Kevin J. Kelly

The applicant applied for exemptive relief on behalf of an exchange-traded fund.

The applicant sought relief from take-over bid requirements for purchasers of units and an exemption from the requirement that the fund's prospectus contain an underwriter's certificate.

The Ontario Securities Commission granted the requested exemptions, subject to the condition that purchasers making a take-over bid undertake not to exercise voting rights for units representing more than 20% of outstanding votes.

The underwriter certificate exemption was granted subject to a sunset clause.

The filers, Deutsche Bank AG and DB Commodities Canada Ltd., applied for exemptive relief from the dealer registration and prospectus requirements of the Securities Act for certain over-the-counter (OTC) derivative transactions.

The relief was sought for trades with 'permitted counterparties' as an interim solution to regulatory uncertainty across Canadian jurisdictions.

The Ontario Securities Commission granted the requested relief, subject to conditions including that no credit or margin be provided to counterparties and a sunset provision of up to four years.

The Royal Canadian Mint applied to the Ontario Securities Commission for exemptive relief from prospectus, continuous disclosure, and other regulatory requirements in connection with the distribution of exchange-traded receipts representing undivided beneficial interests in gold bullion.

The Commission granted the requested relief, conditional upon the Mint providing purchasers with an Information Statement and maintaining a program website with continuous disclosure of net asset value, fees, and material changes.

The Royal Canadian Mint applied for exemptive relief from prospectus, continuous disclosure, and other requirements under Ontario securities legislation in connection with the distribution of exchange traded receipts representing undivided beneficial interests in gold bullion.

The Ontario Securities Commission granted the requested relief, subject to conditions including that the Mint continues to be a Crown corporation, provides purchasers with an Information Statement, and maintains a website with continuous disclosure about the program.

The applicant filed for exemptive relief from various continuous disclosure, certification, insider reporting, audit committee, corporate governance, and short form prospectus requirements to accommodate the issuance of exchangeable debentures by multiple indirect subsidiaries.

The applicant could not rely on the standard exemption for credit support issuers because it only owned 71% of an intermediate holding entity.

The Ontario Securities Commission granted the requested relief, subject to conditions including those relating to the minority interest in the holding limited partnership and the applicant's voting control.

Following a merits hearing where the respondents were found to have engaged in unregistered trading and illegal distribution of securities through a promissory note scheme, the Ontario Securities Commission held a sanctions and costs hearing.

The Commission ordered cease trade orders, director and officer bans, and reprimands against the respondents.

Furthermore, the Commission ordered disgorgement of $900,000 from the CEO and $3,000,000 jointly and severally from the Taylor respondents.

The Commission declined to award costs to Staff due to various issues with Staff's conduct during the investigation and proceedings.

The filer, SW8 Asset Management Inc., applied for exemptive relief from the mutual fund self-dealing restrictions in the Securities Act and the conflicts of interest provisions in National Instrument 31-103.

The relief was sought to permit a fund-of-fund structure where the top funds and underlying funds share the same investment fund manager and portfolio advisor.

The Ontario Securities Commission granted the requested relief subject to standard conditions for fund-of-fund structures, including disclosure requirements and restrictions on duplicative fees.

The moving party sought an adjournment of the sanctions hearing pending his application to the Divisional Court for judicial review of the decision on the merits.

He argued he was denied procedural fairness because the Commission failed to consider a settlement agreement he entered into with Staff.

The Commission denied the adjournment motion, finding it premature.

Granting the adjournment would place an incomplete record before the Divisional Court, as the sanctions applied to the moving party would be unknown.

The Commission also rejected the submission that the moving party was denied procedural fairness bringing him within the exception in Ontario (Liquor Control Board) v. Lifford Wine Agencies, noting little or no prejudice to him in proceeding with the sanctions hearing.

The applicant, Seven Seas Capital Management Inc., applied for exemptive relief from the mutual fund conflict of interest investment restrictions of the Securities Act and the self-dealing prohibition of National Instrument 31-103.

The relief was sought to permit pooled funds to invest with a fund-on-fund structure in other pooled funds, including limited partnerships.

The Ontario Securities Commission granted the requested relief, subject to conditions including that securities are distributed solely pursuant to prospectus exemptions and that no duplicative management or sales fees are payable.

The Filers applied for a decision under the securities legislation of multiple jurisdictions that the Cumberland Capital Appreciation Fund and Cumberland Income Fund are not reporting issuers.

The funds distribute securities exclusively to managed accounts and are not eligible for the simplified process because they have more than 50 unitholders.

The Ontario Securities Commission granted the exemptive relief sought.

The Filer applied for a decision to be deemed to have ceased to be a reporting issuer under the securities legislation of multiple jurisdictions.

The Filer's shareholders voted to authorize voluntary dissolution, its securities were delisted from the TSX Venture Exchange, and it has no intention to seek public financing.

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

The Filer, Australian Solomons Gold Limited, applied for a decision that it is no longer a reporting issuer in Alberta, British Columbia, Manitoba, and Ontario.

Following a take-over bid and subsequent compulsory acquisition by Allied Gold Limited, the Filer became a wholly-owned subsidiary with no publicly held securities.

Although the Filer was in default of certain continuous disclosure obligations due to the timing of the compulsory acquisition, the Ontario Securities Commission, acting as principal regulator, granted the requested exemptive relief.

Mitel Networks Corporation applied to the Ontario Securities Commission for exemptive relief from the prospectus and registration requirements to allow the posting of electronic roadshow materials on commercial websites during the waiting period for its initial public offering.

The Commission granted the relief, provided that purchasers in Canada are granted a contractual right of action for any misrepresentations in the roadshow materials equivalent to the statutory rights under the Securities Act.

The filer, Goodman & Company, Investment Management Inc., applied for exemptive relief on behalf of several mutual funds to permit them to invest in units of the Dundee Real Estate Investment Trust (Dundee REIT).

The funds were prohibited from making such investments under the Securities Act because they were considered related mutual funds to the Dundee REIT.

The Ontario Securities Commission granted the requested relief, subject to conditions including that the investments be approved by each fund's independent review committee and be consistent with the funds' investment objectives.

The Filer, Canadian Capital Auto Receivables Asset Trust, applied for a decision that it is no longer a reporting issuer.

The Filer had no outstanding securities and no public holders of its securities.

The Filer was in default of certain continuous disclosure obligations regarding its Management Discussion and Analysis.

The Ontario Securities Commission granted the exemptive relief sought, ordering that the Filer is not a reporting issuer.

The applicant, Genuity Fund Management Inc., applied for exemptive relief on behalf of itself and certain top and underlying funds to permit a fund-on-fund structure.

The proposed structure involves top funds, which are classes of a mutual fund corporation, investing all of their assets in separate underlying limited partnerships managed by the same manager.

The Ontario Securities Commission granted the requested relief from the related issuer and related party investment restrictions under the Securities Act, subject to standard conditions including that no duplicative management or incentive fees are payable.

The Filers applied to the Ontario Securities Commission for exemptive relief from mutual fund conflict of interest investment restrictions, consent requirements, and management reporting requirements.

The relief was sought to permit certain pooled funds to invest in underlying funds using a fund-on-fund structure, varying a previous decision to expand the list of top and underlying funds.

The Commission granted the requested relief, subject to conditions including that the pooled funds are distributed on a private placement basis and that no duplicative management fees are payable.

The applicant applied for exemptive relief on behalf of certain top funds to permit them to invest in an underlying fund, which would otherwise be prohibited by the self-dealing restrictions in the Securities Act because the top funds could become substantial security holders of the underlying fund.

The Ontario Securities Commission granted the requested exemption, subject to conditions including that no duplicate management or incentive fees are payable and that the top funds will not vote the securities of the underlying fund.

CI Investments Inc. applied for exemptive relief from the conflict of interest investment restrictions in the Securities Act.

The relief sought would permit pooled mutual funds managed by the applicant to make and hold investments in the listed securities of its substantial security holder, CI Financial Corp. The Ontario Securities Commission granted the relief, subject to conditions including that the investments be consistent with the funds' objectives, made on an exchange, and approved by an independent review committee.

Following a merits decision finding that the respondents breached continuous disclosure obligations by failing to disclose the potential revocation of mining leases in Sierra Leone, the Ontario Securities Commission held a hearing to determine sanctions and costs.

The Commission declined to impose administrative penalties or order the corporate respondent to implement new disclosure policies because Staff failed to provide adequate notice of these specific sanctions in the Notice of Hearing.

The CEO, who was the driving force behind the non-disclosure, was reprimanded and banned from acting as a director or officer of any issuer for 10 years.

The CFO, who acquiesced in the failures, was reprimanded and banned for 12 months.

The corporate respondent and the CEO were ordered to pay $60,000 and $40,000 respectively towards the costs of the investigation and hearing.