Edward P. Kerwin

The Filer, Royal Gold, Inc., applied for an exemption from the prospectus requirement under paragraph 74(1)2 of the Securities Act for certain marketing activities not expressly permitted by National Instrument 71-101.

The Ontario Securities Commission granted the exemption, permitting investment dealers to use Standard Term Sheets, Marketing Materials, and conduct Road Shows in connection with future offerings under a Final Canadian MJDS Shelf Prospectus, provided they comply with Part 9A of National Instrument 44-102.

The Filer applied for exemptive relief on behalf of several investment funds to permit a master-feeder fund-on-fund structure.

The relief sought included exemptions from restrictions on investing in related issuers and from consent requirements for purchasing securities of an issuer in which a responsible person is a partner, officer, or director.

The Filer also sought relief to permit an in specie transfer of portfolio securities to effect a reorganization.

The Ontario Securities Commission granted the requested relief, subject to conditions including disclosure requirements and compliance with investment restrictions.

The Applicant, a registered broker-dealer in the U.S., applied to the Ontario Securities Commission for exemptive relief from certain disclosure requirements under National Instrument 33-105 and statutory right of action disclosure requirements.

The relief was sought in connection with the distribution of securities of foreign issuers or foreign governments to permitted clients in Canada.

The Commission granted the requested exemptions, subject to conditions including the delivery of a specific notice to prospective purchasers and compliance with U.S. disclosure requirements for underwriter conflicts of interest.

The exemptions are valid for three years or until relevant legislative amendments come into effect.

The Filer, Mood Media Corporation, applied for a decision under the securities legislation that the first trade of Settlement Shares issued pursuant to a lawsuit settlement be exempt from the prospectus requirement.

The Ontario Securities Commission granted the exemptive relief, provided that the Toronto Stock Exchange conditionally approves the listing of the shares, the first trade satisfies the conditions in subsection 2.6(3) of National Instrument 45-102, and the issuance is disclosed in the Filer's interim financial statements.

The applicant, Unite Capital Corp., applied for a decision that it is no longer a reporting issuer in Alberta and Ontario.

Following an amalgamation, the applicant became a wholly-owned subsidiary of Lakeside Minerals Inc., and its outstanding securities were beneficially owned by fewer than 15 security holders in each Canadian jurisdiction.

Although the applicant was in default of certain continuous disclosure obligations, the Ontario Securities Commission, acting as principal regulator, granted the requested exemptive relief.

The Filer applied to the Ontario Securities Commission for exemptive relief from the prospectus and dealer registration requirements in connection with a global employee share offering.

The offering involved the issuance of units in a French collective shareholding vehicle to Canadian employees.

The Commission granted the requested relief, subject to the condition that the first trade in any units or shares acquired by Canadian participants be made through an exchange or market outside of Canada or to a person outside of Canada, provided the issuer is not a reporting issuer in Canada.

Following a merits hearing where the respondents were found to have engaged in unregistered trading, illegal distribution of securities, and fraud in relation to a Forex trading scheme, the Commission held a sanctions and costs hearing.

The Commission ordered permanent market participation bans against the respondents, administrative penalties of $250,000 against Dookhie and $150,000 against Todorov, and disgorgement of $1,046,682 representing the net funds obtained from investors.

The respondents were also ordered to pay costs totaling $267,390.50.

The Applicant, as manager of two investment funds, applied for a decision that the funds cease to be reporting issuers.

The funds had no unitholders in the series qualified by their simplified prospectuses, and all other unitholders were institutional accredited investors or clients of an affiliate in managed accounts.

The Commission granted the requested exemptive relief, noting that the funds would continue as pooled funds subject to applicable regulatory obligations.

The respondents brought a motion to stay the release of the Commission's decision on the merits of their case, pending the final determination of a civil action commenced by investors against the Commission.

The respondents argued that the civil action created a reasonable apprehension of bias, as the Commission might attempt to deflect blame onto the respondents to protect its own interests.

The Commission dismissed the motion, finding that the respondents failed to establish a reasonable apprehension of bias given the strong presumption of impartiality and the institutional safeguards in place.

The Commission further held that the interests of justice and the public interest in the timely and efficient enforcement of securities laws favoured the release of the merits decision.

Pethealth Inc. applied for a decision that it is no longer a reporting issuer in British Columbia, Alberta, Ontario, and Québec following a statutory plan of arrangement where Fairfax Financial Holdings Limited acquired all of its outstanding shares.

The Ontario Securities Commission, acting as principal regulator, granted the exemptive relief sought, noting that the Filer's securities are beneficially owned by fewer than 15 securityholders in each Canadian jurisdiction and fewer than 51 worldwide, and its common shares were delisted from the Toronto Stock Exchange.

The Filer, American Bonanza Gold Corp., applied for a decision under the securities legislation of multiple jurisdictions that it is no longer a reporting issuer.

Following an amalgamation, the Filer became a wholly-owned subsidiary of Kerr Mines Inc. and its common shares were delisted from the Toronto Stock Exchange.

The Filer's outstanding securities are beneficially owned by fewer than 15 securityholders in each Canadian jurisdiction and fewer than 51 worldwide.

The Ontario Securities Commission, acting as principal regulator, granted the requested exemptive relief.

The applicant applied to the Ontario Securities Commission for exemptive relief from the investment fund conflict of interest and reporting provisions of the Securities Act.

The relief was sought to permit a fund-on-fund structure where the top funds would invest in a related underlying partnership, becoming substantial securityholders.

The Commission granted the requested relief, subject to conditions ensuring no duplication of fees and adequate disclosure to investors.

The applicant sought an exemption from the prospectus requirements under Ontario securities legislation in connection with a spin-off transaction.

The transaction involved the distribution of shares of a wholly-owned subsidiary to the applicant's shareholders by way of a dividend in specie.

The Ontario Securities Commission granted the exemptive relief, provided that the first trade in the distributed shares is deemed a distribution unless certain resale conditions are met.

Following a merits hearing where the respondents were found to have engaged in unregistered trading and illegal distribution of securities, the Commission held a hearing to determine sanctions and costs.

The respondents, who acted as salespersons for a real estate limited partnership, raised over $5 million from investors over several years.

The Commission considered the seriousness of the breaches, the respondents' experience, and the need for specific and general deterrence.

The Commission ordered market bans of five years for one respondent and three years for the other, along with administrative penalties, disgorgement of commissions earned, and joint and several liability for hearing costs.

Following a merits hearing where the respondents were found to have engaged in unregistered trading, illegal distributions, and fraud in connection with a forex trading Ponzi scheme, the Ontario Securities Commission held a hearing to determine sanctions and costs.

The Commission ordered permanent market and director/officer bans, significant administrative penalties, and disgorgement against the principal architects of the fraud.

For respondents who acted as referrers and were not found to have engaged in fraud, the Commission ordered five-year market and director/officer bans, administrative penalties, and disgorgement of commissions received.

Costs were apportioned among the respondents based on their level of participation and cooperation.

Diversinet Corp. applied to the Ontario Securities Commission for a decision that it be deemed to have ceased to be a reporting issuer.

The Filer had previously announced a voluntary winding-up, delisted its shares, and appointed a liquidator.

The Commission granted the requested exemptive relief, deeming the Filer to have ceased to be a reporting issuer.

Staff of the Ontario Securities Commission alleged that the respondents engaged in unregistered trading, illegal distribution of securities, and fraud in relation to a Forex trading scheme.

The respondents raised over $1.2 million from investors by issuing promissory notes, promising high returns and falsely claiming that half of the funds would be secured in GICs.

The Commission found that the promissory notes were investment contracts and therefore securities.

The respondents traded and distributed these securities without registration or a prospectus, and no exemptions applied.

Furthermore, the respondents committed fraud by making false representations to investors and misappropriating funds to pay off prior debts and third parties.

The individual respondents, as directors and officers, were deemed liable for the corporate respondent's breaches.

The Filer, Natunola AgriTech Inc., applied for a decision that it is no longer a reporting issuer following its amalgamation with a private entity.

The Filer's outstanding securities are beneficially owned by fewer than 15 securityholders in each Canadian jurisdiction and fewer than 51 worldwide.

The Filer is not traded on any marketplace and has no intention to seek public financing.

The Ontario Securities Commission, as principal regulator, granted the requested exemptive relief.

The applicant, IBV Capital Ltd., applied for exemptive relief from the mutual fund conflict of interest restrictions in the Securities Act (Ontario).

The relief was sought to allow top funds to invest in underlying funds where both are managed by the applicant or its affiliates, and where officers and directors of the applicant may have a significant interest in the underlying funds.

The Ontario Securities Commission granted the requested relief, subject to conditions including that the top funds are distributed solely pursuant to prospectus exemptions, no duplication of management or incentive fees occurs, and appropriate disclosure is provided to investors.

The filers, Canadian Tire Corporation and members of its Deferred Profit Sharing Plan Capital Accumulation Plan Committee, applied to the Ontario Securities Commission for exemptive relief from insider reporting requirements.

The relief was sought in respect of certain automatic acquisitions and dispositions of Class A Non-Voting Shares forming part of the CTC Share Fund under a group annuity policy.

The Commission granted the exemption, finding that the trades constituted discrete investment decisions that did not reflect independent investment judgment by the committee members, subject to conditions including annual reporting and disclosure in the corporation's management information circular.