include

(

i) the order identifier assigned to the order by

the marketplace,

(ii) the marketplace participant identifier

assigned to the marketplace participant transmitting the order,

(iii) the identifier assigned to the marketplace

where the order is received or originated,

(iv) the type, issuer, class, series and symbol of

the security,

(

v) the number of securities to which the order

applies,

(vi) the strike date and strike price, if

applicable,

(vii) whether the order is a buy or sell order,

(viii) whether the order is a short sale

order, if applicable,

(ix) whether the order is a market order, limit

order or other type of order, and if the order is not a market order, the

price at which the order is to trade,

(

x) the date and time the order is first

originated or received by the marketplace,

(xi) whether the account is a retail, wholesale,

employee, proprietary or any other type of account,

(xii) the client account number or client

identifier,

(xiii) the date and time the order expires,

(xiv) whether the order is an intentional cross,

(xv) whether the order is a jitney and if so, the

identifier of the underlying broker,

(xvi) if the order is varied, corrected or

cancelled, the date and time the order was varied, corrected or cancelled

and whether the order was varied, corrected or cancelled on the

instructions of the client or the dealer and if varied or corrected, any of

the information required by this subsection that has been varied or

corrected,

(xvii) the currency of the order,

(xviii) any client instructions or consents

respecting the handling or trading of the order; and

(

d) in addition to the record maintained in accordance

with paragraph (c), all execution report details of orders, including

(

i) the identifier assigned to the marketplace

where the order was executed,

(ii) whether the order was fully or partially

executed,

(iii) the number of securities bought or sold,

(iv) the date and time of the execution of the

order,

(

v) the price at which the order was executed,

(vi) the identifier assigned to the marketplace

participant on each side of the trade,

(vii) whether the transaction was a cross,

(viii) time-sequenced records of all messages

sent to or received from an information processor, the market integrator or

any other marketplace,

(ix) the marketplace transaction fee for each

trade.

(2) An ATS, a recognized exchange, or a recognized quotation and

trade reporting system, that has entered into an agreement with a

regulation services provider in accordance with NI 23-101 shall transmit in

electronic form to a regulation services provider information required by

the regulation services provider in the format and at the time required by

the regulation services provider.

11.3 Record Preservation Requirements

(1) For a period of not less than seven years from the creation of

a record referred to in this section, and for the first two years in a

readily accessible location, a marketplace shall keep

(

a) all records required to be made under sections 11.1

and 11.2;

(

b) at least one copy of its standards for granting

access to trading, if any, all records relevant to its decision to grant,

deny or limit access to a person or company and, if applicable, all other

records made or received by the marketplace in the course of complying with

section 5.1;

(

c) at least one copy of all records made or received

by the marketplace in the course of complying with

section 12.1, including

all correspondence, memoranda, papers, books, notices, accounts, reports,

test scripts, test results, and other similar records;

(

d) all written notices provided by the marketplace to

marketplace participants generally, including notices addressing hours of

system operations, system malfunctions, changes to system procedures,

maintenance of hardware and software, instructions pertaining to access to

the marketplace and denials of, or limitation to, access to the

marketplace;

(

e) the acknowledgement obtained under subsection

6.10(2) or 6.11(2);

(

f) a copy of any agreement referred to in

section 8.4

of NI 23-101; and

(

g) a copy of any agreement referred to in subsections

13.1(2) and 13.1(3).

(2) During the period in which a marketplace is in existence, the

marketplace shall keep

(

a) all organizational documents, minute books and

stock certificate books;

(

b) in the case of a recognized exchange, copies of all

forms filed under

Part 3;

(

c) in the case of a recognized quotation and trade

reporting system, copies of all forms filed under

Part 4; and

(

d) in the case of an ATS, copies of all forms filed

under sections 6.4 and 6.5 and notices given under sections 6.6 and 6.7.

11.4 Means of Record Preservation - A marketplace may keep all records,

documents and forms referred to in this Part by means of mechanical,

electronic or other devices, if

(

a) the method of recordkeeping is not prohibited under other

applicable law;

(

b) the marketplace takes reasonable precautions, appropriate to

the means used, to govern against the risk of falsification of the

information recorded; and

(

c) the marketplace provides a means for making the information

available in an accurate and intelligible form, capable of being printed,

within a reasonable time to any person or company lawfully entitled to

examine the records.

11.5 Synchronization of Clocks

(1) A marketplace trading exchange-traded securities or foreign

exchange-traded securities, an information processor receiving information

about those securities, a dealer trading those securities and a regulation

services provider monitoring the activities of marketplaces trading those

securities shall synchronize the clocks used for recording or monitoring

the time and date of any event that must be recorded under this Part and

under NI 23-101.

(2) A marketplace trading corporate debt securities or government

debt securities, an information processor receiving information about those

securities, a dealer trading those securities, an inter-dealer bond broker

trading those securities and a regulation services provider monitoring the

activities of marketplaces, inter-dealer bond brokers or dealers trading

those securities shall synchronize the clocks used for recording or

monitoring the time and date of any event that must be recorded under this

Part and under NI 23-101.

PART 12 CAPACITY, INTEGRITY AND SECURITY OF MARKETPLACE SYSTEMS

12.1 System Requirements - Subject to

section 12.2, a marketplace shall,

for each of its systems that support order entry, order routing, execution,

trade reporting and trade comparison,

(

a) on a reasonably frequent basis, and in any event, at least

annually,

(

i) make reasonable current and future capacity

estimates,

(ii) conduct capacity stress tests of critical systems

to determine the ability of those systems to process transactions in an

accurate, timely and efficient manner,

(iii) develop and implement reasonable procedures to

review and keep current the development and testing methodology of those

systems,

(iv) review the vulnerability of those systems and data

centre computer operations to internal and external threats, including

physical hazards and natural disasters, and

(

v) establish reasonable contingency and business

continuity plans;

(

b) annually, cause to be performed an independent review and

prepare a report, in accordance with established audit procedures and

standards, of its controls for ensuring that it is in compliance with

paragraph (a), and conduct a review by senior management of the report

containing the recommendations and conclusions of the independent review;

and

(

c) promptly notify the securities regulatory authority of any

material systems failures.

12.2 Application Paragraphs 12.1(

b) and 12.1(

c) do not apply to an ATS

unless, during at least three of the preceding four calendar quarters, the

total trading volume on the ATS for a calendar quarter in any type of

security is equal to or greater than 20 percent of the total trading volume

for the calendar quarter in that type of security on all marketplaces in

Canada.

PART 13 CLEARING AND SETTLEMENT

13.1 Clearing and Settlement

(1) All trades executed through an ATS shall be reported and

settled through a clearing agency.

(2) For a trade executed through an ATS by a subscriber that is

registered as a dealer under securities legislation, the ATS and its

subscriber shall enter into an agreement that specifies whether the trade

shall be reported and settled by

(

a) the ATS;

(

b) the subscriber; or

(

c) an agent for the subscriber that is a clearing

member of a clearing agency.

(3) For a trade executed through an ATS by a subscriber that is not

registered as a dealer under securities legislation, an ATS and its

subscriber shall enter into an agreement that specifies whether the trade

shall be reported and settled by

(

a) the ATS; or

(

b) an agent for the subscriber that is a clearing

member of a clearing agency.

PART 14 REQUIREMENTS FOR AN INFORMATION PROCESSOR

14.1 Filing Requirements for an Information Processor

(1) A person or company that intends to carry on business as an

information processor shall file Form 21-101F5 at least 90 days before the

information processor begins to carry on business as an information

processor.

(2) During the 90 day period referred to in subsection (1), a

person or company that files Form 21-101F5 shall inform in writing the

securities regulatory authority immediately of any change to the

information provided in Form 21-101F5 and the person or company shall file

an amendment to the information provided in Form 21-101F5 in the manner set

out in Form 21-101F5 no later than seven days after a change takes place.

14.2 Change in Information

(1) At least 45 days before implementing a significant change

involving a matter set out in Form 21-101F5, an information processor shall

file an amendment to the information provided in Form 21-101F5 in the

manner set out in Form 21-101F5.

(2) If an information processor implements a change involving a

matter set out in Form 21-101F5, other than a change referred to in

subsection (1), the information processor shall, within 30 days after the

end of the calendar quarter in which the change takes place, file an

amendment to the information provided in Form 21-101F5 in the manner set

out in Form 21-101F5.

14.3 Ceasing to Carry on Business as an Information Processor

(1) If an information processor intends to cease carrying on

business as an information processor, the information processor shall file

a report on Form 21-101F6 at least 30 days before ceasing to carry on that

business.

(2) If an information processor involuntarily ceases to carry on

business as an information processor, the information processor shall file

a report on Form 21-101F6 as soon as practicable after it ceases to carry

on that business.

14.4 Requirements Applicable to an Information Processor

(1) An information processor shall enter into an agreement with

each marketplace, inter-dealer bond broker and dealer that is required to

provide information to the information processor that the marketplace,

inter-dealer bond broker or dealer will

(

a) provide information to the information processor in

accordance with

Part 7 or 8, as applicable; and

(

b) comply with any other reasonable requirements set

by the information processor.

(2) An information processor shall provide timely, accurate,

reliable and fair collection, processing, distribution and publication of

information for orders for, and trades in, securities.

(3) An information processor shall keep such books, records and

other documents as are reasonably necessary for the proper recording of its

business.

(4) An information processor shall establish in a timely manner an

electronic connection to a marketplace, inter-dealer bond broker or dealer

that is required to provide information to the information processor .

(5) An information processor shall provide prompt and accurate

order and trade information and shall not unreasonably restrict fair access

to such information.

14.5 System Requirements An information processor shall

(

a) on a reasonably frequent basis, and in any event, at least

annually,

(

i) make reasonable current and future capacity

estimates for each of its systems,

(ii) conduct capacity stress tests of critical systems

to determine the ability of those systems to process information in an

accurate, timely and efficient manner,

(iii) develop and implement reasonable procedures to

review and keep current the development and testing methodology of those

systems,

(iv) review the vulnerability of those systems and data

centre computer operations to internal and external threats, including

physical hazards and natural disasters, and

(

v) establish reasonable contingency and business

continuity plans;

(

b) annually, cause to be performed an independent review and

prepare a report, in accordance with established audit procedures and

standards, of its controls for ensuring that it is in compliance with

paragraph (a), and conduct a review by senior management of the report

containing the recommendations and conclusions of the independent review;

and

(

c) promptly notify the securities regulatory authority of any

material systems failures.

PART 15 EXEMPTION

15.1 Exemption

(1) The regulator or the securities regulatory authority may grant

an exemption from this Instrument, in whole or in part, subject to such

conditions or restrictions as may be imposed in the exemption.

(2) Despite subsection (1), in Ontario, only the regulator may

grant such an exemption.

PART 16 EFFECTIVE DATE

16.1 Effective Date This Instrument comes into force on December 1,

APPENDIX A

NATIONAL INSTRUMENT 21-101

MARKETPLACE OPERATION

Alberta -

section 65(1)(

j) of the Securities Act, S.A. 1981, c. S-6.1.

British Columbia -

section 45(2)(7) of the Securities Act, R.S.B.C. 1996,

c. 418.

Saskatchewan -

section 39(1)(

j) of the Securities Act, S.S. 1988, c.

S-42.2.

Manitoba -

section 19(1)(

g) of the Securities Act, R.S.M. 1988, c. S50.

Ontario - paragraph 35(1)10 of the Securities Act, R.S.O. 1990, c. S-5.

Quebec - no applicable provision.

Nova Scotia -

section 41(1)(

j) of the Securities Act, R.S.N.S. 1989, c.

Newfoundland -

section 36(1)(

j) of the Securities Act, R.S.N. 1990, c.

S-13.

New Brunswick - no applicable provision.

Prince Edward Island -

section 2(3)(

h) of the Securities Act, R.S.P.E.I.

1988, c. S-3.

Yukon Territory -

section 2(

b) of the Securities Act, R.S.Y. 1986, c. 158.

Northwest Territories -

section 2(

b) of the Securities Act, R.S.N.W.T.

1988, c. S-5.

Nunavut -

section 2(

b) of the Securities Act, R.S.N.W.T. 1988, c. S-5.

NATIONAL INSTRUMENT 21-101

FORM 21-101F1

INFORMATION STATEMENT

EXCHANGE OR QUOTATION AND TRADE REPORTING SYSTEM

Filer: EXCHANGE QUOTATION AND TRADE

REPORTING SYSTEM

Type of Filing: INITIAL AMENDMENT

1. Full name:

2. Main street address (do not use a P.O. box):

3. Mailing address (if different):

4. Address of head office (if different from address in item 2):

5. Business telephone and facsimile number:

(Telephone) (Facsimile)

6. Website address:

7. Contact employee:

(Name and Title) (Telephone Number) (Facsimile) (E-mail

address)

8. Counsel:

(Firm Name) (Contact Name) (Telephone Number) (Facsimile) (E-mail

address)

9. Date of financial year-end:

10. Legal status: Corporation Sole Proprietorship

Partnership Other (specify):

Except where the exchange or quotation and trade reporting system is

a sole proprietorship, indicate the date and place where the exchange or

quotation and trade reporting system obtained its legal status (e.g., place

of incorporation, place where partnership agreement was filed or where

exchange or quotation and trade reporting system entity was formed):

(

a) Date (DD/MM/YYYY): __________ (

b) Place of formation:

(

c) Statute under which exchange or quotation and trade reporting

system was organized:

11. Market Regulation is being conducted by:

the exchange

the quotation and trade reporting system

regulation services provider other than the filer (see exhibit

THE FILER CONSENTS TO HAVING THE INFORMATION ON THIS FORM AND

ATTACHED EXHIBITS PUBLICLY AVAILABLE.

EXHIBITS

File all Exhibits with the Filing. For each Exhibit, include the name of

the exchange or quotation and trade reporting system, the date of filing of

the Exhibit and the date as of which the information is accurate (if

different from the date of the filing). If any Exhibit required is

inapplicable, a statement to that effect shall be furnished instead of such

Exhibit.

If the filer, recognized exchange or recognized quotation and trade

reporting system files an amendment to the information provided in its

Filing and the information relates to an Exhibit filed with the Filing or a

subsequent amendment, the filer, recognized exchange or recognized

quotation and trade reporting system, must, in order to comply with

subsection 3.1(2),

section 3.2, subsection 4.1(2) or 4.2 of National

Instrument 21-101, provide a description of the change and file a complete

and updated Exhibit.

1. CORPORATE GOVERNANCE

Exhibit A A copy of the constating documents, including corporate by-laws

and other similar documents, and all subsequent amendments.

Exhibit B For each affiliated entity of the exchange or quotation and

trade reporting system, and for any person or company with whom the

exchange or quotation and trade reporting system has a contractual or other

agreement relating to the operation of an electronic trading system (the

"System") to be used to effect transactions on the exchange or quotation

and trade reporting system, provide the following information:

1. Name and address of person or company.

2. Form of organization (e.g., association, corporation,

partnership, etc.).

3. Location and statute citation under which organized.

Date of incorporation in present form.

4. Brief description of nature and extent of affiliation or

contractual or other agreement with exchange or quotation and trade

reporting system.

5. Brief description of business or functions. Description

should include responsibilities with respect to operation of the System

and/or execution, reporting, clearance, or settlement of transactions in

connection with operation of the System.

6. If a person or company has ceased to be an affiliated

entity of the exchange or quotation and trade reporting system during the

previous year or ceased to have a contractual or other agreement relating

to the operation of a System during the previous year, provide a brief

statement of the reasons for termination of the relationship.

Exhibit C A list of partners, directors, officers, governors, members of

all standing committees, or persons performing similar functions, who

presently hold or have held their offices or positions during the previous

year, indicating the following for each:

1. Name.

2. Title.

3. Dates of commencement and expiry of present term of

office or position and length of time position held.

4. Type of business in which each is primarily engaged

(e.g., sales, trading, market making, etc.) and current employer.

5. Type of business in which each was primarily engaged in

the preceding five years, if different from that set out in item 4.

6. Whether the person is considered to be an independent

director.

Exhibit D For each affiliated entity of the exchange or quotation and

trade reporting system, provide the following information:

1. A copy of the constating documents, including corporate

by-laws and other similar documents.

2. A copy of existing by-laws or corresponding rules or

instruments.

3. The name and title of the present officers, governors,

members of all standing committees or persons performing similar functions.

4. For the latest financial year of the affiliated entity,

unconsolidated financial statements, which may be unaudited. Such

financial statements shall consist, at a minimum, of a balance sheet and an

income statement prepared in accordance with, or if the affiliated entity

is organized under the laws of a foreign jurisdiction, reconciled with

Canadian GAAP. If the affiliated entity is required by securities

legislation to file annual financial statements, a statement to that effect

with a reference to the relevant securities legislation may be provided

instead of the financial statements required here.

Exhibit E This Exhibit is applicable only to exchange or quotation and

trade reporting systems that have one or more owners, shareholders, or

partners that are not also marketplace participants. If the exchange or

quotation and trade reporting system is a corporation, please provide a

list of each shareholder that directly owns five percent or more of a class

of a voting security of the exchange or quotation and trade reporting

system. If the exchange or quotation and trade reporting system is a

partnership, please provide a list of all general partners and those

limited partners that have the right to receive upon dissolution, or have

contributed, five percent or more of the partnership's capital. For each

of the persons listed in this Exhibit, please provide the following:

1. Full legal name.

2. Title or status.

3. Date title or status was acquired.

4. Approximate ownership interest.

5. Whether the person has control (as interpreted in

subsection 1.3(2) of National Instrument 21-101 Marketplace Operation).

2. RULES

Exhibit F A copy of all by-laws, rules, policies and other similar

instruments of the exchange or quotation and trade reporting system that

are not included in Exhibit A.

3. SYSTEMS AND OPERATIONS

Exhibit G Describe the manner of operation of the System. This

description should include the following:

1. A detailed description of the market, including how

orders will be entered and trades executed (e.g., call market, auction

market, dealer market). If more than one method of order entry or trade

execution is being used, please describe.

2. The means of access to the System.

3. Procedures governing entry and display of quotations and

orders in the System.

4. Detailed description of the procedures governing the

execution, reporting, clearance and settlement of transactions in

connection with the System.

5. The hours of operation of the System, and the date on

which the exchange or quotation and trade reporting system intends to

commence operation of the System.

6. If the exchange or quotation and trade reporting system

proposes to hold funds or securities on a regular basis, a description of

the controls that will be implemented to ensure safety of those funds or

securities.

7. Description of training provided to users of the System

and any materials provided to the users.

8. Description of current and future capacity estimates,

contingency and business continuity plans and the procedures to review and

test methodology of the system and to perform stress testing.

Exhibit H Provide a

schedule for each of the following:

1. The securities listed on the exchange or quoted on the

quotation and trade reporting system, indicating for each the name of the

issuer and a description of the security and whether or not the issuer is

suspended from trading. After the initial filing of this form, please

provide a list of the changes to the securities listed on the exchange or

quoted on the quotation and trade reporting system on a quarterly basis.

2. Other securities traded on the marketplace including, for

each, the name of the issuer and a description of the security.

4. ACCESS

Exhibit I A complete set of all forms pertaining to:

1. Filing required for participation in the exchange or

quotation and trade reporting system.

2. Any other similar materials.

Exhibit J A complete set of all forms, reports or questionnaires required

of marketplace participants relating to financial responsibility or minimum

capital requirements or other eligibility requirements for such marketplace

participants. Provide a table of contents listing the forms included in

this Exhibit and a narrative of the requirements.

Exhibit K Describe the exchange's or quotation and trade reporting

system's criteria for participation in the exchange or quotation and trade

reporting system. Describe conditions under which marketplace participants

may be subject to suspension or termination with regard to access to the

exchange or quotation and trade reporting system. Describe any procedures

that will be involved in the suspension or termination of a member.

Exhibit L Provide an alphabetical list of all marketplace participants,

including the following information:

1. Name.

2. Date of becoming a marketplace participant.

3. Principal business address and telephone number.

4. If a marketplace participant is an individual, the name

of the entity with which such individual is associated and the relationship

of such individual to the entity (e.g., partner, officer, director,

employee, etc.).

5. Describe the type of trading activities primarily engaged

in by the marketplace participant (e.g., agency trader, proprietary trader,

registered trader, market maker). A person shall be "primarily engaged" in

an activity or function for purposes of this item when that activity or

function is the one in which that person is engaged for the majority of

their time. When more than one type of person at an entity engages in any

of the activities or functions enumerated in this item, identify each type

(e.g., agency trades, registered trader and market maker) and state the

number of marketplace participants in each.

6. The class of participation or other access.

5. LISTING CRITERIA

Exhibit M A complete set of documents comprising the exchange's or

quotation and trade reporting system's listing or quotation filings,

including any agreements required to be executed in connection with listing

or quotation and a

schedule of listing or quotation fees. If the exchange

or quotation and trade reporting system does not list securities, provide a

brief description of the criteria used to determine what securities may be

traded on the exchange or quotation and trade reporting system. Provide a

table of contents listing the forms included in this Exhibit and a

narrative description of the listing requirements.

6. FEES

Exhibit N A description of all fees to be paid by members to the

exchange, including fees relating to connection to the system, access,

data, regulation (if applicable) and how such fees are set.

7. FINANCIAL VIABILITY

Exhibit O For the latest financial year of the exchange or quotation and

trade reporting system, audited financial statements of the exchange or

quotation and trade reporting system and a report prepared by an

independent auditor.

8. REGULATION

Exhibit P A description of the regulation performed by the exchange or

quotation and trade reporting system, including the structure of the

department performing regulation, how the department is funded, policies

and procedures in place to ensure confidentiality and policies and

procedures relating to conducting an investigation.

Exhibit Q If market regulation is conducted by a regulation services

provider other than the filer, provide the contract between the filer and

the regulation services provider.

Exhibit R If more than one entity is performing regulation services for a

type of security and if the filer is conducting market regulation for

itself and its members, provide the contract between the filer and the

regulation services provider providing for co-ordinated surveillance and

enforcement under

section 7.5 of National Instrument 23-101.

CERTIFICATE OF EXCHANGE OR QUOTATION AND

TRADE REPORTING SYSTEM

The undersigned certifies that the information given in this report is true

and correct.

DATED at __________this_____day of__________20__

_________________________

(Name of exchange or quotation and trade reporting system)

_________________________

(Name of director, officer or partner - please type or print)

_________________________

(Signature of director, officer or partner)

_________________________

(Official capacity- please type or print)

NATIONAL INSTRUMENT 21-101

FORM 21-101F2

INITIAL OPERATION REPORT

ALTERNATIVE TRADING SYSTEM

TYPE OF FILING:

INITIAL OPERATION REPORT AMENDMENT

1. Identification:

A. Full name of alternative trading system (if sole proprietor, last,

first and middle name):

B. Name(

s) under which business is conducted, if different from item 1A:

C. If this filing makes a name change on behalf of the alternative

trading system in respect of the name set out in Item 1A or Item 1B, enter

the previous name and the new name.

Previous name:

New name:

D. Alternative trading system's main street address:

E. Mailing address (if different):

F. Address of head office (if different from address in item D):

G. Business telephone and facsimile number:

(Telephone) (Facsimile)

H. Website address:

I. Contact Employee:

(Name and Title) (Telephone Number) (Facsimile) (E-mail

address)

J. The ATS is

a member of _____________________________

name of the recognized self-regulatory entity

a registered dealer

K. If this is an initial operation report, the date the alternative

trading system expects to commence operation:

L. The ATS has contracted with [regulation services provider] to perform

market regulation for the ATS and its subscribers.

THE FILER CONSENTS TO HAVING THE INFORMATION ON THIS FORM AND

ATTACHED EXHIBITS PUBLICLY AVAILABLE.

EXHIBITS

File all Exhibits with the Initial Operation Report. For each Exhibit,

include the name of the ATS, the date of filing of the Exhibit and the date

as of which the information is accurate (if different from the date of the

filing). If any Exhibit required is inapplicable, a statement to that

effect shall be furnished instead of such Exhibit.

If the ATS files an amendment to the information provided in its Initial

Operation Report and the information relates to an Exhibit filed with the

Initial Operation Report or a subsequent amendment, the ATS must, in order

to comply with subsection 6.4(2) or 6.4(3) of National Instrument 21-101,

provide a description of the change and file a complete and updated

Exhibit.

Exhibit A A description of classes of subscribers (e.g., dealer,

institution, or retail). Also describe any differences in access to the

services offered by the alternative trading system to different groups or

classes of subscribers.

Exhibit B:

1. A list of the types of securities the alternative trading

system trades (e.g., equity, debt) or if this is an initial operation

report, the types of securities it expects to trade.

2. A list of each of the securities the alternative trading

system trades, or if this is an initial operation report, the securities it

expects to trade.

Exhibit C A detailed description of the market structure of the

alternative trading system (e.g., call market, auction market, dealer

market).

Exhibit D The name, address, telephone number, facsimile number and

e-mail address of counsel for the alternative trading system.

Exhibit E A copy of the constating documents, including corporate by-laws

and other similar documents, and all subsequent amendments.

Exhibit F The name of any person or company, other than the alternative

trading system, that will be involved in the operation of the alternative

trading system, including the execution, trading, clearing and settling of

transactions on behalf of the alternative trading system. Provide a

description of the role and responsibilities of each person or company.

Exhibit G The following information:

1. The manner of operation of the alternative trading

system.

2. Procedures governing entry of orders into the alternative

trading system.

3. The means of access to the alternative trading system.

4. Fees charged by the alternative trading system.

5. The procedures governing execution, reporting, clearance

and settlement of transactions effected through the alternative trading

system.

6. Procedures for ensuring subscriber compliance with

requirements of the alternative trading system.

7. A description of safeguards and procedures implemented by

the alternative trading system to protect subscribers' trading information.

8. Description of the training to be provided to users of

the System and a copy of any materials provided.

Exhibit H A brief description of the alternative trading system's

procedures for reviewing system capacity, security and contingency planning

procedures.

Exhibit I If any other person or company, other than the alternative

trading system, will hold or safeguard subscriber funds or securities on a

regular basis, attach the name of the person or company and a brief

description of the controls that will be implemented to ensure the safety

of the funds and securities.

Exhibit J A list of the full legal name of registered holders and

beneficial owners of securities of the alternative trading system.

Exhibit K A description of all material contracts executed by the

alternative trading system.

Exhibit L The contract executed between the ATS and the regulation

services provider.

Exhibit M The form of contract executed between the ATS and its

subscribers.

Exhibit N The form of acknowledgement required by subsections 6.10(2) and

6.11(2) of National Instrument 21-101.

Exhibit O Description of the training to be provided to subscribers

relating to the requirements set by the regulation services provider and a

copy of any materials provided.

CERTIFICATE OF ALTERNATIVE TRADING SYSTEM

The undersigned certifies that the information given in this report is true

and correct.

DATED at _______________this_____day of____________20__

__________________________

(Name of alternative trading system)

______________________________________

(Name of director, officer or partner - please type or print)

___________________________

(Signature of director, officer or partner)

__________________________

(Official capacity- please type or print)

NATIONAL INSTRUMENT 21-101

FORM 21-101F3

QUARTERLY REPORT OF ALTERNATIVE TRADING SYSTEM ACTIVITIES

Alternative Trading System Name: ___________________________________

Period covered by this report: ___________________ to ______________

THE FILER CONSENTS TO HAVING THE INFORMATION ON THIS FORM AND

ATTACHED EXHIBITS PUBLICLY AVAILABLE.

1. Identification:

A. Full name of alternative trading system (if sole proprietor, last,

first and middle name):

B. Name(

s) under which business is conducted, if different from item 1A:

C. Alternative trading system's main street address:

2. Attach as Exhibit A, a list of all subscribers at any time during the

period covered by this report.

3. Attach as Exhibit B, a list of all securities that were traded on the

alternative trading system at any time during the period covered by this

report.

4. (

a) Provide the details requested in the form set out in the chart

below for each type of security traded on the alternative trading system

for transactions during regular trading hours during the quarter. Enter

"None", "N/A" or "0" where appropriate.

(

b) Provide the details requested in the form set out in the chart

below for each type of security traded on the alternative trading system

for transactions during after hours trading sessions during the quarter.

Enter "None", "N/A" or "0" where appropriate.

Category of Securities

Average Daily Dollar Value of Trading Volume

Total Trading Volume

Total Number of Trades

A. Exchange-traded securities

Equity securities

Preferred securities

Debt securities

Options

B. Unlisted debt securities - Government debt securities

Domestic

Foreign

C. Unlisted debt securities - Corporate debt securities Domestic

D. Foreign Exchange-Traded Securities

Equity securities

Preferred securities

Debt securities

Options

E. Other

Specify types of securities

5. Provide the total trading volume for each security traded on the

alternative trading system in the form set out in the chart below. Enter

"None", "N/A" or "0" where appropriate.

Category of Securities

Total Trading Volume for Each Security

A. Exchange-traded securities

Equity securities

[name of securities]

Preferred securities

[name of securities]

Debt securities

[name of securities]

Options

[name of securities]

B. Unlisted debt securities Government debt securities

Domestic

[by issuer and maturity]

Foreign

[by issuer and maturity]

C. Unlisted debt securities Corporate debt securities

Domestic

[by issuer and maturity]

D. Foreign Exchange-Traded Securities

Equity securities

[name of securities]

Preferred securities

[name of securities]

Debt securities

[name of securities]

Options

[name of securities]

E. Other

Specify securities

6. Attach as Exhibit C, a list of all persons granted, denied, or

limited access to the alternative trading system during the period covered

by this report, designating for each person (

a) whether they were granted,

denied, or limited access; (

b) the date the alternative trading system took

such action; (

c) the effective date of such action; and (

d) the nature of

any denial or limitation of access.

CERTIFICATE OF ALTERNATIVE TRADING SYSTEM

The undersigned certifies that the information given in this report

relating to the alternative trading system is true and correct.

DATED at___________this____ day of ______________ 20__

___________________________

(Name of alternative trading system)

___________________________

(Name of director, officer or partner - please type or print)

___________________________

(Signature of director, officer or partner)

___________________________

(Official capacity - please type or print)

NATIONAL INSTRUMENT 21-101

FORM 21-101F4

CESSATION OF OPERATIONS REPORT FOR

ALTERNATIVE TRADING SYSTEM

1. Identification:

A. Full name of alternative trading system (if sole proprietor, last,

first and middle name):

B. Name(

s) under which business is conducted, if different from item 1A:

2. Date alternative trading system proposes to cease carrying on

business as an ATS:

3. If cessation of business was involuntary, date alternative trading

system has ceased to carry on business as an ATS:

4. Please check the appropriate box:

the ATS intends to carry on business as an exchange and has

filed Form 21-101F1.

the ATS intends to cease to carry on business.

the ATS intends to become a member of an exchange.

THE FILER CONSENTS TO HAVING THE INFORMATION ON THIS FORM AND

ATTACHED EXHIBITS PUBLICLY AVAILABLE.

EXHIBITS

File all Exhibits with the Cessation of Operations Report. For each

exhibit, include the name of the ATS, the date of filing of the exhibit and

the date as of which the information is accurate (if different from the

date of the filing). If any Exhibit required is inapplicable, a statement

to that effect shall be furnished instead of such Exhibit.

Exhibit A The reasons for the alternative trading system ceasing to carry

on business as an ATS.

Exhibit B A list of each of the securities the alternative trading system

trades.

Exhibit C The amount of funds and securities, if any, held for

subscribers by the alternative trading system, or another person or company

retained by the alternative trading system to hold funds and securities for

subscribers and the procedures in place to transfer or to return all funds

and securities to subscribers.

CERTIFICATE OF ALTERNATIVE TRADING SYSTEM

The undersigned certifies that the information given in this report is true

and correct.

DATED at _____________ this ______ day of ______________ 20__

___________________________

(Name of alternative trading system)

___________________________

(Name of director, officer or partner - please type or print)

___________________________

(Signature of director, officer or partner)

___________________________

(Official capacity - please type or print)

NATIONAL INSTRUMENT 21-101

FORM 21-101F5

INITIAL FORM FOR INFORMATION PROCESSOR

TYPE OF FILING:

INITIAL FORM AMENDMENT

GENERAL INFORMATION

1. Full name of information processor:

2. Main street address (do not use a P.O. box):

3. Mailing address (if different):

4. Address of head office (if different from address in item 2):

5. Business telephone and facsimile number:

(Telephone) (Facsimile)

6. Website address:

7. Contact employee:

(Name and Title) (Telephone Number) (Facsimile) (E-mail

address)

8. Counsel:

(Firm Name) (Contact Name) (Telephone Number) (Facsimile) (E-mail

address)

9. Date of financial year-end:

10. List of all marketplaces, dealers or other parties for which the

information processor is acting or for which it proposes to act as an

information processor. For each marketplace, dealer or other party, provide

a description of the function(

s) which the information processor performs

or proposes to perform.

11. List all types of securities for which information will be collected,

processed, distributed or published by the information processor. For each

such marketplace, dealer or other party, provide a list of all securities

for which information with respect to quotations for, or transactions in,

is or is proposed to be collected, processed, distributed or published.

BUSINESS ORGANIZATION

12. Legal status: Corporation Sole Proprietorship

Partnership Other (specify):

Except where the information processor is a sole proprietorship,

indicate the date and place where the information processor obtained its

legal status (e.g., place of incorporation, place where partnership

agreement was filed or where information processor was formed):

(

a) Date (DD/MM/YYYY): ___________ (

b) Place of formation:

THE FILER CONSENTS TO HAVING THE INFORMATION ON THIS FORM AND

ATTACHED EXHIBITS PUBLICLY AVAILABLE.

EXHIBITS

File all Exhibits with the Initial Form. For each Exhibit, include the name

of the information processor, the date of filing of the Exhibit and the

date as of which the information is accurate (if different from the date of

the filing). If any Exhibit required is inapplicable, a statement to that

effect shall be furnished instead of such Exhibit.

If the information processor files an amendment to the information provided

in its Initial Form, and the information relates to an Exhibit filed with

the Initial Form or a subsequent amendment, the information processor must,

in order to comply with

section 14.1 and 14.2 of National Instrument 21-101

provide a description of the change and file a complete and updated

Exhibit.

1. CORPORATE GOVERNANCE

Exhibit A A copy of the constating documents, including corporate by-laws

and other similar documents, and all subsequent amendments.

Exhibit B List any person or company who owns 10 percent or more of the

information processor's stock or who, either directly or indirectly,

through agreement or otherwise, in any other manner, may control or direct

the management or policies of the information processor. Provide the full

name and address of each such person and attach a copy of the agreement or,

if there is none written, describe the agreement or basis through which

such person exercises or may exercise such control or direction.

Exhibit C A list of the partners, officers, directors, governors, members

of all standing committees or persons performing similar functions who

presently hold or have held their offices or positions during the previous

year, indicating the following for each:

1. Name.

2. Title.

3. Dates of commencement and expiry of present term of

office or position and length of time the office or position held.

4. Type of business in which each is primarily engaged and

current employer.

5. Type of business in which each was primarily engaged in

the preceding five years, if different from that set out in item 4.

6. Whether the person is considered to be an independent

director.

Exhibit D A narrative or graphic description of the organizational

structure of the information processor.

Exhibit E A description of the personnel qualifications for each category

of professional, non-professional and supervisory employee employed by the

information processor. Detail whether the personnel are employed by the

information processor or a third party.

Exhibit F For each affiliated entity of the information processor, and

for any person or company with whom the information processor has a

contractual or other agreement relating to the operations of the

information processor, provide the following information:

1. Name and address of person or company.

2. Form of organization (e.g., association, corporation,

partnership, etc.)

3. Name of location and statute citation under which

organized. Date of incorporation in present form.

4. Brief description of nature and extent of affiliation or

contractual or other agreement with the information processor.

5. Brief description of business or functions.

6. If a person or company has ceased to be an affiliated

entity of the information processor during the previous year or ceased to

have a contractual or other agreement relating to the operation of the

information processor during the previous year, provide a brief statement

of the reasons for termination of the relationship.

2. SYSTEMS AND OPERATIONS

Exhibit G Describe the manner of operation of the system (the "System")

of the information processor that collects, processes, distributes and

publishes information in accordance with National Instruments 21-101 and

23-101. This description should include the following:

1. The means of access to the System.

2. Procedures governing entry and display of quotations and

orders in the System.

3. The hours of operation of the System.

4. Description of the training provided to users of the

System and any materials provided to the users.

5. Description of current and future capacity estimates,

contingency and business continuity plans and the procedures to review and

test methodology of the system and to perform stress testing.

Exhibit H A description in narrative form of each service or function

listed in Item 10 and performed by the information processor. Include a

description of all procedures utilized for the collection, processing,

distribution and publication of information with respect to quotations for,

and transactions in, securities.

Exhibit I A list of all computer hardware utilized by the information

processor to perform the services or functions listed in item 10,

indicating:

1. Manufacturer, and manufacturer's equipment and

identification number.

2. Whether purchased or leased (if leased, duration of lease

and any provisions for purchase or renewal).

3. Where such equipment (exclusive of terminals and other

access devices) is physically located.

Exhibit J A description of the measures or procedures implemented by the

information processor to provide for the security of any system employed to

perform the functions of an information processor. Include a general

description of any physical and operational safeguards designed to prevent

unauthorized access to the system. Describe any measures used to verify

the accuracy of information received or disseminated by the system.

Exhibit K Where the functions of an information processor are performed

by automated facilities or systems, attach a description of:

1. all backup systems which are designed to prevent

interruptions in the performance of any information providing functions as

a result of technical malfunctions or otherwise in the system itself, in

any permitted input or output system connection or as a result of any

independent source,

2. business continuity and contingency plans for the ongoing

operations of the facilities or systems in the event of a catastrophe,

3. each type of interruption which has lasted for more than

two minutes and has occurred within the six (6) months preceding the date

of the filing, including the date of each interruption, the cause and

duration, and

4. the total number of interruptions which have lasted two

minutes or less.

Exhibit L For each service or function listed in Item 10,

1. Quantify in appropriate units of measure the limits on

the information processor's capacity to retrieve, collect, process, store

or display the data elements included within each function.

2. Identify the factors (mechanical, electronic or other)

which account for the current limitations reported in answer to (1) on the

capacity to receive, collect, process, store or display the data elements

included within each function.

3. FINANCIAL VIABILITY

Exhibit M Audited financial statements for the latest financial year of

the information processor and a report prepared by an independent auditor.

Please discuss the financial viability of the information processor in the

context of having sufficient financial resources to properly perform its

functions.

Exhibit N A business plan with pro forma financial statements and

estimates of revenue.

4. FEES

Exhibit O A complete list of all fees and other charges imposed, or to be

imposed, by or on behalf of the information processor for its information

services, including the cost of establishing a connection that will provide

information to the information processor.

5. ACCESS

Exhibit P Attach the following:

1. State the number of persons who presently subscribe or

who have notified the information processor of their intention to subscribe

to the services of the information processor.

2. For each instance during the past year in which any

person has been prohibited or limited in respect of access to services

offered by the information processor, indicate the name of each such person

and the reason for the prohibition or limitation.

Exhibit Q The form of contract governing the terms by which persons may

subscribe to the services of an information processor.

Exhibit R A description of any specifications, qualifications or other

criteria which limit, are interpreted to limit or have the effect of

limiting access to or use of any services provided by the information

processor and state the reasons for imposing such specifications,

qualifications or other criteria. This applies to limits relating to

providing information to the information processor and the limits relating

to accessing the consolidated feed distributed by the information

processor.

Exhibit S Attach any specifications, qualifications or other criteria

required of participants who supply securities information to the

information processor for collection, processing for distribution or

publication by the information processor.

CERTIFICATE OF INFORMATION PROCESSOR

The undersigned certifies that the information given in this report is true

and correct.

DATED at ______________this____ day of ____________ 20__

__________________________

(Name of information processor )

__________________________

(Name of director, officer or partner - please type or print)

__________________________

(Signature of director, officer or partner)

__________________________

(Official capacity- please type or print)

NATIONAL INSTRUMENT 21-101

FORM 21-101F6

CESSATION OF OPERATIONS REPORT FOR

INFORMATION PROCESSOR

1. Identification:

A. Full name of information processor:

B. Name(

s) under which business is conducted, if different from item 1A:

2. Date information processor proposes to cease carrying on business:

3. If cessation of business was involuntary, date information processor

ceased to carry on business:

THE FILER CONSENTS TO HAVING THE INFORMATION ON THIS FORM AND

ATTACHED EXHIBITS PUBLICLY AVAILABLE.

EXHIBITS

File all Exhibits with the Cessation of Operations Report. For each

Exhibit, include the name of the information processor, the date of filing

of the Exhibit and the date as of which the information is accurate (if

different from the date of the filing). If any Exhibit required is

inapplicable, a statement to that effect shall be furnished instead of such

Exhibit.

Exhibit A The reasons for the information processor ceasing to carry on

business.

Exhibit B A list of each of the securities the information processor

displays.

CERTIFICATE OF INFORMATION PROCESSOR

The undersigned certifies that the information given in this report is true

and correct.

DATED at ____________this_____ day of ___________20__

___________________________

(Name of information processor)

___________________________

(Name of director, officer or partner - please type or print)

___________________________

(Signature of director, officer or partner)

___________________________

(Official capacity - please type or print)

_______________________________________________________________________

NATIONAL INSTRUMENT 23-101

TRADING RULES

TABLE OF CONTENT

PART TITLE

PART 1 DEFINITION AND

INTERPRETATION

1.1 Definition

1.2

Interpretation - NI 21-101

PART 2 APPLICATION OF THIS INSTRUMENT

2.1 Application of this Instrument

PART 3 MANIPULATION AND FRAUD

3.1 Manipulation and Fraud

PART 4 BEST EXECUTION

4.1 Application of this

Part

4.2 Best Execution

PART 5 REGULATORY HALTS

5.1 Regulatory Halts

PART 6 TRADING HOURS

6.1 Trading Hours

PART 7 MONITORING AND ENFORCEMENT OF REQUIREMENTS SET BY A RECOGNIZED

EXCHANGE AND A RECOGNIZED QUOTATION AND TRADE REPORTING SYSTEM

7.1 Requirements for a Recognized Exchange

7.2 Agreement between a Recognized Exchange and a Regulation

Services Provider

7.3 Requirements for a Recognized Quotation and Trade

Reporting System

7.4 Agreement between a Recognized Quotation and Trade

Reporting System and a Regulation Services Provider

7.5 Co-ordination of Monitoring and Enforcement

PART 8 MONITORING AND ENFORCEMENT REQUIREMENTS FOR AN ATS

8.1 Pre-condition to Trading on an ATS

8.2 Requirements Set by a Regulation Services Provider for an

ATS

8.3 Agreement between an ATS and a Regulation Services

Provider

8.4 Agreement between an ATS and its Subscriber

8.5 Exemption for an ATS Executing Trades in Unlisted Debt

Securities

PART 9 MONITORING AND ENFORCEMENT REQUIREMENTS FOR AN INTER-DEALER

BOND BROKER

9.1 Requirements Set by a Regulation Services Provider for an

Inter-Dealer Bond Broker

9.2 Agreement between an Inter-Dealer Bond Broker and a

Regulation Services Provider

9.3 Exemption for an Inter-Dealer Bond Broker

PART 10 MONITORING AND ENFORCEMENT REQUIREMENTS FOR A DEALER EXECUTING

TRADES OF UNLISTED DEBT SECURITIES OUTSIDE OF A MARKETPLACE

10.1 Requirements Set by a Regulation Services Provider for a

Dealer Executing Trades of Unlisted Debt Securities Outside of a

Marketplace

10.2 Agreement between a Dealer Executing Trades of Unlisted

Debt Securities Outside of a Marketplace and a Regulation Services Provider

10.3 Exemption for a Dealer Executing Trades of Unlisted Debt

Securities Outside of a Marketplace

PART 11 AUDIT TRAIL REQUIREMENTS

11.1 Application of this

Part

11.2 Audit Trail Requirements for Dealers and Inter-Dealer

Bond Brokers

PART 12 EXEMPTION

12.1 Exemption

PART 13 EFFECTIVE DATE

13.1 Effective Date

NATIONAL INSTRUMENT 23-101

TRADING RULES

PART 1 DEFINITION AND

INTERPRETATION

1.1 Definition - In this Instrument

"NI 21-101" means National Instrument 21-101 Marketplace Operation;

1.2

Interpretation - NI 21-101 Terms defined or interpreted in NI 21-101

and used in this Instrument have the respective meanings ascribed to them

in NI 21-101.

PART 2 APPLICATION OF THIS INSTRUMENT

2.1 Application of this Instrument A person or company is exempt from

subsection 3.1(1) and Parts 4 and 5 if the person or company complies with

the rules, policies and other similar instruments established by

(

a) a recognized exchange that monitors and enforces the

requirements set under subsection 7.1(1) directly;

(

b) a recognized quotation and trade reporting system that monitors

and enforces requirements set under subsection 7.3(1) directly; or

(

c) a regulation services provider.

PART 3 MANIPULATION AND FRAUD

3.1 Manipulation and Fraud

(1) A person or company shall not, directly or indirectly, engage

in, or participate in any transaction or series of transactions, or method

of trading relating to a trade in or acquisition of a security or any act,

practice or course of conduct, if the person or company knows, or ought

reasonably to know, that the transaction or series of transactions, or

method of trading or act, practice or course of conduct

(

a) results in or contributes to a misleading appearance of

trading activity in, or an artificial price for, a security or a derivative

of that security; or

(

b) perpetrates a fraud on any person or company.

(2) In Alberta, British Columbia and Saskatchewan, instead of

subsection (1), the provisions of the Securities Act (Alberta), the

Securities Act (British Columbia) and The Securities Act, 1988

(Saskatchewan), respectively, relating to manipulation and fraud apply.

PART 4 BEST EXECUTION

4.1 Application of this Part - This Part does not apply to a dealer that

is carrying on business as an ATS in compliance with

section 6.1 of NI

21-101.

4.2 Best Execution

(1) A dealer acting as agent for a client shall make reasonable

efforts to ensure that the client receives the best execution price on a

purchase or sale of securities by the client.

(2) Without limiting the generality of subsection (1), a dealer

acting as agent for a client shall not execute a transaction on a

marketplace that could be filled at a better price on another marketplace

or with another dealer.

(3) In order to satisfy the requirements in subsections (1) and

(2), a dealer shall make reasonable efforts to use facilities providing

information regarding orders.

PART 5 REGULATORY HALTS

5.1 Regulatory Halts - If a regulation services provider, a recognized

exchange, recognized quotation and trade reporting system or an exchange or

quotation and trade reporting system that has been recognized for the

purposes of this Instrument and NI 21-101 makes a decision to prohibit

trading in a particular security, no person or company shall execute a

trade for the purchase or sale of that security during the period in which

the prohibition is in place.

PART 6 TRADING HOURS

6.1 Trading Hours - Each marketplace shall set requirements in respect of

the hours of trading to be observed by marketplace participants.

PART 7 MONITORING AND ENFORCEMENT OF REQUIREMENTS SET BY A RECOGNIZED

EXCHANGE AND A RECOGNIZED QUOTATION AND TRADE REPORTING SYSTEM

7.1 Requirements for a Recognized Exchange

(1) A recognized exchange shall set requirements governing the

conduct of its members, including requirements that the members will

conduct trading activities in compliance with this Instrument.

(2) A recognized exchange shall monitor the conduct of its members

and enforce the requirements set under subsection (1), either

(

a) directly, or

(

b) indirectly through a regulation services provider.

7.2 Agreement between a Recognized Exchange and a Regulation Services

Provider A recognized exchange that monitors the conduct of its members

indirectly through a regulation services provider shall enter into a

written agreement with the regulation services provider that provides

(

a) that the regulation services provider will monitor the conduct

of the recognized exchange and its members;

(

b) that the regulation services provider will enforce the

requirements set under subsection 7.1(1);

(

c) that the recognized exchange will transmit the information

required by

Part 11 of NI 21-101 to the regulation services provider; and

(

d) that the recognized exchange will comply with all orders or

directions made by the regulation services provider.

7.3 Requirements for a Recognized Quotation and Trade Reporting System

(1) A recognized quotation and trade reporting system shall set

requirements governing the conduct of its users, including requirements

that the users will conduct trading activities in compliance with this

Instrument.

(2) A recognized quotation and trade reporting system shall monitor

the conduct of its users and enforce the requirements set under subsection

(1) either

(

a) directly; or

(

b) indirectly through a regulation services provider.

7.4 Agreement between a Recognized Quotation and Trade Reporting System

and a Regulation Services Provider A recognized quotation and trade

reporting system that monitors the conduct of its users indirectly through

a regulation services provider shall enter into a written agreement with

the regulation services provider that provides

(

a) that the regulation services provider will monitor the conduct

of the recognized quotation and trade reporting system and its users;

(

b) that the regulation services provider will enforce the

requirements set under subsection 7.3(1);

(

c) that the recognized quotation and trade reporting system will

transmit the information required by

Part 11 of NI 21-101 to the regulation

services provider; and

(

d) that the recognized quotation and trade reporting system will

comply with all orders or directions made by the regulation services

provider.

7.5 Co-ordination of Monitoring and Enforcement A regulation services

provider, recognized exchange, or recognized quotation and trade reporting

system shall enter into a written agreement with all other regulation

services providers, recognized exchanges, and recognized quotation and

trade reporting systems to coordinate monitoring and enforcement of the

requirements set under this Part.

PART 8 MONITORING AND ENFORCEMENT REQUIREMENTS FOR AN ATS

8.1 Pre-condition to Trading on an ATS - An ATS shall not execute a

subscriber's order to buy or sell securities unless the ATS has executed

and is subject to the written agreements required by sections 8.3 and 8.4.

8.2 Requirements Set by a Regulation Services Provider for an ATS

(1) A regulation services provider shall set requirements governing

an ATS and its subscribers, including requirements that the ATS and its

subscribers will conduct trading activities in compliance with this

Instrument.

(2) A regulation services provider shall monitor the conduct of an

ATS and its subscribers and shall enforce the requirements set under

subsection (1).

8.3 Agreement between an ATS and a Regulation Services Provider - An ATS

and a regulation services provider shall enter into a written agreement

that provides

(

a) that the ATS will conduct its trading activities in compliance

with the requirements set under subsection 8.2(1);

(

b) that the regulation services provider will monitor the conduct

of the ATS and its subscribers;

(

c) that the regulation services provider will enforce the

requirements set under subsection 8.2(1);

(

d) that the ATS will transmit the information required by

Part 11

of NI 21-101 to the regulation services provider; and

(

e) that the ATS will comply with all orders or directions made by

the regulation services provider.

8.4 Agreement between an ATS and its Subscriber - An ATS and its

subscriber shall enter into a written agreement that provides

(

a) that the subscriber will conduct its trading activities in

compliance with the requirements set under subsection 8.2(1);

(

b) that the subscriber acknowledges that the regulation services

provider will monitor the conduct of the subscriber and enforce the

requirements set under subsection 8.2(1);

(

c) that the subscriber will comply with all orders or directions

made by the regulation services provider, including orders excluding the

subscriber from trading on any marketplace.

8.5 Exemption for an ATS Executing Trades in Unlisted Debt Securities

(1) Sections 8.1, 8.2, 8.3 and 8.4 do not apply to an ATS executing

trades in unlisted debt securities, if the ATS complies with the

requirements of IDA Policy No. 5 Code of Conduct for IDA Member Firms

Trading in Domestic Debt Markets, as amended.

(2) Subsection (1) does not apply after December 31, 2003.

PART 9 MONITORING AND ENFORCEMENT REQUIREMENTS FOR AN INTER-DEALER

BOND BROKER

9.1 Requirements Set by a Regulation Services Provider for an

Inter-Dealer Bond Broker

(1) A regulation services provider shall set requirements

governing an inter-dealer bond broker, including requirements that the

inter-dealer bond broker will conduct trading activities in compliance with

this Instrument.

(2) A regulation services provider shall monitor the conduct

of an inter-dealer bond broker and shall enforce the requirements set under

subsection (1).

9.2 Agreement between an Inter-Dealer Bond Broker and a Regulation

Services Provider - An inter-dealer bond broker and a regulation services

provider shall enter into a written agreement that provides

(

a) that the inter-dealer bond broker will conduct its trading

activities in compliance with the requirements set under subsection 9.1(1);

(

b) that the regulation services provider will monitor the conduct

of the inter-dealer bond broker;

(

c) that the regulation services provider will enforce the

requirements set under subsection 9.1(1); and

(

d) that the inter-dealer bond broker will comply with all orders

or directions made by the regulation services provider.

9.3 Exemption for an Inter-Dealer Bond Broker

(1) Sections 9.1 and 9.2 do not apply to an inter-dealer bond

broker, if the inter-dealer bond broker complies with the requirements of

IDA Policy No. 5 Code of Conduct for IDA Member Firms Trading in Domestic

Debt Markets, as amended.

(2) Subsection (1) does not apply after December 31, 2003.

PART 10 MONITORING AND ENFORCEMENT REQUIREMENTS FOR A DEALER EXECUTING

TRADES OF UNLISTED DEBT SECURITIES OUTSIDE OF A MARKETPLACE

10.1 Requirements Set by a Regulation Services Provider for a Dealer

Executing Trades of Unlisted Debt Securities Outside of a Marketplace

(1) A regulation services provider shall set requirements governing

a dealer executi