Ontario Securities Commission Bulletin

Issue 31/19 - May 09, 2008

Ont. Sec. Bull. Issue 31/19

Table of Contents

Chapter 1 - Notices / News Releases

Notices

• Current Proceedings Before The Ontario Securities Commission

• CSA Staff Notice 52-320 - Disclosure of Expected Changes in Accounting Policies Relating to Changeover to International Financial Reporting Standards

• RS Notice -- Commission Approval of RS Proposal -- Allocation of Costs -- First Group

• Combination of TSX Group Inc. and Bourse de Montréal Inc. -- Amended Exemption Order for Bourse de Montréal

Notices of Hearing

• Goldpoint Resources Corporation et al. - ss. 127(7), 127(8)

• Adrian Samuel Leemhuis et al. - s. 127

• Adrian Samuel Leemhuis et al. - ss. 127(7), 127(8)

News Releases

• OSC Issues Temporary Cease Trade Order Against ASL Direct Inc.

Notices from the Office of the Secretary

• John Daubney and Cheryl Littler

• Darren Delage

• Goldpoint Resources Corporation et al.

• Adrian Samuel Leemhuis et al.

• Adrian Samuel Leemhuis et al.

• John Alexander Cornwall et al.

• Irwin Boock et al.

• Adrian Samuel Leemhuis et al.

• XI Biofuels Inc. et al.

Chapter 2 - Decisions, Orders and Rulings

Decisions

• Capital International Asset Management (Canada), Inc. and Capital International -- Canadian Core Plus Fixed Income

• Cygnal Technologies Corporation

• frontierAlt Energy 2006 Flow-Through Limited Partnership and frontierAlt Energy 2006-II Flow-Through Limited Partnership

• Coxe Commodity Strategy Fund

• Canadian Apartment Properties Real Estate Investment Trust

• Claymore Investments, Inc. et al.

• FP Resources Limited - s. 1(10)

• Goldcorp Inc. - MRRS Decision

• Diamond Holdings Trust - MRRS Decision

• Medisys Health Group Income Fund

• Mavrix Québec 2007-II Flow Through LP and Mavrix Fund Management Inc.

• Builders Energy Services Trust - 1(10)

• Axcan Pharma Inc. - s. 1(10)

Orders

• Bank of Montreal and BMO Capital Trust

• Darren Delage

• Goldpoint Resources Corporation et al. - ss. 127(1), 127(5)

• Bourse de Montréal Inc. - s. 144

• ASL Direct Inc. - ss. 127(1), 127(5)

• Xerox Canada Inc. - s. 158(1.1)

• Irwin Boock et al. - ss. 127(1), 127(5)

• Adrian Samuel Leemhuis et al.

• XI Biofuels Inc. et al. - s. 127

Chapter 3 - Reasons: Decisions, Orders and Rulings

OSC Decisions, Orders and Rulings

• John Daubney and Cheryl Littler - s. 127

• John Alexander Cornwall et al. - ss. 127, 127.1

• Norman John Frank Collins - s. 26(3)

• Teresa Elzbieta Najda - s. 26(3)

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 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

• RS Notice -- Commission Approval of RS Proposal -- Allocation of Costs -- First Group

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Chapter 1 -- Notices / News Releases

Current Proceedings Before The Ontario Securities Commission

MAY 9, 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 Staff Notice 52-320 - Disclosure of Expected Changes in Accounting Policies Relating to Changeover to International Financial Reporting Standards

CSA STAFF NOTICE 52-320

DISCLOSURE OF EXPECTED CHANGES IN ACCOUNTING POLICIES

RELATING TO CHANGEOVER TO INTERNATIONAL FINANCIAL REPORTING STANDARDS

Purpose

This notice provides guidance to an issuer on disclosure of expected changes in accounting policies relating to an issuer's changeover to International Financial Reporting Standards (IFRS) as the basis for preparing its financial statements. This guidance applies to disclosure relating to each financial reporting period in the three years before the first year for which an issuer prepares its financial statements in accordance with IFRS.

Background

The Canadian Accounting Standards Board recently confirmed January 1, 2011 as the date IFRS will replace current Canadian standards and interpretations as Canadian generally accepted accounting principles (Canadian GAAP) for publicly accountable enterprises (which include investment funds and other reporting issuers). As discussed in CSA Concept Paper 52-402 Possible changes to securities rules relating to International Financial Reporting Standards, the Canadian Securities Administrators (the CSA) is considering allowing domestic issuers to adopt IFRS at an earlier date.

Changing from current Canadian GAAP to IFRS will be a significant undertaking that may materially affect an issuer's reported financial position and results of operations. It may also affect certain business functions. Investors and other market participants will need timely and meaningful information about these matters during the reporting periods leading up to an issuer's changeover to IFRS.

Disclosure of changeover to IFRS by issuers other than investment funds

Form 51-102F1 Management's Discussion & Analysis (the MD&A form or 51-102F1) requires an issuer to discuss and analyze any changes in the issuer's accounting policies that the issuer has adopted or expects to adopt subsequent to the end of its most recently completed financial year, including changes due to a new accounting standard that the issuer does not have to adopt until a future date. Changes in an issuer's accounting policies that an issuer expects to make on changeover to IFRS are changes due to new accounting standards and therefore fall within the scope of section 1.13(a) of the MD&A form. That section specifies that the discussion and analysis should include:

• a description of the new accounting standard,

• disclosure of methods of adoption permitted and the method the issuer expects to use,

• discussion of expected effects on the issuer's financial statements, and

• potential effects on the issuer's business.

The MD&A form requirements apply to annual and interim MD&A filed by a reporting issuer in compliance with National Instrument 51-102 Continuous Disclosure Obligations as well as MD&A in the form of 51-102F1 that is included in a prospectus filed in compliance with Form 41-101F1 Information Required in a Prospectus.

CSA staff recognize that an issuer will likely be able to provide only limited information on the topics specified in section 1.13(a) in its MD&A three and two years before the first day of an issuer's financial year for which financial statements are prepared in accordance with IFRS (issuer's changeover date). An issuer will generally be able to provide more detailed information about the expected effects of IFRS on its specific circumstances in its MD&A for interim and annual periods of the year before the issuer's changeover date. As an issuer moves closer to its changeover date, the issuer should consider how it might make available meaningful quantified information to allow investors to understand the impact of IFRS on the issuer's financial statements. The following sections describe this incremental approach to disclosure for the reporting periods prior to adoption of IFRS.

This guidance applies to an issuer whose changeover date is on or after January 1, 2011. It also applies to an issuer that adopts IFRS earlier if permitted by the CSA, to the extent that the periods referred to in the guidance have not already passed.

While this notice focuses on disclosure in MD&A, we encourage an issuer to consider whether additional disclosure beyond MD&A might contribute to informing investors about how the issuer expects it will be affected by changeover to IFRS. An issuer should also consider whether requirements in securities legislation other than section 1.13 of the MD&A form might also require the issuer to disclose specific information about the broader implications of its changeover to IFRS.

Interim and annual MD&A three years before changeover to IFRS

(e.g., the interim and annual periods of the financial year ending December 31, 2008 in the case of an issuer that will change to IFRS for its financial year beginning January 1, 2011)

If at the time of preparing its MD&A for the interim periods of the financial year beginning three years before the issuer's changeover date, an issuer has developed an IFRS changeover plan, the issuer should discuss in the interim MD&A the key elements and timing of its plan. No later than in its annual MD&A for the year beginning three years before an issuer's changeover date, the issuer should discuss the status of the key elements and timing of its changeover plan. Key elements of an issuer's plan may address the impact of IFRS on:

• accounting policies, including choices among policies permitted under IFRS, and implementation decisions such as whether certain changes will be applied on a retrospective or a prospective basis,

• information technology and data systems,

• internal control over financial reporting,

• disclosure controls and procedures, including investor relations and external communications plans,

• financial reporting expertise, including training requirements, and

• business activities, such as foreign currency and hedging activities, as well as matters that may be influenced by GAAP measures such as debt covenants, capital requirements and compensation arrangements.

If at the time of preparing its MD&A for the interim and annual periods in the financial year beginning three years before an issuer's changeover date, an issuer is well advanced in its IFRS changeover project, then the issuer should discuss the impact of IFRS changeover on its financial reporting.

Interim MD&A two years before changeover to IFRS

(e.g., the interim periods of the financial year ending December 31, 2009 in the case of an issuer that will change to IFRS for its financial year beginning January 1, 2011)

An issuer should provide an update of progress on its IFRS changeover plan and any changes in its plan, in the issuer's MD&A for interim periods of the financial year beginning two years before the issuer's changeover date.

Annual MD&A two years before changeover to IFRS

(e.g., the financial year ending December 31, 2009 in the case of an issuer that will change to IFRS for its financial year beginning January 1, 2011)

To comply with section 1.13 of the MD&A form, an issuer should discuss in its MD&A for the financial year beginning two years before an issuer's changeover date, the issuer's preparations for changeover to IFRS. Relevant details include those discussed in the preceding two sections. In addition, an issuer should describe the major identified differences between the issuer's current accounting policies and those the issuer is required or expects to apply in preparing IFRS financial statements. Such differences include any difference due to an expected change in accounting policy even though the issuer's existing policy under Canadian GAAP is permissible under IFRS. While such information may be narrative only at this stage, it should enable an investor to understand the key elements of the issuer's financial statements that will be affected by the changeover to IFRS. In identifying the accounting policies that an issuer is required or expects to apply under IFRS, an issuer should consider IFRS as they exist at the date the issuer prepares its MD&A. When an issuer believes it is also appropriate to consider the potential impact of projects that the International Accounting Standards Board currently has in process in identifying the accounting policies the issuer expects to apply on initial adoption of IFRS, the issuer should disclose any assumptions made about future changes to IFRS.

Annual and Interim MD&A for the year before changeover to IFRS

(e.g., the interim and annual periods of the financial year ending December 31, 2010 in the case of an issuer that will change to IFRS for its financial year beginning January 1, 2011)

To comply with section 1.13 of the MD&A form, an issuer should provide an updated discussion of the issuer's preparations for changeover to IFRS in its annual and interim MD&A for the financial year beginning one year before an issuer's changeover date. Relevant details include those discussed in the preceding sections. By this time, an issuer will generally be able to discuss in more detail the key decisions and changes the issuer has made, or will have to make, relating to the changeover to IFRS. The issuer's discussion of changes relating to accounting policies should include decisions about accounting policy choices available under IFRS 1 First-time Adoption of International Financial Reporting Standards and other individual IFRS standards that are relevant to the issuer.

IFRS 1 requires disclosure of comparative and reconciliation information in the interim and annual financial statements of the year beginning on an issuer's changeover date. To comply with this requirement, an issuer will need to prepare quantified information about the impact of IFRS on each line item presented in the financial statements for the interim and annual periods of the year preceding changeover (e.g., for the year ending December 31, 2010 in the case of an issuer that will change to IFRS for the financial year beginning January 1, 2011). If an issuer has quantified information about the impact of IFRS on the key line items in the issuer's financial statements available when it prepares its interim and annual MD&A for the financial year beginning one year before an issuer's changeover date, an issuer should include this information in its MD&A.

Disclosure of changeover to IFRS by investment funds

An investment fund that is a reporting issuer is required under item 2.4 of Form 81-106F1 Contents of Annual and Interim Management Report of Fund Performance (MRFP) to discuss developments affecting the investment fund. As well, section 2.1(2) of Companion Policy 81-106 Investment Fund Continuous Disclosure discusses disclosure in an investment fund's financial statements and indicates that an investment fund should include information necessary to ensure disclosure of all material information concerning the financial position and results of the investment fund. An investment fund should discuss the changeover to IFRS for each fund or fund family in either the MRFP or the notes to the financial statements.

In the annual and interim filings three, two and one year(s) before changeover, as appropriate, an investment fund should disclose relevant information about its changeover to IFRS, including:

• the key elements and timing of its changeover plan,

• impact on business arrangements,

• impact, if any, on net asset value per unit,

• accounting policy and implementation decisions the fund will have to make,

• major differences the fund has identified between its current accounting policies and those it expects to apply under IFRS, and

• progress made on the fund's changeover plan.

In the year before changeover, disclosure should include quantitative impact of the changeover to IFRS. Consistent with Instructions for the MRFP, disclosure should be clear and concise, focusing on specific material information, risks and uncertainties to enable readers to better assess the impact on the investment fund.

May 9, 2008

RS Notice -- Commission Approval of RS Proposal -- Allocation of Costs -- First Group

MARKET REGULATION SERVICES INC.

NOTICE OF COMMISSION APPROVAL OF RS PROPOSAL

ALLOCATION OF COSTS -- FIRST GROUP

The Ontario Securities Commission has approved RS's allocation model for a series of direct charges to recover operational and capital costs caused by the introduction of multiple marketplaces (the Allocation Model). The other applicable securities regulatory authorities also approved or did not object to the amendments. A copy and description of the original amendments were published on November 17, 2006 at (2006) 29 OSCB 9127. Three comment letters were received. The final version of the amendments is published in Chapter 13 of this Bulletin. The summary of comments and responses can be found on the RS website (www.rs.ca).

Combination of TSX Group Inc. and Bourse de Montréal Inc. -- Amended Exemption Order for Bourse de Montréal

COMBINATION OF TSX GROUP INC.

AND BOURSE DE MONTRÉAL INC.

AMENDED EXEMPTION ORDER

FOR BOURSE DE MONTRÉAL

TSX Group Inc. ("TSX Group") and Bourse de Montréal Inc. ("Bourse") combined their organizations resulting in the Bourse becoming a direct subsidiary of TSX Group ("Transaction"), effective May 1, 2008.

The Commission recognizes both TSX Group and TSX Inc. as an exchange. On February 8, 2008, the Commission published TSX Group's submission that no changes were necessary to TSX Group and TSX Inc.'s current recognition order ("TSX recognition order") as a result of the Transaction. No comments were received.

The Commission exempts the Bourse from the requirement to be recognized as an exchange in Ontario. As a result of the Transaction, the Autorité des marchés financiers (AMF) issued an amended recognition order for the Bourse dated April 10, 2008, effective May 1, 2008. On April 30, 2008, effective May 1, 2008, the Commission approved an amended exemption order for the Bourse (Bourse exemption order). The amended AMF recognition order of the Bourse is attached as a schedule to the Bourse exemption order. Please note that an English translation (unofficial version) of the AMF recognition order of the Bourse is available on our website at: www.osc.gov.on.ca.

The Bourse exemption order is being published in Chapter 2 of this bulletin.

Goldpoint Resources Corporation et al. - ss. 127(7), 127(8)

IN THE MATTER OF

THE SECURITIES ACT,

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

AND

IN THE MATTER OF

GOLDPOINT RESOURCES CORPORATION,

LINO NOVIELLI, BRIAN MOLONEY,

EVANNA TOMELI, ROBERT BLACK,

RICHARD WYLIE, AND JACK ANDERSON

NOTICE OF HEARING

Sections 127(7) and 127(8)

WHEREAS on April 30, 2008, the Ontario Securities Commission (the "Commission") issued a temporary cease trade order pursuant to sections 127(1) and 127(5) of the Securities Act, R.S.O. 1990, c. S.5, as amended (the "Act") ordering: that all trading in securities by Goldpoint Resources Corporation shall cease; that all trading in Goldpoint Resources Corporation shall cease; and, that Lino Novielli, Brian Moloney, Evanna Tomeli, Robert Black, Richard Wylie, and Jack Anderson are ordered to cease trading in all securities;

TAKE NOTICE THAT the Commission will hold a hearing pursuant to subsections 127(7) and (8) of the Act at the offices of the Commission, 20 Queen Street West, 17th Floor, Large Hearing Room, commencing on May 14, 2008 at 10:00 a.m., or as soon thereafter as the hearing can be held;

TO CONSIDER whether it is in the public interest for the Commission:

1) to extend the Temporary Order pursuant to subsections 127(7) and (8) of the Act until the conclusion of the hearing, or until such further time as considered necessary by the Commission;

2) to make such further orders as the Commission considers appropriate;

BY REASON OF the facts recited in the Temporary Order and of such allegations and evidence as counsel may advise and the Commission may permit;

AND TAKE FURTHER NOTICE that any party to the proceedings 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 further notice of the proceeding.

DATED at Toronto this 1st day of May, 2008

Adrian Samuel Leemhuis 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

ADRIAN SAMUEL LEEMHUIS,

FUTURE GROWTH GROUP INC.,

FUTURE GROWTH FUND LIMITED,

FUTURE GROWTH GLOBAL FUND LIMITED,

FUTURE GROWTH MARKET NEUTRAL FUND LIMITED,

AND FUTURE GROWTH WORLD FUND

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, 20 Queen Street West, 17th Floor, in the Large Hearing Room, Toronto, Ontario commencing on May 6, 2008, at 2:30 p.m. or 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) To extend the Temporary Order pursuant to subsection 127(7) and (8) of the Act until the conclusion of the hearing or for such further time as considered necessary by the Commission; and,

(b) To make such further orders as the Commission considers appropriate.

BY REASON of the facts recited in the Temporary Order and of such allegations and evidence 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 FURTHER TAKE NOTICE that upon failure of any party to attend at this time and place, 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 30th day of April, 2008.

Adrian Samuel Leemhuis et al. - ss. 127(7), 127(8)

IN THE MATTER OF

THE SECURITIES ACT,

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

AND

IN THE MATTER OF

ADRIAN SAMUEL LEEMHUIS,

FUTURE GROWTH GROUP INC.,

FUTURE GROWTH FUND LIMITED,

FUTURE GROWTH GLOBAL FUND LIMITED,

FUTURE GROWTH MARKET NEUTRAL FUND LIMITED,

FUTURE GROWTH WORLD FUND,

AND ASL DIRECT INC.

AMENDED NOTICE OF HEARING

(Section 127(7) and Section 127(8)

WHEREAS it appears to the Ontario Securities Commission (the "Commission") that on April 22, 2008, the Commission made a Temporary Order pursuant to section 127(5) of the Securities Act, R.S.O. 1990, c. S.5, as amended (the "Act") against Adrian Samuel Leemhuis, Future Growth Group Inc., Future Growth Fund Limited, Future Growth Global Fund Limited, Future Growth Market Neutral Fund Limited, Future Growth World Fund (collectively, the Respondents) that all trading in securities of the Non-Individual Respondents cease and trading in any securities by the Respondents cease and that any exemptions contained in Ontario securities law do not apply to the Respondents.

AND WHEREAS the Commission issued a Notice of Hearing dated April 30, 2008 which advised that the Commission would hold a hearing at its offices at 20 Queen Street West, 17th Floor, Large Hearing Room on Tuesday, May 6th, 2008 at 2:30 p.m. to consider whether it would be in the public interest for the Commission to extend the temporary order dated April 22, 2008.

AND WHEREAS the Commission made a further Temporary Order pursuant to section 127(1) and (5) that ASL Direct Inc. ("ASL") cease trading in all securities and any exemptions contained in Ontario securities law do not apply to ASL.

TAKE NOTICE that the Commission will hold a hearing pursuant to section 127 of the Securities Act, at its offices at 20 Queen Street West, 17th Floor Hearing Room on Tuesday, the 6th of May, 2008 at 2:30 p.m. or as soon thereafter as the hearing can be held:

TO CONSIDER whether, pursuant to section 127(7) and/or section 127(8), it is in the public interest for the Commission:

(1) to extend the Temporary Order made April 22, 2008 until the conclusion of the hearing or until such further time as considered appropriate by the Commission;

(2) to extend the Temporary Order made May 1, 2008 until the conclusion of the hearing or until future time as considered appropriate by the Commission;

BY REASON of the facts recited in the Temporary Order and of such allegations and evidence 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 FURTHER TAKE NOTICE that upon failure of any party to attend at this time and place, 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 2nd day of May, 2008.

OSC Issues Temporary Cease Trade Order Against ASL Direct Inc.

FOR IMMEDIATE RELEASE

May 2, 2008

OSC ISSUES TEMPORARY CEASE TRADE ORDER

AGAINST ASL DIRECT INC.

TORONTO -- On May 1, 2008, the Ontario Securities Commission (OSC) issued a Temporary Cease Trade Order against ASL Direct Inc. (ASL). ASL is registered with the Commission as a Mutual Fund Dealer and a Limited Market Dealer, and is a member of the Mutual Fund Dealers Association of Canada (MFDA).

Staff of the Commission are investigating the conduct of ASL and are concerned that it may have participated in the distribution of securities in the Future Growth Group of Funds without a prospectus and without an exemption to the requirement for a prospectus. In addition, ASL may have failed to comply with its obligations as a registrant contrary to Ontario securities law.

On April 22, 2008, the OSC also issued a Temporary Cease Trade Order respecting the principal of ASL, Adrian Leemhuis (Leemhuis), and the Future Growth Group of Funds. The orders were obtained in the course of investigations conducted by staff of the OSC, the Autorité des marchés financiers (Québec) and the MFDA.

Clients of ASL who may have questions concerning their investments through ASL should direct their enquiries to the MFDA at 1-888-466-6332.

Copies of the Temporary Cease Trade Order dated May 1, 2008 respecting ASL and the Temporary Cease Trade Order respecting Leemhuis are available on the OSC's website (www.osc.gov.on.ca).

John Daubney and Cheryl Littler

FOR IMMEDIATE RELEASE

May 1, 2008

IN THE MATTER OF

THE SECURITIES ACT,

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

AND

IN THE MATTER OF

JOHN DAUBNEY AND CHERYL LITTLER

TORONTO -- The Commission issued its Reasons and Decision in the above noted matter.

A copy of the Reasons and Decision dated April 30, 2008 is available at www.osc.gov.on.ca.

Darren Delage

FOR IMMEDIATE RELEASE

May 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 Commission issued an Order setting the hearing on the merits in the above named matter to commence on Monday, January 26, 2009 for a period of one week.

A copy of the Order dated April 30, 2008 is available at www.osc.gov.on.ca.

Goldpoint Resources Corporation et al.

FOR IMMEDIATE RELEASE

May 1, 2008

IN THE MATTER OF

THE SECURITIES ACT,

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

AND

IN THE MATTER OF

GOLDPOINT RESOURCES CORPORATION,

LINO NOVIELLI, BRIAN MOLONEY,

EVANNA TOMELI, ROBERT BLACK,

RICHARD WYLIE, AND JACK ANDERSON

TORONTO -- The Office of the Secretary issued a Notice of Hearing today setting the matter down to be heard on May 14, 2008 at 10:00 a.m. to consider whether it is in the public interest for the Commission to extend the Temporary Order made April 30, 2008.

A copy of the Notice of Hearing dated May 1, 2008 and Temporary Order dated April 30, 2008 are available at www.osc.gov.on.ca.

Adrian Samuel Leemhuis et al.

FOR IMMEDIATE RELEASE

May 1, 2008

IN THE MATTER OF

THE SECURITIES ACT,

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

AND

IN THE MATTER OF

ADRIAN SAMUEL LEEMHUIS,

FUTURE GROWTH GROUP INC.,

FUTURE GROWTH FUND LIMITED,

FUTURE GROWTH GLOBAL FUND LIMITED,

FUTURE GROWTH MARKET NEUTRAL FUND LIMITED,

AND FUTURE GROWTH WORLD FUND

TORONTO -- The Office of the Secretary issued a Notice of Hearing setting the matter down to be heard on May 6, 2008 at 2:30p.m. to consider whether it is in the public interest for the Commission to extend the Temporary Order made April 22, 2008.

A copy of the Notice of Hearing dated April 30, 2008 is available at www.osc.gov.on.ca.

Adrian Samuel Leemhuis et al.

FOR IMMEDIATE RELEASE

May 5, 2008

IN THE MATTER OF

THE SECURITIES ACT,

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

AND

IN THE MATTER OF

ADRIAN SAMUEL LEEMHUIS,

FUTURE GROWTH GROUP INC.,

FUTURE GROWTH FUND LIMITED,

FUTURE GROWTH GLOBAL FUND LIMITED,

FUTURE GROWTH MARKET NEUTRAL FUND LIMITED,

FUTURE GROWTH WORLD FUND,

AND ASL DIRECT INC.

TORONTO -- The Office of the Secretary issued an Amended Notice of Hearing setting the matter down to be heard on May 6, 2008 at 2:30p.m. to consider whether it is in the public interest for the Commission to extend the Temporary Order made May 1, 2008.

A copy of the Amended Notice of Hearing dated May 2, 2008 and the Temporary Orders dated April 22, 2008 and May 1, 2008 are available at www.osc.gov.on.ca.

John Alexander Cornwall et al.

FOR IMMEDIATE RELEASE

May 6, 2008

IN THE MATTER OF

THE SECURITIES ACT,

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

AND

IN THE MATTER OF

JOHN ALEXANDER CORNWALL,

KATHRYN A. COOK, DAVID SIMPSON,

JEROME STANISLAUS XAVIER,

CGC FINANCIAL SERVICES INC. AND

FIRST FINANCIAL SERVICES

TORONTO -- Following a hearing held on February 27, 2008, the Commission issued its Reasons and Decision on Sanctions and Costs in the above noted matter.

A copy of the Reasons and Decision on Sanctions and Costs dated May 5, 2008 is available at www.osc.gov.on.ca.

Irwin Boock et al.

FOR IMMEDIATE RELEASE

May 6, 2008

IN THE MATTER OF

THE SECURITIES ACT,

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

AND

IN THE MATTER OF

IRWIN BOOCK, SVETLANA KOUZNETSOVA,

VICTORIA GERBER,

COMPUSHARE TRANSFER CORPORATION,

FEDERATED PURCHASER, INC.,

TCC INDUSTRIES, INC.,

FIRST NATIONAL ENTERTAINMENT CORPORATION,

WGI HOLDINGS, INC. AND

ENERBRITE TECHNOLOGIES GROUP

TORONTO -- The Commission issued a Temporary Order in the above named matter which provides that pursuant to section 127(6) of the Act this order shall take effect immediately and shall expire on the fifteenth day after its making unless extended by order of the Commission.

A copy of the Temporary Order dated May 5, 2008 is available at www.osc.gov.on.ca.

Adrian Samuel Leemhuis et al.

FOR IMMEDIATE RELEASE

May 7, 2008

IN THE MATTER OF

THE SECURITIES ACT,

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

AND

IN THE MATTER OF

ADRIAN SAMUEL LEEMHUIS,

FUTURE GROWTH GROUP INC.,

FUTURE GROWTH FUND LIMITED,

FUTURE GROWTH GLOBAL FUND LIMITED,

FUTURE GROWTH MARKET NEUTRAL FUND LIMITED,

FUTURE GROWTH WORLD FUND,

AND ASL DIRECT INC.

TORONTO -- Following a hearing held in the above noted matter, on May 6, 2008 the Commission issued an Order that the Temporary Orders issued on April 22, 2008 and May 1, 2008, are continued until May 16, 2008 and that this matter is adjourned until May 16, 2008 at 9:00 a.m.

A copy of the Order is available at www.osc.gov.on.ca.

XI Biofuels Inc. et al.

FOR IMMEDIATE RELEASE

May 7, 2008

IN THE MATTER OF

THE SECURITIES ACT,

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

AND

IN THE MATTER OF

XI BIOFUELS INC., BIOMAXX SYSTEMS INC.,

RONALD DAVID CROWE AND VERNON P. SMITH

AND

IN THE MATTER OF

XIIVA HOLDINGS INC.

CARRYING ON BUSINESS AS

XIIVA HOLDINGS INC., XI ENERGY COMPANY,

XI ENERGY AND XI BIOFUELS

TORONTO -- Following a hearing on May 5, 2006, the Commission ordered that the Temporary Orders are extended to May 23, 2008, and that the XI Hearing and the Xiiva Hearing for the extension of the Temporary Orders and the hearing of the Respondents' Motion are adjourned to May 22, 2008 at 2:00 p.m.

A copy of the Order dated May 5, 2008 is available at www.osc.gov.on.ca.

Chapter 2 -- Decisions, Orders and Rulings

Capital International Asset Management (Canada), Inc. and Capital International -- Canadian Core Plus Fixed Income

Headnote

National Policy 11-203 Process For Exemptive Relief Applications in Multiple Jurisdictions - Exemption granted from requirements contained in paragraphs 2.5(2)(a) and 2.5(2)(c) of NI 81-102 - Top mutual fund proposing to invest up to 10% of its net assets in securities of mutual fund governed by the laws of Luxembourg - Underlying Luxembourg mutual fund managed by an affiliate - Relief granted subject to certain conditions, including that the investment in Luxembourg mutual fund be limited to no more than 10% of net assets of the top mutual fund, and that the top mutual fund be required to divest if laws applicable to Luxembourg mutual fund cease to be materially consistent with Part 2 of NI 81-102 - National Instrument 81-102 Mutual Funds.

Applicable Legislative Provisions

National Instrument 81-102 Mutual Funds, ss. 2.5(2)(a), 2.5(2)(c), 19.1.

April 16, 2008

IN THE MATTER OF

THE SECURITIES LEGISLATION OF

ONTARIO

(the Jurisdiction)

AND

IN THE MATTER OF

THE PROCESS FOR EXEMPTIVE RELIEF

APPLICATIONS IN MULTIPLE JURISDICTIONS

AND

IN THE MATTER OF

CAPITAL INTERNATIONAL ASSET MANAGEMENT (CANADA), INC.

(the Filer or Capital International)

AND

CAPITAL INTERNATIONAL -- CANADIAN CORE PLUS FIXED INCOME

(the New Fund)

DECISION

Background

The principal regulator in the Jurisdiction has received an application from the Filer on behalf of the New Fund for a decision under the securities legislation of the Jurisdiction of the principal regulator (the Legislation) exempting the New Fund from

(i) the prohibition contained in paragraph 2.5(2)(a) of National Instrument 81-102 Mutual Funds (NI 81-102) against a mutual fund investing in another mutual fund that is not subject to NI 81-102 and National Instrument 81-101 Mutual Fund Prospectus Disclosure (NI 81-101), and

(ii) the prohibition contained in paragraph 2.5(2)(c) of NI 81-102 against a mutual fund investing in another mutual fund's securities where those securities are not qualified for distribution in the local jurisdiction (together with paragraph (i) above, the Exemption Sought),

to enable the New Fund to invest up to 10 percent of its total net assets from time to time in Capital International Funds Global High Yield Fund (the Underlying Fund).

Under the Process for Exemptive Relief Applications in Multiple Jurisdictions:

(a) the Ontario Securities Commission is the principal regulator for this application; and

(b) the Filer has provided notice that section 4.7 of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in all of the provinces and territories of Canada (other than Ontario).

Interpretation

Terms defined in National Instrument 14-101 Definitions and MI 11-102 have the same meaning if used in this decision, unless otherwise defined.

"Capital Group" means The Capital Group Companies, Inc.

"CIF" means Capital International Fund, an umbrella fund with eleven sub-funds, including the Underlying Fund, organized as a SICAV with UCITS status (as defined below) under the laws of Luxembourg and managed by an affiliate of Capital International.

"Funds" means the mutual funds known as the Capital International Funds that are managed by Capital International and governed by NI 81-102.

"New Fund" means Capital International -- Canadian Core Plus Fixed Income, an open-ended mutual fund trust established and managed by Capital International and governed under the laws of Ontario.

"SICAV" means Société d'Investissement à Capital Variable, an open-end investment company, governed by the laws of Luxembourg.

"UCITS" means Undertakings for Collective Investment in Transferable Securities and refers to the investment funds authorized by the European Union as investment funds suitable to be distributed in more than one country of Europe.

Representations

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

Capital International

1. Capital International is registered in Ontario, British Columbia and Québec as an investment counsel and portfolio manager (or equivalent). Its head office is located in Toronto, Ontario.

2. Capital International is a wholly-owned subsidiary of Capital International Asset Management, Inc., a company based in Los Angeles, California, which is wholly owned by Capital Group. Capital Group is a global investment management firm founded in 1931, which through its affiliated companies manages stock and bond portfolios for institutional and retail clients around the world. Capital Group is one of the largest and oldest investment management organizations in the United States. In addition to Canada, Capital Group and its subsidiaries maintain offices in the United States, Switzerland, England, Hong Kong, Japan and Singapore.

3. Capital International is the manager and portfolio manager of the Funds, which presently consist of five mutual funds, each complying with NI 81-102 and having a simplified prospectus and annual information form prepared in accordance with NI 81-101. As of January 31, 2008, the Funds had assets under management of $1.267 billion.

4. Capital International and the Funds are not in default of securities legislation in any Canadian jurisdiction.

5. A wholly-owned subsidiary of Capital Group, Capital Group International, Inc., is the parent company of the Geneva, Switzerland-based subsidiary, Capital International S.A. (CISA). As of January 31, 2008, CISA managed approximately €11 billion, €4.48 billion of which was invested in eleven investment funds, which are all sub-funds of CIF (as defined above). CIF includes the Underlying Fund. As of January 31, 2008, the Underlying Fund had €297.7 million assets under management.

6. The Underlying Fund is distributed in several European countries, pursuant to the European Union regulations of collective investment schemes, known as the UCITS Directives which permit the distribution of UCITS in more than one country provided the UCITS Directives are followed. As SICAVs, organized under Part I of the Luxembourg law on collective investment vehicles, CIF and all of its sub-funds including the Underlying Fund, qualify as UCITS.

The New Fund

7. The investment objective and strategies of the New Fund are to provide steady income, capital preservation and long-term total return consistent with prudent management by investing in a broad range of Canadian and global fixed-income securities. The New Fund's fixed-income investment objective focuses on Canadian bonds issued by corporations and governments.

8. Section 2.5 of NI 81-102 would permit the New Fund to invest in the Underlying Fund but for the fact that the Underlying Fund is a non-Canadian fund that is neither subject to Canadian laws nor distributed in Canada under a simplified prospectus.

The Underlying Fund

9. The Underlying Fund is a sub-fund of CIF, an umbrella SICAV with UCITS status under the laws of Luxembourg. The Underlying Fund has filed a prospectus with Luxembourg's financial sector regulator, Commission de Surveillance du Secteur Financier, that contains disclosure regarding the Underlying Fund. The Underlying Fund is subject to laws that are substantially similar to those that govern the New Fund. The Underlying Fund is a conventional mutual fund and would not be considered a hedge fund. The Underlying Fund does not invest in mutual funds.

10. The investment objective of the Underlying Fund is to seek a long-term high level of total return through investing primarily in corporate or government high yield bonds that are usually listed or traded on other regulated markets and denominated in various national currencies (including emerging markets currencies) or multinational currencies. Unlisted high yield bonds may also be purchased.

11. In order for the New Fund to achieve its investment objective on a diversified basis and obtain broad exposure to the sectors it proposes to invest in, including global high yield exposure, it is critical that it be permitted to allocate up to 10 percent of its net assets to the Underlying Fund.

12. The Underlying Fund is a low-cost mutual fund whose investment strategy and objective make it a very suitable investment for the New Fund. The Underlying Fund is managed by portfolio managers within the Capital Group, and accordingly, Capital International will benefit from understanding its investments and the management style of its portfolio managers, which understanding will benefit the New Fund.

13. The Filer believes that it is in the best interests of the New Fund for investments to be made in the Underlying Fund. Investing directly in separate securities to allow direct exposure to the securities invested in by the Underlying Fund is a less desirable option owing to the increased costs and inefficiencies that are associated with such direct investing.

14. The New Fund's investment in the Underlying Fund is not for the purpose of distributing the Underlying Fund to the Canadian public. The investments by the New Fund in the Underlying Fund are proposed not to allow the Underlying Fund to be indirectly distributed in Canada, but to allow the New Fund to achieve its investment objective by investing, to a very limited extent, in a unique, suitable and professionally managed lower-cost mutual fund, where the investment style and approach is known to the manager of the New Fund.

15. The New Fund would otherwise comply fully with section 2.5 of NI 81-102 in investing in the Underlying Fund and would provide all disclosure mandated for mutual funds investing in other mutual funds.

Decision

The principal regulator is satisfied that the decision meets the test set out in the Legislation for the principal regulator to make the decision.

The decision of the principal regulator under the Legislation is that the Exemption Sought is granted provided that:

(A) The Underlying Fund qualifies as UCITS and is distributed in accordance with the UCITS Directives, which subject the Underlying Fund to laws that are substantially similar to those that govern the New Fund;

(B) The investment of the New Fund in the Underlying Fund otherwise complies with section 2.5 of NI 81-102 and the New Fund provides the disclosure contemplated for fund of fund investments in NI 81-101. Specifically, the investment by the New Fund in the Underlying Fund is disclosed in its simplified prospectus;

(C) The New Fund does not invest more than 10 percent of its total net assets taken at market value at the time of acquisition of such assets in the Underlying Fund; and

(D) The New Fund shall not acquire any additional securities of the Underlying Fund and shall dispose of the securities of the Underlying Fund then held in an orderly and prudent manner, after the date that the laws applicable to the Underlying Fund that are at the date of this decision substantially similar to Part 2 of NI 81-102, change to be materially inconsistent with Part 2 of NI 81-102.

Cygnal Technologies Corporation

Headnote

NP 11-203 - Application for an order that the issuer is not a reporting issuer -- Filer has no publicly held securities -- no intention to seek public financing.

Applicable Legislative Provisions

Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(10).

April 30, 2008

IN THE MATTER OF

THE SECURITIES LEGISLATION OF

ONTARIO, ALBERTA AND QUEBEC

(the "Jurisdictions")

AND

IN THE MATTER OF

THE PROCESS FOR EXEMPTIVE RELIEF

APPLICATIONS IN MULTIPLE JURISDICTIONS

AND

IN THE MATTER OF

CYGNAL TECHNOLOGIES CORPORATION

(the "Filer")

DECISION

Background

The securities regulatory authority or regulator in each of the Jurisdictions (the "Decision Maker") has received an application from the Filer for a decision pursuant to the securities legislation of the Jurisdictions (the "Legislation") that the Filer be deemed to have ceased to be a reporting issuer in the Jurisdictions (the "Exemptive Relief Sought").

Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a coordinated review application),

(a) the Ontario Securities Commission is the principal regulator for the application, and

(b) the decision is the decision of the Principal Regulator and evidences the decision of each other Decision Maker.

Interpretation

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

Representations

The decision is based on the following facts represented by the Filer:

1. The Filer is a corporation governed by the Business Corporations Act (Ontario) (the "OBCA") with its head office located at 70 Valleywood Drive in Markham, Ontario.

2. The Filer obtained creditor approval of a joint plan of arrangement and reorganization (the "Plan") of the Filer and its subsidiaries, Cygnal Technologies Ltd. and Accord Communications Ltd. on March 7, 2008. The Ontario Superior Court of Justice (the "Court") made a final order (the "Order") approving the Plan under the Companies' Creditors Arrangement Act (the "CCAA") on March 17, 2008.

3. The Plan provides, among other things, that upon implementation thereof, all of the common shares of the Filer will, in effect, be cancelled. Each common share will be converted into a 0.000001 redeemable share ("Redeemable Share") of the Filer.

4. The Plan was implemented and effective the first moment in time on April 1, 2008.

5. Upon Plan implementation, all of the outstanding rights, warrants and options of the Filer were cancelled.

6. Upon Plan implementation, each Redeemable Share was redeemed and new common shares of the Filer were issued to CYN Holdings, LLC., an affiliate of Laurus Master Fund Ltd., such that CYN Holdings, LLC is now the sole shareholder of the Filer.

7. As at the close of business on April 1, 2008, the common shares of the Filer were de-listed from the Toronto Stock Exchange.

8. As a result of Plan implementation, the outstanding securities of the Filer, including debt securities are beneficially owned, directly or indirectly, by less than 15 securityholders in each of the jurisdictions in Canada and less than 51 securityholders in total in Canada.

9. The Filer's securities are not listed on any stock exchange or publicly traded on a marketplace (as defined in National Instrument 21-101 - Marketplace Operations).

10. The Filer has no current intention to seek public financing by way of an offering of securities.

11. The Filer applied to voluntarily surrender its status as a reporting issuer in British Columbia under BC Instrument 11-502 on April 1, 2008 and ceased to be a reporting issuer in British Columbia effective April 12, 2008.

12. Upon the grant of the Requested Relief, the Filer will not be a reporting issuer or the equivalent in any jurisdiction of Canada.

13. The Filer is not in default of any of its obligations as a reporting issuer under the Legislation except for its obligation to file the following documents (collectively, the "Disclosure Documents"):

(a) The annual financial statements, related management's discussion and analysis and officers' certificates for the year ended December 31, 2007; and

(b) The annual information form of the Filer for the year ended December 31, 2007.

14. On March 30, 2008, the last date by which the Applicant was required to file the Disclosure Documents, the Applicant's Creditors and the Court had approved the Plan, with the result that CYN Holdings, LLC would became the sole shareholder of the Filer on April 1, 2008, the Plan implementation date. Consequently, the Filer has not filed the Disclosure Documents.

Decision

Each of the Decision Makers is satisfied that the decision meets the test set out in the Legislation for a Decision Maker to make the decision.

The decision of the Decision Makers under the Legislation is that the Exemptive Relief Sought is granted.

"David L. Knight"

"Margot C. Howard"

frontierAlt Energy 2006 Flow-Through Limited Partnership and frontierAlt Energy 2006-II Flow-Through Limited Partnership

Headnote

NP 11-203 -- Exemptions granted to flow-through limited partnerships from the requirements in National Instrument 81-106 Investment Fund Continuous Disclosure to file an annual information form, to maintain and prepare an annual proxy voting record, to post the proxy voting record on its website, and to provide it to securityholders upon request. Flow-through limited partnerships have a short lifespan and do not have a readily available secondary market.

Applicable Legislative Provisions

National Instrument 81-106 Investment Fund Continuous Disclosure, ss. 9.2, 10.3, 10.4, 17.1.

April 30, 2008

IN THE MATTER OF

THE SECURITIES LEGISLATION OF

ONTARIO

(the Jurisdiction)

AND

IN THE MATTER OF

THE PROCESS FOR EXEMPTIVE RELIEF

APPLICATIONS IN MULTIPLE JURISDICTIONS

AND

IN THE MATTER OF

FRONTIERALT ENERGY 2006

FLOW-THROUGH LIMITED PARTNERSHIP

(the frontierAlt 2006 Partnership)

AND

FRONTIERALT ENERGY 2006-II

FLOW-THROUGH LIMITED PARTNERSHIP

(the frontierAlt 2006-II Partnership)

(collectively, the Partnerships)

DECISION

Background

The principal regulator in the Jurisdiction has received an application from the Partnerships for a decision under the securities legislation of the Jurisdiction of the principal regulator (the Legislation) for relief from:

(a) the requirement in Section 9.2 of National Instrument 81-106 -- Investment Funds Continuous Disclosure (NI 81-106) to prepare and file an annual information form (the AIF) for each financial year;

(b) the requirement in Section 10.3 of NI 81-106 to maintain a proxy voting record (the Proxy Voting Record); and

(c) the requirements in Section 10.4 of NI 81-106 to prepare a Proxy Voting Record on an annual basis for the period ending June 30 of each year, to post the Proxy Voting Record on the Partnerships' website no later than August 31 of each year, and to send the Proxy Voting Record to the limited partners of the Partnerships (Limited Partners) upon request,

((a), (b), and (c) are collectively, the Exemption Sought).

Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a passport application):

(a) the Ontario Securities Commission is the principal regulator for this application, and

(b) the Partnerships have provided notice that Section 4.7(1) of Multilateral Instrument 11-102 -- Passport System (MI 11-102) is intended to be relied upon in British Columbia, Alberta, Saskatchewan, Manitoba, New Brunswick, Nova Scotia, Newfoundland and Labrador, and Prince Edward Island.

Interpretation

Terms defined in National Instrument 14-101 -- Definitions and MI 11-102 have the same meaning if used in this decision, unless otherwise defined.

Representations

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

1. The frontierAlt 2006 Partnership and the frontierAlt 2006-II Partnership were formed pursuant to the provisions of the Limited Partnerships Act (Ontario) on February 6, 2006 and August 23, 2006, respectively.

2. The frontierAlt 2006 Partnership and the frontierAlt 2006-II Partnership received receipts dated March 31, 2006 and October 5, 2006, respectively, issued under MRRS by the Ontario Securities Commission on behalf of each of the provincial regulators, except Québec, with respect to (final) prospectuses dated March 30, 2006 and October 4, 2006, respectively, offering for sale up to 5,000,000 and 1,600,000 limited partnership units (Units), respectively, of the Partnerships at a price of $10 per unit and $25 per unit, respectively. The Partnerships are reporting issuers in each of the provinces of Canada, except Québec. No additional Units have been or will be issued.

3. The principal office of the Partnerships is located in Toronto, Ontario.

4. The Partnerships were formed to invest in certain common shares (Flow-Through Shares) of companies that operate, as their principal business, in oil and/or gas exploration, development and/or production industries in Canada (Resource Issuers) pursuant to agreements (Investment Agreements) between the relevant Partnership and the Resource Issuer. Under the terms of each Investment Agreement, the Partnership will subscribe for Flow-Through Shares of the Resource Issuer and the Resource Issuer will agree to incur and renounce to the Partnership, in amounts equal to the subscription price of the Flow-Through Shares, expenditures in respect of resource exploration and development that qualify as Canadian exploration expense and that may be renounced as Canadian exploration expense to the Partnership.

5. It is contemplated that the frontierAlt 2006 Partnership will terminate on June 30, 2008 and the frontierAlt 2006-II Partnership will terminated on December 31, 2008. Prior to those dates, the general partner of each Partnership may propose to the Limited Partners at a special meeting of Limited Partners to be held prior to the termination dates, one or more alternatives to the dissolution of the Partnership and distribution of the net assets of the Partnership to the Limited Partners, including, without limitation, a proposal that the Partnership exchange its assets for securities of a mutual fund corporation or other appropriate investment vehicle (including a fund in the frontierAlt Group of mutual funds), and distribute such securities to the Limited Partners on a tax deferred "rollover" basis, which alternatives may be proposed by the general partner and must be approved by a majority of the Limited Partners at a special meeting.

6. The Partnerships are not operating businesses. Rather, each Partnership is a short-term special purpose vehicle that will be dissolved within approximately two years of its formation. The primary investment purpose of the Partnerships is not to achieve capital appreciation, although this is a secondary benefit, but rather to obtain for the Limited Partners the significant tax benefits that accrue when Resource Issuers renounce resource exploration and development expenditures to the Partnerships through Flow-Through Shares.

7. The Units are not listed or quoted for trading on any stock exchange or market. The Units are not redeemable by the Limited Partners. Generally, Units are not transferred by Limited Partners, since Limited Partners must be holder of the Units on the last day of each fiscal year of the Partnership in order to obtain the desired tax deduction.

8. It is a term of the partnership agreements governing the Partnerships that the general partners of the Partnership have the authority to manage, control, administer and operate the business and affairs of the Partnerships, including the authority to take all measures necessary or appropriate for the business, or ancillary thereto, and to ensure that the Partnerships comply with all necessary reporting and administrative requirements.

9. Each of the Limited Partners of the Partnerships has, or will be expected to be, by subscribing for Units of the Partnerships, agreed to the irrevocable power of attorney contained in the partnership agreement and has thereby, in effect, consented to the making of this Application.

10. Since its formation, the Partnerships' activities have been limited to (i) completing the issue of the Units under its respective prospectus, (ii) investing its available funds in accordance with its respective investment objectives, and (iii) incurring expenses as described in its prospectus.

11. Given the limited range of business activities conducted by the Partnerships, the short duration of their existence and the nature of the investment of the Limited Partners, the preparation and distribution of an AIF by the Partnerships would not be of any benefit to the Limited Partners and may impose a material financial burden on the Partnerships. Upon the occurrence of any material change to a Partnership, Limited Partners would receive all relevant information from the material change reports the Partnership is required to file in the Jurisdiction and the other provinces of Canada, except Québec.

12. As a result of the implementation of NI 81-106, investors purchasing Units of the Partnerships were provided with a prospectus containing written policies on how the Flow-Through Shares or other securities held by the Partnership are voted (the Proxy Voting Policies), and had the opportunity to review the Proxy Voting Policies before deciding whether to invest in Units.

13. Generally, the Proxy Voting Policies require that the securities of companies held by the Partnerships be voted in a manner most consistent with the economic interests of the Limited Partners of the Partnership.

14. Given the short lifespan of the Partnerships, the production of a Proxy Voting Record would provide Limited Partners with very little opportunity for recourse if they disagreed with the manner in which the Partnership exercised or failed to exercise its proxy voting rights, as the Partnerships would likely be dissolved by the time any potential change could materialize.

15. Preparing and making available to Limited Partners a Proxy Voting Record will not be of any benefit to Limited Partners and may impose a material financial burden on the Partnerships.

16. Through inadvertence, the Filers were not included in the application and exemptive order granted on April 29, 2008 to frontierAlt Energy & Precious Metals Flow-Through Limited Partnership, frontierAlt 2008 Precious Metals & Energy Flow-Through Limited Partnership and frontierAlt Capital Corporation for the same exemptive relief as the Exemption Sought.

17. Proxy Voting Records for the Partnerships for the period ended June 30, 2007 were maintained, prepared, posted and made available to Limited Partners through the website of the Partnerships.

18. The Partnerships are of the view that the Exemption Sought is not against the public interest, is in the best interests of the Partnership and their Limited Partners and represents the business judgment of responsible persons uninfluenced by considerations other than the best interest of the Partnership and their Limited Partners.

Decision

The principal regulator is satisfied that the decision meets the test set out in the Legislation for the principal regulator to make the decision.

The decision of the principal regulator under the Legislation is that the Exemption Sought is granted.

Coxe Commodity Strategy Fund

Headnote

NP 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- exemption from National Instrument 81-106 Investment Fund Continuous Disclosure to permit an investment fund that uses specified derivatives to calculate its NAV on a weekly basis subject to certain conditions -- relief required from the requirement that an investment fund that uses specified derivatives calculate its NAV daily.

Applicable Legislative Provisions

National Instrument 81-106 Investment Fund Continuous Disclosure, s. 14.2(3)(b).

May 1, 2008

IN THE MATTER OF

THE SECURITIES LEGISLATION OF

ONTARIO

(the "Jurisdiction")

AND

IN THE MATTER OF

THE PROCESS FOR EXEMPTIVE RELIEF

APPLICATIONS IN MULTIPLE JURISDICTIONS

AND

IN THE MATTER OF

COXE COMMODITY STRATEGY FUND

(the "Filer")

DECISION

Background

The principal regulator in the Jurisdiction has received an application from the Filer for a decision under the securities legislation of the Jurisdiction (the "Legislation") for relief from Section 14.2(3)(b) of National Instrument 81-106 ("NI 81-106"), which requires the net asset value of an investment fund that uses specified derivatives (as such term is defined in National Instrument 81-102) to be calculated at least once every business day (the "Exemption").

Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a passport application):

(a) the Ontario Securities Commission is the principal regulator for this application; and

(b) the Filer has provided notice that section 4.7(1) of Multinational Instrument 11-102 Passport System ("MI 11-102") is intended to be relied upon in the jurisdictions of British Columbia, Alberta, Saskatchewan, Manitoba, Quebec, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Labrador, Northwest Territories, Yukon Territory and Nunavut.

Interpretation

Defined terms contained in National Instrument 14-101 Definitions and MI 11-102 have the same meaning if used in this decision unless otherwise defined.

Representations

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

1. The Filer is a non-redeemable investment fund (as defined in NI 81-106) to be established under the laws of the Province of Ontario pursuant to a declaration of trust. BMO Nesbitt Burns Inc. (the "Administrator") is the administrator of the Filer. The principal office of the Filer and the Administrator is located at 1 First Canadian Place, 100 King Street West, 4th Floor, P.O. Box 150, Toronto, Ontario M5X 1H3.

2. Donald G.M. Coxe (the "Portfolio Consultant" or "Mr. Coxe") is the portfolio consultant to the Filer. Harris Investment Management, Inc. ("Harris") has been retained to implement the Filer's investment strategy. The Administrator will be responsible for the management and administration of the Filer. Decisions as to the purchase of securities and all other portfolio transactions will be made by Harris in consultation with the Portfolio Consultant.

3. The Filer is authorized to issue an unlimited number of Combined Class A Units and Combined Class F Units (collectively, "Combined Units"). Each Class A Combined Unit consists of one Class A Unit and one transferable Warrant for one Class A Unit. Each Class F Combined Unit consists of one Class F Unit and one transferable Warrant for one Class F Unit. The Class A Units and the Class F Units together are referred to herein as the "Units". The Filer will offer Combined Units under a prospectus. The Class F Units will not be listed on a stock exchange.

4. The Fund filed a preliminary prospectus in each of the provinces and territories of Canada on April 10, 2008 (SEDAR Project No. 1247037).

5. The Filer has been created to provide investors with long-term capital growth by executing the commodity investment strategies of the Portfolio Consultant.

6. The net proceeds from the offering of Combined Units will be invested in an actively managed portfolio (the "Portfolio") consisting primarily of equity securities. The Filer will provide exposures to commodity-related securities that approximate target weightings established for the Fund from time to time by Mr. Coxe in the agriculture, base metals & steel, energy and precious metals sectors. The Portfolio is expected to be well-diversified within these sectors and to consist primarily of exchange-traded equities, but may contain debt securities, cash and/or cash equivalents.

7. The Filer may be exposed to a number of different currencies and does not currently intend to hedge its foreign currency exposure. However, from time to time, up to 100% of the value of the Portfolio's non-Canadian currency exposure may be hedged back to the Canadian dollar. The Filer does not intend to borrow money or employ other forms of leverage to acquire securities for the Portfolio.

8. Although the Filer will be a mutual fund trust for purposes of the Income Tax Act (Canada), it will not be a mutual fund for purposes of securities legislation and its operation will differ from that of a conventional mutual fund as follows:

(a) The Filer does not intend to continuously offer Units once the Filer is out of primary distribution.

(b) The Class A Units are expected to be listed and posted for trading on the Toronto Stock Exchange (the "TSX"). As a result, Class A Unitholders will not have to rely solely on the redemption features of the Class A Units (as described in the Preliminary Prospectus) in order to provide liquidity for their investment. The Class F Units will be convertible into Class A Units and, like the Class A Units, can be redeemed on a monthly basis.

9. Commencing in 2009, Units may be surrendered for redemption on any business day during the period from the first day of September until 5:00 p.m. (Toronto time) on the last business day prior to the 16th day of September in each year (the "Notice Period") subject to the Fund's right to suspend redemptions in certain circumstances. Units properly surrendered for redemption during the Notice Period will be redeemed on the last business day of September of each year (the "Annual Redemption Date") and the Unitholder will receive payment on or before the 15th day following the Annual Redemption Date. Redeeming Unitholders will receive a redemption price per Unit equal to the applicable NAV per Unit less any costs and expenses incurred by the Fund in order to fund such redemption.

10. In addition, Units of each class may be surrendered for redemption in any month. Units properly surrendered for redemption by a Unitholder on any business day during the period from the first day of a month until 5:00 p.m. (Toronto time) on the last business day prior to the 16th day of such month will be redeemed on the last business day of that month ("Monthly Redemp