Ontario Securities Commission Bulletin

Issue 31/14 - April 04, 2008

Ont. Sec. Bull. Issue 31/14

Table of Contents

Chapter 1 - Notices / News Releases

Notices

• Current Proceedings Before The Ontario Securities Commission

• CSA Notice 24-307 -- Exemption from Transitional Rule: Extension of Transitional Phase-In Period in NI 24-101

Notices of Hearing

• Jose Castaneda - ss. 127, 127.1

• Bennett Environmental Inc. et al. - s. 127

• Gregory Galanis - s. 127

• Darren Delage - ss. 127, 127.1

• LandBankers International MX, S.A. DE C.V. et al. - s. 127

Notices from the Office of the Secretary

• David Berry

• Jose L. Castaneda

• Hacik Istanbul

• Jose L. Castaneda

• Hollinger Inc. et al.

• Bennett Environmental Inc. et al.

• Gregory Galanis

• Saxon Financial Services et al.

• Sulja Bros. Building Supplies, Ltd. (Nevada) et al.

• Darren Delage

• Shallow Oil & Gas Inc. et al.

• Firestar Capital Management Corp. et al.

• Land Banc of Canada Inc. et al.

• LandBankers International MX, S.A. DE C.V. et al.

• MRS Sciences Inc. (formerly Morningside Capital Corp.) et al.

Chapter 2 - Decisions, Orders and Rulings

Decisions

• MSP 2007 Resource Limited Partnership - MRRS Decision

• Norrep Performance 2006 Flow-Through Limited Partnership - MRRS Decision

• Lawrence Asset Management Inc. and Lawrence India Fund - MRRS Decision

• Tremont Core Diversified Fund - NI 81-106 Investment Fund Continuous Disclosure, s. 17.1

• Granby Industries Income Fund - s. 1(10)

• Gemini Energy Corp. - s. 1(10)

• Extreme CCTV Inc. - s. 1(10)

• Miramar Mining Corporation - s. 1(10)

• JovFunds Management Inc. and BetaPro Management Inc. - MRRS Decision

• Teknion Corporation - MRRS Decision

• PrimeWest Energy Trust and PrimeWest Energy Inc. - s. 1(10)

• Blumont Augen General Partner 2007-1 Inc. et al. - MRRS Decision

• BMO Investments Inc. et al. - MRRS Decision

• Tembec Holdings Inc. - s. 1(10)(b)

• Cyries Energy Inc. - s. 1(10)(b)

• Marathon Oil Canada Corporation (formerly Western Oil Sands Inc.) - MRRS Decision

• Heritage Oil Corporation - MRRS Decision

• Rider Resources Ltd. - s. 1(10)

• Keyera Energy Mutual Fund Corp. - s. 1(10)

• Collicutt Energy Services Ltd. - s. 1(10)

• Arkema - MRRS Decision

Orders

• David Berry - s. 21.7

• Jose Castaneda

• Hollinger Inc. et al.

• Saxon Financial Services et al. - s. 127(8)

• Dupont Capital Management Corporation - s. 80 of the CFA

• Kasten Chase Applied Research Limited - s. 144

• Sulja Bros. Building Supplies, Ltd. (Nevada) et al.

• Shallow Oil & Gas Inc. et al. - ss. 127(1), 127(8)

• Firestar Capital Management Corp. et al. - s. 127

• Land Banc of Canada Inc. et al. - ss. 126, 127

• LandBankers International MX, S.A. DE C.V. et al. - ss. 127(1), 127(5)

• MRS Sciences Inc. (formerly Morningside Capital Corp.) et al. - s. 127(1)

• Authorization Order - s. 3.5(3)

Chapter 3 - Reasons: Decisions, Orders and Rulings

OSC Decisions, Orders and Rulings

• Hacik Istanbul - s. 8

• Jose Castaneda

Chapter 4 - Cease Trading Orders

• Temporary, Permanent & Rescinding Issuer Cease Trading Orders

• Temporary, Permanent & Rescinding Management Cease Trading Orders

• Outstanding Management & Insider Cease Trading Orders

Chapter 5 - Rules and Policies

• Notice of OSC Rule 24-502 -- Exemption from Transitional Rule: Extension of Transitional Phase-In Period in NI 24-101

Chapter 6 - Request for Comments

• OSC Notice 11-762 - Request for Comments Regarding Statement of Priorities for Fiscal Year Ending March 31, 2009

Chapter 8 - Notice of Exempt Financings

• Reports of Trades Submitted on Forms 45-106F1 and 45-501F1

Chapter 11 - IPOs, New Issues and Secondary Financings

Chapter 12 - Registrations

• Registrants

Chapter 13 - SRO Notices and Disciplinary Proceedings

• MFDA Issues Notice of Hearing Regarding Brian Somerset Campbell

• MFDA Issues Notice of Hearing Regarding Brian Edward Mark Nerdahl

• MFDA Sets Date for Joplin Leclair Hearing in Toronto, Ontario

• MFDA Sets Date for Calogero (Charlie) Arcuri Hearing in Toronto, Ontario

Chapter 25 - Other Information

Approvals

• Ark Fund Management Ltd. - s. 213(3)(b) of the LTCA

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Chapter 1 -- Notices / News Releases

Current Proceedings Before The Ontario Securities Commission

APRIL 4, 2008

CURRENT PROCEEDINGS

BEFORE

ONTARIO SECURITIES COMMISSION

Unless otherwise indicated in the date column, all hearings will take place at the following location:

The Harry S. Bray Hearing Room

Ontario Securities Commission

Cadillac Fairview Tower

Suite 1700, Box 55

20 Queen Street West

Toronto, Ontario

M5H 3S8

Late Mail depository on the 19^th Floor until 6:00 p.m.

THE COMMISSIONERS

SCHEDULED OSC HEARINGS

ADJOURNED SINE DIE

Global Privacy Management Trust and Robert Cranston

Andrew Keith Lech

S. B. McLaughlin

Livent Inc., Garth H. Drabinsky, Myron I. Gottlieb, Gordon Eckstein, Robert Topol

Portus Alternative Asset Management Inc., Portus Asset Management Inc., Boaz Manor, Michael Mendelson, Michael Labanowich and John Ogg

Maitland Capital Ltd., Allen Grossman, Hanouch Ulfan, Leonard Waddingham, Ron Garner, Gord Valde, Marianne Hyacinthe, Diana Cassidy, Ron Catone, Steven Lanys, Roger McKenzie, Tom Mezinski, William Rouse and Jason Snow

Euston Capital Corporation and George Schwartz

Al-Tar Energy Corp., Alberta Energy Corp., Eric O'Brien, Bill Daniels, Bill Jakes, John Andrews, Julian Sylvester, Michael N. Whale, James S. Lushington, Ian W. Small, Tim Burton and Jim Hennesy

Global Partners Capital, WS Net Solution, Inc., Hau Wai Cheung, Christine Pan, Gurdip Singh Gahunia

Land Banc of Canada Inc., LBC Midland I Corporation, Fresno Securities Inc., Richard Jason Dolan, Marco Lorenti and Stephen Zeff Freedman

CSA Notice 24-307 -- Exemption from Transitional Rule: Extension of Transitional Phase-In Period in NI 24-101

CANADIAN SECURITIES ADMINISTRATORS' (CSA)

NOTICE 24-307

EXEMPTION FROM TRANSITIONAL RULE:

EXTENSION OF TRANSITIONAL PHASE-IN PERIOD IN

NATIONAL INSTRUMENT 24-101 -- INSTITUTIONAL TRADE MATCHING AND SETTLEMENT

Purpose of this Notice

The purpose of this Notice is to inform stakeholders of the decision of the Canadian Securities Administrators (CSA or we) to extend the transitional phase-in period in National Instrument 24-101 Institutional Trade Matching and Settlement (NI 24-101 or the Instrument) by an additional 24 months. This decision will defer the requirement to match DAP/RAP trades by midnight on trade date (T) to July 1, 2010.

Background

Overview of NI 24-101

The Instrument and related Companion Policy 24-101CP (the CP) came into force on April 1, 2007, and became fully effective on October 1, 2007. NI 24-101 was developed to encourage more efficient and timely settlement processing of trades in securities, particularly the pre-settlement confirmation and affirmation process--or matching--of an institutional trade.

Under the Instrument, registrants trading for or with an institutional investor must have policies and procedures designed to match a DAP/RAP trade as soon as practical after the trade is executed, but no later than:

• presently, noon on the business day following the day on which the trade was executed (noon on T+1 matching requirement);

• starting July 1, 2008, midnight on the day on which the trade was executed (midnight on T matching requirement).{1}

When trading for or with an institutional investor, registered dealers and advisors must also enter into trade-matching agreements with other trade-matching parties or, alternatively, obtain signed trade-matching statements from other trade-matching parties (documentation requirement).{2} In addition, registrants must complete and deliver an exception report on Form 24-101F1 under the Instrument for any calendar quarter in which less than a certain percentage of their executed DAP/RAP trades were matched by the specified deadline (exception reporting requirement).{3} Under the current transitional provisions of NI 24-101, the requirement to deliver an exception report if less than 95 percent of a registrant's DAP/RAP trades in a calendar quarter are matched by midnight on T is being gradually phased in by January 1, 2010.

Implementation of NI 24-101

In May 2007, we formed a CSA-Industry Working Group (Working Group) to assist in implementing the Instrument and identifying ongoing issues. The Working Group is comprised of representatives of sell-side, buy-side and custodian firms, industry associations (Canadian Capital Markets Association (CCMA) and Investment Industry Association of Canada (IIAC)), the Investment Dealers Association of Canada (IDA), CDS Clearing and Depository Services Inc. (CDS), and CSA staff. See CSA Staff Notice 24-304--CSA-Industry Working Group on National Instrument 24-101, dated July 6, 2007.

In December 2007, we published CSA Staff Notice 24-305--Frequently Asked Questions About National Instrument 24-101 (FAQs) to assist market participants in complying with NI 24-101.

Preliminary impact of NI 24-101

The Instrument has been largely successful in encouraging market participants to address institutional trade back-office problems and improve their trade settlement processes and systems. The CCMA confirms that many processes have been re-engineered and become electronic, resulting in some efficiency gains and straight-through processing (STP) improvements throughout the industry.

According to CDS statistics, institutional trade affirmation rates on T+1 have improved significantly in the last three years.{4} In April 2004, when NI 24-101 was first published for comment, only 47 percent of institutional trades were affirmed by midnight on T+1. In December 2007, 81.2 percent of institutional trades were affirmed by midnight on T+1, representing an increase of 34 percentage points since April 2004. Institutional trade affirmation rates on T during the same period have also improved. In April 2004, only 3 percent of trades were matched by midnight on T. This rose to almost 29.3 percent of trades in December 2007, representing an increase of 26 percentage points during the period.

Recent industry concerns

Despite NI 24-101's positive impact, the CCMA has raised concerns about the overall readiness of the Canadian capital markets to comply with the midnight on T matching requirement. The securities industry still has much work to do to achieve the exception reporting targets for the midnight on T matching requirement. The CCMA submits that most industry participants will require major system and process enhancements to increase matching rates by midnight on T. Industry participants need more time to allow their batch processes to evolve to real-time. Our discussions with the Working Group and our review of the current CDS trade matching statistics generally confirm the CCMA's concerns.

Deferring the Move to Matching on T

We believe that the market efficiency gains and cost benefits of moving to matching on T that were originally intended with NI 24-101 will be negatively impacted if the transitional phase-in period is not extended, as many market participants are not ready for such a move. While the policy rationale underlying the move to matching on T remains sound, we believe the timing for imposing such a move should be reassessed. Among other reasons, there is no indication that international markets have markedly improved institutional trade affirmation rates since the 2003 Group of Thirty (G-30) Report Global Clearing and Settlement: A Plan of Action.{5} Agreement on global standards for automated institutional trade matching remains a remote prospect at this time. Also, it does not appear that such markets are planning to shorten the current T+3 settlement cycles.

We believe the decision to move to matching by midnight on T should, for the time being, largely remain a business-driven decision. Consequently, we are deferring the current July 1, 2008 effective date in the Instrument for the midnight on T matching requirement to July 1, 2010. We are also extending the transitional phase-in period in the Instrument for the registrant exception reporting requirement (the phase-in reporting period) by an additional period of 24 months. This will allow us to better assess the industry's overall matching performance in a noon on T+1 environment. It will also enable us to undertake a review of the Instrument and CP this year, including the documentation and exception reporting requirements and the timing for implementing the midnight on T matching requirement.

Nature of Relief

CSA jurisdictions (apart from Ontario) have granted, or are expected to grant, relief through blanket orders (blanket orders) to defer the midnight on T matching requirement to July 1, 2010 from the current July 1, 2008 date. The blanket orders will also extend the phase-in reporting period to January 1, 2012 from the current January 1, 2010 date. In Ontario, the Ontario Securities Commission (OSC) has adopted local Rule 24-502 -- Exemption from Transitional Rule: Extension of Transitional Phase-In Period in National Instrument 24-101 -- Institutional Trade Matching and Settlement (local rule) as an Ontario-only amendment to NI 24-101 to effectively achieve the same result.{6}

The blanket orders and local rule specifically amend subsections (1), (2) and (3) of section 10.2 of NI 24-101. The amendments defer the midnight on T matching requirement to July 1, 2010, extend the phase-in reporting period to January 1, 2012, and make consequential amendments to the percentages and dates for exception reporting purposes. As a result, the coming-into-force and transitional provisions for the midnight on T matching and exception reporting requirements of the Instrument are as follows:

Questions

If you have any questions about this Notice, the blanket orders, the local rule, or NI 24-101 generally, please contact the following CSA staff:

{1} Subsections 3.1(1), 3.3(1) and 10.2(1).

{2} Sections 3.2 and 3.4.

{3} Part 4 and subsection 10.2(3).

{4} See CCMA Website at: http://www.ccma-acmc.ca/en/performance.html

{5} See Global Clearing and Settlement: A Plan of Action, report of the G-30 dated January 23, 2003. The report's Recommendation 5: Automate and Standardize Institutional Trade Matching, recommended that market participants should collectively develop and use compatible and industry-accepted technical and market-practice standards for the automated confirmation and agreement of institutional trade details on the day of the trade.

{6} The OSC is required to seek approval of the local rule from the Ontario Minister of Finance. See Chapter 5 of this OSC Bulletin.

Jose Castaneda - ss. 127, 127.1

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

JOSE CASTANEDA

NOTICE OF HEARING

(Section 127 and 127.1)

TAKE NOTICE that the Ontario Securities Commission (the "Commission") will hold a hearing pursuant to sections 127 and 127.1 of the Securities Act, R.S.O. 1990, c.S.5, as amended, at the offices of the Commission, 20 Queen Street West, 17th Floor, Main Hearing Room, Toronto, Ontario, commencing on the 27th day of March, 2008 at 1:30 p.m. or as soon thereafter as the hearing can be held:

TO CONSIDER whether it is in the public interest to approve the settlement of the proceeding entered into between Staff of the Commission ("Staff") and Jose Castaneda pursuant to sections 127 and 127.1 of the Act;

BY REASON OF the allegations set out in the Statement of Allegations of Staff, and such additional allegations as counsel may advise and the Commission may permit;

AND TAKE FURTHER NOTICE that any party to the proceeding may be represented by counsel at the hearing;

AND TAKE FURTHER NOTICE that upon failure of any party to attend at the time and place aforesaid, the hearing may proceed in the absence of that party, and such party is not entitled to any further notice of the proceeding.

DATED at Toronto this 27th day of March 2008.

"John Stevenson"

Bennett Environmental Inc. et al. - s. 127

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

BENNETT ENVIRONMENTAL INC., JOHN BENNETT,

RICHARD STERN, ROBERT GRIFFITHS, AND

ALLAN BULCKAERT

NOTICE OF HEARING

(Section 127)

TAKE NOTICE that the Ontario Securities Commission (the "Commission") will hold a hearing pursuant to section 127 of the Securities Act, R.S.O. 1990, c. S.5, as amended, (the "Act") at the offices of the Commission located at 20 Queen Street West, Toronto, 17th Floor, on April 4, 2008, at 10:00 a.m. or as soon thereafter as the hearing can be held:

TO CONSIDER whether, pursuant to section 127 of the Act, it is in the public interest for the Commission to make an order approving the Settlement Agreement entered into by Staff of the Commission and Richard Stern.

BY REASON OF the allegations set out in the Statement of Allegations of Staff dated May 31, 2006 and such additional allegations as Staff may advise and the Commission may permit;

AND TAKE FURTHER NOTICE that any party to the proceeding may be represented by counsel;

AND TAKE FURTHER NOTICE that upon the failure of any party to attend at the time and place aforesaid, the hearing may proceed in the absence of that party, and such party is not entitled to any further notice of the proceeding.

DATED at Toronto this 28th day of March, 2008.

Gregory Galanis - s. 127

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

GREGORY GALANIS

AMENDED NOTICE OF HEARING

(Section 127)

TAKE NOTICE that the Ontario Securities Commission will hold a hearing pursuant to section 127 of the Securities Act, R.S.O. 1990, c. S.5, as amended (the "Act"), at the offices of the Commission located at 20 Queen Street West, Toronto, 17th Floor, on April 3, 2008 at 11:00 a.m. or as soon thereafter as the hearing can be held;

AND TAKE NOTICE that the purpose of the hearing is for the Commission to consider whether in its opinion it is in the public interest to make an order:

(a) pursuant to clause 1 of section 127(1) that the respondent's registration be suspended or restricted for such period as is specified by the Commission;

(b) pursuant to clause 2 of section 127(1) that trading in any securities by the respondent cease for such period as is specified by the Commission;

(c) pursuant to clause 2.1 of section 127(1) that acquisition of any securities by the respondent is prohibited for such period as is specified by the Commission;

(d) pursuant to clause 3 of section 127(1) that any exemptions contained in Ontario securities law do not apply to the respondent for such period as is specified by the Commission;

(e) pursuant to clause 6 of section 127(1) that the respondent be reprimanded;

(f) pursuant to clause 8.1 of section 127(1) that the respondent resign all positions he holds as a director or officer of a registrant;

(g) pursuant to clause 8.2 of section 127(1) that the respondent be prohibited from becoming or acting as a director or officer of a registrant;

(h) pursuant to clause 9 of section 127(1) that the respondent pay an administrative penalty for the failure to comply with Ontario securities law;

(i) pursuant to clause 10 of section 127(1) that the respondent disgorge to the Commission any amounts obtained as a result of non-compliance with Ontario securities law; and

(j) at the conclusion of the hearing, to make an order pursuant to section 127.1 that the respondent pay the costs of the investigation and hearing.

BY REASON OF the allegations set out in the Statement of Allegations of Staff of the Commission dated March 18, 2008 and such additional allegations as counsel may advise and the Commission may permit;

AND TAKE FURTHER NOTICE that any party to the proceeding may be represented by counsel, if that party attends or submits evidence at the hearing;

AND TAKE FURTHER NOTICE that upon the failure of any party to attend at the time and place aforesaid, the hearing may proceed in the absence of that party, and such party is not entitled to any further notice of the proceeding.

DATED at Toronto this 28th day of March, 2008.

Darren Delage - ss. 127, 127.1

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

DARREN DELAGE

NOTICE OF HEARING

(Sections 127 and 127.1)

TAKE NOTICE that the Ontario Securities Commission (the "Commission") will hold a hearing pursuant to sections 127 and 127.1 of the Securities Act, R.S.O. 1990, c. S.5, as amended, (the "Act") at the Commission's offices on the 17th floor, 20 Queen Street West, Toronto, Ontario, commencing on the 29th of April, 2008 at 2:30 p.m., or as soon thereafter as the hearing can be held;

TO CONSIDER whether it is in the public interest to make an order pursuant to sections 127 and 127.1 of the Act that:

(a) the registration of Darren Delage under Ontario securities law be suspended or restricted for such period as is specified in the order, or be terminated;

(b) terms and conditions be placed on the registration of Darren Delage;

(c) trading in any securities by Darren Delage cease permanently or for such period as is specified by the Commission;

(d) any exemptions contained in Ontario securities law do not apply to Darren Delage permanently or for such period as is specified by the Commission;

(e) Darren Delage be reprimanded;

(f) Darren Delage be ordered to pay the costs of the Commission investigation and the hearing;

(g) such other orders as the Commission may deem appropriate.

BY REASON of the allegations set out in the attached Statement of Allegations made by Staff of the Commission dated March 31, 2008;

AND TAKE FUTHER NOTICE THAT any party to the proceeding may be represented by counsel at the hearing;

AND TAKE FURTHER NOTICE THAT, upon failure of any party to attend at the time and place aforesaid, the hearing may proceed in the absence of that party, and such party is not entitled to any further notice of the proceeding.

DATED at Toronto this 31st day of March, 2008.

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

DARREN DELAGE

STATEMENT OF ALLEGATIONS

OF STAFF OF THE

ONTARIO SECURITIES COMMISSION

Staff of the Ontario Securities Commission ("Staff") make the following allegations:

I. Background

1. Polar Securities Inc. ("Polar Securities") was established in 1991 and is a registered Investment Dealer and Futures Commission Merchant, whose business includes the management of hedge funds.

2. Polaris Energy Offshore Master Fund (the "Polaris Fund") was established in 2003 and was a $25 million offshore, non-prospectus qualified hedge fund managed by Polar Securities. The Polaris Fund described itself as a broadly diversified, market neutral, long/short energy equity hedge fund. The investors in the Polaris Fund included another hedge fund managed by Polar Securities and external investors.

3. The respondent, Darren Delage ("Delage"), is a resident of Oakville, Ontario. Delage was employed by Polar Securities from April 2004 to July 15, 2005 to advise and trade on behalf of the Polaris Fund. Delage was not registered with the Commission in any capacity. During his employment, Delage executed the majority of the trades for the Polaris Fund. Delage is currently registered with the Commission as an Associate Portfolio Manager with another registered firm.

4. Environmental Applied Research Technology House-Earth (Canada) Corporation ("EAR") was a stock that traded on the Canadian Venture Exchange ("CDNX") under the stock symbol "EAR". EAR's business was the development and commercialization of technologies for the extraction of hydrocarbons from upstream oil and gas produced water. On November 4, 2005, EAR was renamed TORR Canada Inc.

5. On June 23, 2005, the Polaris Fund participated in a private placement of EAR units. The Polaris Fund purchased approximately 2.75 million units at a cost of $0.10 per unit. Each unit consisted of one common share and one share purchase warrant of the corporation, with each share purchase warrant exercisable for one common share at a price of $0.13. Pursuant to Ontario securities law, there was a four month restriction on the resale of these shares. This private placement was recommended for the Polaris Fund by an employee of Polar Securities.

II. Delage's trading activity in EAR shares

6. Between June 27, 2005 and July 12, 2005, Delage entered into numerous purchases of freely-tradable EAR shares, which were reported on the public market via CDNX, when he knew or ought reasonably to have known that the trades would result in or contribute to a misleading appearance of trading activity in EAR shares, or an artificial price for those shares. These trades involved:

a. entering into trades at or near the end of the trading day which resulted in the appearance of strength for the closing price of EAR shares;

b. entering into orders to buy EAR shares at a price higher than the last reported trade ("Upticks");

c. entering into orders to buy EAR shares at a share price higher than the EAR shares had previously traded in 2005 ("New Highs for 2005");

d. entering into orders to buy EAR shares in quantities that dominated the daily market and/or end of day market for EAR shares.

7. On June 27, 2005, Delage entered eleven purchase orders for a total of 210,000 EAR shares between 3:32 p.m. and 4:00 p.m. The fills resulted in ten Upticks and two New Highs for 2005. In the last 28 minutes of trading, during the time of Delage's trading, the share price increased from $0.13 to $0.24 per share, or based on the last board lot traded, the share price increased from $0.15 to $0.24 per share. Delage's trading dominated the volume of trading in EAR shares in the last 30 minutes of trading.

8. On June 28, 2005, Delage entered two purchase orders for a total of 125,000 EAR shares between 3:54 and 4:00 p.m. The fills resulted in five Upticks. In the last five minutes of trading, during the time of Delage's trading, the share price increased from $0.18 to $0.215 per share. Delage's trading dominated the volume of trading in EAR shares in the last 30 minutes of trading.

9. On June 29, 2005, Delage entered four purchase orders for a total of 100,000 EAR shares between 3:53 and 4:00 p.m. The fills resulted in one Uptick. On this day, there was no net effect on the price of EAR shares, which had a value of $0.20 per share at market close. Delage's trading represented 100 per cent of the volume of trading in EAR shares in the last 30 minutes of trading.

10. On June 30, 2005, Delage entered purchase orders for a total of 20,000 EAR shares between 2:50 and 4:00 p.m. The fills resulted in two Upticks. In the last 55 minutes of trading, during the time of Delage's trading, the share price increased from $0.175 to $0.20 per share. Delage's trading represented 100 per cent of the volume of trading in EAR shares in the last 30 minutes of trading.

11. On July 8, 2005, Delage entered purchase orders for a total of 30,000 EAR shares between 12:16 and 4:00 p.m. Of Delage's purchase orders, 20,000 EAR shares were purchased. The fills resulted in three Upticks. In the last 77 minute of trading, during the time of Delage's trading, the share price increased from $0.20 to $0.225 per share. Delage's trading dominated the volume of trading in EAR shares in the last 30 minutes of trading.

12. On July 11, 2005, Delage entered two purchase orders for 5,000 EAR shares between 3:34 and 4:00 p.m. One order of 5,000 shares was filled at a price of $0.21 per share while the other order was not filled. Delage's trade was the last of the day and was at the same price as the previous trade.

13. On July 12, 2005, Delage entered his first purchase order for 5,000 EAR shares at 9:42 a.m. Later that same day, Delage entered four more purchase orders for a total of 25,000 EAR shares between 3:46 and 4:00 p.m. The fills resulted in two Upticks. In the last 14 minutes of trading, during the time of Delage's trading, the share price increased from $0.20 to $0.22 per share. Delage's trading represented 100 per cent of the volume of trading in EAR shares in the last 30 minutes of trading.

III. Effect of trading on Polaris Fund

14. The Polaris Fund's objective, as advertised on the Polar Securities website, was to "produce consistent positive absolute returns with low volatility and with low correlation to both the S&P/TSX energy index and broad equity indices." However, in the period of time from January 2005 until May 2005, the Polaris Fund fluctuated between trading profits and losses.

15. The Polaris Fund was valued monthly on the basis of the closing price of the securities held in the Polaris Fund on the last trading day of the month. In June 2005, the market price of EAR shares had a significant positive impact on the value of the monthly profit and loss recorded for the Polaris Fund due to the 2.75 million units of EAR held.

IV. Termination of Delage

16. On July 6, 2005, as a result of inquiries initiated by an employee of Polar Securities, Polar Securities commenced an investigation into Delage's trading activity regarding his purchases of EAR shares at the end of June, 2005. As a result of this investigation, Delage was terminated, effective July 15, 2005.

V. Conduct contrary to the Act and the public interest

17. Delage's trading in EAR shares on June 27 to 30, 2005 and July 8, 11 and 12, 2005, contributed to or created a misleading appearance of trading activity in, or an artificial price for EAR shares. Delage entered orders to purchase EAR shares at successively higher prices to effect a high closing price or maintain the trading price, and entered orders that could reasonably be expected to create an artificial appearance of investor participation in the market. These trades, accordingly, unduly interfered with the normal forces of demand for or supply of EAR shares and were abusive of the capital markets.

18. Delage knew or ought reasonably to have known that the trades would result in or contribute to a misleading appearance of trading activity in EAR shares, or an artificial price for those shares.

19. Delage's conduct was contrary to Ontario securities law, by virtue of section 3.1(1)(a) of NI 23-101, and was contrary to the public interest.

20. Staff reserve the right to make such other allegations as Staff may advise and the Commission may permit.

Dated at Toronto this 31st day of March, 2008

LandBankers International MX, S.A. DE C.V. et al. - s. 127

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

LANDBANKERS INTERNATIONAL MX, S.A. DE C.V.;

SIERRA MADRE HOLDINGS MX, S.A. DE C.V.;

L&B LANDBANKING TRUST S.A. DE C.V.;

BRIAN J. WOLF ZACARIAS;

ROGER FERNANDO AYUSO LOYO;

ALAN HEMINGWAY; KELLY FRIESEN;

SONJA A. MCADAM; ED MOORE; KIM MOORE;

JASON ROGERS; AND DAVE URRUTIA

NOTICE OF HEARING

(Section 127)

TAKE NOTICE that the Ontario Securities Commission will hold a hearing pursuant to section 127 of the Securities Act, (the Act) R.S.O. 1990, c. S. 5, as amended, at the offices of the Commission, 20 Queen Street West, 17th Floor Hearing Room commencing on April 9th, 2008 at 2:00 p.m. or as soon thereafter as the hearing can be held.

AND TAKE NOTICE that the purpose of the Hearing is for the Commission to consider whether it is in the public interest for the Commission:

(a) pursuant to section 127(7) of the Act to extend the temporary order made March 27th, 2008 ;

(b) at the conclusion of the hearing, to make an order pursuant to clause 2 of section 127(1) that trading in any securities by the Respondents cease permanently or for such period as is specified by the Commission;

(c) at the conclusion of the hearing, to make an order pursuant to clause 3 of section 127(1) that any exemptions contained in Ontario securities law do not apply to the Respondents permanently or for such period as is specified by the Commission; and

(d) to make such other order as the Commission may deem appropriate.

BY REASON OF the issuance of Cease Trade Orders in Saskatchewan against the Respondents and the issuance of Cease Trade Orders in Alberta and Manitoba against certain of the Respondents and such additional allegations as counsel may advise and the Commission may permit;

AND TAKE FURTHER NOTICE that any party to the proceedings may be represented by counsel if that party attends or submits evidence at the hearing;

AND TAKE FURTHER NOTICE that upon the failure of any party to attend at the time and place aforesaid, the hearing may proceed in the absence of the party and the party is not entitled to any further notice of the proceeding.

DATED at Toronto this 28th day of March, 2008.

David Berry

FOR IMMEDIATE RELEASE

March 27, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

A REQUEST FOR A HEARING AND REVIEW OF

A DECISION OF A HEARING PANEL OF

MARKET REGULATION SERVICES INC.

AND

IN THE MATTER OF

THE UNIVERSAL MARKET INTEGRITY RULES

AND

IN THE MATTER OF

DAVID BERRY

TORONTO -- Following a hearing held on March 6, 2008 in the above noted matter, the Commission issued its Order yesterday, with written reasons to follow in due course.

A copy of the Order dated March 26, 2008 is available at www.osc.gov.on.ca.

Jose L. Castaneda

FOR IMMEDIATE RELEASE

March 27, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

JOSE L. CASTANEDA

TORONTO -- The Office of the Secretary issued a Notice of Hearing today to consider whether it is in the public interest to approve the settlement of the proceeding entered into between Staff of the Commission and Jose Castaneda.

A copy of the Notice of Hearing dated March 27, 2008 is available at www.osc.gov.on.ca.

Hacik Istanbul

FOR IMMEDIATE RELEASE

March 28, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

HACIK ISTANBUL

TORONTO -- Following a hearing held on February 21, 2008 to consider the Application made by Hacik Istanbul for a review of a Director's Decision dated August 10, 2007, the Commission issued its Reasons and Decision in the above noted matter.

A copy of the Reasons and Decision dated March 27, 2008 is available at www.osc.gov.on.ca.

Jose L. Castaneda

FOR IMMEDIATE RELEASE

March 27, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

JOSE L. CASTANEDA

TORONTO -- Following a hearing held today, the Commission issued an Order approving the Settlement Agreement reached between Staff of the Commission and Jose L. Castaneda.

A copy of the Order dated March 27, 2008 and Settlement Agreement dated March 27, 2008 are available at www.osc.gov.on.ca.

Hollinger Inc. et al.

FOR IMMEDIATE RELEASE

March 27, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

HOLLINGER INC., CONRAD M. BLACK,

F. DAVID RADLER, JOHN A. BOULTBEE,

AND PETER Y. ATKINSON

TORONTO -- The Commission today issued a consent order adjourning the hearing currently scheduled for March 28, 2008 to September 26, 2008, at 10:00 a.m., for the purpose of addressing the scheduling of this proceeding. The Commission is of the opinion that the order is in the public interest considering the pending appeals of Black and Boultbee in the criminal proceedings brought against them in the United States and considering the undertakings provided by the respondents.

A copy of the Order dated March 17, 2008 is available at www.osc.gov.on.ca.

Bennett Environmental Inc. et al.

FOR IMMEDIATE RELEASE

March 28, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

BENNETT ENVIRONMENTAL INC., JOHN BENNETT,

RICHARD STERN, ROBERT GRIFFITHS AND

ALLAN BULCKAERT

TORONTO -- The Office of the Secretary issued a Notice of Hearing today to consider whether it is in the public interest to approve the settlement of the proceeding entered into between Staff of the Commission and Jose Castaneda. The hearing will be held on April 4, 2008 at 10:00 a.m.

A copy of the Notice of Hearing dated March 28, 2008 is available at www.osc.gov.on.ca.

Gregory Galanis

FOR IMMEDIATE RELEASE

March 28, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

GREGORY GALANIS

TORONTO -- The Office of the Secretary issued an Amended Notice of Hearing in the above named matter setting the matter down to be heard on April 3, 2008 at 11:00 a.m.

A copy of the Amended Notice of Hearing dated March 28, 2008 is available at www.osc.gov.on.ca.

Saxon Financial Services et al.

FOR IMMEDIATE RELEASE

March 28, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

SAXON FINANCIAL SERVICES,

SAXON CONSULTANTS, LTD.,

INTERNATIONAL MONETARY SERVICES ,

FXBRIDGE TECHNOLOGY,

MEISNER CORPORATION,

MERCHANT CAPITAL MARKETS, S.A.,

MERCHANT CAPITAL MARKETS,

MERCHANTMARX

AND

SIMON BACHUS, JOSEPH CUNNINGHAM,

RICHARD CLIFFORD, RYAN CASON, JOHN HALL,

DONNY HILL, JEREMY JONES, MARK KAUFMANN,

CONRAD PRAAMSMA, JUSTIN PRAAMSMA,

SCOTT SANDERS, JACK SINNI, MARC THIBAULT,

SEAN WILSON AND TODD YOUNG

TORONTO -- Following a hearing held today, the Commission issued an Order which provides that:

a) the hearing is adjourned to June 10, 2008 at 2:30 p.m.;

b) the Temporary Order is not extended as against International Monetary Services, Simon Bachus, Joseph Cunningham, FxBridge Technologies, Inc., Merchant Capital Markets, S.A., Merchant Capital Markets, and MerchantMarx; and,

c) the Temporary Order is extended as against Saxon Financial Services, Saxon Consultants, Ltd., Meisner Corporation, Richard Clifford, Ryan Cason, John Hall, Donny Hill, Jeremy Jones, Mark Kaufman, Conrad Praamsma, Justin Praamsma, Scott Sanders, Jack Sinni, Marc Thibault, Sean Wilson, and Todd Young during the period of the adjournment.

A copy of the Order dated March 28, 2008 is available at www.osc.gov.on.ca.

Sulja Bros. Building Supplies, Ltd. (Nevada) et al.

FOR IMMEDIATE RELEASE

March 28, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

SULJA BROS. BUILDING SUPPLIES, LTD. (NEVADA),

SULJA BROS. BUILDING SUPPLIES LTD.,

KORE INTERNATIONAL MANAGEMENT INC.,

PETAR VUCICEVICH AND ANDREW DEVRIES

TORONTO --The Commission issued an Order today continuing the Temporary Order until May 23, 2008 in the above noted matter.

A copy of the Order dated March 28, 2008 is available at www.osc.gov.on.ca.

Darren Delage

FOR IMMEDIATE RELEASE

April 1, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

DARREN DELAGE

TORONTO -- The Office of the Secretary issued a Notice of Hearing in the above named matter setting the matter down for the 29th of April, 2008 at 2:30 p.m.

A copy of the Notice of Hearing dated March 31, 2008 and Statement of Allegations of Staff of the Ontario Securities Commission dated March 31, 2008 are available at www.osc.gov.on.ca.

Shallow Oil & Gas Inc. et al.

FOR IMMEDIATE RELEASE

April 1, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

SHALLOW OIL & GAS INC., ERIC O'BRIEN,

ABEL DA SILVA, GURDIP SINGH GAHUNIA

also known as MICHAEL GAHUNIA, and

ABRAHAM HERBERT GROSSMAN

also known as ALLEN GROSSMAN

TORONTO -- Following a hearing held yesterday, the Commission ordered that the Temporary Order is extended to Wednesday, June 18, 2008, and that the Hearing is adjourned to Wednesday, June 18, 2008, at 10:00 a.m.

A copy of the Order dated March 31, 2008 is available at www.osc.gov.on.ca.

Firestar Capital Management Corp. et al.

FOR IMMEDIATE RELEASE

April 1, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

FIRESTAR CAPITAL MANAGEMENT CORP.,

KAMPOSSE FINANCIAL CORP.,

FIRESTAR INVESTMENT MANAGEMENT GROUP,

MICHAEL CIAVARELLA AND MICHAEL MITTON

TORONTO -- Following a hearing held yesterday, the Commission issued an Order in the above named matter which provides that the Temporary Orders currently in place as against the Respondents are further continued until June 2, 2008, or until further order of this Commission.

The Commission also ordered that the hearing to consider whether to continue the Temporary Orders be adjourned to June 2, 2008.

A copy of the Order dated March 31, 2008 is available at www.osc.gov.on.ca.

Land Banc of Canada Inc. et al.

FOR IMMEDIATE RELEASE

April 2, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

LAND BANC OF CANADA INC.,

LBC MIDLAND I CORPORATION,

FRESNO SECURITIES INC.,

RICHARD JASON DOLAN,

MARCO LORENTI AND

STEPHEN ZEFF FREEDMAN

TORONTO -- Following a hearing yesterday, the Commission issued an Order which provides that:

1. the Temporary Order is not extended as against LBC, Midland, Dolan and Lorenti;

2. the Direction is continued until April 30, 2008 subject to payments approved by Staff in writing; and

3. this Order shall not affect the right of LBC, Midland, Dolan and Lorenti to apply to the Commission to clarify or revoke the Direction prior to April 30, 2008 upon three days notice to Staff of the Commission.

A copy of the Order dated April 1, 2008 is available at www.osc.gov.on.ca.

LandBankers International MX, S.A. DE C.V. et al.

FOR IMMEDIATE RELEASE

April 2, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

LANDBANKERS INTERNATIONAL MX, S.A. DE C.V.;

SIERRA MADRE HOLDINGS MX, S.A. DE C.V.;

L&B LANDBANKING TRUST S.A. DE C.V.;

BRIAN J. WOLF ZACARIAS;

ROGER FERNANDO AYUSO LOYO;

ALAN HEMINGWAY; KELLY FRIESEN;

SONJA A. MCADAM; ED MOORE; KIM MOORE;

JASON ROGERS; AND DAVE URRUTIA

TORONTO -- The Office of the Secretary issued a Notice of Hearing on March 28, 2008 setting the matter down to be heard on April 9, 2008, 2008 at 2:00 p.m. to consider whether it is in the public interest for the Commission to extend the Temporary Order made March 27, 2008.

A copy of the Notice of Hearing dated March 28, 2008 and Temporary Order dated March 27, 2008 are available at www.osc.gov.on.ca.

MRS Sciences Inc. (formerly Morningside Capital Corp.) et al.

FOR IMMEDIATE RELEASE

April 2, 2008

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

MRS SCIENCES INC.

(FORMERLY MORNINGSIDE CAPITAL CORP.),

AMERICO DEROSA, RONALD SHERMAN,

EDWARD EMMONS AND IVAN CAVRIC

TORONTO -- The Commission issued an Order in the above matter which provides that: (i) the Hearing will start on October 8, 2008 at 10:00 a.m. and continue on October 9 and 10, 2008 and, if necessary, October 15 and 16, 2008; (ii) a pre-hearing conference and any prehearing motions shall be brought before mid-August 2008; and (iii) any motion to adjourn the hearing shall be brought before September 10, 2008.

A copy of the Order dated March 25, 2008 is available at www.osc.gov.on.ca.

Chapter 2 -- Decisions, Orders and Rulings

MSP 2007 Resource Limited Partnership - MRRS Decision

Headnote

Mutual Reliance Review System for Exemptive Relief Applications -- IRC of Flow-through limited partnership with December 31 year-end, granted relief to defer preparation of first and, if applicable, second IRC report to securityholders to same time as that required for other mutual funds and investment funds overseen by the same IRC -- The manager's other funds have a June 30 year-end - Manager has only one fund, a flow-through limited partnership, with a year-end different to the other funds under its management - The relief permits the first and second IRC report of the Partnership to be prepared by October 28, 2008 and September 28, 2009 similar to the other funds overseen by the same IRC.

Applicable Legislative Provisions

National Instrument 81-107 Independent Review Committee for Investment Funds, ss. 4.4(1), 7.1, 8.2(3).

March 25, 2008

IN THE MATTER OF

THE SECURITIES LEGISLATION OF

ONTARIO, ALBERTA, BRITISH COLUMBIA,

MANITOBA, NOVA SCOTIA, NEW BRUNSWICK,

PRINCE EDWARD ISLAND, NEWFOUNDLAND AND

LABRADOR, THE NORTHWEST TERRITORIES,

NUNAVUT, QUEBEC, SASKATCHEWAN

AND THE YUKON

(the "Jurisdictions")

AND

IN THE MATTER OF

THE MUTUAL RELIANCE REVIEW SYSTEM

FOR EXEMPTIVE RELIEF APPLICATIONS

AND

IN THE MATTER OF

MSP 2007 RESOURCE LIMITED PARTNERSHIP

(the "Partnership")

MRRS DECISION DOCUMENT

Background

The local securities regulatory authority or regulator (the "Decision Maker") in each of the Jurisdictions has received an application from the Partnership and Mackenzie Financial Corporation (the "Manager") on behalf of the Manager, the Partnership and the independent review committee of the Partnership (the "IRC") for a decision pursuant to section 7.1 of National Instrument 81-107 Independent Review Committee for Investment Funds ("NI 81-107") permitting the IRC to defer until October 28, 2008 and, if the Partnership is still in existence, until September 28, 2009, the preparation of the IRC report to securityholders of the Partnership that is required to be prepared under section 4.4(1) and section 8.2(3) of NI 81-107 (the "Requested Relief").

Interpretation

Defined terms contained in the National Instrument 14-101 Definitions have the same meaning in this decision unless they are defined in this decision.

Representations

This decision is based on the following facts represented by the Partnership:

1. The Partnership is a limited partnership formed under the laws of the Province of Ontario.

2. The Partnership filed a final prospectus dated January 17, 2007 (the "Prospectus") with the securities commission or regulatory authority of each of the Jurisdictions and Prince Edward Island and is a reporting issuer in each of the Jurisdictions and Prince Edward Island. The Partnership is a non-redeemable investment fund. Although the termination date of the Partnership is June 30, 2009, it is expected that the Partnership will be dissolved in March 2009.

3. In addition to the Partnership, the IRC also oversees all of the mutual funds and the other investment funds, including any other resource flow-through limited partnership managed by the Manager (collectively, the "Mackenzie Funds").

4. The financial year of each Mackenzie Fund is June 30 of each year. The financial year of the Partnership is December 31 of each year. Accordingly, other than the Partnership, all of the Mackenzie Funds, including any future resource flow-through limited partnership, have or will have a common financial year of June 30.

5. At the time the December 31 financial year of the Partnership was established, the consequences on the IRC and the IRC's reporting obligations under securities legislation were not considered by the Manager.

6. Under section 4.4(1) and section 8.2(3) of NI 81-107, the IRC is required to prepare its first report to the investors of the Mackenzie Funds by October 28, 2008 and its second report by September 28, 2009. However, because the Partnership has a different financial year than all of the Mackenzie Funds, absent the Requested Relief, the IRC would be required to prepare its first report to the investors of the Partnership by April 29, 2008, and it second report to investors of the Partnership by March 31, 2009.

7. Given the nature of an investment in a resource flow-through limited partnership such as the Partnership, the Manager is of the view that the investors in the Partnership would derive little, if any, benefit from a separate IRC report. Further, additional costs would be incurred in preparing a separate IRC report, which costs would be borne by the Partnership and, ultimately, by the investors in the Partnership. Therefore, from a cost/benefit perspective, the Manager believes that granting the Requested Relief would be in the best interests of the investors in the Partnership.

8. Granting the Requested Relief will also not be prejudicial to the investors in the Partnership, as these investors would have access to the comprehensive IRC report that will be prepared by October 28, 2008 for all of the Mackenzie Funds, including the Partnership and any other resource flow-through limited partnership managed by the Manager, and made available to all Mackenzie investors.

9. The Manager anticipates that the content of the IRC report on behalf of the Partnership will be similar to that of the Mackenzie Funds in 2008 and 2009, and, if the Requested Relief is granted, will cover the same period as the IRC report on behalf of the Mackenzie Funds, namely, the period of IRC activity up to and including June 30, 2008, and, if applicable, up to and including June 30, 2009.

10. The IRC report to securityholders of the mutual fund (the "Mutual Fund") into which assets of the Partnership are, or may be, eventually rolled over (the rollover being the "Mutual Fund Rollover Transaction" as described in the Prospectus), will disclose that the IRC has reviewed the Mutual Fund Rollover Transaction and will disclose the IRC's recommendation on this transaction.

11. The Requested Relief is only required in respect of the IRC report to securityholders of the Partnership required to be prepared in 2008 and in 2009. Although the termination date of the Partnership is June 30, 2009, it is expected that the Partnership will be dissolved in March 2009.

12. If the Partnership is not terminated on or prior to June 30, 2009, then pursuant to the Requested Relief, the IRC report to securityholders of the Partnership will be prepared by September 28, 2009 along with the IRC report to investors in the Mackenzie Funds, and the Manager will evaluate what further steps should be taken in respect of the Partnership.

Decision

Each of the Decision Makers is satisfied that the test contained in the Legislation that provides the Decision Makers with the jurisdiction to make the Decision has been met.

The decision of the Decision Makers is that the Requested Relief is granted.

Norrep Performance 2006 Flow-Through Limited Partnership - MRRS Decision

Headnote

MRRS for exemptive relief applications - Exemption from Annual Information Form (AIF) Requirements of Part 9 of National Instrument 81-106 (NI 81-106) - Flow-through limited partnership issuer - seeks relief from AIF requirements - the costs of complying with AIF requirements in NI 81-106 far outweigh the benefits - limited partners have adequate alternative continuous disclosure in the prospectus, financial statements and management report of fund performance - given issuers limited range of activities and intended liquidation, AIF of minimal benefit to limited partners.

Applicable Legislative Provisions

NI 81-106 Investment Fund Continuous Disclosure, ss. 9.2, 17.1.

Multilateral Instrument 11-101 Principal Regulator System.

Citation: Norrep Performance 2006 Flow-Through Limited Partnership, 2008 ABASC 167

March 27, 2008

IN THE MATTER OF

THE SECURITIES LEGISLATION OF

ALBERTA AND ONTARIO

(the Jurisdictions)

AND

IN THE MATTER OF

THE MUTUAL RELIANCE REVIEW SYSTEM

FOR EXEMPTIVE RELIEF APPLICATIONS

AND

IN THE MATTER OF

NORREP PERFORMANCE 2006 FLOW-THROUGH

LIMITED PARTNERSHIP

(the Filer)

MRRS DECISION DOCUMENT

Background

1. The local securities regulatory authority or regulator (the Decision Maker) in each of the Jurisdictions has received an application from the Filer for a decision under the securities legislation of the Jurisdictions (the Legislation) for an exemption from the requirement in Section 9.2 of National Instrument 81-106 Investment Fund Continuous Disclosure (NI 81-106) to prepare and file an annual information form (AIF) (the Requested Relief).

2. For the purposes of this decision, the term "Filer" includes other partnerships that are established from time to time that:

(a) have a general partner with the same parent as the general partner of the Filer; and

(b) are identical to the Filer in all other respects that are material to this MRRS decision document.

Application of Principal Regulator System

3. Under Multilateral Instrument 11-101 Principal Regulator System (MI 11-101) and the Mutual Reliance Review System for Exemptive Relief Applications:

(a) the Alberta Securities Commission is the principal regulator for the Filer;

(b) the Filer is relying on the exemption in Part 3 of MI 11-101 in all of the provinces of Canada except Alberta and Ontario; and

(c) this MRRS decision document evidences the decision of each Decision Maker.

Interpretation

4. Defined terms contained in National Instrument 14-101 Definitions have the same meaning in this decision unless they are defined in this decision.

Representations

5. This decision is based on the following facts represented by the Filer:

(a) The Filer is a limited partnership duly formed under the laws of the Province of Ontario on January 26, 2006.

(b) The principal place of business and registered office of the Filer is located in Calgary, Alberta.

(c) The Filer is a reporting issuer, where such status exists, in each of the provinces of Canada and is not in default of its obligations as a reporting issuer.

(d) The Filer is a non-redeemable investment fund.

(e) The Filer was organized to invest in flow-through shares of issuers whose principal business is oil and gas exploration, development and production, or mineral exploration, development and production (Resource Companies) and to participate in exploration, development and production of oil and gas by investing in flow-through shares of corporations incorporated by the general partner whose shares are wholly-owned by the Filer (Subsidiary Companies), which Subsidiary Companies enter into oil and gas drilling joint ventures.

(f) The Filer enters into flow-through investment agreements, pursuant to which the Filer subscribes for flow-through shares of the Resource Company or Subsidiary Company and the Resource Company or Subsidiary Company agrees to incur and renounce to the Filer, in amounts equal to the subscription price of the flow-through shares, expenditures in respect of resource exploration and development which qualify as Canadian exploration expense or as Canadian development expense which may be renounced as Canadian exploration expense to the Filer.

(g) The limited partnership units of the Filer are not and will not be listed or quoted for trading on any stock exchange or market. None of the limited partnership units of the Filer are redeemable by the limited partners. Generally, limited partnership units are not transferred since limited partners must be holders of units on the last day of each fiscal year of the Filer in order to obtain the desired tax deduction. In addition, ot