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The Ontario Securities Commission

OSC Bulletin

February 25, 2016

Volume 39, Issue 8

(2016), 39 OSCB

The Ontario Securities Commission administers the Securities Act of Ontario (R.S.O. 1990, c. S.5) and the

Commodity Futures Act of Ontario (R.S.O. 1990, c. C.20)

The Ontario Securities Commission Published under the authority of the Commission by: Cadillac Fairview Tower Carswell, a Thomson Reuters business 22nd Floor, Box 55 One Corporate Plaza 20 Queen Street West 2075 Kennedy Road Toronto, Ontario Toronto, Ontario M5H 3S8 M1T 3V4 416-593-8314 or Toll Free 1-877-785-1555 416-609-3800 or 1-800-387-5164 Contact Centre – Inquiries, Complaints: Fax: 416-593-8122 TTY: 1-866-827-1295 Office of the Secretary: Fax: 416-593-2318

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February 25, 2016 (2016), 39 OSCB

Table of Contents

Chapter 1 Notices / News Releases ...................... 1667 1.1 Notices ........................................................... (nil) 1.2 Notices of Hearing ......................................... (nil) 1.3 Notices of Hearing with Related Statements of Allegations ........................... 1667 1.3.1 Liahona Mortgage Investment Corp. et al. – s. 127, 127.1 ....................................... 1667 1.4 News Releases .............................................. (nil) 1.5 Notices from the Office of the Secretary ............................................ 1671 1.5.1 Liahona Mortgage Investment Corp. et al....... 1671 1.5.2 Sharon Downing ............................................. 1671 1.5.3 Liahona Mortgage Investment Corp. et al....... 1672 1.5.4 AMTE Services Inc. et al. ............................... 1672 1.5.5 Future Solar Developments Inc. et al. ............ 1673 1.5.6 CI Investments Inc. ......................................... 1673 1.5.7 Glenn Francis Dunbar .................................... 1674 1.6 Notices from the Office of the Secretary with Related Statements of Allegations ............................ (nil)

Chapter 2 Decisions, Orders and Rulings ............ 1675 2.1 Decisions ...................................................... 1675 2.1.1 Perimeter Markets Inc. ................................... 1675 2.1.2 Canamax Energy Ltd. – s. 1(10)(a)(ii) ............ 1677 2.1.3 Scotia Managed Companies Administration Inc. and Advantaged Canadian High Yield Bond Fund ...................................................... 1678 2.1.4 Killam Properties Inc. – s. 1(10)(a)(ii) ............. 1680 2.1.5 Central GoldTrust – s. 1(10)(a)(ii) ................... 1681 2.1.6 Petrus Resources Inc. – s. 1(10)(a)(ii) ............ 1682 2.1.7 Aon Hewitt Investment Management Inc. ...... 1684 2.1.8 Petroamerica Oil Corp. – s. 1(10)(a)(ii)........... 1693 2.1.9 Invesco Canada Ltd. ...................................... 1694 2.2 Orders............................................................ 1697 2.2.1 Perimeter Markets Inc. – s. 6.1 of OSC Rule 13-502 Fees ........................................... 1697 2.2.2 Sharon Downing – ss. 127(1), 127(10) ........... 1698 2.2.3 CNSX Markets Inc. – s. 144 ........................... 1700 2.2.4 TD Split Inc. – s. 1(6) of the OBCA ................. 1719 2.2.5 AMTE Services Inc. et al. – s. 127(8) ............. 1720 2.2.6 Future Solar Developments Inc. et al. – ss. 127, 127.1 ............................................. 1722 2.2.7 Canadian National Railway Company – s. 104(2)(c) ................................................. 1723 2.2.8 Glenn Francis Dunbar .................................... 1729 2.3 Orders with Related Settlement Agreements ................................................... 1730 2.3.1 Liahona Mortgage Investment Corp. et al. – ss. 127, 127.1 ..................................... 1730 2.4 Rulings ........................................................... (nil)

Chapter 3 Reasons: Decisions, Orders and Rulings ................................................... 1739 3.1 OSC Decisions .............................................. 1739 3.1.1 CI Investments Inc. ......................................... 1739 3.2 Director’s Decisions ...................................... (nil) 3.3 Court Decisions ............................................. (nil)

Chapter 4 Cease Trading Orders .......................... 1743 4.1.1 Temporary, Permanent & Rescinding Issuer Cease Trading Orders ......................... 1743 4.2.1 Temporary, Permanent & Rescinding Management Cease Trading Orders ............. 1743 4.2.2 Outstanding Management & Insider Cease Trading Orders ................................... 1743 Chapter 5 Rules and Policies ................................ 1745 5.1.1 CSA Notice of Amendments to Early Warning System – Amendments to MI 62-104 Take-Over Bids and Issuer Bids, NI 62-103 Early Warning System and Related Take-Over Bid and Insider Reporting Issues, and Changes to NP 62-203 Take-Over Bids and Issuer Bids ........ 1745 5.1.2 CSA Notice of Changes to Companion Policy 43-101CP Standards of Disclosure for Mineral Projects ........................................ 1791 Chapter 6 Request for Comments ........................ 1797 6.1.1 Proposed NI 94-101 Mandatory Central Counterparty Clearing of Derivatives and Proposed Companion Policy 94-101CP Mandatory Central Counterparty Clearing of Derivatives ................................................. 1797 Chapter 7 Insider Reporting .................................. 1825 Chapter 9 Legislation ............................................... (nil) Chapter 11 IPOs, New Issues and Secondary Financings ............................................. 1923 Chapter 12 Registrations ......................................... 1927 12.1.1 Registrants ..................................................... 1927 Chapter 13 SROs, Marketplaces,

Clearing Agencies and Trade Repositories ............................... 1929

13.1 SROs ............................................................. 1929 13.1.1 IIROC – Proposed Amendments Respecting the Audit Requirement to Send Second Positive Confirmation Requests – Request for Comment .................................................. 1929 13.2 Marketplaces ................................................ 1930 13.2.1 Canadian Securities Exchange – Variation of Recognition Order – Notice ........................ 1930 13.2.2 CNSX Markets Inc. – Proposed Amendments to Policy 2 Qualifications for Listing – OSC Staff Notice of Proposed Changes and Request for Comment .................................... 1932 13.2.3 CNSX Markets Inc. – Proposed Amendments to Policy 8 Fundamental Changes – OSC Staff Notice of Proposed Changes and Request for Comment .................................... 1933 13.3 Clearing Agencies ......................................... (nil)

Table of Contents

February 25, 2016 (2016), 39 OSCB

13.4 Trade Repositories ........................................ (nil) Chapter 25 Other Information ................................... (nil) Index ............................................................................ 1935

February 25, 2016

(2016), 39 OSCB 1667

Chapter 1

Notices / News Releases 1.3 Notices of Hearing with Related Statements of Allegations 1.3.1 Liahona Mortgage Investment Corp. et al. – s. 127, 127.1

IN THE MATTER OF THE SECURITIES ACT,

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

AND

IN THE MATTER OF LIAHONA MORTGAGE INVESTMENT CORP.,

LIAHONA ADMINISTRATION INC., AARON RUMLEY, ROBERT RUMLEY AND

ROBERT CHAGGARES

NOTICE OF HEARING (Sections 127 and 127.1 of the Securities Act)

TAKE NOTICE that the Ontario Securities Commission (the “Commission”) will hold a hearing pursuant to sections 127 and 127.1 of the Securities Act (the “Act”), at the offices of the Commission at 20 Queen Street West, 17th Floor, in the City of Toronto, commencing on the 18th day of February, 2016 at 9:00 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 it is in the public interest to approve the Settlement Agreement dated February 12, 2016, between Staff of the Commission (“Staff”) and Liahona Mortgage Investment Corp., Liahona Administration Inc., Aaron Rumley, Robert Rumley and Robert Chaggares pursuant to sections 127 and 127.1 of the Act; BY REASON OF the allegations set out in the Statement of Allegations of Staff, dated February 16, 2016, 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 proceedings; AND TAKE FURTHER NOTICE that the Notice of Hearing is also available in French, participation may be in either French or English and participants must notify the Secretary’s Office in writing as soon as possible if the participant is requesting a proceeding to be conducted wholly or partly in French; ET AVIS EST ÉGALEMENT DONNÉ PAR LA PRÉSENTE que l’avis d’audience est disponible en français, que la participation à l’audience peut se faire en français ou en anglais et que les participants doivent aviser le Bureau du secrétaire par écrit le plus tôt possible avant l’audience si le participant demande qu’une instance soit tenue entièrement ou partiellement en français. DATED at Toronto, this 16th day of February, 2016. “Josée Turcotte” Secretary to the Commission

Notices / News Releases

February 25, 2016

(2016), 39 OSCB 1668


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

AND



ROBERT CHAGGARES

STATEMENT OF ALLEGATIONS OF STAFF OF THE ONTARIO SECURITIES COMMISSION

Staff (“Staff”) of the Ontario Securities Commission (the “Commission”) make the following allegations: A. OVERVIEW 1. Between December 30, 2007 and February 23, 2015 (the “Material Time”), Liahona Mortgage Investment Corp.

(“LMIC”), Liahona Administration Inc. (“LAI”), Aaron Rumley, Robert Rumley and Robert Chaggares (collectively, the “Respondents”) sold approximately $20 million worth of shares in LMIC, a mortgage investment entity, to 95 investors. The Respondents did so without registering with the Commission, without filing a prospectus with the Commission, and without obtaining a prospectus receipt to qualify the sales of their securities.

2. Through these actions, the Respondents breached the registration and prospectus requirements of the Securities Act

(the “Act”), as they engaged in the business of trading in LMIC securities when no registration exemption applied, and distributed LMIC shares to investors who did not qualify for prospectus-exempt distributions.

B. THE RESPONDENTS 3. LMIC was incorporated in Ontario on December 22, 2006 with a registered office in Barrie, Ontario. It is a mortgage

investment entity, as such term is defined in the CSA Staff Notice 31-323 Guidance Relating to the Registration Obligations of Mortgage Investment Entities, and lends capital for first and second residential mortgages and commercial mortgages. All of these mortgages have underlying properties in Ontario.

4. LAI is a non-reporting issuer that was incorporated in Ontario on March 31, 2005 with a registered office in Barrie,

Ontario. LAI conducts certain management and administration functions for LMIC, as specified below. 5. Robert Chaggares is the President of LMIC and LAI and a director of these entities. He is a Chartered Accountant, and

is a partner at Chaggares & Bonhomme, Chartered Professional Accountants, an accounting practice. He is a resident of Queensville, Ontario.

6. Aaron Rumley is the Secretary of LMIC and LAI and a director of these entities. He is a Chartered Accountant, and is a

partner at Rumley, Holmes LLP, an accounting practice. He is a resident of Barrie, Ontario. 7. Robert Rumley is a director of LMIC, and assists in the management of LMIC’s mortgage investments and the

distribution of the company’s shares. He is a resident of Barrie, Ontario, and was formerly a partner at Rumley & Associates.

8. None of the Respondents has ever been registered to trade in securities in Ontario and none was registered with the

Commission in any capacity during the Material Time. C. CONDUCT AT ISSUE 9. Robert Chaggares, Aaron Rumley and Robert Rumley (collectively, the “Principals”) began operating LMIC as a

mortgage investment entity in December 2006. They received mortgage proposals from licensed brokers and evaluated the proposals based on the location and marketability of the underlying properties, as well as the creditworthiness of the underlying borrowers. After completing their due diligence process, the Principals selected certain mortgages for funding, using LMIC as their investment vehicle.

10. In December 2007, the Principals began offering preferred shares in LMIC to a number of friends, family and clients of

their accounting practices. They offered the shares at a price of $1 per share. In order to raise interest in LMIC, they


February 25, 2016

(2016), 39 OSCB 1669

actively solicited a number of prospective investors, discussing the benefits of LMIC during meetings with the prospects.

11. The Respondents also provided marketing materials to prospective investors that reviewed the characteristics of

mortgage investment entities. These marketing materials included a pamphlet titled “An Introduction to Mortgage Investment Corporations” that disclosed the terms for purchase and redemption of LMIC shares, and the nature of the underlying assets of LMIC. Beginning in 2012, the Respondents executed formal subscription agreements with investors who purchased shares in LMIC.

12. The Principals used LAI to manage and administer LMIC. Through LAI, the Principals conducted underwriting and

accounting functions for LMIC, including the due diligence review of mortgages for LMIC and the payment of dividends to LMIC’s preferred shareholders. LAI also maintaining the shareholder register and maintained shareholder files. LAI received a fee of 2.25% per annum from LMIC based upon the amount of mortgages under its administration.

13. Through this conduct, the Respondents engaged in the business of trading in LMIC securities, but they failed to register

with the Commission and failed to evaluate their investors’ needs in the manner required of registrants. Although the Respondents were aware of certain investors’ financial holdings, they did not adequately collect or consider “know-your-client” information from investors and did not examine investors’ portfolios to ensure that investments in LMIC were suitable for them.

14. The Respondents never filed a preliminary prospectus or a prospectus with the Commission and did not obtain a

prospectus receipt to qualify the sale of LMIC securities. The Respondents also did not file exempt distribution reports or pay any activity fees to the Commission within the periods mandated under the Act.

15. The Respondents ultimately sold preferred shares of LMIC having an aggregate value of $20,299,461 to 95 investors

during the Material Time. The Respondents’ sales to 12 of these investors were suitable for them and qualified for prospectus exemptions. Of the remaining sales: a. the Respondents sold investments to 47 investors that were unsuitable for them, as the investments

comprised over 10 percent of each investor’s net financial assets, and thus left the investor’s portfolio over-exposed to LMIC securities;

b. the Respondents sold investments to 18 other investors that did not qualify for any prospectus exemptions

during the Material Time, and were also unsuitable because they left investors’ portfolios over-exposed to LMIC securities;

c. the Respondents sold investments to an additional 2 other investors that did not qualify for prospectus

exemptions during the Material Time and do not qualify for any prospectus exemption at present; and d. the Respondents sold investments to 16 other investors that were redeemed during the Material Time.

16. LMIC presently has 77 investors and holds mortgage loans valued at approximately $19 million. D. BREACHES OF ONTARIO SECURITIES LAW AND CONDUCT CONTRARY TO THE PUBLIC INTEREST 17. Through the conduct described above, the Respondents have breached Ontario securities law and engaged in conduct

contrary to the public interest. In particular: a. The Respondents traded and engaged in, or held themselves out as engaging in, the business of trading in

securities without being registered to do so, and where no registration exemption was available, contrary to subsection 25(1) of the Act;

b. The Respondents distributed securities where no preliminary prospectus or prospectus was issued or

receipted under the Act, and where no prospectus exemption was available, contrary to section 53 of the Act; c. The Respondents failed to file required exempt distribution reports within the period mandated by National

Instrument 45-106 – Prospectus Exemptions; d. The Respondents failed to pay required activity fees within the period mandated by Rule 13-502; and e. The Principals, as directors and officers of the corporate Respondents, authorized, permitted or acquiesced in

the breaches set out above, and, in so doing, are deemed to have not complied with Ontario securities laws, pursuant to section 129.2 of the Act.


February 25, 2016

(2016), 39 OSCB 1670

18. Staff reserve the right to make such other allegations as Staff may advise and the Commission may permit. DATED at Toronto, February 16, 2016.


February 25, 2016

(2016), 39 OSCB 1671

1.5 Notices from the Office of the Secretary 1.5.1 Liahona Mortgage Investment Corp. et al.

FOR IMMEDIATE RELEASE February 17, 2016

IN THE MATTER OF

THE SECURITIES ACT, R.S.O. 1990, c. S.5

AND

IN THE MATTER OF

LIAHONA MORTGAGE INVESTMENT CORP., LIAHONA ADMINISTRATION INC.,

AARON RUMLEY, ROBERT RUMLEY AND ROBERT CHAGGARES

TORONTO – The Office of the Secretary issued a Notice of Hearing for a hearing to consider whether it is in the public interest to approve a settlement agreement entered into by Staff of the Commission and Liahona Mortgage Investment Corp., Liahona Administration Inc., Aaron Rumley, Robert Rumley and Robert Chaggares. The hearing will be held on February 18, 2016 at 9:00 a.m. on the 17th floor of the Commission’s offices located at 20 Queen Street West, Toronto. A copy of the Notice of Hearing dated February 16, 2016 and Statement of Allegations of Staff of the Ontario Securities Commission dated February 16, 2016 is available at www.osc.gov.on.ca. OFFICE OF THE SECRETARY JOSÉE TURCOTTE SECRETARY For media inquiries: [email protected] For investor inquiries: OSC Contact Centre 416-593-8314 1-877-785-1555 (Toll Free)

1.5.2 Sharon Downing


IN THE MATTER OF

THE SECURITIES ACT, R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF SHARON DOWNING

TORONTO – The Commission issued an Order pursuant to Subsections 127(1) and 127(10) of the Securities Act in the above noted matter. A copy of the Order dated February 17, 2016 is available at www.osc.gov.on.ca. OFFICE OF THE SECRETARY JOSÉE TURCOTTE SECRETARY For media inquiries: [email protected] For investor inquiries: OSC Contact Centre 416-593-8314 1-877-785-1555 (Toll Free)


February 25, 2016

(2016), 39 OSCB 1672

1.5.3 Liahona Mortgage Investment Corp. et al.


IN THE MATTER OF

THE SECURITIES ACT, RSO 1990, c S.5

AND

IN THE MATTER OF

LIAHONA MORTGAGE INVESTMENT CORP., LIAHONA ADMINISTRATION INC.,

AARON RUMLEY, ROBERT RUMLEY AND ROBERT CHAGGARES

TORONTO – Following a hearing held today, the Commission issued an Order in the above named matter approving the Settlement Agreement reached between Staff of the Commission and Liahona Mortgage Investment Corp., Liahona Administration Inc., Aaron Rumley, Robert Rumley and Robert Chaggares. A copy of the Order dated February 18, 2016 and Settlement Agreement dated February 12, 2016 are available at www.osc.gov.on.ca. OFFICE OF THE SECRETARY JOSÉE TURCOTTE SECRETARY For media inquiries: [email protected] For investor inquiries: OSC Contact Centre 416-593-8314 1-877-785-1555 (Toll Free)

1.5.4 AMTE Services Inc. et al.


IN THE MATTER OF


AND

IN THE MATTER OF

AMTE SERVICES INC., OSLER ENERGY CORPORATION,

RANJIT GREWAL, PHILLIP COLBERT AND EDWARD OZGA

TORONTO – The Commission issued a Temporary Order in the above named matter which provides that the hearing to consider a further extension of the Temporary Order scheduled for February 26, 2016 at 10:00 a.m. is vacated. A copy of the Temporary Order dated February 18, 2016 is available at www.osc.gov.on.ca. OFFICE OF THE SECRETARY JOSÉE TURCOTTE SECRETARY For media inquiries: [email protected] For investor inquiries: OSC Contact Centre 416-593-8314 1-877-785-1555 (Toll Free)


February 25, 2016

(2016), 39 OSCB 1673

1.5.5 Future Solar Developments Inc. et al.


IN THE MATTER OF


AND

IN THE MATTER OF

FUTURE SOLAR DEVELOPMENTS INC., CENITH ENERGY CORPORATION,

CENITH AIR INC., ANGEL IMMIGRATION INC. and XUNDONG QIN also known as SAM QIN

TORONTO – The Commission issued an Order in the above named matter which provides that:

1. the hearing date set for March 21, 2016 is vacated; and

2. the hearing on the merits shall

commence on March 23, 2016 at 10:00 a.m. and continue thereafter on March 24, 28, 29, 30, 31 and April 1, 4 and 12, 2016 and on such further dates as agreed to by the parties and set by the Office of the Secretary.

A copy of the Order dated February 22, 2016 is available at www.osc.gov.on.ca. OFFICE OF THE SECRETARY JOSÉE TURCOTTE SECRETARY For media inquiries: [email protected] For investor inquiries: OSC Contact Centre 416-593-8314 1-877-785-1555 (Toll Free)

1.5.6 CI Investments Inc.


IN THE MATTER OF


AND

IN THE MATTER OF

CI INVESTMENTS INC. TORONTO – The Commission issued its Oral Ruling and Reasons following the Settlement Hearing held in the above noted matter. A copy of the Oral Ruling and Reasons dated February 22, 2016 is available at www.osc.gov.on.ca. OFFICE OF THE SECRETARY JOSÉE TURCOTTE SECRETARY For media inquiries: [email protected] For investor inquiries: OSC Contact Centre 416-593-8314 1-877-785-1555 (Toll Free)


February 25, 2016

(2016), 39 OSCB 1674

1.5.7 Glenn Francis Dunbar


IN THE MATTER OF


AND

IN THE MATTER OF

GLENN FRANCIS DUNBAR TORONTO – The Commission issued an order in the above named matter which provides that:

(a) Staff’s application to continue this proceeding by way of a written hearing is granted;

(b) Staff’s materials shall be served and filed

no later than March 17, 2016; (c) Dunbar’s responding materials, if any,

shall be served and filed no later than April 14, 2016; and

(d) Staff’s reply materials, if applicable, shall

be served and filed no later than April 28, 2016.

A copy of the Order dated February 22, 2016 is available at www.osc.gov.on.ca. OFFICE OF THE SECRETARY JOSÉE TURCOTTE SECRETARY For media inquiries: [email protected] For investor inquiries: OSC Contact Centre 416-593-8314 1-877-785-1555 (Toll Free)

February 25, 2016

(2016), 39 OSCB 1675

Chapter 2

Decisions, Orders and Rulings 2.1 Decisions 2.1.1 Perimeter Markets Inc. Headnote National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions – relief from the requirement to engage a qualified party to conduct an independent systems review and prepare a report in accordance with established audit standards – relief subject to updated management reviews of systems and controls similar in scope to that which would have applied to an independent systems review – National Instrument 21-101 Marketplace Operation. Applicable Legislative Provisions National Instrument 21-101 Marketplace Operation, ss. 12.1, 15.1.

February 16, 2016

IN THE MATTER OF THE SECURITIES LEGISLATION OF

BRITISH COLUMBIA, ALBERTA, SASKATCHEWAN, MANITOBA, QUÉBEC, ONTARIO, NEW BRUNSWICK,

NOVA SCOTIA, PRINCE EDWARD ISLAND AND NEWFOUNDLAND AND LABRADOR

(the Jurisdictions)

AND

IN THE MATTER OF THE PROCESS FOR EXEMPTIVE RELIEF

APPLICATIONS IN MULTIPLE JURISDICTIONS

AND

IN THE MATTER OF PERIMETER MARKETS INC.

(the Filer)

DECISION Background The securities regulatory authority or regulator in each of the Jurisdictions (Decision Maker) has received an application from the Filer for a decision under the securities legislation of the Jurisdictions (the Legislation) for relief from the requirements in the Legislation that the Filer annually engage a qualified party to conduct an independent systems review and prepare a report in accordance with established audit standards (collectively, an “ISR”) for each year from 2015 to 2017 inclusive (the Exemptive Relief Sought).

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

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

(b) the decision is the decision of the

principal regulator and evidences the decision of each other Decision Maker.

Interpretation Terms defined in National Instrument 14-101 Definitions 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. Perimeter Markets Inc. (“Perimeter”) is a cor-

poration established under the laws of the Province of Ontario and its principal business is to operate an alternative trading system (“ATS”) as defined in National Instrument 21-101 Market-place Operation;

2. The head office of Perimeter is located in Toronto,

Ontario; 3. Perimeter is a member of the Investment Industry

Regulatory Organization of Canada, the Canadian Investor Protection Fund and the Bourse de Montréal and is registered in all provinces as a dealer in the category of investment dealer, as a derivatives dealer in Québec and as a futures commission merchant in Ontario and Manitoba;

4. Bondview and CBID are trademarks of Perimeter; 5. The Perimeter System is an ATS exclusively for

trading over-the-counter fixed income securities; 6. The Perimeter System is not connected to any

other fixed income marketplace, and cannot affect another fixed income marketplace or be affected by another fixed income marketplace;

7. For each of its systems that support order entry,

order routing, execution, trade reporting, trade comparison, data feeds, market surveillance and trade clearing, Perimeter has developed and maintains:

Decisions, Orders and Rulings

February 25, 2016

(2016), 39 OSCB 1676

• reasonable business continuity and disaster recovery plans;

• an adequate system of internal control

over those systems; • adequate information technology general

controls, including without limitation, controls relating to information systems operations, information security, change management, problem management, network support and system software support;

8. In accordance with prudent business practice, on

a reasonably frequent basis and, in any event, at least annually, Perimeter: • makes reasonable current and future

capacity estimates; • conducts capacity stress tests to

determine the ability of those systems to process transactions in an accurate, timely and efficient manner;

• tests its business continuity and disaster

recovery plans; and • reviews the vulnerability of the Perimeter

System and data centre computer operations to internal and external threats including physical hazards, and natural disasters;

9. Perimeter’s current trading and order entry

volumes in the Perimeter System are less than 10% of the current design and peak capacity of the Perimeter System and Perimeter has not experienced any failure of the Perimeter System;

10. The Perimeter System transaction volume is less

than 300 trades per day; 11. The estimated cost to Perimeter of an annual

independent systems review by a qualified third party would represent a significant portion of Perimeter’s annual net income;

12. The Perimeter System is monitored 24 hours a

day, 7 days a week to ensure that all components continue to operate and remain secure;

13. Perimeter shall promptly notify the Commission of

any failure to comply with the representations set out herein; and

14. The cost of an ISR is prejudicial to Perimeter and

represents a disproportionate impact on Perimeter’s revenue.

Decision Each of the Decision Makers is satisfied that the decision meets the test set out in the Legislation for the Decision Maker to make the decision. The decision of the Decision Makers under the Legislation is that the Exemptive Relief Sought is granted provided that:

1. Perimeter shall promptly notify the Com-mission of any material changes to the representations set out herein, including any material changes to Perimeter’s annual net income or to the market share or daily transaction volume of the Perimeter System; and

2. Perimeter shall, in each year from 2015

to 2017 inclusive, complete updated management reviews of the Perimeter System and of its controls, similar in scope to that which would have applied had Perimeter undergone an indepen-dent systems review, for ensuring it continues to comply with the represen-tations set out herein and shall prepare written reports of its reviews which shall be filed with staff of the Commission no later than 30 days after January 1st of each year.

DATED this 16th day of February, 2016 “Tracey Stern” Manager Ontario Securities Commission


February 25, 2016

(2016), 39 OSCB 1677

2.1.2 Canamax Energy Ltd. – s. 1(10)(a)(ii) Headnote National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions – Issuer deemed to no longer be a reporting issuer under securities legislation. Applicable Legislative Provisions Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(10)(a)(ii). Citation: Re Canamax Energy Ltd., 2016 ABASC 39 February 9, 2016 Stikeman Elliott LLP 4300 Bankers Hall West 888 - 3 Avenue SW Calgary, AB T2P 5C5 Attention: Andrew Beamer Dear Sir: Re: Canamax Energy Ltd. (the Applicant) – Appli-

cation for a decision under the securities legislation of Alberta, Saskatchewan, Mani-toba, Ontario, Nova Scotia and Yukon (the Jurisdictions) that the Applicant is not a reporting issuer

The Applicant has applied to the local securities regulatory authority or regulator (the Decision Maker) in each of the Jurisdictions for a decision under the securities legislation (the Legislation) of the Jurisdictions that the Applicant is not a reporting issuer. In this decision, “securityholder” means, for a security, the beneficial owner of the security. The Applicant has represented to the Decision Makers that:

(a) the outstanding securities of the Appli-cant, including debt securities, are bene-ficially owned, directly or indirectly, by fewer than 15 securityholders in each of the jurisdictions of Canada and fewer than 51 securityholders in total world-wide;

(b) no securities of the Applicant, including

debt securities, are traded in Canada or another country on a marketplace as defined in National Instrument 21-101 Marketplace Operation or any other facility for bringing together buyers and sellers of securities where trading data is publicly reported;

(c) the Applicant is applying for a decision

that it is not a reporting issuer in all of the

jurisdictions of Canada in which it is currently a reporting issuer; and

(d) the Applicant is not in default of any of its

obligations under the Legislation as a reporting issuer.

Each of the Decision Makers is satisfied that the test contained in the Legislation that provides the Decision Maker with the jurisdiction to make the decision has been met and orders that the Applicant is deemed to have ceased to be a reporting issuer. “Denise Weeres” Manager, Legal Corporate Finance


February 25, 2016

(2016), 39 OSCB 1678

2.1.3 Scotia Managed Companies Administration Inc. and Advantaged Canadian High Yield Bond Fund

Headnote National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions – investment fund manager obtaining relief from the requirement to obtain the approval of securityholders before changing the fundamental investment objectives of a non-redeemable investment fund – exemptive relief required as a result of changes to tax law eliminating certain tax benefits associated with character conversion transactions – manager required to send written notice at least 30 days before the effective date of the change to the investment objectives of the funds setting out the change, the reasons for such change and a statement that the fund will no longer distribute gains under forward contracts that are treated as capital gains for tax purposes – National Instrument 81-102 Investment Funds. Applicable Legislative Provisions National Instrument 81-102 Investment Funds, ss.

5.1(1)(c), 19.1.

February 17, 2016


ONTARIO (the Jurisdiction)

AND

IN THE MATTER OF

THE PROCESS FOR EXEMPTIVE RELIEF APPLICATIONS IN MULTIPLE JURISDICTIONS

AND

IN THE MATTER OF

SCOTIA MANAGED COMPANIES ADMINISTRATION INC.

(the Filer)

AND

IN THE MATTER OF ADVANTAGED CANADIAN HIGH YIELD BOND FUND

(the Fund)

DECISION Background The principal regulator in the Jurisdiction has received an application from the Filer on behalf of the Fund for a decision under the securities legislation of the Jurisdiction (the Legislation) for exemptive relief from the requirement to obtain prior securityholder approval before changing the fundamental investment objectives of the Fund under

subsection 5.1(1)(c) of National Instrument 81 102 – Investment Funds (NI 81-102) (the Requested Relief). Under the Process for Exemptive Relief Applications in Multiple Jurisdictions:

I. the Ontario Securities Commission is the principal regulator for this Application, and

II. the Filer has provided notice that section

4.7(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in each of the other provinces and territories of Canada (together with Ontario, the Jurisdic-tions).

Defined Terms Terms defined in MI 11-102, National Instrument 14-101 Definitions and NI 81-102 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, a wholly-owned subsidiary of Scotia

Capital Inc., is a corporation existing under the laws of the Province of Ontario and is registered as an Investment Fund Manager in Ontario, Quebec and Newfoundland and Labrador. The head office of the Filer is located in Toronto, Ontario.

2. The Fund is a non-redeemable investment fund

established as a trust under the laws of the Province of Ontario pursuant to a declaration of trust dated March 7, 2011, as amended and restated as of March 9, 2012, March 28, 2013 and April 22, 2015, and as may be further amended and restated from time to time (the Declaration of Trust).

3. Class A units and Class F units of the Fund were

qualified for distribution pursuant to a prospectus dated March 7, 2011 that was prepared and filed in accordance with the securities legislation in each of the Jurisdictions. Accordingly, the Fund is a reporting issuer in each of the Jurisdictions. Class F units are designed for clients of registered brokers, dealers and advisors with fee-based accounts and are not listed on a stock exchange but may be converted into Class A units on a weekly basis for liquidity purposes. The Class A units of the Fund are listed and posted for trading on the Toronto Stock Exchange (the TSX) under the symbol AHY.UN.

4. Neither the Filer nor the Fund is in default of

securities legislation in the Jurisdictions.


February 25, 2016

(2016), 39 OSCB 1679

5. In order to achieve its current fundamental investment objectives, the Fund is a party to a forward purchase agreement (the Forward Agreement) with a counterparty, dated March 31, 2011. Through the Forward Agreement, the Fund obtains exposure to a diversified portfolio (the Portfolio) of Canadian high yield fixed income securities (the Canadian HY Corporate Bonds) held by its reference fund (the CHY Fund).

6. The current investment objectives of the Fund are

to: (i) preserve and enhance the net asset value of the Fund; and (ii) provide unitholders with quarterly tax-advantaged distributions consisting of returns of capital and capital gains, through investment exposure to Canadian HY Corporate Bonds pursuant to the Forward Agreement.

7. The fundamental investment objectives of CHY

Fund are to: (i) preserve and enhance the net asset value of the CHY Fund; and (ii) to provide holders of units of CHY Fund with income and capital appreciation from the Portfolio through investment in Canadian HY Corporate Bonds.

8. Pursuant to the terms of the Forward Agreement,

the counterparty will deliver to the Fund, on the scheduled settlement date of the Forward Agreement, a specified portfolio of securities of Canadian public companies that are Canadian securities as defined in subsection 39(6) of the Income Tax Act (Canada) (the Tax Act) and listed on the TSX with an aggregate value equal to the net redemption proceeds that would be received by holders on the redemption of the relevant number of units of CHY Fund.

9. Through the use of the Forward Agreement, the

Fund currently provides tax-advantaged distribu-tions to its securityholders because the Fund realizes capital gains (or capital losses) on the disposition of securities acquired under the Forward Agreement, rather than ordinary income. Ordinary income is subject to tax at a higher rate in Canada than capital gains.

10. The Forward Agreement is expected to terminate

on or about March 31, 2016 in accordance with its terms (the Termination Date).

11. The Tax Act was amended in December, 2013 to

implement proposals that were first announced in the March 21, 2013 federal budget regarding the income tax treatment of character conversion transactions (the Tax Changes). Under the Tax Changes, the favourable tax treatment of char-acter conversion transactions will be eliminated after prescribed dates and the distributions paid by the Fund are no longer expected to be characterized primarily as capital gains or return of capital and instead all or a portion of the distributions paid by the Fund will be char-

acterized as ordinary income after the Termination Date.

12. As a result of the Tax Changes, the Filer has

determined that it will be more efficient and less costly for the Fund to achieve its fundamental investment objectives after the Termination Date by investing its assets using the same, or sub-stantially the same, investment strategies and restrictions as those employed by CHY Fund prior to the Termination Date. The Filer has also determined that the Fund should directly own securities of the kind that comprise the Portfolio rather than through CHY Fund and that CHY Fund should be wound up. The Filer expects that the entire amount of the Forward Agreement will be settled and the Fund will acquire the Portfolio held by CHY Fund in accordance with applicable securities laws.

13. The Filer wishes to amend the fundamental

investment objectives of the Fund to delete the references to “tax-advantaged” and the use of the Forward Agreement to obtain investment exposure to the Portfolio. Other than for the loss of tax efficiency resulting from the Tax Changes, the Fund will have the same investment attributes under its amended fundamental investment objectives as exist under its current fundamental investment objectives.

14. Following such amendment, the revised

fundamental investment objectives of the Fund will be to: (i) preserve and enhance the net asset value of the Fund; and (ii) provide unitholders with quarterly distributions through investment in the Portfolio of Canadian HY Corporate Bonds.

15. The Fund has complied with the material change

report requirements set out in Part 11 of National Instrument 81-106 Investment Fund Continuous Disclosure in connection with the Filer’s decision to make the changes to the fundamental investment objectives of the Fund set out above.

16. The Filer expects the proposed changes to the

fundamental investment objectives of the Fund to take effect on or about the Termination Date.

17. The Filer has determined that it would be in the

best interests of the Fund and not prejudicial to the public interest to receive the Requested Relief.

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 Requested Relief is granted, provided that, at least 30 days before the effective date of the change in the investment objectives of the Fund, the Filer will send to


February 25, 2016

(2016), 39 OSCB 1680

each securityholder of the Fund a written notice that sets out the change to the investment objective, the reasons for such change and a statement that the Fund will no longer distribute gains under forward contracts that are treated as capital gains for tax purposes. “Stephen Paglia” Manager (Acting) Investment Funds and Structured Products Branch Ontario Securities Commission

2.1.4 Killam Properties Inc. – s. 1(10)(a)(ii) Headnote National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions – Issuer deemed to no longer be a reporting issuer under securities legislation. Applicable Legislative Provisions Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(10)(a)(ii). February 19, 2016 Killam Properties Inc. Suite 100, 3700 Kempt Road. Halifax, Nova Scotia B3K 4X8 Attention: Ronald Barron Dear Sir: Re: Killam Properties Inc. (the “Applicant”) – “Sim-

plified Procedure” Application for a Decision under the securities legislation of the Pro-vinces of Alberta, Saskatchewan, Manitoba, Ontario, Québec, New Brunswick, Nova Scotia, Prince Edward Island and Newfoundland and Labrador (the “Jurisdictions”) that the Applicant is not a Reporting Issuer

The Applicant has applied to the local securities regulatory authority or regulator (the “Decision Maker”) in each of the Jurisdictions for a decision under the securities legislation (the “Legislation”) of the Jurisdictions that the Applicant is not a reporting issuer in the Jurisdictions. In this decision, “securityholder” means, for a security, the beneficial owner of the security. As the Applicant has represented to the Decision Makers that:

1. the outstanding securities of the Appli-cant, including debt securities, are bene-ficially owned, directly or indirectly, by fewer than 15 security holders in each of the jurisdictions in Canada and fewer than 51 security holders in total world-wide;

2. no securities of the Applicant, including

debt securities, are traded in Canada or another country or on a marketplace as defined in National Instrument 21-101 – Marketplace Operation or any other facility for bringing together buyers and sellers of securities where trading data is publicly reported; and

3. the Applicant is applying for a decision

that it is not a reporting issuer in each of


February 25, 2016

(2016), 39 OSCB 1681

the Jurisdictions in which it is currently a reporting issuer;

4. the Applicant is not in default of any of its


Each of the Decision Makers is satisfied that the test contained in the Legislation that provides the Decision Maker with the jurisdiction to make the decision has been met and orders that the Applicant is deemed to have ceased to be a reporting issuer and that the Applicant’s status as a reporting issuer is revoked. “Paul E. Radford” Chair Nova Scotia Securities Commission

2.1.5 Central GoldTrust – s. 1(10)(a)(ii) Headnote National Policy 11-203 Process for Exemptive Relief Appli-cations in Multiple Jurisdictions – Issuer deemed to no longer be a reporting issuer under securities legislation. Applicable Legislative Provisions Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(10)(a)(ii). February 18, 2016 John (J.R.) Laffin Stikeman Elliott LLP 5300 Commerce Court 199 Bay Street Toronto, Ontario M5L 1B9 Dear Sirs/Mesdames: Re: Central GoldTrust (the Applicant) – Application

for a decision under the securities legislation of Ontario, Alberta, Saskatchewan, Manitoba, Quebec, New Brunswick, Nova Scotia, New-foundland and Labrador, Prince Edward Island, Yukon, the Northwest Territories and Nunavut (collectively, the Jurisdictions) that the Applicant is not a reporting issuer






that it is not a reporting issuer in all of the jurisdictions of Canada in which it is currently a reporting issuer; and


February 25, 2016

(2016), 39 OSCB 1682

(d) the Applicant is not in default of any of its obligations under the Legislation as a reporting issuer.

Each of the Decision Makers is satisfied that the test contained in the Legislation that provides the Decision Maker with the jurisdiction to make the decision has been met and orders that the Applicant is not a reporting issuer. “Sonny Randhawa” Manager Corporate Finance

2.1.6 Petrus Resources Inc. – s. 1(10)(a)(ii) Headnote National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions – Issuer deemed to no longer be a reporting issuer under securities legislation. Applicable Legislative Provisions Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(10)(a)(ii). February 19, 2016 Petrus Resources Inc. 2400, 240 - 4th Avenue SW Calgary, Alberta T2P 4114 Dear Sirs/Mesdames: Re: Petrus Resources Inc. (formerly PhosCan

Chemical Corp) (the Applicant) – Application for a decision under the securities legislation of Alberta and Ontario (the Jurisdictions) that the Applicant is not a reporting issuer






that it is not a reporting issuer in all of the jurisdictions of Canada in which it is currently a reporting issuer; and

(d) the Applicant is not in default of any of its



February 25, 2016

(2016), 39 OSCB 1683

Each of the Decision Makers is satisfied that the test contained in the Legislation that provides the Decision Maker with the jurisdiction to make the decision has been met and orders that the Applicant is not a reporting issuer. “Sonny Randhawa” Manager, Corporate Finance Ontario Securities Commission


February 25, 2016

(2016), 39 OSCB 1684

2.1.7 Aon Hewitt Investment Management Inc. Headnote National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions – relief granted from the investment fund conflict of interest investment restrictions in securities legislation to permit pooled funds to invest in underlying pooled funds, subject to conditions. Applicable Legislative Provisions Securities Act (Ontario), R.S.O. 1990, c. S.5, as am., ss. 111(2)(b), 111(4), 113.

February 5, 2016



AND

IN THE MATTER OF


AND

IN THE MATTER OF

AON HEWITT INVESTMENT MANAGEMENT INC. (the Filer)

AND

IN THE MATTER OF

THE TOP FUNDS (as defined below)

DECISION

Background The principal regulator in the Jurisdiction has received an application from the Filer on behalf of the mutual funds listed in Schedule “A” hereto (the Initial Top Funds) and any other mutual fund which is not a reporting issuer under the securities legislation of the Jurisdiction (the Legislation) that is advised or managed by the Filer or an affiliate of the Filer (the Future Top Funds, and together with the Initial Top Funds, the Top Funds) which invests its assets in securities of the corresponding investment fund listed in Schedule “A” hereto (the Initial Underlying Funds) and any other investment fund which is not a reporting issuer under the Legislation (collectively with the Initial Underlying Funds, the Underlying Funds), for a decision under the Legislation exempting the Filer and the Top Funds from:

(a) the restriction in the Legislation that prohibits an investment fund from knowingly making an investment in a person or company in which the investment fund, alone or together with one or more related investment funds, is a substantial security holder; and

(b) the restriction in the Legislation that prohibits an investment fund, its management company or its distribution

company from knowingly holding an investment described in paragraph (a) above (collectively, the Requested Relief). 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


February 25, 2016

(2016), 39 OSCB 1685

(b) the Filer has provided notice that section 4.7(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in Alberta.

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.

Initial AHIC Underlying Funds means U.S. Equity Fund, Global Equity Fund and Non-U.S. Equity Fund, each a series of Aon Hewitt Institutional Funds, LLC, a limited liability corporation established under the laws of Delaware. Initial TD Underlying Funds means the investment funds for which TD Asset Management Inc. will be the investment fund manager.

Representations This decision is based on the following facts represented by the Filer: The Filer 1. The Filer is a corporation incorporated under the laws of Canada with its head office in Toronto, Ontario. 2. The Filer is registered as an investment fund manager in Ontario, Quebec and Newfoundland and Labrador and as a

portfolio manager and exempt market dealer in each of Ontario, Alberta, British Columbia, Newfoundland and Labrador, Quebec and Saskatchewan.

3. The Filer is not a reporting issuer in any jurisdiction in Canada and is not in default of securities legislation of any

jurisdiction in Canada. 4. The Filer is wholly owned by Aon Hewitt Inc. and indirectly wholly owned by Aon plc. 5. The Filer is the investment fund manager and portfolio manager of the Initial Top Funds. 6. The Filer or an affiliate of the Filer will be the investment fund manager and/or portfolio manager of Future Top Funds

established under the laws of Ontario or another jurisdiction of Canada. Top Funds 7. The Initial Top Funds are open-ended mutual funds established as trusts under the laws of Ontario. 8. The Future Top Funds will be open-ended mutual funds structured as limited partnerships, trusts or corporations under

the laws of Ontario or another jurisdiction of Canada. 9. None of the Top Funds is or will be a reporting issuer in any jurisdiction of Canada. 10. Each of the Top Funds is or will be a “mutual fund” for the purposes of the Legislation. 11. The assets of the Initial Top Funds are held by CIBC Mellon Trust Company. The assets of the Future Top Funds will

be held in the custody of a trust company incorporated, and licensed or registered, under the laws of Canada or a jurisdiction, or a bank listed in Schedule I, II or III of the Bank Act (Canada) or a qualified affiliate of such bank or trust.

12. Each Initial Top Fund intends to invest substantially all of its assets in securities of a particular Initial Underlying Fund,

as reflected in Schedule “A”. A Future Top Fund may invest its assets in one or more Future Underlying Funds. 13. The securities of each Top Fund are or will be sold in Canada solely pursuant to available exemptions from the

prospectus requirements under National Instrument 45-106 Prospectus Exemptions (NI 45-106) or the Legislation. 14. All investors in the Top Fund will be “permitted clients”, as such term is defined in National Instrument 31-103 –

Registration Requirements, Exemptions and Ongoing Registrant Obligations (NI 31-103). Typically they will fall within paragraph (e) of the “permitted client” definition but some may instead fall within paragraphs (g), (i), (n) or (q) of the “permitted client” definition.

15. All investors in the Top Funds will enter into an agreement with the Filer for pension consulting services.


February 25, 2016

(2016), 39 OSCB 1686

16. The Filer will not charge any management fees to the Top Fund. Investors in the Top Funds will pay fees directly to the Filer for the advice the Filer provides in relation to overall investment needs, asset allocation of the client’s portfolio and selection of third party investment fund managers and/or sub-advisors. These fees are independently negotiated between the client and the Filer and are paid outside the Top Funds.

Underlying Funds 17. Each Initial AHIC Underlying Fund is a series of Aon Hewitt Institutional Funds, LLC (AHIC), a limited liability

corporation established under the laws of Delaware, for which Aon Hewitt Investment Consulting, Inc., an affiliate of the Filer, acts as the investment fund manager. Each of the Initial AHIC Underlying Funds is an investment fund under the Legislation. The assets of the Initial AHIC Underlying Funds are held in the custody of the Bank of New York Mellon.

18. Each Initial TD Underlying Fund will be an investment fund under the Legislation which is established as a trust under

the laws of Ontario for which TD Asset Management Inc., an entity unrelated to the Filer, will act as the investment fund manager.

19. The Future Underlying Funds will be investment funds which are established as limited partnerships, trusts or

corporations under the laws of Ontario, another jurisdiction of Canada or a foreign jurisdiction. 20. Securities of each Underlying Fund will be sold to investors in Canada solely pursuant to available exemptions from the

prospectus requirements under NI 45-106 or the Legislation. 21. The Initial Underlying Funds will not be reporting issuers in any jurisdiction of Canada and no Future Underlying Fund

will be a reporting issuer in any jurisdiction of Canada. 22. Each of the Underlying Funds will have separate investment objectives, strategies and/or restrictions. 23. Certain Underlying Funds may invest its assets in securities of one or more investment funds each managed by a third

party investment fund manager (each a Bottom Fund). 24. Each Underlying Fund and Bottom Fund, in each case managed by a third party not affiliated with the Filer, must be

deemed by the Filer or AHIC to meet the extensive due diligence criteria of having a well-controlled institutional operating environment, and the quality, competency and security of the custodian of each such Underlying Fund and Bottom Fund is considered in this due diligence process.

25. Securities of the Bottom Funds are considered to be liquid assets. To the extent illiquid assets (as defined in National

Instrument 81-102 Investment Funds (NI 81-102)) are held by an Underlying Fund or a Bottom Fund, such illiquid assets will comprise less than 10% of the net asset value (NAV) of such Underlying Fund or Bottom Fund.

26. An investment by a Top Fund in an Underlying Fund will be effected based on an objective NAV of the Underlying

Fund. An investment by an Underlying Fund in a Bottom Fund will be effected based on an objective NAV of the Bottom Fund.

Fund-on-Fund Structures 27. The Filer proposes to operate the Top Funds under a “manager of managers” structure whereby the Filer will either

invest the Top Funds in Underlying Funds (which may be managed by an affiliate or a third party manager) and/or appoint various sub-advisors (each a Sub-Advisor and collectively, the Sub-Advisors) to assist in the management of the investment portfolios of the Top Funds. The structures that the Filer contemplates are outlined in paragraph 33 below.

28. The Filer selects Underlying Funds and Sub-Advisors from a universe of potential investments by utilizing a formal

rating process, which analyzes data across several key categories (including business, investment staff, investment process, investment risk, performance, terms and conditions, and operations) and individual factors and assigns a score ranging from 0 to 100. Products scoring 50 or above are eligible for the more extensive due diligence and ratings review process that may lead to a “Buy” rating.

29. The Filer does not expect that the assets directed to any third party Underlying Fund manager, Sub-Advisor or Bottom

Fund manager by the Filer and its affiliates will exceed 20% of the assets under management of such Underlying Fund manager, Sub-Advisor or Bottom Fund manager.

30. Currently, each Initial Top Fund intends to invest substantially all of its assets in securities of a particular Initial

Underlying Fund, as reflected in Schedule “A”. An Initial Top Fund may cease to allocate 100% of its assets to


February 25, 2016

(2016), 39 OSCB 1687

investing in its Initial Underlying Fund and instead allocate its investments to one or more Underlying Funds or to invest directly in a portfolio of securities, depending upon the Filer’s view of the best method by which to obtain the desired investment exposure from the best portfolio manager for the asset class, as identified by the Filer from time to time. A Future Top Fund may invest its assets in one or more Future Underlying Funds.

31. Similarly, where the Filer delegates its portfolio management responsibilities in respect of a Top Fund to one or more

Sub-Advisors, the Filer will allocate a portion of the assets of one or more Top Funds to a Sub-Advisor to manage. The percentage allocated by the Filer to each Sub-Advisor may fluctuate from time to time based on the Filer’s view of the best Sub-Advisor for the asset class, as identified by the Filer from time to time. Pursuant to the authority delegated to it by the Filer, a Sub-Advisor may, from time to time, determine that the most efficient method by which to manage the assets of a Top Fund is to invest some or all of them in securities of an Underlying Fund.

32. The Top Funds allow investors to obtain exposure to the investment portfolios of the Underlying Funds and their

respective investment strategies through direct investments by the Top Funds in securities of the Underlying Funds (the Fund-on-Fund Structure).

33. There are three different Fund-on-Fund Structures that may be used by the Filer to invest the assets of a Top Fund:

(a) Certain Top Funds will invest in only one Underlying Fund managed by a third party investment fund manager. This Fund-on-Fund Structure will be used where the Filer determines that the investment objective of a Top Fund is best achieved by investing in one Underlying Fund. Such Underlying Fund may be changed to another Underlying Fund from time to time depending on whether the Filer concludes that a different Underlying Fund would better achieve the investment objective of the Top Fund. The amounts invested from time to time in such Underlying Fund by a Top Fund may exceed 20% of the outstanding voting securities of the Underlying Fund.

(b) Certain Top Funds will invest in more than one Underlying Fund, each of which is managed by a third party

investment fund manager. This Fund-on-Fund Structure will be used where the Filer determines that the investment objective of the Top Fund is best achieved through exposure to different investment styles and broader diversification provided by investing in multiple Underlying Funds. One or more of such Underlying Funds may be changed to other Underlying Funds from time to time depending on whether the Filer concludes that different Underlying Funds would better achieve the investment objective of the Top Fund. The amounts invested from time to time in any Underlying Fund by one or more Top Funds may exceed 20% of the outstanding voting securities of the Underlying Fund.

(c) Certain Top Funds function as “clone funds”, as such term is defined in NI 81-102, and will invest in one AHIC

Underlying Fund. Under these Fund-on-Fund Structures, the AHIC Underlying Fund may (1) delegate its portfolio management responsibilities to one or more third party sub-advisors, (2) invest in one or more Bottom Funds, or (3) delegate its portfolio management responsibilities in respect of a portion of the AHIC Underlying Fund to one or more third party sub-advisors and invest the remaining portion of the AHIC Underlying Fund in one or more Bottom Funds. A Bottom Fund will not invest in securities of other investment funds. These Fund-on-Fund Structures allow a Top Fund to gain exposure to the investment expertise of third party sub-advisors and/or managers of the Bottom Funds where the Top Fund may not otherwise be able to obtain direct exposure to these investments. The amounts invested from time to time in an AHIC Underlying Fund by a Top Fund may exceed 20% of the outstanding voting securities of the AHIC Underlying Fund.

34. The purpose of a Fund-on-Fund Structure is to provide an efficient and cost-effective manner of pursuing portfolio

diversification on behalf of the Top Funds rather than through the direct purchase of securities. Managing a single pool of assets provides economies of scale and allows the Filer or a Sub-Advisor, as applicable, to meet the investment objective of each Top Fund in the most efficient manner.

35. The Fund-on-Fund Structures seek to provide access to managers the Filer views as best-in-class at superior pricing

than the pricing a client would obtain on its own or, in the case of the clone funds, the pricing the Top Fund would obtain on its own.

36. An investment by a Top Fund in an Underlying Fund provides greater diversification for a Top Fund in particular asset

classes on a more cost efficient basis than a Top Fund would be able to achieve on its own. 37. An investment by a Top Fund in an Underlying Fund is, or will be, compatible with the investment objectives of the Top

Fund. Any investment made by a Top Fund in an Underlying Fund will be aligned with the investment objectives, investment strategy, risk profile and other principal terms of the Top Fund.


February 25, 2016

(2016), 39 OSCB 1688

38. In the Fund-on-Fund Structure described in paragraph 33(c), each of such Top Funds will be a “clone fund” (as defined in NI 81-102) of its respective AHIC Underlying Fund. Where a Top Fund is a “clone fund”: (a) the name of such Top Fund will include part of the name of its corresponding Underlying Fund; (b) the investment objectives of such Top Fund will name the particular Underlying Fund whose performance the

Top Fund seeks to track and fact that the Top Fund seeks to achieve a return similar to the return of such Underlying Fund; and

(c) the offering memorandum of such Top Fund will disclose:

(i) in the investment objectives of such Top Fund, the name of the particular Underlying Fund whose performance the Top Fund seeks to track and fact that the Top Fund seeks to achieve a return similar to the return of such Underlying Fund; and

(ii) in the description of the investment strategies of such Top Fund, the investment strategies of the

applicable Underlying Fund whose performance the Top Fund seeks to track.

39. Each Fund-on-Fund Structure will be arranged to avoid the duplication of management fees and incentive fees between the Top Funds and each Underlying Fund and Bottom Fund (if applicable).

(a) Where a Top Fund invests in one or more Underlying Funds managed by a third party manager, the

Underlying Fund(s) will pay a management fee (and may pay an incentive fee) to its manager for services related to selecting the investments for the Underlying Fund and administering the Underlying Fund. As a result, investors in the Top Fund indirectly will pay the management (and incentive) fee of the third party manager. This fee is for portfolio management and administrative services related to the Underlying Fund and its investments. It is not duplicative of the fee that investors are paying to the Filer for determining the overall asset allocation of the client’s portfolio.

(b) Where a Top Fund invests in an AHIC Underlying Fund that is sub-advised (in whole or in part) by a third

party sub-advisor, neither the Top Fund nor the AHIC Underlying Fund will pay a fee to AHIC for its services related to determining the asset allocation of the AHIC Underlying Fund, identifying the third party sub-advisor(s) for the Underlying Fund and administering the AHIC Underlying Fund. Each AHIC Underlying Fund will pay a sub-advisory fee to each third party sub-advisor for portfolio management services related to selecting the investments for its portion of the AHIC Underlying Fund, and therefore investors in the Top Fund will pay each third party sub-advisory fee indirectly. The fees paid to the third party sub-advisors for portfolio management services are not duplicative of the fee that investors are paying to the Filer for determining the overall asset allocation of the client’s portfolio.

(c) Where a Top Fund invests in an AHIC Underlying Fund that invests in one or more Bottom Funds, neither the

Top Fund nor the AHIC Underlying Fund will pay a fee to AHIC for its services related to determining the asset allocation of the AHIC Underlying Fund, identifying the third party manager(s) for the AHIC Underlying Fund and administering the AHIC Underlying Fund. Each Bottom Fund will pay a management fee (and may pay an incentive fee) to its manager for the selection of individual portfolio assets. Therefore investors in the Top Funds indirectly will pay the management (and incentive) fee of the third party manager. The fees paid to each third party manager for portfolio management services in respect of a Bottom Fund are not duplicative of the fee that investors are paying to the Filer for determining the overall asset allocation of the client’s portfolio.

40. There will be no sales fees or redemption fees payable by a Top Fund in respect of an acquisition, disposition or

redemption of securities of a third party managed Underlying Fund by the Top Fund that, to a reasonable person, would duplicate a fee payable by an investor in the Top Fund. There are no sales or redemption fees payable by a Top Fund in relation to its purchases or redemptions of the securities of an AHIC Underlying Fund, other than the transaction fees charged by Bottom Funds to an AHIC Underlying Fund that are passed on to the Top Fund to be flowed to the relevant Top Fund investor, as described in paragraphs 42 and 43 below.

41. There will be no sales fees or redemption fees payable by an Underlying Fund in respect of an acquisition, disposition

or redemption of securities of a Bottom Fund by the Underlying Fund that, to a reasonable person, would duplicate a fee payable by an investor in the Underlying Fund.

42. The Underlying Funds and Bottom Funds, in each case managed by third party managers that are not affiliated with the

Filer, may charge a short term trading fee (a Short Term Trading Fee) or early redemption deduction (an Early Redemption Deduction) to a Top Fund or Underlying Fund if the Top Fund or Underlying Fund engages in short term trading for the purposes of investing subscription monies or funding redemptions at the Top Fund level or if a Top Fund


February 25, 2016

(2016), 39 OSCB 1689

or an Underlying Fund redeems its investment in the Underlying Funds or Bottom Funds before the end of any “lock up” period.

43. To the extent that a Top Fund or Underlying Fund is required to pay a fee or expense to an Underlying Fund or Bottom

Fund, in each case managed by a third party manager not affiliated with the Filer, as a result of an investor in that Top Fund making a large purchase or redemption of the Top Fund (a Large Transaction Cost) or engaging in short term trading in the Top Fund, which in turn causes the Top Fund or Underlying Fund to make a large purchase or redemption of the Underlying Fund or Bottom Fund or engage in short term trading in the Underlying Fund or Bottom Fund, any such fee or expense will be passed on by the Top Fund to the relevant investor.

44. In no event will any Large Transaction Cost, Short Term Trading Fee or Early Redemption Deduction charged by an

Underlying Fund or Bottom Fund be paid to the Filer or its affiliates. 45. Where a Top Fund invests in an Underlying Fund managed by an affiliate of the Filer, the Filer will not cause the Top

Fund to vote the securities of such Underlying Fund at any meeting of the securityholders of the Underlying Fund. Instead, the Filer may arrange for the securities of such Underlying Fund to be voted by the beneficial holders of securities of the Top Fund.

46. Each Top Fund will not accept subscriptions and redemptions on a valuation date where the current value of one or

more Underlying Funds alone or collectively representing more than 10% of the NAV of the Top Fund cannot be obtained by the Top Fund. If a Top Fund is a clone of an Underlying Fund, the Top Fund will only accept subscriptions and redemptions on a valuation date where the Underlying Fund is both able to value the Bottom Funds and accept a redemption request.

47. Where an AHIC Underlying Fund invests in one Bottom Fund, the frequency of valuation of the AHIC Underlying Fund

will mirror the frequency of valuation of the Bottom Fund. Where an AHIC Underlying Fund invests in more than one Bottom Fund, the frequency of the valuation of the AHIC Underlying Fund will mirror the frequency of the valuation of the Bottom Fund that is valued the least frequently so that, except in limited circumstances, the value of each Bottom Fund will be available on the valuation date of the AHIC Underlying Fund.

48. AHIC will not adjust the NAV of the Bottom Funds in which an AHIC Underlying Fund invests. In rare unforeseen

instances where the NAV of a Bottom Fund is not available, AHIC’s custodian will fair value the Bottom Funds in accordance with AHIC’s fair valuation policy.

49. Each Top Fund that invests substantially all of its assets in Underlying Fund(s) will not be available for redemption on a

valuation date where Underlying Fund(s) representing more than 10% of the NAV of the Top Fund are not available for redemption. In all cases, the Filer manages the liquidity of the Top Funds having regard to the redemption features of the Underlying Fund(s) to ensure that it can meet redemption requests from investors of the Top Funds.

Generally 50. Prior to purchasing securities of a Top Fund, each investor will be provided with disclosure about any relationships and

potential conflicts of interest between a Top Fund and the Underlying Funds. 51. Any offering memorandum of a Top Fund will describe the Top Fund’s intent, or ability, to invest some or even

substantially all of its assets in securities of the Underlying Funds and that the AHIC Underlying Funds are also managed and advised by an affiliate of the Filer.

52. Securityholders of each Top Fund will receive, on written request, a copy of any offering memorandum of an

Underlying Fund, or other similar document, if available, and the annual and interim financial statements of any Underlying Fund in which the Top Fund invests, if available.

53. Each of the Top Funds and any Underlying Fund that is subject to National Instrument 81-106 Investment Funds

Continuous Disclosure (NI 81-106) will prepare annual audited financial statements and interim unaudited financial statements in accordance with NI 81-106 and will otherwise comply with the requirements of NI 81-106, as applicable.

54. Securityholders of each Top Fund will receive, on written request, a copy of such Top Fund’s audited annual financial

statements and interim unaudited financial statements. The financial statements of each Top Fund will disclose its holdings of securities of the applicable Underlying Fund(s).

55. Each Underlying Fund may have other investors in addition to the Top Fund. The Underlying Funds and Bottom Funds

are available for investment by investors that do not have a relationship with the Filer or its affiliates.


February 25, 2016

(2016), 39 OSCB 1690

56. As the Initial Underlying Funds are newly established funds, each Initial Top Fund may be the initial investor in its corresponding Initial Underlying Fund and thus each Initial Top Fund may own more than 20% of the outstanding voting securities of its corresponding Initial Underlying Fund. An Initial Top Fund’s interest in the Initial Underlying Fund is expected to be diluted when other investors invest in the Initial Underlying Fund.

57. In the future, the amounts invested from time to time in an Underlying Fund by one or more Top Funds may exceed

20% of the outstanding voting securities of the Underlying Fund. 58. As a result, each Top Fund could, either alone or together with other Top Funds, become a substantial securityholder

of an Underlying Fund. The Top Funds are, or will be, related mutual funds by virtue of the common management by the Filer or its affiliate.

59. In the absence of the Requested Relief, each Top Fund would be precluded from purchasing and holding securities of

an Underlying Fund due to the investment restrictions contained in the Legislation. 60. The Fund-on-Fund Structure represents the business judgment of responsible persons uninfluenced by considerations

other than the best interests of each Top Fund. 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 Requested Relief is granted provided that: (a) securities of the Top Funds are distributed in Canada solely pursuant to exemptions from the prospectus requirements

in NI 45-106 or the Legislation; (b) the investment by a Top Fund in an Underlying Fund is compatible with the investment objectives of the Top Fund; (c) at the time of the purchase of securities of an Underlying Fund by a Top Fund, the Underlying Fund holds no more than

10% of its NAV in securities of other investment funds, unless:

(i) the Underlying Fund is a “clone fund” (as defined by NI 81-102) or the Top Fund is a “clone fund” of that Underlying Fund,

(ii) the Underlying Fund purchases or holds securities of a “money market fund” (as defined by NI 81-102), or (iii) the Underlying Fund purchases or holds securities that are “index participation units” (as defined by NI 81-

102) issued by an investment fund; (d) no management fees or incentive fees are payable by a Top Fund that, to a reasonable person, would duplicate a fee

payable by an Underlying Fund and, if applicable, a Bottom Fund for the same service; (e) no sales or redemption fees are payable by a Top Fund in relation to its purchases or redemptions of securities of an

Underlying Fund or by an Underlying Fund in relation to its purchases or redemptions of securities of a Bottom Fund, except that a fee or deduction may be payable or incurred by a Top Fund provided the subscription or redemption relates to a corresponding subscription or redemption at the Top Fund level and the fee or deduction is flowed through to the subscribing or redeeming securityholder(s) of the Top Fund only;

(f) no fees or deductions are payable by investors in a Top Fund in relation to such investor’s purchase or redemption of

securities of such Top Fund that would duplicate a fee payable by the Top Fund in connection with its subscription or redemption of securities of an Underlying Fund;

(g) no fees or deductions are payable by a Top Fund in relation to its investments in an Underlying Fund that would

duplicate a fee payable by the Underlying Fund in connection with its subscription or redemption of securities of a Bottom Fund;

(h) the Filer will not cause the securities of an Underlying Fund managed by an affiliate of the Filer and held by a Top Fund

to be voted at any meeting of the securityholders of the Underlying Fund except that the Filer may arrange for the securities of such Underlying Fund to be voted by the beneficial holders of securities of the Top Fund; and


February 25, 2016

(2016), 39 OSCB 1691

(i) the offering memorandum, where available, or other disclosure document of a Top Fund will be provided to investors in a Top Fund prior to the time of investment and will disclose:

(i) that the Top Fund may purchase securities of an Underlying Fund and, if applicable, that an Underlying Fund

may purchase securities of one or more Bottom Funds; (ii) that the Filer or an affiliate of the Filer is the investment fund manager and/or portfolio manager of the Top

Funds and, if an affiliate of the Filer is the investment fund manager and/or portfolio manager of an Underlying Fund, the potential conflicts of interest relating to such relationship;

(iii) the approximate or maximum percentage of NAV of the Top Fund that is intended to be invested in securities

of the Underlying Funds and, if applicable, the approximate or maximum percentage of NAV of the Underlying Funds that is intended to be invested in securities of one or more Bottom Funds;

(iv) the expenses and the maximum management fee payable by any Underlying Fund in which the Top Fund

invests, including any incentive fees and, if applicable, the expenses and the maximum management fee payable by any Bottom Fund in which any Underlying Fund invests, including any incentive fees;

(v) that investors in each Top Fund are entitled to receive, on written request and free of charge, a copy of the

offering memorandum or other similar disclosure document of the Underlying Funds and, if applicable, the Bottom Funds in which the Underlying Funds invest (if available) and the annual and semi-annual financial statements of the Underlying Funds in which the Top Fund invests its assets and, if applicable, the Bottom Funds in which the Underlying Fund invests its assets, if available.

“Janet Leiper” “Tim Moseley” Commissioner Commissioner Ontario Securities Commission Ontario Securities Commission


February 25, 2016

(2016), 39 OSCB 1692

SCHEDULE “A”

INITIAL TOP FUNDS AND INITIAL UNDERLYING FUNDS

Initial Top Funds Initial Underlying Funds

Aon Hewitt U.S. Equity Fund U.S. Equity Fund, a series of the Aon Hewitt Institutional Fund, LLC

Aon Hewitt Global Equity Fund Global Equity Fund, a series of the Aon Hewitt Institutional Fund, LLC

Aon Hewitt International Equity Fund Non-U.S. Equity Fund, a series of the Aon Hewitt Institutional Fund, LLC

Aon Hewitt Long Corporate Bond Fund TD Emerald Canadian Long Corporate Bond Pooled Fund Trust

Aon Hewitt Target Short Duration Fund TD Emerald Short Liability Driven Provincial Bond Pooled Fund Trust

Aon Hewitt Target Mid Duration Fund TD Emerald Mid Liability Driven Provincial Bond Pooled Fund Trust

Aon Hewitt Target Long Duration Fund TD Emerald Long Liability Driven Provincial Bond Pooled Fund Trust


February 25, 2016

(2016), 39 OSCB 1693

2.1.8 Petroamerica Oil Corp. – s. 1(10)(a)(ii) Headnote National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions – application for an order that the issuer is not a reporting issuer. Ontario Statutes Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(10)(a)(ii). Citation: Re Petroamerica Oil Corp., 2016 ABASC 44 February 18, 2016 Stikeman Elliott LLP 4300 Bankers Hall West 888 – 3rd Street SW Calgary, AB T2P 5C5 Attention: Patrick McNally Dear Sir: Re: Petroamerica Oil Corp. (the Applicant) – Application for a decision under the securities legislation of Alberta,

Saskatchewan, Manitoba, Ontario, Nova Scotia, New Brunswick, Prince Edward Island and Newfoundland and Labrador (the Jurisdictions) that the Applicant is not a reporting issuer


(a) the outstanding securities of the Applicant, including debt securities, are beneficially owned, directly or indirectly, by fewer than 15 securityholders in each of the jurisdictions of Canada and fewer than 51 securityholders in total worldwide;

(b) no securities of the Applicant, including debt securities, are traded in Canada or another country on a

marketplace as defined in National Instrument 21-101 Marketplace Operation or any other facility for bringing together buyers and sellers of securities where trading data is publicly reported;

(c) the Applicant is applying for a decision that it is not a reporting issuer in all of the jurisdictions of Canada in

which it is currently a reporting issuer; and (d) the Applicant is not in default of any of its obligations under the Legislation as a reporting issuer.

Each of the Decision Makers is satisfied that the test contained in the Legislation that provides the Decision Maker with the jurisdiction to make the decision has been met and orders that the Applicant is deemed to have ceased to be a reporting issuer. “Cheryl McGillivray” Manager Corporate Finance


February 25, 2016

(2016), 39 OSCB 1694

2.1.9 Invesco Canada Ltd. Headnote National Policy 11-203 Process for Exemptive Relief in Multiple Jurisdictions – Relief granted from conflict of interest reporting requirement in subsection 117(1)(3) of the Securities Act (Ontario) for transactions involving related parties of an investment fund – monthly reporting not required provided that similar disclosure is made in the annual and interim management reports on fund performance for each investment fund and that certain records of related party portfolio transactions are kept by the investment funds. Applicable Legislative Provisions Securities Act (Ontario), ss. 117(1)3, 117(2).

February 22, 2016



AND

IN THE MATTER OF


AND

IN THE MATTER OF

INVESCO CANADA LTD. (the Filer)

DECISION

Background The principal regulator of the Jurisdiction has received an application from the Filer for a decision under the securities legislation of the Jurisdiction of the principal regulator pursuant to Section 117(2) of the Securities Act (Ontario) (the “Legislation”) for an exemption from the obligation to file a report in respect of each investment fund that is a reporting issuer and which is currently managed by, or in the future is managed by, it (each a “Fund” and collectively, the “Funds”), relating to every purchase or sale effected by such Funds through any related person or company with respect to which the related person or company received a fee either from the Funds or from the other party to the transaction, or both (the “Reporting Requirement”), within 30 days after the end of the month in which it occurs (the “Exemption Sought”). Under the Process of 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 Multilateral Instrument 11-102 Passport System (“MI 11-

102”) is intended to be relied upon in British Columbia, Alberta, Saskatchewan, Nova Scotia, New Brunswick and Newfoundland and Labrador.

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. “NI 81-102” means National Instrument 81-102 Investment Funds; “NI 81-106” means National Instrument 81-106 Investment Fund Continuous Disclosure; “NI 81-107” means National Instrument 81-107 Independent Review Committee for Investment Funds;


February 25, 2016

(2016), 39 OSCB 1695

“Related Party” means Invesco Capital Markets, Inc. Representations This decision is based on the following facts represented by the Filer: 1. The head office of the Filer is located in Toronto, Ontario. 2. The Funds are reporting issuers in each province and territory of Canada. 3. The Filer is the investment fund manager of and investment advisor to the Funds. 4. The Filer is not in default of securities legislation in any jurisdiction in Canada. 5. The Funds follow the standard investment restrictions and practices applicable to investment funds pursuant to NI 81-

102 and applicable Legislation, except to the extent that a Fund has obtained regulatory relief to deviate from such requirements.

6. The Filer and the Related Party is a “related person or company” within the meaning of the Legislation as the Filer and

Related Party are wholly owned subsidiaries of Invesco Ltd. 7. As investment advisor to the Funds, the Filer either directly provides investment advice to the Funds or may appoint

sub-advisors to provide advice to the Funds (the Filer in its capacity as investment advisor and the sub-advisors are collectively hereafter referred to as the “Portfolio Advisors”).

8. In providing investment advice, the Portfolio Advisors of the Funds also have discretion to allocate the brokerage

transactions of each Fund in any manner that they believe to be in the Fund’s best interests, subject to such policies as may be established by the Filer from time to time. The Filer’s policies require “best execution” meaning executing securities in a manner that the client’s total cost or proceeds in each transaction is the most favourable under the circumstances. Total cost or proceeds includes price, commission paid, trade ticketing costs, market impact, certainty of execution, speed of execution, anonymity (if applicable) and research (if applicable).

9. As disclosed in the prospectus or annual information form of the Funds, the Portfolio Advisors have the ability to

allocate brokerage transactions to the Related Party and in doing so, the same factors will apply to the selection of a broker regardless of whether the broker is affiliated or unaffiliated with the Filer.

10. The purchase or sale of securities effected through the Related Party reflects the business judgment of the Portfolio

Advisors uninfluenced by considerations other than the best interests of the Funds. 11. The independent review committee of the Funds, appointed pursuant to NI 81-107, has considered the policies and

procedures of the Filer and has determined that the proposed Related Party transactions achieve a fair and reasonable result for the Funds in accordance with section 5.2(2) of NI 81-107.

12. NI 81-106 requires that the Funds prepare and file annual and interim management reports of fund performance that

include a discussion of transactions involving the related parties to the Funds. When discussing portfolio transactions with related parties, NI 81-106 requires the Funds to include: the identity of the related party; the relationship between the related party and the Fund; the purpose of the transaction; the measurement basis used to determine the recorded amount; any ongoing commitments to the related party; the dollar amount of commission, spread, or any other fee that the Fund paid to any related party in connection with a portfolio transaction; whether the Fund has relied on the positive recommendation or approval of the independent review committee to proceed with a related party transaction; and any details of conditions or parameters surrounding the transaction imposed by the independent review committee in its positive recommendation or approval.

13. The Legislation requires the filing of a report by the Filer with respect to each transaction between a Fund and the

Related Party in respect of which the Related Party receives a fee either from the Fund or from the other party to the transaction or from both.

14. Such report is to be filed within 30 days after the end of the month in which the transaction occurs, disclosing the name

of the Fund, the name of the Applicant, the date of the transaction, the category of the transaction (namely, a transaction or purchase and sale of securities resulting in a related person or company receiving a fee), the parties to the transaction, the nature of the transaction (namely, the name of the issuer of the securities purchased or sold, the class or designation of the securities, the amount or number of securities, the consideration paid, the name of the


February 25, 2016

(2016), 39 OSCB 1696

related person or company receiving a fee on the transaction, the name of the person or company that paid the fee and the amount of the fee received).

15. It would be costly and time consuming to provide the information required by the Reporting Requirement on a monthly

and segregated basis for each Fund, and similar information is already included in the annual and interim management reports of fund performance.

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 Exemption Sought is granted provided that:

(1) the annual and interim management reports of fund performance for the Funds disclose:

(i) the name of the Related Party; (ii) the amount of fees paid to the Related Party; and (iii) the person or company who paid the fees if they were not paid by the Fund; and

(2) the records of portfolio transactions maintained by the Funds include, separately for every portfolio transaction effected by the Funds through the Related Party:

(i) the name of the Related Party; (ii) the amount of fees paid to the Related Party; and (iii) the person or company who paid the fees.

“Edward Kerwin” “Mary G. Condon” Commissioner Commissioner Ontario Securities Commission Ontario Securities Commission


February 25, 2016

(2016), 39 OSCB 1697

2.2 Orders 2.2.1 Perimeter Markets Inc. – s. 6.1 of OSC Rule 13-

502 Fees Headnote Section 8.1 of OSC Rule 13-502 Fees (13-502) – exemption granted from the requirement to pay fees related to an application for exemption from the requirement of section 12.2 of National Instrument 21-101 Marketplace Operation to engage a qualified party to conduct Applicable Legislative Provisions OSC Rule 13-502, s. 8.1 and Item O(1) of Appendix C.


THE PROVINCE OF ONTARIO

AND

IN THE MATTER OF PERIMETER MARKETS INC.

(the Applicant)

ORDER (Section 6.1 of Rule 13-502 Fees)

UPON the application by the Applicant (the “Fee Exemption Application”) to the Director for an order pursuant to section 8.1 of Rule 13-502 Fees (Rule 13-502) exempting the Applicant from the requirement to pay an activity fee of $4,800 in connection with an application for an order pursuant to section 15.1 of National Instrument 21-101 Marketplace Operation (“NI 21-101”) exempting the Applicant from the requirement in section 12.2 of NI 21-101 that the Applicant annually engage a qualified party to conduct an independent systems review (ISR) and prepare a report in accordance with established audit standards for each year from 2015 to 2017 inclusive (the “ISR Application”); AND UPON considering the Fee Exemption Application and the recommendation of staff of the Commission; AND UPON the Applicant having represented to the Director as follows: 1. Perimeter Markets Inc. (“Perimeter”) is a

corporation established under the laws of the Province of Ontario and its principal business is to operate an alternative trading system (“ATS”) as defined in NI 21-101;

2. The head office of Perimeter is located in Toronto,

Ontario; 3. Perimeter is a member of the Investment Industry

Regulatory Organization of Canada, the Canadian Investor Protection Fund and the Bourse de

Montréal and is registered in all provinces as a dealer in the category of investment dealer, as a derivative dealer in Québec and as a futures commission merchant in Ontario and Manitoba;

4. The Perimeter System is an ATS exclusively for

trading over-the-counter fixed income securities; 5. Perimeter is a small marketplace and the $4,800

fee associated with the ISR Application will be unduly burdensome and will put a significant strain on Perimeter’s ongoing development;

6. The Perimeter system is unique in Canada and its

business model supports the goals of both the regulators and the general public through its operation of third party, open and fair fixed income marketplaces. The regulatory financial burden should not be a key barrier to the development, delivery and ongoing viability of beneficial existing or future fixed income marketplaces in Canada.

AND UPON the Director being satisfied to do so would not be prejudicial to the public interest; IT IS ORDERED by the Director, pursuant to section 6.1 of Rule 13-502 that the Applicant is exempted from paying an activity fee of $4,800 in connection with the Application. DATED this 7th day of January, 2016 “Tracey Stern” Manager Ontario Securities Commission


February 25, 2016

(2016), 39 OSCB 1698

2.2.2 Sharon Downing – ss. 127(1), 127(10)


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

AND

IN THE MATTER OF SHARON DOWNING

ORDER

(Subsections 127(1) and 127(10) of the Securities Act) WHEREAS: 1. on March 30, 2015, Sharon Downing (“Downing”) entered into a settlement agreement with the Executive Director of

the British Columbia Securities Commission (the “Settlement Agreement”) in which Downing admitted:

a. to having traded in securities without being registered, contrary to section 34(a) of the British Columbia Securities Act, RSBC 1996, c 418 (the “BC Securities Act”); and

b. to having distributed securities for which a prospectus had not been filed, contrary to section 61 of the BC

Securities Act; 2. on March 30, 2015, the Executive Director of the British Columbia Securities Commission issued an order (the “BC

Order”) that ordered: a. pursuant to section 161(l)(b) of the BC Securities Act, that Downing cease trading in, and be prohibited from

purchasing, any securities, except that she may trade securities through one account in her own name through a registrant if she first provided a copy of the BC Order to the registrant;

b. pursuant to section 161(l)(d)(iii) of the BC Securities Act, that Downing be prohibited from becoming or acting

as a registrant or promoter; c. pursuant to section 161(l)(d)(iv) of the BC Securities Act, that Downing be prohibited from acting in a

management or consultative capacity in connection with activities in the securities market; and d. pursuant to section 161(l)(d)(v) of the BC Securities Act, that Downing be prohibited from engaging in investor

relations activities; for a period of 3 years;

3. in the Settlement Agreement, Downing consented to a regulatory order being made by any provincial or territorial securities regulatory authority in Canada containing any or all of the orders set out in the BC Order;

4. on September 28, 2015,

a. Staff of the Ontario Securities Commission (“Staff”) filed a Statement of Allegations, in which Staff sought an

order against Downing, pursuant to subsections 127(1) and 127(10) of the Securities Act, RSO 1990, c S.5 (the “Act”); and

b. the Ontario Securities Commission (the “Commission”) issued a Notice of Hearing in respect of the Statement

of Allegations, setting October 27, 2015 as the date of the hearing;

5. at the hearing on October 27, 2015, a. Staff appeared before the Commission and filed an Affidavit of Service sworn by Lee Crann on October 19,

2015, indicating steps taken by Staff to serve Downing with the Notice of Hearing, Statement of Allegations and Staff’s disclosure materials;

b. Downing did not appear although properly served; and


February 25, 2016

(2016), 39 OSCB 1699

c. the Commission ordered that:

i. the proceeding in respect of Downing continue by way of written hearing; and ii. Downing’s responding materials, if any, were to be served and filed no later than December 4, 2015;

6. on November 3, 2015, Staff filed written submissions, a brief of authorities, and a hearing brief (“Staff’s Materials”); 7. on November 9, 2015, Staff filed the Affidavit of Service of Lee Crann sworn November 9, 2015 indicating steps taken by Staff to serve Downing with Staff’s Materials; 8. Downing did not file any responding materials; 9. pursuant to paragraph 4 of subsection 127(10) of the Act, an order, made by a securities regulatory authority in any

jurisdiction, that imposes sanctions, conditions, restrictions or requirements on a person or company may form the basis for an order in the public interest made under subsection 127(1) of the Act;

10. the BC Order is an order made by a securities regulatory authority that imposes sanctions and restrictions on Downing;

and 11. the Commission is of the opinion that it is in the public interest to make this order; IT IS ORDERED:

1. pursuant to paragraph 2 of subsection 127(1) of the Act, that trading in any securities by Downing cease for 3 years from the date of this Order, except that she may trade securities through one or more accounts in her own name through a registrant if she first provides a copy of this order to the registrant;

2. pursuant to paragraph 2.1 of subsection 127(1) of the Act, that acquisition of any securities by Downing be

prohibited for 3 years from the date of this Order, except that she may acquire securities through one or more accounts in her own name through a registrant if she first provides a copy of this order to the registrant; and

3. pursuant to paragraph 8.5 of subsection 127(1) of the Act, that Downing be prohibited, for 3 years from the

date of this Order, from becoming or acting as a registrant or promoter. DATED at Toronto this 17th day of February, 2016. “Timothy Moseley”


February 25, 2016

(2016), 39 OSCB 1700

2.2.3 CNSX Markets Inc. – s. 144


R.S.O. 1990, CHAPTER S.5, AS AMENDED (the “Act”)

AND

IN THE MATTER OF

CNSX MARKETS INC.

ORDER (Section 144 of the Act)

WHEREAS the Ontario Securities Commission (Commission) issued an order dated May 7, 2004, and varied on

September 9, 2005, June 13, 2006, May 16, 2008, varied and restated on July 6, 2010, and varied on June 22, 2012, recognizing the Canadian Trading and Quotation System Inc. (CNQ), which later changed its name to CNSX Markets Inc. (CNSX), as an exchange pursuant to section 21 of the Act (Recognition Order);

AND WHEREAS an application has been made to the Commission requesting that the Commission issue an order

varying the Recognition Order; AND WHEREAS, based on the application and the representations made to the Commission by CNSX, the

Commission has determined that it is not prejudicial to the public interest to vary the Recognition Order pursuant to section 144 of the Act;

IT IS ORDERED, pursuant to section 144 of the Act, that the Recognition Order is varied and restated as follows:

IN THE MATTER OF

THE SECURITIES ACT, R.S.O. 1990, CHAPTER S.5, AS AMENDED

(the “Act”)

AND

IN THE MATTER OF CNSX MARKETS INC.

RECOGNITION ORDER (Section 21 of the Act)

WHEREAS the Commission issued an order dated May 7, 2004, and varied on September 9, 2005, June 13, 2006,

May 16, 2008, varied and restated on July 6, 2010, varied on June 22, 2012, varied and restated on November 5, 2013, and varied on October 1, 2015 recognizing the Canadian Trading and Quotation System Inc. (CNQ), which later changed its name to CNSX Markets Inc. (CNSX), as an exchange pursuant to section 21 of the Act (Recognition Order);

AND WHEREAS CNSX also operates the Alternative Market facility, Pure Trading (Pure):

AND WHEREAS an application has been made to the Commission requesting that the Commission issue an order

varying the Recognition Order;

AND WHEREAS the Commission has received certain representations and undertakings from CNSX in connection with the application;

AND WHEREAS the Commission considers the proper operation of an exchange as essential to investor protection and maintaining a fair and efficient capital market, and therefore requires that any conflicts of interest in the operation of the exchanges be dealt with appropriately and risks to the integrity of the market associated with the listing and continued listing of issuers are monitored and controlled;

AND WHEREAS CNSX will continue to comply with National Instrument 21-101 Marketplace Operation and National

Instrument 23-101 Trading Rules;


February 25, 2016

(2016), 39 OSCB 1701

AND WHEREAS the Commission considers it appropriate to set out in this order the terms and conditions of CNSX’s continued recognition as a stock exchange, which terms and conditions are set out in Schedule A;

AND WHEREAS CNSX has agreed to the terms and conditions set out in Schedule A;

AND WHEREAS the Commission considers that the continued recognition of CNSX as an exchange, subject to the terms and conditions set out in Schedule A, is in the public interest;

THE COMMISSION HEREBY continues to recognize CNSX as an exchange pursuant to section 21 of the Act, subject to the terms and conditions set out in Schedule A.

DATED May 7, 2004, as varied on September 9, 2005, June 13, 2006, May 16, 2008, as varied and restated on July 6, 2010, as varied on June 22, 2012, as varied and restated on November 5, 2013, as varied on October 1, 2015, and as varied and restated on February 12, 2016.

“Tim Moseley” “Judith Robertson”


February 25, 2016

(2016), 39 OSCB 1702

SCHEDULE A

TERMS AND CONDITIONS 1. PUBLIC INTEREST RESPONSIBILITIES 1.1 CNSX shall conduct its business and operations in a manner that is consistent with the public interest. 1.2 The mandate of the Board of CNSX shall expressly include the regulatory and public interest responsibilities of CNSX. 2. SHARE OWNERSHIP RESTRICTIONS 2.1 Without the prior approval of the Commission, and subject to terms and conditions considered appropriate by the

Commission, no person or company and no combination of persons or companies acting jointly or in concert shall beneficially own or exercise control or direction over more than 10%, or such other percentage as may be prescribed by the Commission, of any class or series of voting shares of CNSX.

2.2 The articles of CNSX shall contain the share ownership restrictions and provisions respecting the enforcement of such

restrictions which, without limiting the foregoing, may provide for the filing of declarations, the suspension of voting rights, the forfeiture of dividends, the refusal of the issue or registration of voting shares and the sale or redemption of voting shares held contrary to the restrictions and payment of net proceeds of the sale or redemption to the person entitled thereto.

3. CORPORATE GOVERNANCE 3.1 CNSX’s arrangements with respect to the appointment, removal from office and functions of the persons ultimately

responsible for making or enforcing the rules, policies and other similar instruments (Rules) of CNSX, namely, the board of directors (Board), are such as to ensure a proper balance between the interests of the different entities desiring access to the facilities of CNSX (CNSX Dealers) and companies seeking to be listed on CNSX (CNSX Issuers), and a reasonable number and proportion of directors are “independent” in order to ensure diversity of representation on the Board. An independent director is a director that is not:

(a) an associate, director, officer or employee of a CNSX Dealer; (b) an officer or employee of CNSX or its affiliates; (c) an associate, director, officer or employee of any person or company who owns or controls, directly or

indirectly, over 10% of CNSX; or (d) a person who owns or controls, directly or indirectly, over 10% of CNSX.

In particular, CNSX will ensure that at least fifty per cent (50%) of its directors are independent. In the event that at any time CNSX fails to meet such requirement, it will promptly remedy such situation.

3.2 Without limiting the generality of the foregoing, CNSX’s governance structure provides for:

(a) fair and meaningful representation on its Board, in the context of the nature and structure of CNSX, and any governance committee thereto and in the approval of Rules;

(b) appropriate representation of independent directors on any CNSX Board committees; and (c) appropriate qualifications, remuneration, conflict of interest provisions and limitation of liability and

indemnification protections for directors and officers and employees of CNSX generally. 4. FITNESS 4.1 In order to ensure that CNSX operates with integrity and in the public interest, CNSX will take reasonable steps to

ensure that each person or company that owns or controls, directly or indirectly, more than 10% of CNSX and each officer or director of CNSX is a fit and proper person and the past conduct of each person or company that owns or controls, directly or indirectly, more than 10% of CNSX and each officer or director of CNSX affords reasonable grounds for belief that the business of CNSX will be conducted with integrity.


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5. CONFLICTS OF INTEREST AND CONFIDENTIALITY 5.1 For the purposes of this section 4 of Schedule A, “significant shareholder” means a person or company that beneficially

owns or controls, directly or indirectly, more than 5% of any class of voting shares of CNSX. 5.2 CNSX shall establish, maintain and require compliance with policies and procedures that:

(a) identify and manage any conflicts of interest or potential conflicts of interest, real or perceived, arising from the operation of the marketplace or the services it provides including, but not limited to, the following:

(i) conflicts of interest or potential conflicts of interest that arise from the involvement of any partner,

director, officer or employee of a significant shareholder in the management or oversight of the exchange operations or regulation functions of CNSX and the services and products it provides,

(ii) conflicts of interest or potential conflicts of interest that arise from any interactions between CNSX

and a significant shareholder where CNSX may be exercising discretion that involves or affects the significant shareholder either directly or indirectly, and

(iii) conflicts of interest or potential conflicts of interest that arise between the regulation functions and the

business activities of CNSX, particularly with respect to the conflicts of interest or potential conflicts of interest that arise between the CNSX issuer regulation functions and the business activities of CNSX; and

(b) provide for the confidential treatment of information regarding exchange operations, regulation functions, a

CNSX Dealer or CNSX Issuer that is obtained by a partner, director, officer or employee of a significant shareholder through that individual’s involvement in the management or oversight of exchange operations or regulation functions, which will include a requirement that any such information:

(i) be kept separate and confidential from the business or other operations of the significant

shareholder, except with respect to information regarding exchange operations where disclosure is necessary to carry out the individual’s responsibilities for the management or oversight of exchange operations and the individual can and does exercise due care in his or her disclosure of the information, and

(ii) not be used to provide an advantage to the significant shareholder or its affiliated entities.

5.3 CNSX shall establish, maintain and require compliance with policies and procedures that identify and manage any

conflicts of interest or potential conflicts of interest arising from the listing of the shares of any significant shareholder or affiliated entity on CNSX.

5.4 CNSX shall require each CNSX Dealer that is a significant shareholder or an affiliated entity of a significant shareholder

to disclose the CNSX Dealer’s relationship with CNSX to:

(a) clients whose orders might be, and clients whose orders have been, routed to CNSX; and

(b) entities for whom the CNSX Dealer is acting or proposing to act as underwriter in connection with the issuance of securities to be listed on CNSX.

5.5 CNSX shall regularly review compliance with the policies and procedures established in accordance with paragraphs

4.2(a) and (b) and 4.3 and shall document each review, and any deficiencies, and how those deficiencies were remedied. A report detailing review(s) conducted shall be provided to the Commission on an annual basis.

5.6 The policies established in accordance with paragraphs 4.2(a) and (b) and 4.3 shall be made publicly available on the

website of CNSX. 6. FAIR AND APPROPRIATE FEES 6.1 Any and all fees imposed by CNSX will be equitably allocated. Fees will not have the effect of creating barriers to

access and must be balanced with the criterion that CNSX will have sufficient revenues to satisfy its responsibilities. 6.2 CNSX’s process for setting fees will be fair, appropriate and transparent.


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(2016), 39 OSCB 1704

7. ACCESS 7.1 CNSX’s requirements will permit all properly registered dealers that are members of a recognized SRO and satisfy

access requirements established by CNSX to access the facilities of CNSX. 7.2 Without limiting the generality of the foregoing, CNSX will:

(a) establish written standards for granting access to CNSX Dealers trading on its facilities; (b) not unreasonably prohibit or limit access by a person or company to services offered by it; and (c) keep records of:

(i) each grant of access including, for each CNSX Dealer, the reasons for granting such access, and

(ii) each denial or limitation of access, including the reasons for denying or limiting access to any

applicant. 8. FINANCIAL VIABILITY 8.1 CNSX will maintain sufficient financial resources for the proper performance of its functions. 8.2 CNSX will deliver to Commission staff its annual financial budget, together with the underlying assumptions, that has

been approved by its Board, within 30 days after the commencement of each fiscal year. Such financial budget should include monthly projected revenues, expenses and cash flows.

8.3 CNSX shall calculate monthly the following financial ratios:

(a) a current ratio, being the ratio of current assets to current liabilities; (b) a debt to cash flow ratio, being the ratio of total debt (including any line of credit draw downs, and the current

and long-term portions of any loans, but excluding accounts payable, accrued expenses and other liabilities) to EBITDA (or earnings before interest, taxes, stock based compensation, depreciation and amortization) for the most recent 12 months; and

(c) a financial leverage ratio, being the ratio of total assets to shareholders’ equity,

in each case following the same accounting principles as those used for the audited financial statements of CNSX.

8.4 CNSX will report quarterly (along with the financial statements required to be delivered pursuant to section 12.1) to

Commission staff the monthly calculations for the previous quarter of the financial ratios as required to be calculated under section 7.3.

8.5 Depending on the results of the calculations under section 7.3, CNSX may be required to provide additional reporting

as set out below.

(a) If CNSX determines that it does not have, or anticipates that, in the next twelve months, it will not have:

(i) a current ratio of greater than or equal to 1.1/1, (ii) a debt to cash flow ratio of less than or equal to 4.0/1, or (iii) a financial leverage ratio of less than or equal to 4.0/1,

it will immediately notify Commission staff of the above ratio(s) that it is not maintaining, the reasons, along with an estimate of the length of time before the ratio(s) will be maintained.

(b) Upon receipt of a notification made by CNSX pursuant to paragraph (a), the Commission or its staff may, as

determined appropriate, impose terms or conditions on CNSX, which may include any of the terms and conditions set out in paragraphs 7.6(b) and (c).


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8.6 If CNSX’s current ratio, debt to cash flow ratio or financial leverage ratio falls below the levels outlined in subparagraphs 7.5(a)(i), (ii) and (iii) above for a period of more than three months, CNSX will:

(a) immediately deliver a letter advising Commission staff of the reasons for the continued ratio deficiencies and

the steps being taken to rectify the situation; (b) deliver to Commission staff, on a monthly basis, within 30 days of the end of each month:

(i) unaudited monthly financial statements and a status update on any pending capital raising

transaction(s) including the amount, terms and name(s) of individuals/entities that have committed to providing funding and their commitment,

(ii) a comparison of the monthly revenues and expenses incurred by CNSX against the projected

monthly revenues and expenses included in CNSX’s most recently updated budget for that fiscal year,

(iii) for each revenue item whose actual was significantly lower than its projected amount, and for each

expense item whose actual was significantly higher than its projected amount, the reasons for the variance, and

(iv) a calculation of the current ratio, debt to cash flow ratio and financial leverage ratio for the month;

(c) prior to making any type of payment to any director, officer, related company or shareholder that is in excess

of the amount included in the most recent annual financial budget delivered to Commission staff, demonstrate to the satisfaction of Commission staff that it will have sufficient financial resources to continue its operations after the payment; and

(d) adhere to any additional terms or conditions imposed by the Commission or its staff, as determined

appropriate, on CNSX,

until such time as CNSX has maintained each of its current ratio, debt to cash flow ratio and financial leverage ratio at the levels outlined in subparagraphs 7.5(a)(i), (ii) and (iii) for a period of at least 6 consecutive months.

9. REGULATION 9.1 CNSX will maintain its ability to perform its regulation functions including setting requirements governing the conduct of

CNSX Dealers and CNSX Issuers and disciplining CNSX Dealers and CNSX Issuers, whether directly or indirectly through a regulation services provider.

9.2 CNSX will continue to retain the Investment Industry Regulatory Organization of Canada (IIROC) as a regulation

services provider to provide certain regulation services which have been approved by the Commission. CNSX will provide to the Commission, on an annual basis, a list outlining the regulation services performed by IIROC and the regulation services performed by CNSX. All amendments to those listed services are subject to the prior approval of the Commission.

9.3 CNSX will provide the Commission with an annual report with such information regarding its affairs as may be

requested from time to time. The annual report will be in such form as may be specified by the Commission from time to time.

9.4 CNSX will perform all other regulation functions not performed by its regulation services provider. 9.5 Management of CNSX (including the President) will at least annually assess the performance by its regulation services

provider of its regulation functions and report to the Board, together with any recommendations for improvements. CNSX will provide the Commission with copies of such reports and will advise the Commission of any proposed actions arising therefrom.

9.6 CNSX will provide the Commission with the information set out in Appendix B, as amended from time to time. 10. CAPACITY AND INTEGRITY OF SYSTEMS 10.1 CNSX will maintain, in accordance with prudent business practice, reasonable controls to ensure capacity, integrity

requirements and security of its technology systems.


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11. PURPOSE OF RULES 11.1 CNSX will establish Rules that are necessary or appropriate to govern and regulate all aspects of its business and

affairs. 11.2 More specifically, CNSX will ensure that the Rules:

(a) shall not be contrary to the public interest, and (b) are designed to

(i) ensure compliance with securities legislation, (ii) prevent fraudulent and manipulative acts and practices, (iii) promote just and equitable principles of trade, (iv) address risks associated with the listing and continued listing of issuers, (v) foster cooperation and coordination with persons or companies engaged in regulating, clearing,

settling, processing information with respect to, and facilitating transactions in, securities, and (vi) provide for appropriate discipline;

(c) do not:

(i) permit unreasonable discrimination among CNSX Issuers and CNSX Dealers, or (ii) impose any burden on competition that is not necessary or appropriate in furtherance of securities

legislation; and

(d) are designed to ensure that its business is conducted in a manner so as to afford protection to investors. 12. RULES, RULE-MAKING AND FORM 21-101F1 12.1 CNSX will comply with the process for review and approval of Rules and the information contained in Form 21-101F1

and the exhibits thereto set out in Appendix C, as amended from time to time. 13. FINANCIAL STATEMENTS 13.1 CNSX will file unaudited quarterly financial statements within 60 days of each quarter end and audited annual financial

statements within 90 days of each year end. 14. DISCIPLINARY POWERS 14.1 CNSX will have general disciplinary and enforcement provisions in its Rules that will apply to any person or company

subject to its regulation. 14.2 CNSX will ensure, through IIROC and otherwise, that any person or company subject to its regulation is appropriately

sanctioned for violations of the Rules. In addition, CNSX will provide notice to the Commission of any violations of securities legislation of which it becomes aware in the ordinary course of its business.

15. DUE PROCESS 15.1 CNSX will ensure that its requirements relating to access to its facilities, the imposition of limitations or conditions on

access and denial of access are fair and reasonable, including in respect of giving notice, giving parties an opportunity to be heard or make representations, keeping records, giving reasons and providing for appeals of its decisions.

16. ISSUER REGULATION 16.1 CNSX will ensure that only the issuers set out in Appendix D, as amended from time to time, are eligible for listing on

CNSX.


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16.2 CNSX will ensure that, in exercising its discretion in carrying out its listing function, it takes into consideration the public interest, the risks associated with the listing and continued listing of issuers, and the integrity of the market.

16.3 CNSX may, in accordance with the requirements for qualification for trading on Pure set out in its Rules, designate

certain listed securities as eligible for trading on Pure without approving such securities for an additional listing. 16.4 CNSX has and will continue to ensure that it has sufficient authority over its CNSX listed issuers. 16.5 CNSX will carry out appropriate review procedures to monitor and enforce listed issuer compliance with the Rules and

provide a report to the Commission annually, or as required by the Commission, describing the procedures carried out, and the types of deficiencies found and how they were remedied.

16.6 CNSX will amend its Policies and Forms, from time to time, at the request of the Director, Corporate Finance, to reflect

changes to the disclosure requirements of Ontario securities law. 17. CLEARING AND SETTLEMENT 17.1 The Rules will impose a requirement on CNSX Dealers to have appropriate arrangements in place for clearing and

settlement through a clearing agency recognized by the Commission under the Act. 18. MARKETPLACE REGULATORY REQUIREMENTS 18.1 CNSX will comply with the requirements set out in National Instrument 21-101 Marketplace Operation and in National

Instrument 23-101 Trading Rules. 19. OUTSOURCING 19.1 In any material outsourcing of any of its business functions to a third party, CNSX will proceed in accordance with

industry best practices. Without limiting the generality of the foregoing, CNSX will:

(a) establish and maintain policies and procedures that are approved by its Board for the evaluation and approval of such material outsourcing arrangements;

(b) in entering into any such material outsourcing arrangement:

(i) assess the risk of such arrangement, the quality of the service to be provided and the degree of

control to be maintained by CNSX, and (ii) execute a contract with the service provider addressing all significant elements of such arrangement,

including service levels and performance standards;

(c) ensure that any contract implementing such material outsourcing arrangement that is likely to impact on CNSX’s regulation functions provide for CNSX, its agents and the Commission to be permitted to have access to and to inspect all data and information maintained by the service provider that CNSX is required to share under section 19.2 or that is required for the assessment by the Commission of the performance of CNSX of its regulation functions and the compliance of CNSX with the terms and conditions in this Schedule A; and

(d) monitor the performance of the service provided under such material outsourcing arrangement.

20. PROVISION OF INFORMATION 20.1 CNSX shall promptly provide the Commission, on request, any and all data, information and analyses in the custody or

control of CNSX or any of its affiliated entities, without limitations, redactions, restrictions or conditions, including, without limiting the generality of the foregoing:

(a) data, information and analyses relating to all of its or their businesses; and

(b) data, information and analyses of third parties in its or their custody or control.

20.2 CNSX shall share information and otherwise cooperate with other recognized or exempt exchanges, recognized self-

regulatory organizations, other recognized or exempt clearing agencies, investor protection funds, and other appropriate regulatory bodies.


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APPENDIX A

CRITERIA FOR RECOGNITION PART 1 COMPLIANCE WITH NI 21-101 AND NI 23-101 1.1 Compliance with NI 21-101 and NI 23-101 The exchange complies with the requirements set out in National Instrument 21-101 Marketplace Operation (NI 21-101) and in National Instrument 23-101 Trading Rules, each as amended from time to time, which include requirements relating to:

(a) access; (b) marketplace operations; (c) exchange rules, policies and other similar instruments; (d) order and trade transparency; (e) transparency of marketplace operations; (f) record keeping; (g) marketplace systems and business continuity planning; (h) confidentiality of information; (i) outsourcing; (j) clearing and settlement; (k) fair and orderly markets; (l) the management of conflicts of interest; and (m) filing of financial statements.

PART 2 GOVERNANCE 2.1 Governance The governance structure and governance arrangements of the exchange ensure: (a) effective oversight of the exchange; (b) that business and regulatory decisions are in keeping with the exchange’s public interest mandate; (c) fair, meaningful and diverse representation on the board of directors (Board) and any committees of the Board,

including:

(i) appropriate representation of independent directors, and (ii) a proper balance among the interests of the different persons or companies using the services and facilities of

the exchange; (d) the exchange has policies and procedures to appropriately identify and manage conflicts of interest; and (e) there are appropriate qualifications, remuneration, limitation of liability and indemnity provisions for directors, officers

and employees of the exchange.


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(2016), 39 OSCB 1709

2.2 Fitness The exchange has policies and procedures under which it will take reasonable steps, and has taken such reasonable steps, to ensure that each director and officer is a fit and proper person. PART 3 ACCESS 3.1 Fair Access (a) The exchange has established appropriate written standards for access to its services including requirements to ensure

participants are appropriately registered under Ontario securities laws, or exempted from these requirements. (b) The access standards and the process for obtaining, limiting and denying access are fair, transparent and applied

reasonably. PART 4 REGULATION OF PARTICIPANTS AND ISSUERS ON THE EXCHANGE 4.1 Regulation The exchange has the authority, resources, capabilities, systems and processes to allow it to perform its regulation functions, whether directly or indirectly through a regulation services provider, including setting requirements governing the conduct of participants and issuers, monitoring their conduct, and appropriately disciplining them for violations of exchange requirements. PART 5 RULES AND RULEMAKING 5.1 Rules and Rulemaking (a) The exchange has rules, policies, and other similar instruments (Rules) that are designed to appropriately govern and

regulate the operations and activities of participants and issuers. (b) In addition to meeting the requirements of NI 21-101 relating to market operations and exchange rules, policies and

other similar instruments as referred to in paragraphs 1.1(b) and (c) of this Schedule, respectively, the Rules are also designed to

(i) ensure a fair and orderly market; and (ii) provide a framework for disciplinary and enforcement actions.

PART 6 DUE PROCESS 6.1 Due Process For any decision made by the exchange that affects a participant or issuer, or an applicant to be a participant or issuer, including a decision in relation to access, listing, exemptions, or discipline, the exchange ensures that: (a) parties are given an opportunity to be heard or make representations, and (b) it keeps a record of, gives reasons for and provides for appeals or reviews of its decisions. PART 7 CLEARING AND SETTLEMENT 7.1 Clearing and Settlement The exchange has appropriate arrangements for the clearing and settlement of trades. PART 8 SYSTEMS AND TECHNOLOGY 8.1 Information Technology Risk Management Procedures The exchange has appropriate risk management procedures in place including those that handle trading errors, trading halts and circuit breakers.


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PART 9 FINANCIAL VIABILITY 9.1 Financial Viability The exchange has sufficient financial resources for the proper performance of its functions and to meet its responsibilities. PART 10 FEES 10.1 Fees (a) All fees imposed by the exchange are reasonable and equitably allocated and are consistent with the requirements in

Ontario securities laws, including those listed in paragraphs 1.1(a) and (e) of this Schedule. (b) The process for setting fees is fair and appropriate, and the fee model is transparent. PART 11 INFORMATION SHARING AND REGULATORY COOPERATION 11.1 Information Sharing and Regulatory Cooperation The exchange has mechanisms in place to enable it to share information and otherwise co-operate with the Commission, recognized self-regulatory organizations, other recognized or exempt exchanges, clearing agencies, investor protection funds, and other appropriate regulatory bodies.


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APPENDIX B

REPORTING OBLIGATIONS 1. Quarterly Reporting on Exemptions or Waivers Granted On a quarterly basis, CNSX will submit to the Commission a report summarizing all exemptions or waivers granted pursuant to the rules, policies or other similar instruments (Rules) to any CNSX Dealer or CNSX Issuer during the period. This summary should include the following information:

(a) The name of the CNSX Dealer or CNSX Issuer; (b) The type of exemption or waiver granted during the period; (c) The date of the exemption or waiver; and (d) A description of CNSX staff’s reason for the decision to grant the exemption or waiver.

2. Quarterly Reporting on Listing Applications On a quarterly basis, CNSX will submit to the Commission a report containing the following information:

(a) The number of listing applications filed; (b) The number of listing applications that were accepted; (c) The number of listing applications that were rejected and the reasons for rejection, by category; (d) The number of listing applications that were withdrawn or abandoned and, if known, the reasons why the

application was withdrawn or abandoned, by category; (e) The number of listing applications filed by CNSX Issuers as a result of a Fundamental Change; (f) The number of listing applications filed by CNSX Issuers as a result of a Fundamental Change that were

accepted; (g) The number of listing applications filed by CNSX Issuers as a result of a Fundamental Change that were

rejected and the reasons for rejection, by category;

(h) The number of listing applications filed by CNSX Issuers as a result of a Fundamental Change that were withdrawn or abandoned and, if known, the reasons why the application was withdrawn or abandoned, by category.

In each of the foregoing cases, the numbers shall be broken down by industry category and in any other manner that a Director of the Commission requests. 3. Notification of Suspensions and Disqualifications If a CNSX Issuer has been suspended or disqualified from qualification for listing, CNSX will immediately issue a notice setting out the reasons for the suspension and file this information with the Commission. 4. General CNSX will continue to comply with the reporting obligations under the Automation Review Program.


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APPENDIX C

PROCESS FOR THE REVIEW AND APPROVAL OF RULES AND THE INFORMATION CONTAINED IN FORM 21-101F1 AND THE EXHIBITS THERETO

1. Purpose This Protocol sets out the procedures a recognized exchange (Exchange) must follow for any Rule or Change, both as defined in section 2 below, and describes the procedures for their review by Commission Staff (Staff) and approval by the Commission or the Director. 2. Definitions For the purposes of this Protocol: (a) Change means a Fee Change, a Housekeeping Change or a Significant Change. (b) Fee Change means any new fee or fee model of the Exchange and any amendment to a fee or fee model. (c) Housekeeping Change means an amendment to the information in Form 21-101F1 that

(i) does not have an impact on the Exchange’s market structure, members, issuers, investors or the capital markets, or is of a housekeeping or administrative nature and is comparable to the types of housekeeping changes listed in subsection 6.1(5)(b) of Companion Policy 21-101CP.

(d) Housekeeping Rule means a new Rule or an amendment to a Rule that

(i) does not have an impact on the Exchange’s market structure, members, issuers, investors or the capital markets, or

(ii) is of a housekeeping or administrative nature and is comparable to the types of housekeeping changes listed in subsection 6.1(5)(b) of Companion Policy 21-101CP.

(e) Public Interest Rule means a Rule or an amendment to a Rule that is not a Housekeeping Rule. (f) Rule includes a rule, policy and other similar instrument of the Exchange. (g) Significant Change means an amendment to the information in Form 21-101F1 other than

(i) a Housekeeping Change, (ii) a Fee Change, or (iii) a Rule, and for greater certainty includes the matters listed in subsection 6.1(4) of Companion Policy 21-101 CP.

(h) Significant Change subject to Public Comment means a Significant Change that

(i) is listed in paragraphs 6.1(4)(a), (b), (c) or (d) of Companion Policy 21-101 CP, or (ii) in Staff’s view, has an impact on the Exchange’s market structure or members, or on issuers, investors or the

capital markets or otherwise raises public interest concerns and should be subject to public comment.

3. Scope (a) The Exchange and Staff will follow the process for review and approval set out in this Protocol for all Changes, new

Rules and Rule amendments. 4. Board Approval (a) The Exchange’s board of directors, or a duly authorized committee of the board, must approve all Rules prior to their

submission under this Protocol.


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5. Waiving or Varying the Protocol (a) The Exchange may file a written request with Staff to waive or vary any part of this Protocol. The request must provide

reasons why granting the waiver is appropriate in the circumstances. (b) Staff will use their best efforts to provide to the Exchange within five business days of receipt of its request either:

(i) written notice that Staff object to granting the waiver or variation; or (ii) written notice that the waiver or variation has been granted by Staff.

6. Materials to be Filed and Timelines (a) Prior to the implementation of a Fee Change, Public Interest Rule or Significant Change, the Exchange will file with

Staff the following materials:

(i) a cover letter that, together with the notice for publication filed under paragraph 6(a)(ii), if applicable, fully describes:

(A) the proposed Fee Change, Public Interest Rule or Significant Change;

(B) the expected date of implementation of the proposed Fee Change, Public Interest Rule or Significant

Change; (C) the rationale for the proposal and any relevant supporting analysis; (D) the expected impact of the proposed Fee Change, Public Interest Rule or Significant Change on the

market structure, members and, if applicable, on investors, issuers and the capital markets; (E) whether a proposed Public Interest Rule or Significant Change would increase or decrease systemic

risk in the Canadian financial system and how any increase would be mitigated, if applicable; (F) a discussion of the expected impact of the Fee Change, Public Interest Rule or Significant Change

on the Exchange’s compliance with Ontario securities law and in particular on requirements for fair access and maintenance of fair and orderly markets;

(G) details of any consultations undertaken in formulating the Fee Change, Public Interest Rule or

Significant Change, including the internal governance process followed to approve the Rule or Change;

(H) if the Public Interest Rule or Significant Change will require members and service vendors to modify

their own systems after implementation of the Rule or Change, a reasonable estimate of the amount of time needed to perform the necessary work, or an explanation as to why a reasonable estimate was not provided;

(I) a discussion of any alternatives considered; and (J) if applicable, whether the proposed Fee Change, Significant Change or Public Interest Rule would

introduce a fee model, feature or Rule that currently exists in other markets or jurisdictions;

(ii) for a proposed Public Interest Rule or Significant Change subject to Public Comment, a notice for publication that includes the information required under paragraph 6(a)(i) above, except that the following may be excluded from the notice:

(A) supporting analysis required under subparagraph 6(a)(i)(C) above that, if included in the notice,

would result in the public disclosure of intimate financial, commercial or technical information; (B) the information on systemic risk required under subparagraph 6(a)(i)(E) above; (C) the information on the internal governance processes followed required under subparagraph

6(a)(i)(G) above;


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(D) the reasonable estimate of time needed for members and service vendors to modify their own systems, or the explanation as to why a reasonable estimate was not provided, required under subparagraph 6(a)(i)(H), so long as the notice for publication contains a statement that the Exchange did not or could not make a reasonable estimate; and

(E) the discussion of alternatives required under subparagraph 6(a)(i)(I) above.

(iii) for a proposed Public Interest Rule, the text of the Rule and a blacklined version of the Rule indicating

changes to any existing Rules, and if supplementary material relating to the Rule is contained in Form 21-101F1, blacklined and clean copies of Form 21-101F1; and

(iv) for a proposed Fee Change or Significant Change, blacklined and clean copies of Form 21-101F1 showing the

proposed Change. (b) The Exchange will file the materials set out in subsection 6(a)

(i) at least 45 days prior to the expected implementation date of a proposed Public Interest Rule or Significant Change; and

(ii) at least seven business days prior to the expected implementation date of a proposed Fee Change.

(c) For a Housekeeping Rule, the Exchange will file with Staff the following materials:

(i) a cover letter that fully describes the Rule and indicates that it was classified as a Housekeeping Rule and provides an analysis of the rationale for the classification, and the date or proposed date of implementation of the Rule;

(ii) the text of the Rule and a blacklined version of the Rule indicating changes to any existing Rules; (iii) if supplementary material relating to the Rule is contained in Form 21-101F1, blacklined and clean copies of

Form 21-101F1; and (iv) a notice for publication on the OSC website and in the OSC Bulletin that contains the information in paragraph

(ii) above as well as the implementation date for the Rule, and indicates that the Rule has been classified as a Housekeeping Rule and was not published for comment.

(d) For a Housekeeping Change, the Exchange will file with Staff the following materials:

(i) a cover letter that indicates that the Change was classified as a Housekeeping Change and provides an analysis of the rationale for the classification and the expected or actual date of implementation of the Change; and

(ii) blacklined and clean copies of Form 21-101F1 showing the Change.

(e) The Exchange will file the materials set out in subsection 6(d) by the earlier of

(i) the Exchange’s close of business on the 10th calendar day after the end of the month in which the Housekeeping Change was implemented; and

(ii) the date on which the Exchange publicly announces a Housekeeping Change, if applicable.

7. Review by Staff of notice and materials to be published for comment (a) Within 5 business days of the receipt of the notice and materials filed by the Exchange relating to a Public Interest Rule

or Significant Change subject to Public Comment in accordance with subsection 6(a), Staff will review the notice and materials to ensure that they contain an adequate level of detail, analysis and discussion to elicit meaningful public comment, and will promptly notify the Exchange of any deficiency requiring a refiling of the notice and materials.

(b) Where the notice and materials are considered by Staff to be deficient, the Exchange will amend and resubmit the

notice and materials accordingly, and the date of resubmission will serve as the filing date for the purposes of this Protocol.


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(2016), 39 OSCB 1715

(c) Where the notice and materials are considered by Staff to be adequate for publication, Staff will proceed with the processes set out in section 8.

8. Publication of a Public Interest Rule or Significant Change Subject to Public Comment (a) As soon as practicable after the receipt of the notice and materials filed by the Exchange relating to a Public Interest

Rule or Significant Change subject to Public Comment in accordance with subsection 6(a), Staff will publish in the OSC Bulletin and on the OSC website the notice prepared by the Exchange, along with a notice prepared by Staff, if necessary, that provides market participants with an opportunity to provide comments to Staff and to the Exchange within 30 days from the date the notice appears in the OSC Bulletin or on the OSC website, whichever comes first.

(b) If public comments are received

(i) the Exchange will forward copies of the comments promptly to Staff; and (ii) the Exchange will prepare a summary of the public comments and a response to those comments and provide

them to Staff promptly after the end of the comment period. 9. Review and Approval Process for Proposed Fee Changes, Public Interest Rules and Significant Changes (a) Staff will use their best efforts to complete their review of a proposed Fee Change, Public Interest Rule or Significant

Change within

(i) 45 days from the date of filing of a proposed Public Interest Rule or Significant Change; and

(ii) seven business days from the date of filing of a proposed Fee Change. (b) Staff will notify the Exchange if they anticipate that their review of the proposed Fee Change, Public Interest Rule or

Significant Change will exceed the timelines in subsection 9(a). (c) If Staff have material comments or require additional information to complete their review of a proposed Fee Change,

Public Interest Rule or Significant Change, Staff will use best efforts to provide the Exchange with a comment letter promptly by the end of the public comment period for a Public Interest Rule or Significant Change subject to Public Comment, and promptly after the receipt of the materials filed under section 6 for all other Changes.

(d) The Exchange will respond to any comments received from Staff in writing. (e) Unless Staff agree to an extension of time, if the Exchange fails to respond to Staff’s comments within 120 days after

the receipt of Staff’s comment letter, the Exchange will be deemed to have withdrawn the proposed Fee Change, Public Interest Rule or Significant Change. If the Exchange wishes to proceed with the Fee Change, Public Interest Rule or Significant Change after it has been deemed withdrawn, the Exchange will have to be re-submit it for review and approval in accordance with this Protocol.

(f) Upon completion of Staff’s review of a Fee Change, Public Interest Rule or Significant Change, Staff will submit the

Change or Rule to the Director or, in the circumstances described in subsection 9(g), to the Commission, for a decision within the following timelines:

(i) for a Public Interest Rule or a Significant Change subject to Public Comment, the later of 45 days from the

date that the related materials were published for comment and the date that Staff’s comments and public comments, including any concerns identified, have been adequately addressed by the Exchange;

(ii) for any other Significant Change, the later of 45 days from the date of filing of the Change and the date that

Staff’s comments and any concerns identified have been adequately addressed by the Exchange; or (iii) for a Fee Change, the later of seven business days from the date of filing of the change and the date that

Staff’s comments and any concerns identified have been adequately addressed by the Exchange. (g) A Fee Change, Public Interest Rule or Significant Change may be submitted to the Commission for a decision, within

the timelines in subsection 9(f),

(i) if the proposed Fee Change, Public Interest Rule or Significant Change is complex or introduces a novel feature to the Exchange or the capital markets;


February 25, 2016

(2016), 39 OSCB 1716

(ii) if comments received through the public comment process raise significant public interest concerns; or (iii) in any other situation where, in Staff’s view, Commission approval is appropriate.

(h) Staff will promptly notify the Exchange of the decision. (i) If a Public Interest Rule or Significant Change subject to Public Comment is approved, Staff will publish the following

documents in the OSC Bulletin and on the OSC website promptly after the approval:

(i) a notice indicating that the proposed Rule or Change is approved; (ii) the summary of public comments and responses prepared by the Exchange, if applicable; and (iii) if non-material changes were made to the version published for public comment, a brief description of these

changes prepared by the Exchange and a blacklined copy of the revised Rule or Change highlighting the revisions made.

10. Review Criteria for a Fee Change, Public Interest Rule and Significant Change (a) Staff will review a proposed Fee Change, Public Interest Rule or Significant Change in order to assess whether it is in

the public interest for the Director or the Commission to approve the Rule or Change. In making this determination, Staff will have regard to the mandate of the Commission as set out section 1.1 of the Securities Act (Ontario). The factors that Staff will consider in making their determination also include whether:

(i) the Rule or Change would impact the Exchange’s compliance with Ontario securities law; (ii) the Exchange followed its established internal governance practices in approving the proposed Rule or

Change; (iii) the Exchange followed the requirements of this Protocol and has provided sufficient analysis of the nature,

purpose and effect of the Rule or Change; and (iv) the Exchange adequately addressed any comments received.

11. Effective Date of a Fee Change, Public Interest Rule or Significant Change (a) A Fee Change, Public Interest Rule or Significant Change will be effective on the later of:

(i) the date that the Exchange is notified that the Change or Rule is approved; (ii) if applicable, the date of publication of the notice of approval on the OSC website; and (iii) the date designated by the Exchange.

12. Significant Revisions and Republication (a) If, subsequent to its publication for comment, the Exchange revises a Public Interest Rule or a Significant Change

subject to Public Comment in a manner that results in a material change to the proposed substance or effect of the Rule or Change, Staff will, in consultation with the Exchange, determine whether or not the revised Rule or Change should be published for an additional 30-day comment period.

(b) If a Public Interest Rule or Significant Change subject to Public Comment is republished under subsection 12(a), the

request for comments will include a blacklined version marked to the originally published version, a summary of comments and responses prepared by the Exchange, and an explanation of the revisions and the supporting rationale for the revisions.

13. Withdrawal of a Fee Change, Public Interest Rule or Significant Change (a) If the Exchange withdraws a Fee Change, Public Interest Rule or a Significant Change that was previously submitted, it

will provide a written notice of withdrawal to Staff. (b) If the notice of withdrawal relates to a Public Interest Rule or Significant Change subject to Public Comment, Staff will

publish the notice of withdrawal in the OSC Bulletin and OSC website as soon as practicable.


February 25, 2016

(2016), 39 OSCB 1717

(c) If a Public Interest Rule or Significant Change subject to Public Comment is deemed to have been withdrawn as provided in subsection 9€, Staff will prepare and publish a notice informing market participants that the Exchange did not proceed with the Rule or Change.

14. Effective Date of a Housekeeping Rule or Housekeeping Change (a) Subject to subsections 14(c) and 14(d), a Housekeeping Rule will be effective on the later of

(i) the date of the publication of the notice to be published on the OSC website in accordance with subsection

14(e), and (ii) the date designated by the Exchange.

(b) Subject to subsections 14(c) and 14(d), a Housekeeping Change will be effective on the date designated by the

Exchange. (c) Staff will review the materials filed by the Exchange for a Housekeeping Change or Housekeeping Rule to assess the

appropriateness of the categorization of the Rule or Change as housekeeping within five business days from the date that the Exchange filed the documents in accordance with subsections 6(c) and 6(d). The Exchange will be notified in writing if there is disagreement with respect to the categorization of the Rule or Change as housekeeping.

(d) If Staff disagree with the categorization of the Rule or Change as housekeeping, the Exchange will immediately repeal the Change, if applicable, file the proposed Rule as a Public Interest Rule or the proposed Change as a Significant Change, and follow the review and approval processes described in this Protocol as applying to a Public Interest Rule or Significant Change, including those processes applicable to a Significant Change subject to Public Comment if applicable.

(e) If Staff do not disagree with the categorization of the Rule, Staff will publish a notice to that effect in the OSC Bulletin and on the OSC website as soon as is practicable.

15. Immediate Implementation of a Public Interest Rule or Significant Change (a) The Exchange may need to make a Public Interest Rule or Significant Change effective immediately where the

Exchange determines that there is an urgent need to implement the Rule or Change to maintain fair and orderly markets, or because of a substantial and imminent risk of material harm to the Exchange, its members, other market participants, issuers or investors.

(b) When the Exchange determines that immediate implementation is necessary, it will advise Staff in writing as soon as

possible but in any event at least five business days prior to the proposed implementation of the Public Interest Rule or Significant Change. The written notice will include the expected effective date of the Public Interest Rule or Significant Change and an analysis to support the need for immediate implementation. An application for an exemption from the 45-day advance filing requirements in National Instrument 21-101 must also be included as part of the written notice.

(c) If Staff do not agree that immediate implementation is necessary, Staff will promptly notify the Exchange, in writing, of

the disagreement no later than the end of the third business day following filing of the notice under subsection 15(b). If the disagreement is not resolved, the Exchange will file the Public Interest Rule or Significant Change in accordance with the timelines in section 6.

16. Review of a Public Interest Rule or Significant Change Implemented Immediately (a) A Public Interest Rule or Significant Change that has been implemented immediately in accordance with section 15 will

be published, if applicable, and reviewed and approved by the Director or by the Commission in accordance with the procedures set out in section 9, with necessary modifications. If the Director or the Commission does not approve the Public Interest Rule or Significant Change, the Exchange will immediately repeal the Rule or Change and inform its members of the decision.

17. Application of Section 21 of the Securities Act (Ontario) (a) The Commission’s powers under subsection 21(5) of the Securities Act (Ontario) are not constrained in any way,

notwithstanding a Rule or Change having been approved under this Protocol


February 25, 2016

(2016), 39 OSCB 1718

APPENDIX D

ELIGIBLE ISSUERS 1. Subject to section 2 below, only an issuer that:

(a) is a reporting issuer or the equivalent in a jurisdiction in Canada; or (b) is proposing to list debt securities issued or guaranteed by a government in Canada that are exempt from the

prospectus requirements under clause 73(1)(a) of the Act; or (c) is proposing to list debt securities issued or guaranteed by a financial institution that are exempt from the

prospectus requirements under clause 73(1)(b) of the Act; and (d) is not in default of any requirements of securities legislation in any jurisdiction in Canada,

is eligible for listing. However, if an issuer is eligible for listing under paragraph (b) or (c) above, CNSX may only list debt securities of the issuer that are contemplated by those paragraphs unless the issuer files and obtains a receipt for a preliminary prospectus and a prospectus in a jurisdiction in Canada.

2. An issuer that is a reporting issuer in a jurisdiction in Canada but is not considered eligible under the Rules due to the

process by which it became a reporting issuer, is ineligible for listing unless it:

(a) files and obtains a receipt for a preliminary prospectus and a prospectus in a jurisdiction in Canada; and (b) is not in default of any requirements of securities legislation in any jurisdiction in Canada.


February 25, 2016

(2016), 39 OSCB 1719

2.2.4 TD Split Inc. – s. 1(6) of the OBCA Headnote Filer deemed to have ceased to be offering its securities to the public under the OBCA. Applicable Legislative Provisions Business Corporations Act, R.S.O. 1990, c. B.16, as am.,

s. 1(6).

IN THE MATTER OF THE BUSINESS CORPORATIONS ACT (ONTARIO),

R.S.O. 1990, c. B.16, AS AMENDED (the OBCA)

AND

IN THE MATTER OF

TD SPLIT INC. (THE APPLICANT)

ORDER

(Subsection 1(6) of the OBCA) UPON the application of the Applicant to the Ontario Securities Commission (the Commission) for an order pursuant to subsection 1(6) of the OBCA to be deemed to have ceased to be offering its securities to the public; AND UPON the Applicant representing to the Commission that: 1. The Applicant is an “offering corporation” as

defined in the OBCA; 2. The Applicant’s registered address is located at

1000 Yonge Street, Suite 500, Toronto, Ontario, M4W 2K2, Toronto, Ontario;

3. No securities of the Applicant, including debt

securities, are traded in Canada or another country on a marketplace as defined in National Instrument 21-101 – Marketplace Operation or any other facility for bringing together buyers and sellers of securities where trading data is publicly reported;

4. The Applicant’s Class C Preferred Shares and

Class C Capital Shares were de-listed from the TSX effective the close of trading on November 13, 2015;

5. The issued and outstanding Class C Preferred

Shares and Class C Capital Shares of the Applicant were redeemed on November 13, 2015;

6. Following the redemption, the only issued and

outstanding shares are now owned by Tim-bercreek Asset Management Inc. (100 Class E

Shares), and no other shares are currently issued and outstanding;

7. The Applicant has no intention to seek public

financing by way of an offering of securities; 8. The Voluntary Surrender of Reporting Issuer

Status was filed with the British Columbia Securities Commission on November 17, 2015 and the Applicant ceased to be a reporting issuer in British Columbia as of November 30, 2015. The Applicant was granted an order on February 1, 2016 that it is not a reporting issuer in Ontario pursuant to subclause 1(10)(a)(ii) of the Securities Act (Ontario) and is not a reporting issuer or the equivalent in any other jurisdiction of Canada in accordance with the simplified procedure set out in OSC Staff Notice 12-307 Application for Decision that an Issuer is not a Reporting Issuer; and

9. The Applicant is not a reporting issuer or the

equivalent in any jurisdiction in Canada. AND UPON the Commission being satisfied to do so would not be prejudicial to the public interest; IT IS HEREBY ORDERED by the Commission pursuant to subsection 1(6) of the OBCA that the Applicant be deemed to have ceased to be offering its securities to the public for the purpose of the OBCA. DATED at Toronto on this 12th day of February, 2016. “Judith Robertson” Commissioner Ontario Securities Commission “Tim Moseley” Commissioner Ontario Securities Commission


February 25, 2016

(2016), 39 OSCB 1720

2.2.5 AMTE Services Inc. et al. – s. 127(8)


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

AND

IN THE MATTER OF AMTE SERVICES INC.,

OSLER ENERGY CORPORATION, RANJIT GREWAL, PHILLIP COLBERT AND

EDWARD OZGA

TEMPORARY ORDER (Subsection 127(8))

WHEREAS on October 15, 2012, pursuant to subsections 127(1) and 127(5) of the Securities Act, R.S.O. 1990, c. S.5, as amended (the “Act”), the Ontario Securities Commission (the “Commission”) issued the following order (the “Temporary Order”) against AMTE Services Inc. (“AMTE”), Osler Energy Corporation (“Osler”), Ranjit Grewal (“Grewal”), Phillip Colbert (“Colbert”) and Edward Ozga (“Ozga”) (collectively, the “Respondents”):

(i) pursuant to clause 2 of subsection 127(1) of the Act, all trading by and in the securities of AMTE shall cease; all trading by and in the securities of Osler shall cease; all trading by Grewal shall cease; all trading by Colbert shall cease; and all trading by Ozga shall cease.

(ii) pursuant to clause 3 of subsection 127(1)

of the Act, any exemptions contained in Ontario securities law do not apply to any of the Respondents;

AND WHEREAS on October 15, 2012, the Commission ordered that the Temporary Order shall expire on the 15th day after its making unless extended by order of the Commission; AND WHEREAS on October 16, 2012, the Commission issued a Notice of Hearing to consider the extension of the Temporary Order, to be held on October 25, 2012 at 2:00 p.m.; AND WHEREAS on October 25, 2012, the Commission ordered that the Temporary Order be extended until January 29, 2013 and that the hearing be adjourned until January 28, 2013 at 10:00 a.m.; AND WHEREAS on January 29, 2013, the Commission ordered that the Temporary Order be extended until March 12, 2013 and that the hearing be adjourned until March 11, 2013 at 10:00 a.m.; AND WHEREAS on March 11, 2013, the Commission ordered that the Temporary Order be extended until May 28, 2013 or until further order of the

Commission and that the hearing be adjourned until May 27, 2013 at 10:00 a.m.; AND WHEREAS on March 27, 2013, a hearing was held before the Commission and counsel for Staff attended to request an extension of the Temporary Order and no one appeared on behalf of the Respondents; AND WHEREAS Staff filed the affidavit of Peaches Barnaby sworn May 24, 2013 outlining service of the Commission order dated March 11, 2013 on the Respondents; AND WHEREAS quasi-criminal proceedings have been commenced in the Ontario Court of Justice pursuant to section 122(1)(c) of the Act against Grewal, Ozga and Colbert (the “Section 122 Proceedings”); AND WHEREAS a judicial pre-trial in connection with the Section 122 Proceedings was scheduled for June 27, 2013; AND WHEREAS Colbert consented to the extension of the Temporary Order; AND WHEREAS the Commission ordered that the Temporary Order be extended until July 22, 2013 or until further order of the Commission and the hearing to consider a further extension of the Temporary Order be adjourned until July 19, 2013 at 11:00 a.m.; AND WHEREAS on July 19, 2013, a hearing was held before the Commission and counsel for Staff attended to request an extension of the Temporary Order and no one appeared on behalf of the Respondents; AND WHEREAS Staff filed the affidavit of Tia Faerber sworn July 18, 2013 outlining service of the Commission’s order dated May 27, 2013 on the Respondents; AND WHEREAS a further judicial pre-trial in connection with the Section 122 Proceedings was scheduled for September 16, 2013; AND WHEREAS the Commission ordered that the Temporary Order be extended until September 25, 2013 or until further order of the Commission and the hearing to consider a further extension of the Temporary Order be adjourned until September 23, 2013 at 10:00 a.m.; AND WHEREAS on September 23, 2013, a hearing was held before the Commission and counsel for Staff attended to request an extension of the Temporary Order and no one appeared on behalf of the Respondents; AND WHEREAS Staff filed the affidavit of Tia Faerber sworn September 18, 2013 outlining service of the Commission’s order dated July 19, 2013 on the Respondents;


February 25, 2016

(2016), 39 OSCB 1721

AND WHEREAS a further appearance in connection with the Section 122 Proceedings is scheduled for September 25, 2013; AND WHEREAS the Commission ordered that the Temporary Order be extended until March 31, 2014 or until further order of the Commission and the hearing to consider a further extension of the Temporary Order be adjourned until March 27, 2014 at 10:00 a.m.; AND WHEREAS on March 27, 2014, a hearing was held before the Commission and counsel for Staff attended to request an extension of the Temporary Order and no one appeared on behalf of the Respondents; AND WHEREAS Staff filed the affidavit of Nancy Poyhonen sworn March 26, 2014 outlining service of the Commission’s order dated September 23, 2013 on the Respondents; AND WHEREAS the trial in connection with the Section 122 Proceedings was scheduled to commence on July 6, 2015 and to continue on July 7-10 and 13-17, 2015; AND WHEREAS the trial in connection with Colbert proceeded by way of an agreed statement of fact and an accompanying 2 volume documents brief, collectively (“The Evidence”), which was filed with the Court on July 8, 2015; AND WHEREAS Staff and counsel for Colbert have filed written argument with the Court; AND WHEREAS the Court has adjourned the matter in relation to Colbert until December 8, 2015 for oral submissions on the written argument; AND WHEREAS Ozga entered pleas of guilt to all counts against him on July 6, 2015 and the Court has adjourned Ozga’s matter until October 6, 2015 for submissions on sentence; AND WHEREAS Grewal has never participated in the Section 122 Proceedings although properly served; AND WHEREAS the Court will decide whether to issue a warrant for Grewal’s arrest on December 8, 2015; AND WHEREAS the Commission ordered that the Temporary Order be extended until September 18, 2015 without prejudice to Staff or the Respondents to seek to vary the Temporary Order on application to the Commission and that the hearing to consider a further extension of the Temporary Order was adjourned until September 16, 2015 at 10:00 a.m. or to such other date or time as provided by the Office of the Secretary and agreed to by the parties; AND WHEREAS Staff filed the affidavit of Tia Faerber sworn September 14, 2015 outlining service of the Commission’s order dated March 27, 2014 on the Respondents;

AND WHEREAS Counsel for Ozga and Colbert have consented to the extension of the Temporary Order; AND WHEREAS on September 16, 2015, the Commission ordered that the Temporary Order be extended until March 1, 2016 without prejudice to Staff or the Respondents to seek to vary the Temporary Order on application to the Commission and that the hearing to consider a further extension of the Temporary Order be adjourned until February 26, 2016 at 10:00 a.m. or to such other date or time as provided by the Office of the Secretary and agreed to by the parties; AND WHEREAS Staff indicates that it will let the Temporary Order lapse; AND WHEREAS the Commission is of the opinion that it is in the public interest to make this order; IT IS HEREBY ORDERED that the hearing to consider a further extension of the Temporary Order scheduled for February 26, 2016 at 10:00 a.m. is vacated. DATED at Toronto, this 18th day of February, 2016. “Alan Lenczner”


February 25, 2016

(2016), 39 OSCB 1722

2.2.6 Future Solar Developments Inc. et al. – ss. 127, 127.1

IN THE MATTER OF


AND

IN THE MATTER OF

FUTURE SOLAR DEVELOPMENTS INC., CENITH ENERGY CORPORATION, CENITH AIR INC.,

ANGEL IMMIGRATION INC. and XUNDONG QIN also known as SAM QIN

ORDER

(Sections 127 and 127.1 of the Securities Act) WHEREAS: 1. on March 26, 2015, the Ontario Securities

Commission (the “Commission”) issued a Notice of Hearing (the “Notice of Hearing”) pursuant to sections 127 and 127.1 of the Securities Act, R.S.O. 1990, c. S.5, as amended (the “Act”), in relation to a Statement of Allegations filed by Staff of the Commission (“Staff”) on March 26, 2015, to consider whether it is in the public interest to make certain orders against Future Solar Developments Inc. (“FSD”), Cenith Energy Corporation (“Cenith Energy”), Cenith Air Inc. (“Cenith Air”), Angel Immigration Inc. (“Angel Immigration”) (together, the “Corporate Respondents”) and Xundong Qin, also known as Sam Qin (“Qin”) (together with the Corporate Respondents, the “Respondents”);

2. the Notice of Hearing set April 15, 2015 as the

hearing date in this matter; 3. on April 15, 2015, Staff and counsel for the

Respondents appeared and made submissions; 4. the Commission ordered that the matter be

adjourned to a confidential pre-hearing conference on June 8, 2015 at 3:00 p.m.;

5. on June 8, 2015, the Commission held a

confidential pre-hearing conference and counsel for Staff and counsel for the Respondents attended the hearing;

6. the Commission ordered that:

1. the Second Appearance in this matter be held on September 9, 2015 at 10:00 a.m.; and

2. that Staff shall provide to the

Respondents, no later than five (5) days before the Second Appearance, their witness lists and indicate any intent to call an expert witness, including the name of the expert witness and the issue

on when the expert will be giving evidence;

7. on September 9, 2015, the Commission held a

Second Appearance and counsel for Staff and Qin, personally and on behalf of Cenith Energy, Cenith Air and Angel Immigration, appeared and made submissions;

8. on September 9, 2015, no one appeared on

behalf of FSD; 9. the Commission ordered that:

1. the Third Appearance in this matter be held on November 9, 2015 at 10:00 a.m. or on such other date as provided by the Office of the Secretary and agreed to by the parties;

2. Staff shall provide to the Respondent

their witness summaries by September 18, 2015; and

3. the Respondents shall provide to Staff by

October 21, 2015 their witness lists and witness summaries and indicate any intent to call an expert witness, including the name of the expert witness and the issue on which the expert will be giving evidence.

10. a request was made to the Office of the Secretary

to reschedule the Third Appearance in this matter and the parties agreed to such other date and time as provided by the Office of the Secretary;

11. on October 27, 2015, the Commission ordered

that the Third Appearance in this matter scheduled for November 9, 2015 at 10:00 a.m. is vacated and that the Third Appearance in this matter be held on October 30, 2015 at 10:00 a.m.;

12. the Commission held a hearing on October 30,

2015 and counsel for Staff and counsel from the Litigation Assistance Program (“LAP”) attended on behalf of the Respondents;

13. on October 30, 2015, Qin was not in attendance at

the hearing; 14. on October 30, 2015, the Commission ordered

that the Third Appearance in this matter is adjourned to December 2, 2015 at 9:30 a.m.;

15. the Commission held a hearing on December 2,

2015, and counsel for Staff and LAP counsel attended on behalf of the Respondents;

16. on December 2, 2015, the Commission ordered

that:


February 25, 2016

(2016), 39 OSCB 1723

1. the Respondents shall provide to Staff their witness list by December 18, 2015;

2. the Respondents shall provide to Staff

their witness summaries by January 11, 2016;

3. the parties shall deliver to every other

party copies of documents which they intend to produce or enter as evidence at the hearing on the merits in this matter (the “Hearing Briefs”) by no later than February 8, 2016;

4. the parties shall file with the Registrar

copies of indices to their Hearing Briefs by no later than February 12, 2016;

5. the final interlocutory appearance shall

be held on February 22, 2016 at 10:00 a.m.; and

6. the hearing on the merits in this matter

shall commence on March 21, 2016 at 10:00 a.m. and continue thereafter on March 23, 24, 28 29, 30, 31 and April 1, 4 and 12, 2016 and on such further dates as agreed to by the parties and set by the Office of the Secretary.

17. the Commission held a hearing on February 22,

2016, and counsel for Staff, counsel for Future Solar, and LAP counsel for Qin, Cenith Energy, Cenith Air and Angel Immigration attended on behalf of the Respondents;

18. the Commission considered the submissions of

Staff and the submissions of counsel for the Respondents; and

19. the Commission is of the opinion that it is in the

public interest to make this order. IT IS ORDERED that:

1. the hearing date set for March 21, 2016 is vacated; and

2. the hearing on the merits shall

commence on March 23, 2016 at 10:00 a.m. and continue thereafter on March 24, 28, 29, 30, 31 and April 1, 4 and 12, 2016 and on such further dates as agreed to by the parties and set by the Office of the Secretary.

DATED at Toronto this 22nd day of February, 2016. “D. Grant Vingoe” “Deborah Leckman”

2.2.7 Canadian National Railway Company – s. 104(2)(c)

Headnote Subsection 104(2)(c) of the Act – Issuer bid – relief from issuer bid requirements in sections 94 to 94.8 and 97 to 98.7 of the Act – issuer proposes to purchase, pursuant to a repurchase program and at a discounted purchase price, up to 1,726,000 of its common shares under its normal course issuer bid from a third party purchasing as agent – third party will abide by the requirements governing normal course issuer bids as though it was the issuer, subject to certain modifications, including that the third party will not make any purchases under the program pursuant to a pre-arranged trade – common shares delivered to the issuer for cancellation will be common shares from the third party’s existing inventory – due to the discounted purchase price, the common shares cannot be acquired through the TSX trading system – but for the fact that the common shares cannot be acquired through the TSX trading system, the Issuer could otherwise acquire such shares in reliance upon the issuer bid exemption available under section 101.2 of the Act and in accordance with the TSX rules governing normal course issuer bid purchases – the third party will purchase common shares under the program based on instructions provided by the issuer on the relevant day prior to the opening of trading – no adverse economic impact on, or prejudice to the Issuer or public shareholders – acquisition of securities exempt from the issuer bid requirements in sections 94 to 94.8 and 97 to 98.7 of the Act, subject to conditions, including that the agreement governing the program will prohibit the third party from selling common shares from its existing inventory to the issuer under the program unless it has purchased, or had purchased on its behalf, an equivalent number of common shares on the markets and such number of common shares so purchased must be equal to the number of common shares sold to the issuer. Applicable Legislative Provisions Securities Act, R.S.O. 1990, c. S.5, as am., ss. 94 to 94.8,

97 to 98.7, 104(2)(c).



AND

IN THE MATTER OF CANADIAN NATIONAL RAILWAY COMPANY

ORDER

(Clause 104(2)(c)) UPON the application (the “Application”) of Canadian National Railway Company (the “Issuer”) to the Ontario Securities Commission (the “Commission”) for an order pursuant to clause 104(2)(c) of the Securities Act (Ontario) (the “Act”) exempting the Issuer from the requirements of sections 94 to 94.8, inclusive, and sections


February 25, 2016

(2016), 39 OSCB 1724

97 to 98.7, inclusive, of the Act (the “Issuer Bid Requirements”) in respect of the proposed purchases by the Issuer of up to 1,726,000 of its common shares (the “Program Maximum”) from Royal Bank of Canada (“RBC”) pursuant to a repurchase program (the “Program”); AND UPON considering the Application and the recommendation of staff of the Commission; AND UPON the Issuer (and RBC in respect of paragraphs 5, 6, 7, 8, 21, 24, 25, 26, 27, 28, 29, 31, 37 and 38 as they relate to RBC and its agents) having represented to the Commission that: 1. The Issuer is a corporation governed by the

Canada Business Corporations Act. 2. The registered and head office of the Issuer is

located at 935 de La Gauchetière Street West, Montréal, Quebec, H3B 2M9.

3. The Issuer is a reporting issuer in each of the

provinces and territories of Canada (the “Jurisdictions”) and the Common Shares are listed for trading on the Toronto Stock Exchange (the “TSX”) and the New York Stock Exchange (the “NYSE”) under the symbols “CNR” and “CNI”, respectively. The Issuer is not in default of any requirement of the securities legislation of the Jurisdictions in which it is a reporting issuer.

4. The authorized common share capital of the

Issuer consists of an unlimited number of common shares (the “Common Shares”), of which 787,583,541 were issued and outstanding as of January 15, 2016.

5. RBC is a full service Schedule 1 Bank under the

Bank Act (Canada). The corporate headquarters of RBC are located in the Province of Ontario.

6. RBC does not directly or indirectly own more than

5% of the issued and outstanding Common Shares.

7. RBC is the beneficial owner of at least 1,726,000

Common Shares, none of which were acquired by, or on behalf of, RBC in anticipation or contemplation of resale to the Issuer (such Common Shares over which RBC has beneficial ownership, the “Inventory Shares”). No Common Shares were purchased by, or on behalf of, RBC on or after December 23, 2015, being the date that was 30 days prior to the date of the Application, in anticipation or contemplation of a sale of Common Shares by RBC to the Issuer.

8. RBC is at arm’s length to the Issuer and is not an

“insider” of the Issuer or “associate” of an “insider” of the Issuer, or an “associate” or “affiliate” of the Issuer, as such terms are defined in the Act. RBC is an “accredited investor” within the meaning of

National Instrument 45-106 Prospectus Exemp-tions.

9. The Issuer announced on October 27, 2015 that it

is engaging in a normal course issuer bid (the “Normal Course Issuer Bid”) for up to 33,000,000 Common Shares, representing 4.9% of the Issuer’s public float of Common Shares as of the date specified in the Notice of Intention to Make a Normal Course Issuer Bid (as amended on November 27, 2015 to reflect the Scotia Program (as defined below) and future share repurchase programs) (the “Notice”) that was submitted to, and accepted by, the TSX. The Notice specifies that purchases under the Normal Course Issuer Bid will be conducted through the facilities of the TSX and the NYSE or alternative trading systems, if eligible, or by such other means as may be permitted by the TSX or a securities regulatory authority in accordance with sections 628 to 629.3 of Part VI of the TSX Company Manual (the “TSX Rules”), including under automatic trading plans and by private agreements or share repurchase programs under issuer bid exemption orders issued by securities regulatory authorities.

10. The Commission granted the Issuer an order on

October 27, 2015 (the “October Order”) pursuant to clause 104(2)(c) of the Act exempting the Issuer from the Issuer Bid Requirements in connection with the proposed purchases by the Issuer of up to 4,000,000 Common Shares from The Bank of Nova Scotia (“Scotia”) pursuant to a share repurchase program (the “Initial Scotia Program”). On November 27, 2015, the Commis-sion granted the Issuer an order pursuant to section 144 of the Act varying the October Order so as to increase the maximum number of Common Shares that may be purchased under the Initial Scotia Program from 4,000,000 to 5,175,000 Common Shares (such varied Initial Scotia Program, the “Scotia Program”). The Issuer purchased 5,175,000 Common Shares under the Scotia Program. The Scotia Program terminated on December 22, 2015.

11. The Commission granted an order on December

18, 2015 pursuant to clause 104(2)(c) of the Act exempting the Issuer from the Issuer Bid Requirements in connection with the proposed purchases by the Issuer of up to 4,356,000 Common Shares from RBC pursuant to a share repurchase program (the “First RBC Program”). The Issuer purchased 4,356,000 Common Shares under the First RBC Program. The First RBC Program terminated on February 11, 2016.

12. The Autorité des Marchés Financiers granted an

order on February 4, 2016 pursuant to Section 263 of the Securities Act (Québec) from the equivalent provisions to the Issuer Bid Requirements in connection with the proposed


February 25, 2016

(2016), 39 OSCB 1725

purchases by the Issuer of up to 1,500,000 Common Shares from National Bank of Canada (the “NBC Program”). As at February 12, 2016, the Issuer has purchased 96,900 Common Shares under the NBC Program. The NBC Program will terminate on the earlier of March 24, 2016 and the date on which the Issuer will have purchased 1,500,000 Common Shares from National Bank of Canada under the NBC Program.

13. The Program Maximum is less than the number of

Common Shares remaining that the Issuer is entitled to acquire under the Normal Course Issuer Bid, calculated as at the date of the Program Agreement.

14. To the best of the Issuer’s knowledge, the “public

float” (calculated in accordance with the TSX Rules) for the Common Shares as at January 15, 2016 consisted of 668,419,714 Common Shares. The Common Shares are “highly liquid securities”, as that term is defined in section 1.1 of OSC Rule 48-501 Trading during Distributions, Formal Bids and Share Exchange Transactions (“OSC Rule 48-501”) and section 1.1 of the Universal Market Integrity Rules (“UMIR”).

15. Pursuant to the TSX Rules, the Issuer has

appointed Scotia Capital Inc. as its designated broker in Canada, and Merrill Lynch, Pierce, Fenner & Smith as its designated broker in the United States, in each case, in respect of the Normal Course Issuer Bid (the “Responsible Brokers”).

16. The Issuer may, from time to time, appoint a non-

independent purchasing agent (a “Plan Trustee”) to fulfill requirements for the delivery of Common Shares under the Issuer’s security-based compensation plans (the “Plan Trustee Purchases”). The maximum number of Common Shares that the Issuer is permitted to repurchase under the Normal Course Issuer Bid will be reduced by the number of Plan Trustee Purchases.

17. The Issuer implemented an automatic repurchase

plan (the “ARP”) to permit the Issuer to make purchases under the Normal Course Issuer Bid during internal blackout periods, including regularly scheduled quarterly blackout periods and at such times when the Issuer would not otherwise be permitted to trade in its Common Shares. The ARP was approved by the TSX and is in compliance with the TSX Rules and applicable securities law.

18. The Normal Course Issuer Bid is being conducted

in reliance upon the exemption from the Issuer Bid Requirements set out in subsection 101.2(1) of the Act in Ontario, and its equivalent provision in the securities legislation of the other Jurisdictions. Subsection 101.2(1) provides that an issuer bid

that is made in the normal course through the facilities of a designated exchange is exempt from the formal bid requirements if the bid is made in accordance with the by-laws, rules, regulations and policies of that exchange. The Commission has recognized the TSX as a designated exchange for the purposes of subsection 101.2(1) of the Act.

19. The Normal Course Issuer Bid is also being

conducted in the normal course on the NYSE and other permitted published markets (collectively with the NYSE, the “Other Published Markets”) in reliance upon the exemption from the Issuer Bid Requirements set out in subsection 101.2(2) of the Act in Ontario, and its equivalent provision in the securities legislation of the other Jurisdictions (the “Other Published Markets Exemption”, and together with the TSX Rules, the “NCIB Rules”). The Other Published Markets Exemption provides that an issuer bid that is made in the normal course on a published market, other than a designated exchange, is exempt from the formal bid requirements if the bid is, among other things, for not more than 5% of the outstanding securities of a class of securities of the issuer and the aggregate number of securities acquired in reliance upon the Other Published Markets Exemption by the issuer and any person or company acting jointly or in concert with the issuer within any period of 12 months does not exceed 5% of the outstanding securities of that class at the beginning of the 12-month period.

20. The Issuer proposes to participate in the Program

during, and as a part of, the Normal Course Issuer Bid. The Program will be governed by, and conducted in accordance with, the terms and conditions of a Repurchase Program Agreement (the “Program Agreement”) that will be entered into between the Issuer and RBC prior to the commencement of the Program and a copy of which will be delivered by the Issuer to the Commission.

21. The Program will commence following the

expiration of the NBC Program and will terminate on the earlier of March 24, 2016 and the date on which the Issuer will have purchased the Program Maximum from RBC (the “Program Term”). Neither the Issuer nor RBC may unilaterally terminate the Program Agreement during the Program Term except in the case of an event of default by a party thereunder. The Issuer will not be in any internal blackout periods during the Program Term. The Issuer expects that the commencement date of the Program will be on or about March 2, 2016 based on the current market price of the Common Shares.

22. The Issuer is of the view that (a) it will be able to

purchase Common Shares from RBC at a lower price than the price at which it would be able to


February 25, 2016

(2016), 39 OSCB 1726

purchase an equivalent quantity of Common Shares under the Normal Course Issuer Bid through the facilities of the TSX and/or on Other Published Markets, and (b) the purchase of Common Shares pursuant to the Program is in the best interests of the Issuer and constitutes a desirable use of the Issuer’s funds.

23. At least two clear trading days prior to the

commencement of the Program, the Issuer will issue a press release that will have been pre-cleared with the TSX that describes the material features of the Program and discloses the Issuer’s intention to participate in the Program during the Normal Course Issuer Bid (the “Press Release”). The TSX has confirmed that it has no objections to the Program and its terms as set out in a draft Program Agreement which will be the same as the executed Program Agreement.

24. RBC will retain the services of RBC Dominion

Securities Inc. (“RBC DS”) to acquire Common Shares on its behalf through the facilities of the TSX and on Other Published Markets in Canada (each, a “Canadian Other Published Market” and collectively with the TSX, the “Canadian Markets”) under the Program. No Common Shares will be acquired under the Program by, or on behalf of, RBC on any Other Published Markets other than Other Canadian Published Markets.

25. RBC DS is registered as an investment dealer

under the securities legislation of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Québec, Nova Scotia and New Brunswick. It is also registered as a futures commission merchant under the Commodity Futures Act (Ontario), a derivatives dealer under the Derivatives Act (Québec), and as dealer (futures commission merchant) under The Commodity Futures Act (Manitoba). RBC DS is a member of the Investment Industry Regulatory Organization of Canada (“IIROC”) and the Canadian Investor Protection Fund, a participating organization or member of the TSX, TSX Venture Exchange and Canadian Securities Exchange, and an approved participant of the Bourse de Montréal. The head office of RBC DS is located in Toronto, Ontario.

26. The Program Agreement will provide that all

Common Shares acquired by, or on behalf of, RBC on a day (each, a “Trading Day”) during the Program Term on which the Canadian Markets are open for trading must be acquired on Canadian Markets in accordance with the NCIB Rules that would be applicable to the Issuer in connection with the Normal Course Issuer Bid, provided that: (i) RBC will purchase, or have purchased on

its behalf, Common Shares on the applicable day in accordance with the

instructions received from the Issuer prior to the opening of trading on such date, provided that the instructions given by the Issuer to RBC under the Program will be the same instructions that the Issuer would execute if it were conducting the Normal Course Issuer Bid itself;

(ii) the aggregate number of Common

Shares to be acquired on Canadian Markets by, or on behalf of, RBC on each Trading Day will not exceed the maximum daily limit that is imposed upon the Normal Course Issuer Bid pursuant to the TSX Rules determined with reference to an average daily trading volume that is based on the trading volume on all Canadian Markets rather than being limited to the trading volume on the TSX only (the “Modified Maximum Daily Limit”), being understood that the aggregate number of Common Shares to be acquired on the TSX by, or on behalf of, RBC on each Trading Day will not exceed the maximum daily limit that is imposed on the Normal Course Issuer Bid pursuant to the TSX Rules;

(iii) the aggregate number of Common

Shares acquired by, or on behalf of, RBC pursuant to the Program Agreement may not exceed the Program Maximum;

(iv) the aggregate number of Common

Shares acquired by, or on behalf of, RBC pursuant to the Program Agreement on Canadian Other Published Markets may not exceed that number of Common Shares remaining eligible for purchase pursuant to the Other Published Markets Exemption, calculated as at the date of the Program Agreement;

(v) upon the occurrence of a cessation of

trading on the TSX or other event that would impair RBC’s ability to acquire Common Shares on Canadian Markets (a “Market Disruption Event”), RBC will cease acquiring Common Shares and the number of Common Shares acquired by RBC to such time will be the “Acquired Shares” for the purposes of the Program; and

(vi) notwithstanding the block purchase

exception provided for in the TSX Rules, no purchases will be made by, or on behalf of, RBC on any Canadian Markets pursuant to a pre-arranged trade.

27. Pursuant to the Program Agreement, on every

Trading Day, RBC will purchase, or have purchased on its behalf, the Number of Common


February 25, 2016

(2016), 39 OSCB 1727

Shares. The “Number of Common Shares” will be no greater than the least of: (a) the quotient of an agreed upon daily Canadian dollar amount divided by the Discounted Price; (b) the Program Maximum less the aggregate number of Common Shares previously purchased by, or on behalf of, RBC under the Program; (c) on a Trading Day on which a Market Disruption Event occurred, the Acquired Shares; and (d) the Modified Maximum Daily Limit. The “Discounted Price” per Common Share will be equal to (i) the volume weighted average price of the Common Shares on the Trading Day on which purchases were made less an agreed upon discount, or (ii) upon the occurrence of a Market Disruption Event, the volume weighted average price of the Common Shares at the time of the Market Disruption Event less an agreed upon discount.

28. RBC will deliver to the Issuer a number of

Common Shares equal to the number of Common Shares purchased by, or on behalf of, RBC under the Program on an applicable Trading Day on the second Trading Day thereafter, and the Issuer will pay RBC the Discounted Price for each such Common Share. Each Common Share purchased by the Issuer under the Program will be cancelled upon delivery to the Issuer. The Common Shares delivered by RBC to the Issuer will be from the Inventory Shares.

29. RBC will not sell Inventory Shares to the Issuer

under the Program unless it has purchased, or had purchased on its behalf, an equivalent number of Common Shares on the Canadian Markets, and the number of Common Shares that are purchased by, or on behalf of, RBC on the Canadian Markets on a Trading Day will be equal to the Number of Common Shares for such Trading Day.

30. The Program Agreement will (a) prohibit the Issuer

from purchasing any Common Shares (other than Common Shares purchased under the Program), (b) require the Issuer to prohibit the Responsible Brokers from acquiring any Common Shares on behalf of the Issuer, (c) require the Issuer to prohibit the Plan Trustee from undertaking any Plan Trustee Purchases, and (d) require the Issuer to prohibit the designated broker under the ARP from acquiring any Common Shares on behalf of the Issuer, in each case, during the conduct of the Program by RBC and RBC DS.

31. The Program Agreement will provide that all

purchases of Common Shares under the Program by, or on behalf of, RBC will be done as if RBC were an agent of the Issuer and neither RBC nor RBC DS will engage in any hedging activity in connection with the conduct of the Program.

32. The Issuer will report its purchases of Common

Shares under the Program to the TSX in accordance with the TSX Rules. In addition,

immediately following the completion of the Program, the Issuer will: (a) report the total number of Common Shares acquired under the Program to the TSX and the Commission; and (b) file a notice on the System for Electronic Document Analysis and Retrieval (SEDAR) disclosing the number of Common Shares acquired under the Program and the aggregate dollar amount paid for such Common Shares.

33. But for the fact that the Discount Price will be at a

discount to the prevailing market price and below the prevailing bid-ask price for the Common Shares on the TSX at the time that the Issuer purchases the Common Shares from RBC, the Issuer could otherwise acquire such Common Shares through the facilities of the TSX as a “block purchase” in accordance with the block purchase exception in paragraph 629(1)7 of the TSX Rules and the exemption from the Issuer Bid Requirements that is available pursuant to subsection 101.2(1) of the Act.

34. The entering into of the Program Agreement, the

purchase of Common Shares by, or on behalf of, RBC and the sale of Common Shares by RBC to the Issuer will not adversely affect the Issuer or the rights of any of the Issuer’s security holders and it will not materially affect control of the Issuer.

35. The sale of Common Shares to the Issuer by RBC

will not be a “distribution” (as defined in the Act). 36. The Issuer will be able to acquire the Common

Shares from RBC without the Issuer being subject to the dealer registration requirements of the Act.

37. At the time that the Issuer and RBC enter into the

Program Agreement, neither the Issuer, nor any member of the Equity Finance Canada group of RBC, nor any personnel of RBC that negotiated the Program Agreement or made, participated in the making of, or provided advice in connection with, the decision to enter into the Program Agreement and sell the Common Shares, will be aware of any “material change” or “material fact” (each as defined in the Act) with respect to the Issuer or the Common Shares that has not been generally disclosed (the “Undisclosed Information”).

38. Each of RBC and RBC DS has policies and

procedures that are designed to ensure conduct of the Program in accordance with, among other things, the Program Agreement and to preclude those persons responsible for administering the Program from acquiring any Undisclosed Information during the conduct of the Program.

AND UPON the Commission being satisfied that to do so would not be prejudicial to the public interest; IT IS ORDERED pursuant to clause 104(2)(c) of the Act that the Issuer be exempt from the Issuer Bid


February 25, 2016

(2016), 39 OSCB 1728

Requirements in respect of the entering into of the Program Agreement and the delivery of the Inventory Shares by RBC to the Issuer pursuant to the Program, provided that:

(a) at least two clear trading days prior to the commencement of the Program, the Issuer will issue the Press Release, which will describe, among other things, the material features of the Program and disclose the Issuer’s intention to par-ticipate in the Program during the Normal Course Issuer Bid;

(b) the Program Agreement will require RBC

and its agents to abide by the NCIB Rules applicable to the Normal Course Issuer Bid, subject to clauses 26(ii) and (vi) hereof;

(c) the Program Agreement will require that

RBC and its agents maintain records of all purchases of Common Shares that are made by, or on behalf of, RBC pursuant to the Program, which will be available to the Commission and IIROC upon request;

(d) the Program Agreement will prohibit RBC

from selling Inventory Shares to the Issuer under the Program unless RBC has purchased, or had purchased on its behalf, an equivalent number of Common Shares on Canadian Markets, and the Program Agreement will provide that the number of Common Shares that are purchased by, or on behalf of, RBC on Canadian Markets on a Trading Day will be equal to the Number of Common Shares for that Trading Day;

(e) the Common Shares acquired by RBC

under the Program will be taken into account by the Issuer when calculating the maximum annual aggregate limits that are imposed upon the Normal Course Issuer Bid in accordance with the TSX Rules and those Common Shares that were purchased by or on behalf of RBC on Canadian Other Published Markets will be taken into account by the Issuer when calculating the maximum aggregate limits that are imposed upon the Issuer in accordance with the Other Published Markets Exemption;

(f) the Program Agreement will (i) prohibit

the Issuer from purchasing any Common Shares (other than Common Shares pur-chased under the Program), (ii) require the Issuer to prohibit the Responsible Brokers from acquiring any Common Shares on behalf of the Issuer, (iii) require the Issuer to prohibit the Plan Trustee from undertaking any Plan

Trustee Purchases, and (iv) require the Issuer to prohibit the designated broker under the ARP from acquiring any Common Shares on behalf of the Issuer, in each case, during the conduct of the Program by RBC and RBC DS;

(g) each purchase made by or on behalf of

RBC through the facilities of Canadian Markets pursuant to the Program shall be marked with such designation as would be required by the applicable market-place and UMIR for a trade made by an agent on behalf the Issuer;

(h) at the time that the Program Agreement

is entered into by the Issuer and RBC, the Common Shares must be “highly liquid securities”, as that term is defined in section 1.1 of OSC Rule 48-501 and section 1.1 of UMIR;

(i) at the time that the Issuer and RBC enter

into the Program Agreement, neither the Issuer, nor any member of the Equity Finance Canada group of RBC, nor any personnel of RBC that negotiated the Program Agreement or made, partici-pated in the making of, or provided advice in connection with, the decision to enter into the Program Agreement and deliver the Common Shares, will be aware of any “material change” or “material fact” (each as defined in the Act) with respect to the Issuer or the Common Shares that has not been generally disclosed; and

(j) in addition to reporting its purchases of

Common Shares under the Program to the TSX in accordance with the TSX Rules, immediately following the comple-tion of the Program, the Issuer will: (i) report the total number of Common Shares acquired under the Program to the TSX and the Commission; and (ii) file a notice on SEDAR disclosing the number of Common Shares acquired under the Program and the aggregate dollar amount paid for such Common Shares.

DATED at Toronto, Ontario, this 16th day of February, 2016. “Deborah Leckman” Commissioner Ontario Securities Commission “Christopher Portner” Commissioner Ontario Securities Commission


February 25, 2016

(2016), 39 OSCB 1729

2.2.8 Glenn Francis Dunbar



AND

IN THE MATTER OF GLENN FRANCIS DUNBAR

ORDER

WHEREAS: 1. On January 25, 2016, Staff (“Staff”) of the Ontario

Securities Commission (the “Commission”) filed a Statement of Allegations, in which Staff seeks an order against Glenn Francis Dunbar (“Dunbar”), pursuant to subsections 127(1) and 127(10) of the Securities Act;

2. On January 25, 2016, the Commission issued a

Notice of Hearing in respect of that Statement of Allegations, setting February 22, 2016, as the date of the hearing;

3. On February 19, 2016, Staff filed an affidavit of

service sworn by Lee Crann on February 19, 2016, describing steps taken by Staff to serve Dunbar with the Notice of Hearing, Statement of Allegations and Staff’s disclosure materials;

4. At the hearing on February 22, 2016:

a. Staff appeared before the Commission and made submissions;

b. Dunbar did not appear or make

submissions, although properly served; and

c. Staff applied to continue this proceeding

by way of a written hearing, in accor-dance with Rule 11.5 of the Commis-sion’s Rules of Procedure (2014), 37 OSCB 4168, and subsection 5.1(1) of the Statutory Powers Procedure Act, RSO 1990, c S.22; and

5. The Commission is of the opinion that it is in the

public interest to make this order. IT IS ORDERED THAT:

1. Staff’s application to continue this proceeding by way of a written hearing is granted;

2. Staff’s materials shall be served and filed

no later than March 17, 2016;

3. Dunbar’s responding materials, if any, shall be served and filed no later than April 14, 2016; and

4. Staff’s reply materials, if applicable, shall

be served and filed no later than April 28, 2016.

DATED at Toronto this 22nd day of February, 2016. “Timothy Moseley”


February 25, 2016

(2016), 39 OSCB 1730

2.3 Orders with Related Settlement Agreements 2.3.1 Liahona Mortgage Investment Corp. et al. – ss. 127, 127.1


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

AND



ROBERT CHAGGARES

ORDER (Sections 127 and 127.1 of the Securities Act)

WHEREAS: 1. on February 16, 2016, the Ontario Securities Commission (the “Commission”) issued a Notice of Hearing (the “Notice

of Hearing”) in relation to a Statement of Allegations filed by Staff of the Commission (“Staff”) (the “Statement of Allegations”) on February 16, 2016, in respect of Liahona Mortgage Investment Corp., Liahona Administration Inc., Aaron Rumley, Robert Rumley and Robert Chaggares (collectively, the “Respondents”);

2. the Notice of Hearing gave notice that on February 18, 2016, the Commission would hold a hearing to consider

whether it is in the public interest to approve a settlement agreement between Staff and the Respondents dated February 12, 2016 (the “Settlement Agreement”);

3. the Commission reviewed the Settlement Agreement, the Notice of Hearing and the Statement of Allegations, and

heard submissions from counsel for the Respondents and counsel for Staff; and 4. the Commission is of the opinion that it is in the public interest to make this order; IT IS ORDERED THAT:

1. the Settlement Agreement be approved; 2. pursuant to paragraph 6 of subsection 127(1) of the Securities Act (the “Act”), each of the Respondents be

reprimanded; 3. pursuant to paragraph 9 of subsection 127(1) of the Act, the Respondents shall, jointly and severally, pay to

the Commission an administrative penalty of $50,000, which is designated for allocation or for use by the Commission in accordance with subparagraphs (b)(i) or (ii) of subsection 3.4(2) of the Act; and

4. pursuant to section 127.1 of the Act, the Respondents shall, jointly and severally, pay costs in the amount of

$45,000 to the Commission. DATED at Toronto this 18th day of February, 2016. “Timothy Moseley”


February 25, 2016

(2016), 39 OSCB 1731


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

AND



ROBERT CHAGGARES

SETTLEMENT AGREEMENT

PART I – INTRODUCTION 1. The Ontario Securities Commission (the “Commission”) will issue a Notice of Hearing to announce that it will hold a

hearing to consider whether, pursuant to sections 127 and 127.1 of the Securities Act (the “Act”), it is in the public interest for the Commission to approve this Settlement Agreement and to make certain orders in respect of Liahona Mortgage Investment Corp. (“LMIC”), Liahona Administration Inc. (“LAI”), Aaron Rumley, Robert Rumley and Robert Chaggares (collectively, the “Respondents”).

PART II – JOINT SETTLEMENT RECOMMENDATION

2. Staff of the Commission (“Staff”) agree to recommend settlement of the proceeding commenced against the

Respondents by Notice of Hearing (the “Proceeding”) according to the terms and conditions set out in Part V of this Settlement Agreement (this “Settlement Agreement”). The Respondents agree to the making of an order in the form attached as Schedule “A” to this Settlement Agreement, based on the facts set out below.

3. For the purposes of the Proceeding, and any other regulatory proceeding commenced by a securities regulatory

authority, the Respondents agree with the facts as set out in Part III and the conclusion in Part IV of this Settlement Agreement.

PART III – AGREED FACTS

A. OVERVIEW 4. Between December 30, 2007 and February 23, 2015 (the “Material Time”), the Respondents sold approximately $20

million worth of shares in LMIC, a mortgage investment entity, to 95 investors. The Respondents did so without registering with the Commission, without filing a prospectus with the Commission, and without obtaining a prospectus receipt to qualify the sales of their securities.

5. Through these actions, the Respondents breached the registration and prospectus requirements of the Act, as they

engaged in the business of trading in LMIC securities when no registration exemption applied, and distributed LMIC shares to investors who did not qualify for prospectus-exempt distributions.

B. THE RESPONDENTS 6. LMIC was incorporated in Ontario on December 22, 2006 with a registered office in Barrie, Ontario. It is a mortgage

investment entity, as such term is defined in the CSA Staff Notice 31-323 Guidance Relating to the Registration Obligations of Mortgage Investment Entities, and lends capital for first and second residential mortgages and commercial mortgages. All of these mortgages have underlying properties in Ontario.

7. LAI is a non-reporting issuer that was incorporated in Ontario on March 31, 2005 with a registered office in Barrie,

Ontario. LAI conducts certain management and administration functions for LMIC, as specified below. 8. Robert Chaggares is the President of LMIC and LAI and a director of these entities. He is a Chartered Accountant, and

is a partner at Chaggares & Bonhomme, Chartered Professional Accountants, an accounting practice. He is a resident of Queensville, Ontario.

9. Aaron Rumley is the Secretary of LMIC and LAI and a director of these entities. He is a Chartered Accountant, and is a

partner at Rumley, Holmes LLP, an accounting practice. He is a resident of Barrie, Ontario.


February 25, 2016

(2016), 39 OSCB 1732

10. Robert Rumley is a director of LMIC, and assists in the management of LMIC’s mortgage investments and the distribution of the company’s shares. He is a resident of Barrie, Ontario, and was formerly a partner at Rumley & Associates.

C. CONDUCT AT ISSUE 11. Robert Chaggares, Aaron Rumley and Robert Rumley (collectively, the “Principals”) began operating LMIC as a

mortgage investment entity in December 2006. They received mortgage proposals from licensed brokers and evaluated the proposals based on the location and marketability of the underlying properties, as well as the creditworthiness of the underlying borrowers. After completing their due diligence process, the Principals selected certain mortgages for funding, using LMIC as their investment vehicle.

12. In December 2007, the Principals began offering preferred shares in LMIC to a number of friends, family and clients of

their accounting practices. They offered the shares at a price of $1 per share. In order to raise interest in LMIC, they actively solicited a number of prospective investors, discussing the benefits of LMIC during meetings with the prospects.

13. The Respondents also provided marketing materials to prospective investors that reviewed the characteristics of

mortgage investment entities. These marketing materials included a pamphlet titled “An Introduction to Mortgage Investment Corporations” that disclosed the terms for purchase and redemption of LMIC shares, and the nature of the underlying assets of LMIC. Beginning in 2012, the Respondents executed formal subscription agreements with investors who purchased shares in LMIC.

14. The Principals used LAI to manage and administer LMIC. Through LAI, the Principals conducted underwriting and

accounting functions for LMIC, including the due diligence review of mortgages for LMIC and the payment of dividends to LMIC’s preferred shareholders. LAI also maintained the shareholder register and shareholder files. LMIC paid LAI an annual fee of 2.25% of the dollar value of the mortgages under its administration.

15. Through this conduct, the Respondents engaged in the business of trading in LMIC securities, but they failed to register

with the Commission and failed to evaluate their investors’ needs in the manner required of registrants. Although the Respondents were aware of certain investors’ financial holdings, they did not adequately collect or consider “know-your-client” information from investors and did not examine investors’ portfolios to ensure that investments in LMIC were suitable for them.

16. The Respondents never filed a preliminary prospectus or a prospectus with the Commission and did not obtain a

prospectus receipt to qualify the sale of LMIC securities. The Respondents also did not file exempt distribution reports or pay any activity fees to the Commission within the periods mandated under the Act.

17. The Respondents ultimately sold preferred shares of LMIC having an aggregate value of $20,299,461 to 95 investors

during the Material Time. The Respondents’ sales to 12 of these investors were suitable and qualified for prospectus exemptions. Of the remaining sales:

a. the Respondents sold investments to 47 investors that were unsuitable for them, as the investments

comprised over 10 percent of each investor’s net financial assets, and thus left the investor’s portfolio over-concentrated in LMIC securities;

b. the Respondents sold investments to 18 investors that were also unsuitable for the reason specified in

subparagraph 17(a) and, in addition, did not qualify for any prospectus exemptions during the Material Time; c. the Respondents sold investments to 2 investors that did not qualify for prospectus exemptions during the

Material Time and do not qualify for any prospectus exemption at present; and d. the Respondents sold investments to 16 investors that were redeemed during the Material Time.

18. LMIC presently has 77 investors and holds mortgage loans valued at approximately $19 million. These loans are

secured by 84 first and second residential and commercial mortgages, with an average loan-to-value ratio of 72 percent. During the Material Period, the Respondents redeemed a total of $4,326,564 of investors’ shares and paid dividends totalling $3,673,565 to investors.

D. COOPERATION WITH STAFF AND OTHER MITIGATING FACTORS 19. The Respondents have never been registered in any capacity with the Commission, and had no experience with

securities registration requirements until the present matter. They were unaware that the distribution of mortgage


February 25, 2016

(2016), 39 OSCB 1733

investment entity shares was regulated by the Act until November 2013, when they reviewed literature outlining registration requirements under the Act.

20. After the Respondents learned of their registration requirements, they engaged a compliance consulting firm to review

their activities and determine the steps necessary to apply for registration as an exempt market dealer. The Respondents subsequently applied to register Liahona Capital Inc. with the Commission as an exempt market dealer, and voluntarily reported the conduct described in paragraphs 11 through 17 above to Staff.

21. In consultation with Staff, the Respondents took the following steps to mitigate the effects of their conduct:

a. The Respondents voluntarily ceased trading shares in LMIC pending the resolution of this matter. b. The Respondents provided comprehensive information to Staff to help identify LMIC investors whose

investments posed suitability concerns and prospectus exemption concerns. c. The Respondents agreed to redeem the shares of 2 investors identified by Staff who did not qualify for any

prospectus exemptions (the “Non-Exempt Investors”), and agreed to assess 65 other investors in LMIC whose investments posed suitability and prospectus exemption concerns for Staff (the “Identified Investors”).

d. The Respondents engaged an exempt market dealer (the “EMD”) to conduct the assessment of the Identified

Investors, and offered to redeem all LMIC shares from the Identified Investors who did not qualify for a prospectus exemption or for whom the LMIC investment was unsuitable. As part of their engagement, the EMD undertook the following process:

i. The EMD conducted “know-your-client” and suitability analyses of the Identified Investors in

accordance with sections 13.2 and 13.3 of National Instrument 31-103 – Registration Requirements, Exemptions and Ongoing Registrant Obligations (“NI 31-103”).

ii. The EMD concluded that the purchase of LMIC shares was unsuitable for all 65 of the Identified

Investors. In all cases, the EMD determined this was due to the investors’ concentration of more than 10 percent of their net financial assets in their LMIC investments.

iii. The EMD met with all of the Identified Investors and advised each of them of the reasons for its

conclusion that their LMIC investments were unsuitable. The EMD also advised each investor that the Respondents were prepared to redeem their investments. In all cases, the Identified Investors acknowledged the unsuitability of their LMIC investments, but declined to redeem their preferred shares. All of the investors signed acknowledgements indicating that:

1. they had a meaningful discussion with the EMD about the unsuitability of their LMIC

investments; 2. they had been specifically advised of the reasons for the EMD’s conclusions regarding the

unsuitability of their LMIC investments; and 3. they instructed the EMD that they wished to retain their LMIC investments, in accordance

with subsection 13.3(2) of NI 31-103. iv. The EMD also concluded that 18 of the Identified Investors did not qualify for prospectus exemptions

during the Material Time. However, the EMD found that these investors currently qualified for exemptions due to the family, friends, and business associate exemption in National Instrument 45-106 Prospectus Exemptions (the “FFBA Exemption”) that became effective in Ontario on May 5, 2015.

v. After consultations with Staff, the Respondents qualified these 18 investors to retain their LMIC

investments by having them complete the Risk Acknowledgement Form for Family, Friends and Business Associate Investors pursuant to the requirements of the FFBA Exemption.

e. The Respondents filed reports on exempt distributions for trades made during the Material Time, and paid the

required Commission activity and late fees of $30,200 for their exempt distributions. f. The Respondents redeemed the shares of the two Non-Exempt Investors.


February 25, 2016

(2016), 39 OSCB 1734

22. At all times, the Respondents cooperated fully with Staff and provided requested information about LMIC’s shareholders and distributions.

23. Staff have found no evidence of any dishonest or deceptive conduct by the Respondents. PART IV – CONTRAVENTIONS OF ONTARIO SECURITIES LAW AND CONDUCT CONTRARY TO THE PUBLIC INTEREST 24. By engaging in the conduct described in paragraphs 11 through 17 above, the Respondents admit and acknowledge

that they have breached Ontario securities law and engaged in conduct contrary to the public interest. In particular: a. The Respondents traded and engaged in, or held themselves out as engaging in, the business of trading in

securities without being registered to do so, and where no registration exemption was available, contrary to subsection 25(1) of the Act;

b. The Respondents distributed securities where no preliminary prospectus or prospectus was issued or

receipted under the Act, and where no prospectus exemption was available, contrary to section 53 of the Act; c. The Respondents failed to file required exempt distribution reports within the period mandated by National

Instrument 45-106 – Prospectus Exemptions; d. The Respondents failed to pay required activity fees within the period mandated by Rule 13-502; and e. The Principals, as directors and officers of the corporate Respondents, authorized, permitted or acquiesced in

the breaches set out above, and, in so doing, are deemed to have not complied with Ontario securities laws, pursuant to section 129.2 of the Act.

PART V – TERMS OF SETTLEMENT

25. The Respondents agree to the order in the form attached as Schedule “A” to this Settlement Agreement, to be made by

the Commission pursuant to subsection 127(1) and section 127.1 of the Act, the terms of which include that: a. the Settlement Agreement be approved; b. pursuant to paragraph 6 of subsection 127(1) of the Act, each of the Respondents be reprimanded; c. pursuant to paragraph 9 of subsection 127(1) of the Act, the Respondents shall, jointly and severally, pay to


d. pursuant to section 127.1 of the Act, the Respondents shall, jointly and severally, pay costs in the amount of

$45,000 to the Commission.

26. The Respondents agree to attend in person or by phone at the hearing before the Commission to consider this Settlement Agreement.

27. The Respondents agree to make the payments specified in subparagraphs 25 (c) and (d) by certified cheque prior to

the issuance of any Commission order approving this Settlement Agreement. 28. The voluntary cease trade in respect of LMIC securities shall terminate on the date of the Commission’s order

approving this Settlement Agreement, and any subsequent trades of securities of LMIC will be made through or to a dealer registered under the Act in a category that permits such trade, or by the Respondents directly only if and when registered to conduct such trades.

29. The Respondents acknowledge that failure to pay in full any monetary sanctions and/or costs ordered will result in the

Respondents’ names being added to the list of “Respondents Delinquent in Payment of Commission Orders” published on the Commission website.

30. The Respondents acknowledge that this Settlement Agreement and proposed Order may form the basis for parallel

orders in other jurisdictions in Canada. The securities laws of some other Canadian jurisdictions may allow orders made in this matter to take effect in those other jurisdictions automatically, without further notice to the Respondents. The Respondents agree to contact the securities regulator of any other jurisdiction in which they may intend to engage in any securities-related activities, prior to undertaking such activities.


February 25, 2016

(2016), 39 OSCB 1735

PART VI – STAFF COMMITMENT 31. If the Commission approves this Settlement Agreement, Staff will not commence or continue any proceeding against

the Respondents under Ontario securities law in relation to the facts set out in Part III of this Settlement Agreement, subject to the provisions of paragraph 32 below.

32. If the Commission approves this Settlement Agreement and the Respondents fail to comply with any of the terms of

this Settlement Agreement, Staff may bring proceedings under Ontario securities law against the Respondents. These proceedings may be based on, but will not be limited to, the facts set out in Part III of this Settlement Agreement as well as the breach of this Settlement Agreement. The Respondents agree that they will waive any defences to proceedings referenced in this paragraph that are based on the limitations period available under the Act.

PART VII – PROCEDURE FOR APPROVAL OF SETTLEMENT

33. The parties will seek approval of this Settlement Agreement at a public hearing before the Commission to be conducted

according to the procedures set out in this Settlement Agreement and the Commission’s Rules of Procedure. 34. This Settlement Agreement will form all of the agreed facts that will be submitted at the settlement hearing on the

Respondents’ conduct, unless the parties agree that additional facts should be submitted at the settlement hearing. 35. If the Commission approves this Settlement Agreement, the Respondents irrevocably waive all right to a full hearing,

judicial review or appeal of this matter under the Act. 36. If the Commission approves this Settlement Agreement, neither Staff nor the Respondents will make any public

statement that is inconsistent with this Settlement Agreement or with any additional agreed facts submitted at the settlement hearing.

37. Whether or not the Commission approves this Settlement Agreement, the Respondents will not use, in any proceeding,

this Settlement Agreement or the negotiation or process of approval of this Settlement Agreement as the basis for any attack on the Commission’s jurisdiction, alleged bias, alleged unfairness, or any other remedies or challenges that may otherwise be available.

PART VIII – DISCLOSURE OF SETTLEMENT AGREEMENT

38. If the Commission does not approve this Settlement Agreement or does not make an order in the form attached as

Schedule “A” to this Settlement Agreement: a. This Settlement Agreement and all discussions and negotiations between Staff and the Respondents before

the settlement hearing takes place will be without prejudice to Staff and the Respondents; and b. Staff and the Respondents will each be entitled to all available proceedings, remedies and challenges,

including proceeding to a hearing on the merits of the allegations contained in the Statement of Allegations of Staff in this matter. Any such proceedings, remedies and challenges will not be affected by this Settlement Agreement, or by any discussions or negotiations relating to this Settlement Agreement.

39. Both Staff and the Respondents will keep the terms of this Settlement Agreement confidential until the Commission

approves this Settlement Agreement. Any obligations of confidentiality shall terminate upon the commencement of the public settlement hearing. If, for whatever reason, the Commission does not approve this Settlement Agreement, the terms of this Settlement Agreement shall remain confidential indefinitely, unless Staff and the Respondents otherwise agree or except as may be required by law.

PART IX – EXECUTION OF SETTLEMENT AGREEMENT

40. This Settlement Agreement may be signed in one or more counterparts which, together, constitute a binding

agreement. 41. A facsimile copy or other electronic copy of any signature will be as effective as an original signature.


February 25, 2016

(2016), 39 OSCB 1736

Dated as of this 12th day of February, 2016. “Robert Chaggares” “Jill McKee” Robert Chaggares [Name] Witness Dated as of this 12th day of February, 2016. “Aaron Rumley” “Patricia Shank” Aaron Rumley [Name] Witness Dated as of this 12th day of February, 2016. “Robert Rumley” “Patricia Shank” Robert Rumley [Name] Witness Dated as of this 12th day of February, 2016. “Aaron Rumley” “Patricia Shank” [Name] [Name] For Liahona Mortgage Investment Corp. Witness and Liahona Administration Inc. Dated as of this 12th day of February, 2016. “Tom Atkinson” Tom Atkinson Director, Enforcement Branch


February 25, 2016

(2016), 39 OSCB 1737


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

AND



ROBERT CHAGGARES

ORDER (Sections 127 and 127.1 of the Securities Act)

WHEREAS: 1 on February __, 2016, the Ontario Securities Commission (the “Commission”) issued a Notice of Hearing (the “Notice

of Hearing”) in relation to a Statement of Allegations filed by Staff of the Commission (“Staff”) (the “Statement of Allegations”) on February __, 2016, in respect of Liahona Mortgage Investment Corp., Liahona Administration Inc., Aaron Rumley, Robert Rumley and Robert Chaggares (collectively, the “Respondents”);

2. the Notice of Hearing gave notice that on February ___, 2016, the Commission would hold a hearing to consider

whether it is in the public interest to approve a settlement agreement between Staff and the Respondents dated February ___, 2016 (the “Settlement Agreement”);

3. the Commission reviewed the Settlement Agreement, the Notice of Hearing and the Statement of Allegations, and

heard submissions from counsel for the Respondents and counsel for Staff; and 4. the Commission is of the opinion that it is in the public interest to make this order; IT IS ORDERED THAT:

1. the Settlement Agreement be approved; 2. pursuant to paragraph 6 of subsection 127(1) of the Securities Act (the “Act”), each of the Respondents be

reprimanded; 3. pursuant to paragraph 9 of subsection 127(1) of the Act, the Respondents shall, jointly and severally, pay to


4. pursuant to section 127.1 of the Act, the Respondents shall, jointly and severally, pay costs in the amount of

$45,000 to the Commission. DATED at Toronto this ____ day of February, 2016. ________________________________


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(2016), 39 OSCB 1738

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February 25, 2016

(2016), 39 OSCB 1739

Chapter 3

Reasons: Decisions, Orders and Rulings 3.1 OSC Decisions 3.1.1 CI Investments Inc.



AND

IN THE MATTER OF CI INVESTMENTS INC.

ORAL RULING AND REASONS

Hearing: February 10, 2016

Oral Ruling: February 10, 2016

Panel: Christopher Portner D. Grant Vingoe AnneMarie Ryan

– – –

Commissioner and Chair of the Panel Vice-Chair Commissioner

Appearances: Pamela Foy – For Staff of the Commission

Sheila A. Murray Jessica Kimmel Matthew Scott

– For CI Investments Inc.

ORAL RULING AND REASONS

The following ruling and reasons have been prepared for the purpose of publication in the Ontario Securities Commission Bulletin and are based on portions of the transcript of the hearing. The excerpts from the transcript have been edited and supplemented and the text has been approved by the Chair of the Panel for the purpose of providing a public record of the oral ruling and reasons. Chair of the Panel: [1] CI Investments Inc. (“CII”) is registered with the Ontario Securities Commission (the “Commission”) in a number of

categories, including as an Investment Fund Manager and Portfolio Manager. In June 2015, CII self-reported to Staff of the Commission (“Staff”) the alleged understatement of the net asset value (“NAV”) of certain of its mutual funds for a period of over five years. The alleged understatement arose from unrecorded interest in the approximate aggregate amount of $156.1 million (the “Interest”) that had accumulated between December 2009 and June 2015 in bank accounts set up by seven of CII’s mutual funds (the “Forward Funds”). Although the Interest was accrued, it was not recorded as an asset in the accounts of the respective Forward Funds and not included in the calculation of their respective NAVs. As a result, the NAV of each Forward Fund, and any fund that invested in the Forward Funds (the “Affected Funds”), was understated for several years and unitholders bought and redeemed units at an understated value.

[2] In its Statement of Allegations dated February 5, 2016, Staff has alleged, among other things, that CII’s failure to

ensure that the Interest was recorded and included in the NAV calculation of the Forward Funds resulted from inadequacies in CII’s system of controls and supervision (the “Forward Fund Control and Supervision Inadequacy”) and that such failure constituted a breach of section 11.1 of National Instrument 31-103 – Registration Requirements, Exemptions and Ongoing Registrant Obligations.

Reasons: Decisions, Orders and Rulings

February 25, 2016

(2016), 39 OSCB 1740

[3] Staff and CII have agreed to enter into the settlement agreement dated February 5, 2016 (the “Settlement Agreement”) which is before us today pursuant to which CII neither admits nor denies the accuracy of the facts or conclusions of Staff which Staff has summarized in the Settlement Agreement.

[4] The Panel must determine whether it would be in the public interest to approve the Settlement Agreement which is

intended to resolve and dispose of the current proceeding. In doing so, the Panel must take into account the mandate of the Commission set out in section 1 of the Securities Act, R.S.O. 1990, c. S.5, as amended (the “Act”), which is to protect investors from unfair, improper or fraudulent practices and foster fair and efficient capital markets and confidence in those markets.

[5] In determining whether it would be in the public interest to approve the Settlement Agreement, the Panel held a

confidential settlement conference with Staff and CII for the purpose of better understanding CII’s system of controls and supervision in the context of Staff’s allegations and Staff’s assertion in the Settlement Agreement that CII has implemented changes to its systems of internal controls and supervision to address the Forward Fund Control and Supervision Inadequacy. The Panel also considered the four settlement agreements in which the respondents did not make any admissions respecting facts or that they contravened Ontario securities law or acted contrary to the public interest which Staff has previously recommended to the Commission for approval pursuant to OSC Staff Notice 15-702 – Revised Credit for Cooperation Program, (2014) 37 O.S.C.B. 2583.

[6] Having considered the terms of the Settlement Agreement and the submissions of the parties, the Panel takes note, in

particular, of the following: (a) CII provided prompt, detailed and candid co-operation to Staff during Staff’s investigation of the alleged

Forward Fund Control and Supervision Inadequacy, and to the Panel during the confidential settlement conference with Staff and CII;

(b) Although Staff has alleged that there had been previous opportunities for the identification of the Forward

Fund Control and Supervision Inadequacy and the existence of the Interest, once appropriately elevated within the organization, CII promptly self-reported the matter to Staff;

(c) The Interest has, at all times, remained in bank accounts established for the Forward Funds and has never

been co-mingled with assets of CII; (d) When self-reporting to Staff, CII indicated its intention, to the extent possible, to put former and current

investors in the Affected Funds who purchased units prior to May 31, 2015 back into the economic position they would have been in if the matter had not occurred;

(e) Pursuant to the Settlement Agreement, CII will pay an amount equal to the Interest without the deduction of

any management and administrative fees, and other compensation, to the Affected Investors, in accordance with a plan submitted by CII to Staff and reviewed by the Panel (the “Compensation Plan”);

(f) CII has also agreed to make a voluntary payment to the Commission in the amount of $8,000,000 to advance

the Commission’s mandate of protecting investors and fostering fair and efficient capital markets and has also agreed to pay Staff’s costs in the amount of $50,000;

(g) The Affected Investors who redeemed their units prior to February 29, 2016 will receive an amount in respect

of the time value of money that they will be receiving calculated at a simple rate of interest of 3% per annum; (h) The Compensation Plan sets out the details of the steps that CII will undertake to locate Affected Investors

and address Affected Investor inquiries through an escalation process; (i) Staff is not aware of any other instance of a Forward Fund Control and Supervision Inadequacy and CII has

developed and, on its own initiative, is implementing procedures and controls as well as supervisory and monitoring systems designed to enhance CII’s control and supervision procedures; and

(j) Staff does not allege and has found no evidence of dishonest or intentional misconduct by CII.

[7] Although the Compensation Plan has not been filed by the parties with the Settlement Agreement, the Panel is satisfied that the Settlement Agreement, which governs in the event of any conflict with the Compensation Plan, sets out the relevant terms of the settlement. There may be circumstances in the future that would warrant the inclusion of any compensation plan with the settlement agreement submitted to the Commission for approval, however, we do not consider it essential in this matter.


February 25, 2016

(2016), 39 OSCB 1741

[8] For the foregoing reasons, we have concluded that it would be in the public interest for us to approve the Settlement Agreement which we will do by issuing the order in the form attached to the Settlement Agreement filed by the parties.

Approved by the Chair of the Panel on the 22nd day of February, 2016. “Christopher Portner”


February 25, 2016

(2016), 39 OSCB 1742


February 25, 2016

(2016), 39 OSCB 1743

Chapter 4

Cease Trading Orders 4.1.1 Temporary, Permanent & Rescinding Issuer Cease Trading Orders

Company Name Date of Temporary Order

Date ofHearing

Date of Permanent Order

Date ofLapse/Revoke

THERE IS NOTHING TO REPORT THIS WEEK. Failure to File Cease Trade Orders

Company Name Date of Order Date of Revocation

Danier Leather Inc. 17 February 2016

4.2.1 Temporary, Permanent & Rescinding Management Cease Trading Orders

Company Name Date of Order or

Temporary Order

Date ofHearing

Date ofPermanent

Order

Date of Lapse/ Expire

Date ofIssuer

Temporary Order

Cerro Grande Mining Corporation

4 February 2016 17 February 2016 17 February 2016

West Red Lake Gold Mines Ltd.

24 December 2015 6 January 2016 6 January 2016 19 February 2016

4.2.2 Outstanding Management & Insider Cease Trading Orders

Company Name

Date of Order or

Temporary Order

Date of Hearing

Date of Permanent Order

Date of Lapse/ Expire

Date ofIssuer

Temporary Order

Boomerang Oil, Inc. 29 January 2016 10 February 2016 10 February 2016

Cerro Grande Mining Corporation

4 February 2016 17 February 2016 17 February 2016

Enerdynamic Hybrid Technologies Corp.

4 November 2015 16 November

2015 16 November 2015


22 October 2015 4 November 2015 4 November 2015


15 October 2015 28 October 2015 28 October 2015

Starrex International Ltd.

30 December 2015 11 January 2016 11 January 2016

Tango Mining Limited 7 January 2016 20 January 2016 20 January 2016

West Red Lake Gold Mines Inc.

24 December 2015 6 January 2016 6 January 2016 19 February

2016

Cease Trading Orders

February 25, 2016

(2016), 39 OSCB 1744


February 25, 2016

(2016), 39 OSCB 1745

Chapter 5

Rules and Policies 5.1.1 CSA Notice of Amendments to Early Warning System – Amendments to MI 62-104 Take-Over Bids and Issuer

Bids, NI 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, and Changes to NP 62-203 Take-Over Bids and Issuer Bids

CSA Notice of Amendments to Early Warning System

Amendments to Multilateral Instrument 62-104 Take-Over Bids and Issuer Bids

and National Instrument 62-103 The Early Warning System and

Related Take-Over Bid and Insider Reporting Issues and

Changes to National Policy 62-203 Take-Over Bids and Issuer Bids February 25, 2016 Introduction The Canadian Securities Administrators (the CSA or we) are adopting amendments and making changes, as applicable, to certain provisions forming part of the early warning system in the following:

• Multilateral Instrument 62-104 Take-Over Bids and Issuer Bids (MI 62-104), • National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting

Issues (NI 62-103), and • National Policy 62-203 Take-Over Bids and Issuer Bids (NP 62-203) (collectively, the Amendments).

We are publishing the text of the Amendments concurrently with this notice. Currently, the regime governing early warning reporting is contained within MI 62-104, NI 62-103 and NP 62-203 in all jurisdictions of Canada, except Ontario. In Ontario, substantively harmonized requirements for early warning reporting are set out in Part XX of the Securities Act (Ontario) (the Ontario Act), Ontario Securities Commission Rule 62-504 Take-Over Bids and Issuer Bids (the Ontario Rule), as well as NI 62-103. In Ontario, legislative amendments were made to the Ontario Act to accommodate the adoption of MI 62-104 in Ontario, as amended by the Amendments and the Bid Amendments (as defined below), such amended instrument, NI 62-104. These legislative amendments will come into effect upon proclamation by the Lieutenant Governor of Ontario. The repeal of the Ontario Rule and the related consequential amendments and changes necessary to facilitate the adoption of NI 62-104 in Ontario are referred to as the Harmonization. In addition, we are also concurrently adopting amendments and changes to the regime governing the conduct of take-over bids (collectively, the Bid Amendments), which amendments and changes are set out in the CSA Notice of Amendments to Take-Over Bid Regime dated February 25, 2016 (the Bid Amendments Notice). In some jurisdictions, Ministerial approval is required for these amendments and changes. Except in Ontario, provided all necessary approvals are obtained, the Amendments and Bid Amendments will come into force on May 9, 2016. In Ontario, NI 62-104, and amendments and changes related to the Harmonization will come into force on the later of (a) May 9, 2016, and (b)

Rules and Policies

February 25, 2016

(2016), 39 OSCB 1746

the day on which certain sections of Schedule 18 of the Budget Measures Act, 2015 (Ontario) are proclaimed into force. Please refer to Annex N to the version of the Bid Amendments Notice published in Ontario for more information. Substance and Purpose The Amendments will provide greater transparency about significant holdings of reporting issuers’ securities under the early warning system. They are intended to enhance the quality and integrity of the early warning system in a manner that is suitable for the Canadian public capital markets. The Amendments will:

• require disclosure of decreases in ownership, control or direction of 2% or more; • require disclosure when a securityholder’s ownership, control or direction falls below the early warning

reporting threshold; • exempt lenders from including securities lent or transferred for the purposes of determining the early warning

reporting threshold trigger if they lend securities pursuant to a specified securities lending arrangement; • exempt borrowers under securities lending arrangements from including securities borrowed for the purposes

of determining the early warning reporting threshold trigger in certain circumstances; • make the alternative monthly reporting (AMR) system unavailable to eligible institutional investors (EIIs) who

solicit proxies from securityholders in certain circumstances; • require disclosure in the early warning report of an interest in a related financial instrument, a securities

lending arrangement and other agreement, arrangement or understanding in respect of a security of the class of securities for which disclosure is required;

• enhance the disclosure in the early warning report by requiring more detailed information regarding the

intentions of the acquiror and the purpose of the transaction; • require the early warning report to be certified and signed; • clarify the timeframe to issue and file a news release and an early warning report; and • further streamline the information required in a news release filed in connection with the early warning

reporting requirements.

The Amendments will also clarify the current application of early warning reporting requirements to certain derivative arrangements and to securities lending arrangements. Background On March 13, 2013, the CSA published for comment proposed changes to the early warning system in Canada by publishing proposed amendments and changes to MI 62-104, NI 62-103 and NP 62-203 (the Proposed Amendments). The purpose of the Proposed Amendments was to address concerns raised by a number of market participants regarding the level of transparency of significant holdings of reporting issuers’ securities. In particular, the Proposed Amendments responded to concerns that the reporting threshold of 10% was too high and that disclosure in early warning reports filed in Canada was inadequate. The Proposed Amendments contemplated a lower early warning reporting threshold of 5%, disclosure of decreases in ownership of 2% or more, disclosure if a securityholder’s ownership percentage fell below the reporting threshold and enhanced disclosure in early warning news releases and reports. We also proposed changes in relation to the disclosure of certain hidden ownership1 and empty voting2 arrangements. Furthermore, we proposed that EIIs that solicit proxies on matters relating to the election of directors or certain corporate actions involving an issuer’s securities be disqualified from the AMR system.

1 This refers to the strategy by which an investor can accumulate a substantial economic position in an issuer without public disclosure and

then potentially convert such position into voting securities in time to exercise a vote. 2 This refers to the situation by which an investor, through derivatives or securities lending arrangements, holds voting rights in an issuer and

can possibly influence the outcome of a shareholder vote, although the investor may not have an equivalent economic stake in the issuer.

Rules and Policies

February 25, 2016

(2016), 39 OSCB 1747

Summary of Written Comments Received by the CSA During the comment period, the CSA received 71 comment letters from various market participants. We have considered the comments received and thank all of the commenters for their input. The names of commenters are contained in Annex A of this notice and a summary of their comments, together with our responses, are contained in Annex B of this notice. Summary of Changes since Publication for Comment On October 10, 2014, we published an update on the Proposed Amendments in CSA Notice 62-307 Update on Proposed Amendments to Multilateral Instrument 62-104 Take-Over Bids and Issuer Bids, National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues and National Policy 62-203 Take-Over Bids and Issuer Bids. As indicated in that notice, after considering the comments received and following further reflection and analysis, the CSA have determined not to proceed with certain of the Proposed Amendments. We have also made revisions to certain of the Proposed Amendments. As these changes are not material, we are not republishing the Amendments for a further comment period. The following is a summary of the key changes that were made to the Proposed Amendments. (a) Reporting Threshold We originally proposed to reduce the early warning reporting threshold from 10% to 5%. We considered this lower reporting threshold to be appropriate because information regarding the accumulation of significant blocks of securities can be relevant for a number of reasons in addition to signaling a potential take-over bid for the issuer. However, a majority of commenters raised various concerns about potential unintended consequences of reducing the early warning reporting threshold from 10% to 5% in light of the unique features of the Canadian public capital markets, including the large number of smaller issuers as well as limited liquidity. These commenters noted the potential risks of reducing access to capital for smaller issuers, hindering investors’ ability to rapidly accumulate or reduce large ownership positions in the normal course of their investment activities, decreased market liquidity, and increased compliance costs. Taking into account these concerns, we have concluded that it is not appropriate at this time to proceed with this proposal. We are of the view that the intended benefits of the enhanced transparency are outweighed by the potential negative impacts of implementing the lower reporting threshold. A number of commenters also suggested that the lower reporting threshold should not apply to certain issuers or certain investors. As a result, the CSA explored alternatives for creating a reduced early warning reporting threshold for only a sub-group of issuers or investors. In considering the policy rationale for the early warning system, the complexity of applying a lower threshold to only certain issuers or investors and the associated compliance burden, we concluded that the reporting threshold should remain at 10% for all issuers and investors. (b) AMR Regime We originally proposed to make the AMR regime unavailable for an EII who solicits, or intends to solicit, proxies from securityholders of a reporting issuer on matters relating to the election of directors or a reorganization, amalgamation, merger, arrangement or similar corporate action involving the securities of the reporting issuer. We considered that an EII actively engaging with the securityholders of a reporting issuer on such matters should not be eligible to use the AMR regime. A number of commenters requested that we clarify the scope of the new disqualification criteria. In response, we have specified in the Amendments that the term “solicit” has the same meaning as defined in National Instrument 51-102 Continuous Disclosure Obligations. That definition identifies certain activities as constituting “solicitation” activities but also specifically excludes other activities from the scope of the definition, including, subject to conditions, a public announcement of how a securityholder intends to vote and communications to other securityholders concerning the business and affairs of the issuer where no form of proxy is sent. We have also removed the concept of “intends to solicit” to avoid uncertainty as to the application of the disqualification criteria. We have further revised the Proposed Amendments to more specifically state that the AMR regime is unavailable for an EII who solicits proxies from securityholders so as to contest director elections or a reorganization, amalgamation, merger, arrangement or similar corporate actions involving the securities of the reporting issuer. The disqualification criteria in the original proposal more generally encompassed solicitations “in relation to” director elections and those types of corporate actions. As a result of the Amendments, in a board-related contest, if the EII solicits proxies in support of a director nominee other than the persons proposed by management, then the AMR regime is unavailable for that EII. Similarly, in a transaction-related contest, if the EII is

Rules and Policies

February 25, 2016

(2016), 39 OSCB 1748

soliciting proxies in support of a corporate action not supported by management or in opposition to a corporate action recommended by management, the AMR regime will be unavailable for that EII. (c) Derivatives We originally proposed to include “equity equivalent derivatives” for the purposes of determining whether an early warning reporting obligation is triggered. The “equity equivalent derivative” concept would have captured derivatives that substantially replicate the economic consequences of ownership. We believed that it was appropriate to change the scope of the early warning system in this way to ensure proper transparency of securities ownership interests in light of the increased use of derivatives by investors. However, a number of commenters submitted that there is no clear evidence to suggest that derivatives are used in Canada as a means to accumulate substantial economic positions in issuers without public disclosure to exert influence over the issuers or voting outcomes. Instead, these commenters contended that investors use derivatives for risk management purposes or as part of a trading strategy. Some commenters also expressed concern that the inclusion of “equity equivalent derivatives” within the early warning threshold calculation would create a significant compliance burden. The commenters cautioned that this change may render the early warning threshold calculation unduly complex and onerous for investors and, moreover, would not provide relevant information to the market. In light of the CSA’s consideration of these concerns, we have concluded that it is not appropriate at this time to proceed with this proposal. Instead, we have provided new guidance regarding certain derivative arrangements that may be captured under the early warning system. Specifically, we have added guidance in NP 62-203 regarding the circumstances under which an investor may have to include in the early warning threshold calculation an equity swap or similar derivative arrangement. This could occur when the investor has the ability, formally or informally, to obtain the voting or equity securities or to direct the voting of voting securities held by any counterparties to the transaction. (d) Securities Lending The Amendments provide an exemption for lenders from the early warning reporting trigger for securities transferred or lent pursuant to a “specified securities lending arrangement”. We did not, however, originally propose an exemption for persons that borrow securities under a securities lending arrangement. We believed that securities borrowing could give rise to “empty voting” situations and that it was appropriate to include such positions within the early warning calculation when determining if the disclosure requirements are triggered. A number of commenters suggested that an exemption from including borrowed securities for the purposes of determining the early warning reporting threshold trigger should be available for borrowers in the context of short selling. We acknowledge that generally persons borrowing securities in the ordinary course of short selling activities are doing so for commercial or investment purposes and not with a view of influencing voting or intending to vote the borrowed securities and, as such, these short selling activities ought to not give rise to empty voting concerns. Therefore, we have introduced a new exemption for borrowers from the early warning reporting threshold trigger. The exemption is subject to certain conditions, including that the borrowed securities are disposed of by the borrower within 3 business days and that the borrower does not intend to vote and does not vote the securities. We have also provided guidance to clarify the application of this new exemption. We have not changed the Proposed Amendments to remove the carve-out from disclosure of lending arrangements in early warning reports. As a result, securities lending arrangements in effect at the time of a reportable transaction must be disclosed in the report even if the triggering transaction did not involve a securities lending arrangement. (e) Enhanced Disclosure The Amendments require detailed disclosure in the early warning report in relation to the class of securities in respect of which the report is required to be filed. The Amendments also require disclosure about the material terms of related financial instruments, any securities lending arrangement and other agreements, arrangements or understandings involving the securities. We have clarified that disclosure of the material terms of such agreements, arrangements or understandings are not intended to capture proprietary or commercially-sensitive information as such information is not relevant to the ownership of, control or direction over, voting or equity securities. We believe that the enhanced scope of the disclosure requirements will result in more comprehensive disclosure about the acquiror’s economic and voting interests in the class of securities of the reporting issuer for which the report is filed and address the transparency concerns associated with these types of agreements, arrangements and understandings.

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(f) Other Changes The Amendments clarify that an early warning news release must be issued and filed no later than the opening of trading on the next business day (rather than simply “promptly”). In addition, the Amendments provide for further streamlining of the news release content by permitting the news release to make reference to the early warning report for specified further details. This change is intended to reduce the compliance burden for investors. We originally proposed to repeal the accelerated early warning reporting provisions during a take-over bid which require disclosure of acquisitions by a party other than the offeror at the 5% level. Since we are not reducing the early warning reporting threshold from 10% to 5%, we are retaining this requirement. Local Matters Annex F is being published in any local jurisdiction that is making related changes to local securities laws, including local notices or other policy instruments in that jurisdiction. It also includes any additional information that is relevant to that jurisdiction only. Contents of Annexes The following annexes form part of this notice:

Annex A – Names of Commenters Annex B – Summary of Comments and CSA Responses Annex C – Amendments to MI 62-104 Annex D – Changes to NP 62-203 Annex E – Amendments to NI 62-103 Annex F – Local Matters

Questions Please refer your questions to any of the following: Ontario Securities Commission Naizam Kanji Director Office of Mergers & Acquisitions Ontario Securities Commission (416) 593-8060 [email protected] Jason Koskela Senior Legal Counsel Office of Mergers & Acquisitions Ontario Securities Commission (416) 595-8922 [email protected] Adeline Lee Legal Counsel Office of Mergers & Acquisitions Ontario Securities Commission (416) 595-8945 [email protected]

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Autorité des marchés financiers Michel Bourque Senior Policy Adviser Autorité des marchés financiers (514) 395-0337, ext. 4466 Toll free: 1 (877) 525-0037 [email protected] Diana D’Amata Senior Policy Adviser Autorité des marchés financiers (514) 395-0337, ext. 4386 Toll free: 1 (877) 525-0037 [email protected] Livia Alionte Analyst, Continuous Disclosure Autorité des marchés financiers (514) 395-0337, ext. 4336 Toll free: 1 (877) 525-0037 [email protected] British Columbia Securities Commission Gordon Smith Acting Manager, Legal Services British Columbia Securities Commission (604) 899-6656 Toll free across Canada: 1 (800) 373-6393 [email protected] Alberta Securities Commission Lanion Beck Senior Legal Counsel Corporate Finance Alberta Securities Commission (403) 355-3884 [email protected] Tracy Clark Senior Legal Counsel Corporate Finance Alberta Securities Commission (403) 355-4424 [email protected] Financial and Consumer Affairs Authority of Saskatchewan Sonne Udemgba Deputy Director, Legal, Securities Division Financial and Consumer Affairs Authority of Saskatchewan (306) 787-5879 [email protected] Manitoba Securities Commission Chris Besko Director, General Counsel Manitoba Securities Commission (204) 945-2561 [email protected]

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ANNEX A

NAMES OF COMMENTERS

Addenda Capital Inc. AGF Investments Inc. Agrium Inc. Aimia Inc. Alberta Investment Management Corporation (AIMCo) Baytex Energy Corp. BC Investment Management Corporation (bcIMC) BluMont Capital Corporation Bombardier Inc. Borden Ladner Gervais LLP Boughton Law Bridgehouse Asset Managers Cadman Resources Inc. Caisse de dépôt et placement du Québec Cameco Corporation Canadian Bankers Association Canadian Coalition for Good Governance (CCGG) Canadian Investor Relations Institute (CIRI) Canadian Oil Sands Limited Canadian Securities Lending Association (CASLA) Carlisle Goldfields Limited CI Investments CIBC CNSX Markets Inc. Colossus Minerals Inc. Council of Institutional Investors (CII) Crescent Point Energy Corp Dentons Canada LLP Fasken Martineau DuMoulin LLP Fiore Management & Advisory Corp. Fonds de solidarité FTQ Grand Peak Capital Corp. Grenville Gold Corp. Independent Accountants’ Investment Counsel Inc. (IAIC) Investment Funds Institute of Canada (IFIC) Investment Industry Association of Canada (IIAC) Innovative Properties Inc. Institute of Corporate Directors International Swaps and Derivatives Association, Inc. (ISDA) Invesco Canada Ltd. Lucky Minerals Inc. Mackie Research Capital Corporation Managed Funds Association (MFA) and Alternative Investment Management Association Limited (AIMA) McCarthy Tétrault LLP Mercator Minerals Ltd. Metro Inc. Noranda Income Fund Nordion Inc. Norton Rose Fulbright Canada LLP Ontario Teachers’ Pension Plan (Teachers’) Osler, Hoskin & Harcourt LLP Pension Investment Association of Canada (PIAC) Periscope Capital Inc. Phoenix Strategies Portfolio Management Association of Canada (PMAC) Prospectors & Developers Association of Canada (PDAC) PSP Investments RBC Global Asset Management Rainy River Resources Ltd.

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Rene Sorell Scavo Resource Corp. Smoothwater Capital Corporation SNC Lavalin Group Inc. Stikeman Elliott LLP Telus Corporation The Canadian Advocacy Council for Canadian CFA Institute Societies The Churchill Corporation The Descartes Systems Group Inc. TMX Group Limited Veresen Inc.

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ANNEX B

SUMMARY OF COMMENTS AND CSA RESPONSES The CSA received 71 comment letters in response to the Proposed Amendments to the early warning system that were published for comment on March 13, 2013 (the “2013 CSA Notice”). This Summary of Comments and CSA Responses (the “Summary”) is structured to reflect the fact that commenters provided general comments on the Proposed Amendments and/or responses to the specific questions in the 2013 CSA Notice. General comments on the Proposed Amendments are summarized in “Part A – General Comments”. Comments in response to the specific questions in the 2013 CSA Notice are summarized in “Part B – Specific Questions”. In some cases, the substance of the comments in “Part A – General Comments” and “Part B – Specific Questions” overlap with each other. In those instances, we have provided a cross-reference to the related group of comments.

Subject Summarized Comments CSA Responses

Part A – General Comments

(1) General Comments on Proposed Amendments

Support for the Proposed Amendments

Thirty-three commenters generally supported the Proposed Amendments to enhance market transparency.

We acknowledge these comments of general support for the Proposed Amendments. The CSA have revised certain elements of the proposals and, while the Amendments are not as extensive as the Proposed Amendments, we consider that the Amendments will enhance the quality and integrity of the early warning reporting regime in a manner that is appropriate for the Canadian public capital markets.

Opposition to the Proposed Amendments

Seventeen commenters raised various concerns about potential unintended consequences of certain Proposed Amendments. Their concerns included the following:

• material reduction of the capital available to smaller issuers;

• negative impact on capital markets in general, passive investors and other market participants;

• substantial change in reporting practices; • benefits from greater transparency would

be outweighed by the costs associated with the Proposed Amendments.

We acknowledge these comments of opposition. Although we anticipated that the Proposed Amendments would result in increased compliance costs and other impacts, the comment process has raised significant concerns as to whether the benefits to be gained by increased transparency would indeed outweigh the potential costs. As a result, and also considering various concerns raised by commenters about potential unintended consequences of certain of the Proposed Amendments, the CSA have determined not to proceed with certain of the Proposed Amendments.

(2) Reduction of Early Warning Reporting Threshold from 10% to 5%

Support for the reduced reporting threshold

Twenty commenters indicated their general support for a lower beneficial ownership reporting threshold of 5%. Three commenters noted, in particular, that their support for the 5% reporting threshold was based on a need for modernization of the regime and the

We thank the commenters for their input. The purpose of the proposal to reduce the reporting threshold from 10% to 5% was to provide greater transparency about significant

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ability of issuers to have more visibility into the shareholder base. One commenter expressed support for the 5% threshold only if the eligibility criteria to be an EII and use the AMR are amended as proposed. Two commenters supported the proposed 5% threshold specifically because it would appear to be consistent with the reporting thresholds prescribed by major foreign jurisdictions.

holdings of reporting issuers’ securities under the early warning system. However, the lack of overall support for the proposal and the various concerns raised by a majority of commenters about potential unintended consequences of the lower reporting threshold has led the CSA to re-consider this proposal. Some factors that we considered were the:

• unique features of the Canadian market, including the large number of smaller issuers and the limited liquidity;

• risk of reducing access to capital for smaller issuers;

• potential of hindering an investor’s ability to rapidly accumulate or reduce a large position;

• possibility of signalling investment strategies to the market; and

• potential benefits of the greater transparency being outweighed by the potential negative impacts of implementing the lower reporting threshold.

In light of the CSA’s consideration of these factors, we have concluded that it is not appropriate at this time to reduce the reporting threshold. We consider that the enhanced disclosure requirements provided in the Amendments, combined with the standards of the current early warning regime, will improve the quality and integrity of the regime in a manner that is suitable for the Canadian market.

Opposition to the reduced reporting threshold

Twenty four commenters were opposed to the proposed reduced reporting threshold of 5%. These commenters expressed various concerns, including:

• negative impact on cost and access to capital for smaller issuers;

• reduced market and trading liquidity; • increased compliance costs; • inhibition of investment in smaller

companies because low levels of investment would trigger disclosure obligations;

We acknowledge these comments of opposition. As noted above, the CSA have concluded that it is not appropriate at this time to reduce the reporting threshold.

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• that the potential benefits of the reduced reporting threshold would be outweighed by the potential costs;

• questionable relevance of the disclosure regarding 5% holders for the market;

• potentially negative impact on the efficiency of the Canadian market.

Three commenters submitted that a 5% reporting threshold would force them to divulge proprietary investment information to the market, making it more difficult and costly to meet their investment objectives. Seven commenters were concerned that the proposal does not take into account the unique characteristics of the Canadian market. Two commenters submitted that the lower reporting threshold should not apply to annual redemption funds and preferred shares.

Alternatives proposed Twelve commenters suggested that the reduced reporting threshold should not apply to smaller issuers and rather apply based on a market capitalization threshold or depending on the listing of the issuer. Ten commenters suggested that the reduced reporting threshold should not apply to EIIs or passive investors since those investors have no intention of influencing control of a reporting issuer. Three commenters suggested that the CSA adopt a disclosure regime similar to the one available in the U.S. Five commenters believed that mutual funds should continue to be subject to a 10% threshold which is aligned with their 10% control restriction. Two commenters recommended that mutual funds be exempted from the early warning reporting and that all of their reporting be conducted in aggregate fashion through their managers under the AMR applying a 10% threshold.

We thank the commenters for their input. In light of the comments received from market participants, we explored various alternatives for creating a reduced early warning reporting threshold for only a sub-group of issuers or investors. The factors considered by the CSA included the following:

• the complexity and difficulty of applying a lower reporting threshold only to certain issuers or to certain investors; and

• the potential administrative and compliance burden associated with implementing different reporting thresholds within the early warning system.

In light of the CSA’s consideration of these factors, we have concluded that the reporting threshold should remain at 10% for all issuers and investors. The purpose of the early warning regime is to advise the market that a particular investor, or a person acting jointly or in concert with such investor, holds a significant block of securities in a reporting issuer. Mutual funds that are reporting issuers are prevented by securities

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legislation from taking positions in excess of 10% of the outstanding voting or equity securities of an issuer, and so should not generally be subject to the early warning requirements. We are not proposing a reform to the AMR framework. We may consider more comprehensive changes to the AMR regime as part of a future review.

(3) Timing of filing of News Release and Early Warning Report

Support for proposed clarification that filing be made promptly but not later than opening of trading on next business day

Sixteen commenters expressed their support for an explicit requirement that disclosure be made, not only promptly, before trading hours commence on the business day following the applicable acquisition.

We acknowledge these comments of support.

Opposition to proposed clarification that filing be made promptly but not later than opening of trading on next business day

While noting the existence of the moratorium, two commenters mentioned that a specific requirement to issue the press release by the opening of business the following trading day is unnecessary and may not be practical since it also requires disclosure of joint actors’ holdings. One commenter submitted that the early warning requirements to promptly issue and file a news release and to file on SEDAR an additional report containing substantially the same information are redundant and suggested easing the formal reporting requirements.

We consider that this is important to ensure that the market is promptly advised of accumulations of significant blocks of securities that may influence control of a reporting issuer and that the disclosure should be made in accordance with an objective timing standard. We acknowledge that the stricter timing requirement for issuing and filing a news release with comprehensive information may present challenges for filers in certain circumstances. As a result, we have revised the requirements for the news release so that an acquiror may issue and file a streamlined news release containing more limited information and which refers to the early warning report for further details.

Alternatives proposed One commenter suggested that the disclosure in the news release be streamlined to require a statement that an early warning report has been filed. One commenter submitted that a longer filing period should be adopted to minimize the chilling effect on engaged investing.

As noted above, the Amendments allow an acquiror to issue and file a streamlined news release no later than the opening of trading on the next business day. We do not believe that the filing requirements of the early warning reporting regime unduly discourage engaged investing.

(4) Disclosure of Decreases in Ownership of at least 2%

Support for requirement to disclose 2% decreases in ownership

Two commenters specifically supported disclosure of decreases in ownership at the 2% level, while the other supporting commenter suggested disclosure at the 1% level.

We thank the commenters for their input.

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See also comments under Part B (1) of this Summary.

Opposition to requirement to disclose 2% decreases in ownership

One commenter disagreed with the proposed requirement to report a reduction of 2% ownership in any circumstances. One commenter disagreed with the proposed requirement to report a reduction of 2% ownership in respect of smaller issuers. One commenter believed that the requirement to disclose a 2% decrease in ownership should not apply to passive investors. While noting that a decrease in ownership may be relevant, one commenter submitted that the current ‘material fact’ test is a better standard to apply. See also comments under Part B (1) of this Summary.

We believe that, in all cases, significant decreases in ownership of securities in an issuer are as relevant to the market as significant increases in ownership and therefore should be disclosed. We think that a “bright line” disclosure requirement for 2% decreases in ownership is appropriate and will ensure there is timely disclosure to the market as to significant downward changes to an acquiror’s ownership position. The existing requirement to provide an updated report if there is a change in a material fact contained in an earlier report will continue to apply.

Alternatives proposed Seventeen commenters indicated that they support subsequent disclosure of both incremental increases and decreases of 1%. While supporting decrease reports at the 2% level, one commenter suggested that the CSA consider adopting fixed 2.5% thresholds similar to the AMR. See also comments under Part B (1) of this Summary.

We acknowledge these comments. However, in light of the CSA’s decision to maintain the reporting threshold at 10%, we consider it appropriate to require disclosure of increases and decreases of 2% or more once the initial threshold has been reached.

(5) Disclosure when Ownership falls below the Reporting Threshold

Support for requirement to disclose decreases in ownership to below reporting threshold

Seventeen commenters supported the requirement to issue and file a news release and file a report if an acquiror’s ownership percentage falls below the early warning reporting threshold.

We agree that disclosure of share ownership when the ownership falls below the threshold is valuable information to the market.

Opposition to the requirement to disclose decreases in ownership to below reporting threshold

One commenter disagreed with the requirement to report when holdings decrease below early warning reporting threshold.

We acknowledge this comment of opposition.

(6) Enhanced disclosure

Support for more detailed disclosure in the early warning report

One commenter who supported more detailed disclosure considered that it will provide useful information to the market. This commenter also considered that the related proposed officer certification requirement would facilitate such enhanced disclosure. One commenter expressed support for full and complete disclosure in early warning reports. The commenter further stated that such improved investor disclosure also serves to reduce the emphasis on short-term market perspectives in favour of actions to create value over a longer-term investment horizon.

We thank the commenters for their input. We consider that investors must be given sufficient information to properly assess the nature and circumstances of an acquiror’s investment. We agree with the commenters who support more detailed disclosure of the intentions of the person acquiring securities and of the purpose of the acquisition as this will enhance the substance and quality of the early warning system.

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Opposition to more detailed disclosure in the early warning report

Seven commenters noted that the greater disclosure scope would likely result in early warning reports being prepared with the assistance of professional advisors. These commenters suggested that this will increase the costs of reporting and may discourage investment in small and mid-cap companies. Four commenters submitted that enhanced disclosure concerning an investor’s purpose and intentions is burdensome for investors and with little or no utility to the market. Some of these commenters were also concerned that the prescriptive nature of the disclosure would result in investors being required to disclose their investment thesis to the market.

We thank the commenters for their input. However, the CSA are of the view that the enhanced disclosure is appropriate and necessary for the reasons mentioned above.

(7) Derivatives

Support for the amended early warning reporting trigger to include “equity equivalent derivatives”

Nineteen commenters supported including “equity equivalent derivatives” in the early warning system threshold calculation. One of these commenters expressed that this issue is not isolated to Canada and that other countries have introduced regulatory reforms that require the inclusion of synthetic financial instruments that effectively replicate the economic consequences of share ownership. Two commenters believed it is justified to include such derivatives in the calculation of the threshold if their inclusion would inform the market effectively of the total financial interest that an investor has in an issuer. But the commenters indicated that the proposal is ambiguous and that its application should be clarified. See also comments under Part B (6) and (7) of this Summary.

We thank the commenters for their input. The purpose of the proposal to include “equity equivalent derivatives” in the early warning reporting trigger was to ensure proper transparency of securities ownership in light of the increased use of derivatives by investors. However, the concerns raised by a number of commenters about the complexity and difficulty of applying this new trigger have led the CSA to re-consider this proposal. The factors considered by the CSA included the following:

• a number of market participants indicated that the use of derivatives in Canada is not generally to facilitate hidden ownership or to influence voting outcomes;

• the inclusion of “equity equivalent derivatives” could unduly complicate reporting and compliance obligations;

• the application of the proposal could allow the market to deduce investment strategies and this could be detrimental to investors with certain derivative positions.

In light of the CSA’s consideration of these factors, we have concluded that it is not appropriate at this time to include “equity equivalent derivatives” in the early warning reporting trigger.

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The CSA acknowledge that guidance clarifying the current application of early warning reporting requirements to certain derivative arrangements may be useful. Therefore, the Amendments now include such guidance.

Opposition to the amended early warning reporting trigger to include “equity equivalent derivatives”

Three commenters indicated that there is a lack of clarity around the inclusion of derivatives in the early warning calculation. Two commenters believed that only in exceptional cases are derivatives used for the purpose of engaging in behaviour that the early warning system is intended to address (i.e. alerting the market to a possible change of control transaction). These commenters suggested that, given the complexity of modern derivative instruments, it would be appropriate for the CSA to engage in a dialogue with investors before imposing significant reporting requirements to fully understand such products. One commenter questioned whether reporting of equity equivalent derivatives in the AMR system is necessary. The commenter also suggested that the test for defining an “equity equivalent derivative” should be based on whether the party has the right to vote the referenced securities. One commenter noted that within the current regime there is considerable duplication in reporting requirements under the insider and early warning reporting requirements, and that the proposed amendments will increase the extent of duplication. See also comments under Part B (6) and (7) of this Summary.

We acknowledge these comments of opposition. As noted above, the CSA have concluded that it is not appropriate at this time to include “equity equivalent derivatives” in the early warning reporting trigger.

Opposition to the broader scope of disclosure of derivatives in the early warning report

One commenter submitted that the proposed requirement to disclose the general nature and all material terms for all equity derivatives arrangements may impose a significant administrative burden. One commenter was concerned about the requirement to disclose transaction terms in derivative contracts (as this information may be of proprietary nature) and about the requirement to disclose any contracts or arrangements in relation to any security of the issuer (rather than in relation to the securities underlying the transaction subject to the reporting requirement).

We acknowledge these comments of opposition. The CSA have concluded that it is appropriate to enhance the disclosure requirements in the early warning report to encompass interests of an acquiror in related financial instruments as well as in any agreement, arrangement, commitments or understanding with respect to the securities of the issuer in order to ensure that the report provides complete disclosure about the acquiror’s interest in the reporting issuer. However, we have clarified that the scope of the enhanced disclosure in an early warning report is in relation

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to the class of securities in respect of which the report is required to be filed and not in respect of any security of the issuer. The Amendments also include new instructions to the early warning report that clarify that the concept of “material terms” is not intended to capture the identity of the counterparty or proprietary or commercially sensitive information.

Alternatives proposed Four commenters believed that the test for requiring disclosure of an equity equivalent derivative should be primarily based on whether a party has a beneficial ownership interest (i.e. the right to vote any shares or the obligation to acquire the underlying securities). One commenter submitted that an exemption from reporting should be required when parties can objectively demonstrate a non-control intent in entering into equity equivalent derivative transactions. One commenter suggested amendments to the definition of “equity equivalent derivative” by adding the following words to the end of the proposed definition: “where (i) the counterparty to the derivative has, directly or indirectly, hedged its position by acquiring voting securities of the issuer and (ii) the holder exerts or intends to exert influence on how the counterparty votes those securities”. One commenter submitted that the proposed amendments respecting “equity equivalent derivatives” should not apply to derivatives referencing securities of annual redemption funds.

We thank the commenters for their input. The CSA have removed the concept of “equity equivalent derivatives” in the Amendments. As noted above, the CSA are providing guidance clarifying the current application of early warning reporting requirements to certain derivative arrangements.

(8) Securities lending

Support for broader scope of disclosure and proposed exemption for specified securities lending arrangements

Five commenters supported the broader scope of disclosure and proposed exemption for specified securities lending arrangements. See also comments under Part B (12) of this Summary.


Opposition to broader scope of disclosure of securities lending arrangements in the early warning report

One commenter believed that the obligation to report securities lending arrangements in effect at the time of the reportable transaction may prove to be a constraint for investors. One commenter submitted that the proposed requirement to disclose the general nature and all material terms for all securities lending transactions may impose a significant administrative burden. One commenter submitted that requiring lenders to provide additional and onerous disclosure about the terms of the securities lending

We acknowledge these comments of opposition. The CSA have concluded that it is appropriate to enhance the disclosure requirements in the early warning report to provide greater transparency about securities lending arrangements so that the report provides complete disclosure about the acquiror’s interest in the class of securities of the issuer for which the report was filed.

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arrangements does not provide valuable information to the market. One commenter considered that the requirement to disclose the ‘material terms’ of any reportable securities lending arrangement is too broad and subjective. The commenter added that the requirement should be limited to information that is relevant to the control of the issuer. See also comments under Part B (12) of this Summary.

However, in light of comments received, we have made changes in the Amendments to clarify that the concept of “material terms” is not intended to capture the identity of the counterparty or proprietary or commercially sensitive information.

Opposition to proposed exemption for specified securities lending arrangements

One commenter indicated that there is a lack of clarity around the securities lending arrangements that would be caught under the early warning system. See also comments under Part B (12) of this Summary.

We acknowledge this comment of opposition. However, the CSA have provided definitions for “specified securities lending arrangements” and for “securities lending arrangements” in the Amendments. We are of the view that these definitions provide the parameters of which arrangements are captured by the early warning system.

Alternatives proposed Two commenters suggested that borrowing in the context of short selling should be exempted from the reporting obligations. Three commenters suggested that an exemption similar to the one available for lenders should be provided for borrowers. One commenter invited the CSA to consider recent studies on empty voting abuses. Two commenters believed that the rule should focus on the concept of beneficial ownership and in particular on who has voting rights over the borrowed securities. The commenters further stated that the proposal should be clarified to indicate that borrowings and loans should be offset against one another in any calculation of total holdings to avoid over-reporting. One commenter urged the CSA to consider which party (lender or borrower) is the most appropriate person to do the reporting. This commenter expressed that the reporting obligation should rest on the ultimate end-user or ‘holder’ of the securities. One commenter suggested that borrowers should be explicitly required to disclose if the securities they have borrowed may be recalled by the lender. One commenter submitted that it would be more effective to implement controls around borrowing securities before the record date simply for voting

We thank the commenters for their input. We acknowledge the comments that persons borrowing securities in the ordinary course of short selling activities in Canada are doing so for commercial/investment purposes and not with a view of influencing voting or intending to vote the borrowed securities and, as such, these activities ought not to give rise to empty voting concerns. In light of the comments received, the CSA have included in the Amendments an additional reporting exemption for borrowers under securities lending arrangements, subject to certain conditions. The Amendments clarify that lenders and borrowers should consider securities lent (disposed) and borrowed (acquired) under securities lending arrangements in determining whether an early warning reporting obligation has been triggered. The parties to the securities lending arrangement may cross different early warning reporting thresholds: the lender will be subject to obligations to report decreases in ownership while the borrower will be subject to obligations to report

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purposes and to require fulsome disclosure on borrowers’ holdings. While noting that borrowing securities to hold and vote them is regarded as inappropriate, one commenter noted that there is no reason to subject them to EWR requirements. See also comments under Part B (11) and (12) of this Summary.

increases in ownership, unless an exemption is available. The Amendments require the borrower to disclose in the early warning report the material terms of the securities lending arrangement, which could include the right by the lender to recall the securities.

(9) Changes to Alternative Monthly Reporting Regime

Support for the change to the criteria for disqualification from alternative monthly reporting regime

Three commenters supported the proposal to make the AMR regime unavailable to persons who solicit proxies. Two commenters mentioned that it made sense that investors that exhibit ‘active’ behaviour should be required to adhere to the rules under early warning reporting rather than AMR. See also comments under Part B (8) of this Summary.

We thank the commenters for their input. The CSA are of the view that allowing an EII access to the AMR regime in circumstances where the EII solicits proxies from security holders on specific matters is not consistent with the policy intent of the AMR regime.

Opposition to the change to the criteria for disqualification from alternative monthly reporting regime

One commenter indicated that EIIs soliciting or intending to solicit proxies should not be disqualified from the AMR system. One commenter indicated that the proposal would increase the compliance burden for passive investors and require reporting that is not practicable. One commenter expressed concern that the change in disqualifying criteria may be problematic for investors who tend not to take advantage of the AMR regime when investing in smaller issuers. Given the nature of investment in small cap companies, the commenter noted that it is not unusual for the investor to engage with these companies on governance or other corporate issues. See also comments under Part B (8) of this Summary.

We acknowledge these comments of opposition. However, the CSA are of the view that the change to the disqualification criteria is appropriate for the reasons mentioned above.

Alternatives proposed Nine commenters submitted that other types of investors (e.g. mutual funds that are reporting issuers, broker-dealers) should be included in the definition of EII and therefore able to follow the AMR regime. Two commenters believed that the proposed amendments should subject passive investors to reduced disclosure obligations and relax the formal requirements surrounding such obligations, as does the similar U.S. system. One commenter recommended that hedge funds and similar entities be excluded from the definition of EII as they are by and large activist

We thank the commenters for their input. Upon further consideration and in light of comments received, the CSA have revised certain elements of the proposal to clarify the scope of the new disqualification criteria. As noted above, we are not proposing at this time a reform to the AMR framework. We may consider more comprehensive changes to the AMR regime as part of a future review.

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shareholders intending to influence the company. Four commenters indicated that the term “solicit” should be defined or clarified to preserve shareholder engagement. One commenter suggested that the disqualifying criteria be the following: “directly solicits from securityholders of a reporting issuer in reliance on an information circular, its own proxies in opposition to management as to the election of directors of the reporting issuer or to a reorganization, amalgamation, merger, arrangement or similar corporate action involving the securities of the reporting issuer”. One commenter submitted that the definition of EIIs should be expanded to include wholly-owned subsidiaries of EIIs. The commenter also suggested that the CSA clarify the qualification criteria under the AMR system and to specify that it is not available to hedge funds and other active funds. See also comments under Part B (8) of this Summary.

We emphasize that mutual funds that are reporting issuers are not included in the definition of EII. The manager of a mutual fund that is a reporting issuer may be an EII, but not the mutual fund itself. Mutual funds are prevented by securities legislation from taking positions in excess of 10% of the outstanding voting or equity securities of an issuer, and so should not generally be subject to the early warning requirements.

(10) Other comments

Sixteen commenters noted that they support a future review of the AMR. Three commenters suggested that the moratorium period should be eliminated. Another commenter suggested that the moratorium should not apply in the case of passive investors. Two commenters believed that the CSA should harmonize the dual calculation methodologies under the early warning system and the insider reporting regime. Another commenter suggested that the CSA link early warning reports with SEDI reports. One commenter submitted that annual redemption funds should be exempted from the early warning reporting requirements. Four commenters noted that a transition period or transitional guidance is needed if the CSA decides to proceed with the changes.

We thank the commenters for their input. As noted above, we are not proposing at this time a reform to the AMR framework. We may consider more comprehensive changes to the AMR regime as part of a future review. We are of the view that the moratorium is appropriate because the market should be alerted of the acquisition and provided sufficient time to assess the significance of the information before the acquiror is permitted to make additional purchases. While there are similarities between the insider reporting regime and the early warning regime, the policy objectives of the regimes are distinct. The calculation methodologies reflect this distinction and therefore are not harmonized. Investment funds that are reporting issuers are prevented by securities legislation from taking positions in excess of 10% of the outstanding voting or equity securities of an

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issuer, and so should not generally be subject to the early warning requirements. Given the more limited extent of the Amendments, the CSA have determined that a transition period is not necessary.

Part B – Specific Questions

(1) Do you agree with our proposal to maintain the requirement for further reporting at 2% or should we require further reporting at 1%? Please explain why or why not. (Disclosure of Decreases in Ownership of at least 2%)

Yes Nine commenters agreed with maintaining the requirement for further reporting at 2% in order to avoid further increasing the compliance burden or costs. Some of these commenters noted that this information would be largely irrelevant to the capital markets. While noting that there are strong arguments in favour of establishing a 1% further reporting threshold, three commenters were in favour of maintaining the 2% in order to avoid increasing the compliance burden even more. One commenter agreed with maintaining the requirement for further reporting at 2% because there does not appear to be empirical evidence supporting the lowering of the threshold.

We agree with the commenters that the requirement for further reporting at 2% is appropriate.

No One commenter mentioned that once the reporting threshold of 5% was reached subsequent disclosure would be required for increases and decreases of 1% or more (i.e. one-fifth of the threshold). See also comments under Part A (4) of this Summary.

We acknowledge this comment. As noted above, the CSA have concluded that it is not appropriate at this time to reduce the reporting threshold.

(2) A person cannot acquire further securities for a period beginning at the date of acquisition until one business day after the filing of the report. This trading moratorium is not applicable to acquisitions that result in the person acquiring beneficial ownership of, or control or direction over, 20% or more of the voting or equity securities on the basis that the take-over bid provisions are applicable at the 20% level.

The proposed decrease to the early warning reporting threshold would result in the moratorium applying at the 5% ownership threshold. We believe that the purpose of the moratorium is still valid at the 5% level because the market should be alerted of the acquisition before the acquiror is permitted to make additional purchases.

(a) Do you agree with our proposal to apply the moratorium provisions at the 5% level or do you

believe that the moratorium should not be applicable between the 5% and 10% ownership levels? Please explain your views.

(b) The moratorium provisions apply to acquisitions of “equity equivalent derivatives”. Do you agree with this approach? Please explain why or why not.

(c) Do you think that a moratorium is effective? Is the exception at the 20% threshold justified? Please explain why or why not.

(a) Nine commenters supported that the moratorium provisions should apply at the 5% level. One commenter suggested that the final rule should take into account the intent of the investor.


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Another commenter was concerned about compliance costs for passive investors. While noting that an initial reporting threshold at the 5% level may be controversial for some investors, one commenter suggested that the impact of that may be softened by suspending the moratorium up to 10%. One commenter submitted that regardless of the threshold determination, rather than imposing a moratorium on an early warning system filer, greater fairness and efficiency in the capital markets can be achieved from requiring the disclosure of the information immediately following the close of the market. One commenter submitted that an EII does not have any intention to affect the control of the issuer and should not be subject to the one business day moratorium on trading securities until the 10% threshold has been reached. Three commenters disagreed with reducing the moratorium trigger threshold to 5%. One of these commenters considered that the market would not benefit from reducing the moratorium trigger to 5% in the case of passive investors.

However, in light of the CSA’s decision to maintain the reporting threshold at 10%, we consider it appropriate that the moratorium provision remain at the same level as the disclosure threshold. The CSA are not proceeding with its proposal to apply the moratorium provisions at the 5% level.

(b) Nine commenters agreed with applying moratorium provisions to “equity equivalent derivatives”. One commenter submitted that to the extent “equity equivalent derivatives” are narrowly defined, the moratorium should apply to those as well. One commenter submitted that the moratorium provisions should not apply as the proposed definition is overly broad and would capture a number of transactions irrelevant to the objective of informing the capital markets of intended further activity. Only with respect to circumstances where the derivative actually entitles the holder to the voting rights attaching to the securities, should such securities be included in the early warning calculation. One commenter believed that the moratorium provisions should not apply to acquisitions of “equity equivalent derivatives”. Two commenters considered that the moratorium should not apply to investors with only a synthetic position in a security.

We thank the commenters for their input. However, as noted above, the CSA has decided not to include “equity equivalent derivatives” in the early warning reporting trigger, and therefore this issue is moot.

(c) Five commenters indicated that the moratorium is effective to make sure that the market has time to react.

We agree with the commenters who indicated that the moratorium is effective as it provides market participants time to react to changes

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One commenter submitted that it would be sufficient if the moratorium extended only for a period of 24 hours following the filing of the report. One commenter considered that the application of the moratorium should take into account the intent of the purchaser. One commenter noted that the moratorium is an incentive to report so that an accumulation program can resume. However, in their view, the question of whether the ‘stop and report’ approach yields benefits is much less clear. One commenter submitted that regardless of the threshold determination, rather than imposing a moratorium on an early warning system filer, greater fairness and efficiency in the capital markets can be achieved from requiring disclosure of the information immediately following the close of the market. Two commenters indicated that the moratorium is not effective.

in significant holdings of issuers’ securities.

(3) We currently recognize that accelerated reporting is necessary if securities are acquired during a take-over bid by requiring a news release at the 5% threshold to be filed before the opening of trading on the next business day.

With the Proposed Amendments to the early warning reporting threshold, we do not propose to further accelerate early warning reporting during a take-over bid.

(a) Do you agree? Please explain why or why not. (b) If you disagree, how should we accelerate reporting of transactions during a take-over bid? Should

we decrease the threshold for reporting changes from 2% to 1%? Or do you think that requiring early warning reporting at the 3% level is a more appropriate manner to accelerate disclosure? Please explain your views.

(a) Twelve commenters agreed with maintaining a 5% reporting threshold in the context of a take-over bid.

In light the CSA’s decision not to reduce the early warning reporting threshold to 5%, we are maintaining the particular provisions for reporting during a take-over bid.

(4) The Proposed Amendments would apply to all acquirors including EIIs. (a) Should the proposed early warning threshold of 5% apply to EIIs reporting under the AMR system

provided in Part 4 of NI 62-103? Please explain why or why not. (b) Please describe any significant burden for these investors or potential benefits for our capital

markets if we require EIIs to report at the 5% level. (Reduction of Early Warning Reporting Threshold from 10% to 5%)

(a) Nine commenters considered that the 5% threshold should apply to all acquirors, including EIIs. Three commenters submitted that reducing the threshold for EIIs reporting under AMR is unnecessary as the nature of the investments is passive. Also, reporting such investments will not provide any additional meaningful information to the capital markets.

We thank the commenters for their input. As noted above, the CSA have concluded at this time that the reporting threshold should remain at 10% for all issuers and investors.

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Three commenters were of the view that this requirement may incur an onerous compliance burden on institutional investors. Two commenters considered that reducing the reporting threshold for EIIs who qualify to use the AMR regime is not appropriate. One commenter stated that the 5% threshold will reduce the available capital for junior issuers.

(b) Three commenters expressed that imposing such reporting duty on EIIs would not impose an unreasonable burden on them. Two commenters indicated that potential benefits for our capital markets if we require EIIs to report at the 5% level include greater transparency which could lead to more informed investors and hence a more efficient market. One commenter suggested that the co-ordination of internal reporting to include derivatives and securities lending combined with stock ownership to compute overall ownership levels may ultimately prove to be a net benefit. One commenter considered that 5% threshold may discourage EIIs from coming to Canada in the first place. Two commenters indicated that the proposed reduction in the threshold will require significantly increased reporting and involve increased compliance costs. One commenter, while not agreeing with the 5% threshold applying to EIIs, suggested another approach to require EIIs to report at a 5% ownership threshold, but be permitted to maintain anonymity until the 10% threshold is reached.


(5) Mutual funds that are reporting issuers are not EIIs as defined in NI 62-103 and are therefore subject to the general early warning requirements in MI 62-104. Are there any significant benefits to our capital markets in requiring mutual funds to comply with early warning requirements at the proposed threshold of 5% or does the burden of reporting at 5% outweigh the potential benefits? Please explain why or why not. (Reduction of Early Warning Reporting Threshold from 10% to 5%)

Yes Four commenters considered that mutual funds should comply with the 5% threshold. Two commenters noted that it may be more appropriate that mutual funds fall under the AMR regime rather than the general early warning requirements in MI 62-104.


No Five commenters considered that there do not appear to be any significant benefits to our capital markets in obtaining this information. Some of these commenters considered that EIIs that manage the mutual funds are already subject to the early warning disclosure requirements.

We thank the commenters for their input. As noted above, the CSA have concluded at this time that the reporting threshold should remain at

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Two commenters submitted that a passive mutual fund should be permitted to use the AMR system.

10% for all issuers and investors.

(6) As explained above, we propose to amend the calculation of the threshold for filing early warning reports so that an investor would need to include within the early warning calculation certain equity derivative positions that are substantially equivalent in economic terms to conventional equity holdings. These provisions would only capture derivatives that substantially replicate the economic consequences of ownership and would not capture partial-exposure instruments (e.g., options and collars that provide the investor with only limited exposure to the reference securities). Do you agree with this approach? If not, how should we deal with partial-exposure instruments? (Derivatives)

Yes Seven commenters agreed with this approach. See also comments under Part A (7) of this Summary.

We thank the commenters for their input. As noted above, the CSA are not proceeding with the proposal to include “equity equivalent derivatives” in the early warning reporting trigger.

No One commenter disagreed with the exclusion of partial-exposure instruments from the calculation with regard to disclosure requirements because sophisticated investors may be able to use derivatives to accumulate substantial economic positions in public companies without public disclosure. One commenter submitted that the efficacy of the early warning system should rest in the view that the intention of the investor holding the position is what is most relevant to the capital markets. One commenter suggested that derivatives that immediately confer voting rights on an investor should be reported above the threshold. Also, the requisite disclosure should apply to actual ownership of securities, at or above a given threshold, in addition to any derivative holdings, rather than on a net exposure basis. One commenter considered that only derivatives that immediately confer voting rights on an investor should be reported. This commenter also suggested that the CSA consider the discussion papers on the regulation of over-the-counter derivatives. One commenter believed that certain types of derivatives are often used by investors as part of an investment strategy and should not be captured as so doing would unnecessarily complicate the compliance burden and would lead to over-reporting without meaningful benefit to the market. One commenter submitted that the purpose of informing the market about shareholder control does not apply to derivatives. One commenter submitted that further consideration should be given to the practical realities of how “equity equivalent derivatives” are

We thank the commenters for their input. As noted above, the CSA are not proceeding with the proposal to include “equity equivalent derivatives” in the early warning reporting trigger.

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structured and how relationships among the parties to such transactions are structured. See also comments under Part A (7) of this Summary.

(7) We propose changes to NP 62-203 in relation to the definition of “equity equivalent derivative” to explain when we would consider a derivative to substantially replicate the economic consequences of ownership of the reference securities. Do you agree with the approach we propose? (Derivatives)

Yes Six commenters agreed with the approach. Two commenters suggested that examples of “equity equivalent derivatives” should be provided for the sake of clarity and ease of compliance. See also comments under Part A (7) of this Summary.

We thank the commenters for their input. The CSA have removed the concept of “equity equivalent derivatives” in the Amendments.

No One commenter disagreed with the exclusion of partial-exposure instruments from the calculation with regard to disclosure requirements because sophisticated investors may be able to use derivatives to accumulate substantial economic positions in public companies without public disclosure. Three commenters disagreed with the inclusion of certain derivatives in the early warning calculation where the voting rights attaching to the securities are not available to the holder. One commenter submitted that the purpose of informing the market about shareholder control does not apply to derivatives. One commenter considered that the delta 90 test in itself is not adequate to address the complexities of how “equity equivalent derivatives” are structured. See also comments under Part A (7) of this Summary.


(8) Do you agree with the proposed disqualification from the AMR system for an EII who solicits or intends to solicit proxies from security holders on matters relating to the election of directors of the reporting issuer or to a reorganization or similar corporate action involving the securities of the reporting issuer? Are these the appropriate circumstances to disqualify an EII? Please explain, or if you disagree, please suggest alternative circumstances. (Changes to Alternative Monthly Reporting Regime)

Yes Nine commenters agreed with the proposed disqualification of EIIs from the AMR. While agreeing with the proposed disqualification from the AMR system for EIIs involved in proxy solicitation, three commenters considered that the term “solicit” should be further specified. One commenter agreed with excluding the ability of an EII to use the AMR regime if they solicit proxies for a reorganization or similar corporate action involving the securities of an issuer.

We thank the commenters for their input. The CSA are of the view that allowing an EII access to the AMR regime in circumstances where the EII solicits proxies from securityholders in opposition to management on specific matters is not consistent with the policy intent of the AMR regime. The CSA have clarified in the

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One commenter noted that if the disqualification criterion is retained, it should only apply at the moment when exemptions from the proxy solicitation rules are no longer applicable. See also comments under Part A (9) of this Summary.

Amendments that the term ‘solicit’ has the same meaning as defined in NI 51-102 Continuous Disclosure Obligations. We consider that EIIs who solicit proxies in certain circumstances should not be eligible to use the AMR regime regardless of whether or not they are relying on an exemption from sending information circulars.

No One commenter questioned the ability of a regulator to distinguish investor mal-intent and the definition of “intends to solicit proxies” which may manifest itself when engaging with the issuer. One commenter disagreed with excluding the use of the AMR regime if an EII solicits proxies for less than a majority of the board of directors. Also, the commenter asked the CSA to remove the inability to use the AMR regime at such time an investor “intends” to solicit proxies and to clarify the meaning of the term “solicit”. See also comments under Part A (9) of this Summary.

We acknowledge these comments. As noted above, we have clarified in the Amendments that the term ‘solicit’ has the same meaning as defined in NI 51-102 Continuous Disclosure Obligations. We have removed the concept of “intends to solicit” to avoid uncertainty as to the application of the disqualification criteria.

(9) We propose to exempt from early warning requirements acquirors that are lenders in securities lending arrangements and that meet certain conditions. Do you agree with this proposal? Please explain why or why not. (Securities lending)

Yes Nine commenters agreed that the conditions required to meet the exemption were sensible. One commenter generally agreed with the exemption only in cases where the lending arrangement specifies that the lender has an unrestricted right to recall by the lender from the borrower in a timely manner. One commenter agreed with the reasoning for the need to consider certain conditions occurring under securities lending arrangements when determining the reporting obligation under the early warning system. However, there are many circumstances where the reporting requirement should not be triggered and the proposal should focus on the intent of the holder of the position.

We thank the commenters for their input. We agree with the commenters who supported the scope of the exemption for lenders. We do not believe that a requirement to recall securities on loan in a timely manner is necessary since the right to recall is governed by the securities lending arrangement and typically the lender recalling securities provides the borrower with standard settlement period notice.

No One commenter disagreed with this proposal because lenders would appear to be able to accumulate a total position in a security greater than 5% by buying the security and lending it while still retaining the right to recall the securities before a meeting of securityholders.

We acknowledge this comment of opposition.

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(10) Do you agree with the proposed definition of “specified securities lending arrangement”? If not, what changes would you suggest? (Securities lending)

Yes Nine commenters supported the proposed definition of “specified securities lending arrangement”. One commenter would prefer to see the definition address recall by the lender in ‘a timely manner’. The commenter considered that if voting is to be effective the timing of the recall should allow the lender to assess and properly consider the implications of any issues that are to be voted on.

We thank the commenters for their input. We agree with the commenters who supported the definition of “specified securities lending arrangement”.

No One commenter suggested that the requirement to report any “material terms” of securities lending arrangements is overly broad, which terms may be commercially sensitive.

The CSA have clarified that the concept of ‘material terms’ excludes commercially-sensitive information that is irrelevant for early warning disclosure purposes.

(11) We are not proposing at this time an exemption for persons that borrow securities under securities lending arrangements as we believe securities borrowing may give rise to empty voting situations for which disclosure should be prescribed under our early warning disclosure regime. Do you agree with this view? If not, why not? (Securities lending)

Yes Seven commenters considered that it was appropriate not to propose an exemption for borrowers as they are concerned with empty voting situations. One commenter noted that not all securities lending arrangements are the same and that each arrangement needs to be considered as to whether voting rights flow to the manager. See also comments under Part A (8) of this Summary.


No One commenter noted that borrowing of securities is not customarily done to vote the borrowed securities but rather to effect delivery in connection with short sales. One commenter suggested that borrowing in the context of short selling should be exempted from the reporting obligations. See also comments under Part A (8) of this Summary.

We thank the commenters for their input. The CSA have decided to introduce in the Amendments an additional reporting exemption for borrowers under securities lending arrangements, subject to certain conditions.

(12) Do the proposed changes to the early warning framework adequately address transparency concerns over securities lending transactions? If not, what other amendments should be made to address these concerns? (Securities lending)

Yes Two commenters noted that the Proposed Amendments adequately address concerns over securities lending transactions. Their main concern is knowing the identity and the position of securities borrowers who hold voting rights without any corresponding economic interest. Two commenters considered that the proposed changes generally address transparency

We thank the commenters for their input. We agree with the commenters who supported the proposed changes to address the transparency concerns over securities lending transactions.

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concerns over securities lending transactions. Concerned by the little visibility of the shares lent, one commenter suggested that the entire process of share lending and its implications for empty voting and hidden voting may need to be the subject of a separate review by securities regulators. One commenter suggested that the framework regarding securities lending must respect the unique attributes of each lending arrangement. See also comments under Part A (8) of this Summary.

No Two commenters suggested that borrowers should be explicitly required to disclose if the securities they have borrowed may be recalled by the lender. See also comments under Part A (8) of this Summary.

We thank the commenters for their input. The Amendments require disclosure of the material terms of a securities lending arrangement in effect at the time of the early warning reporting, including details of the recall provisions.

(13) Do you agree with our proposal to apply the Proposed Amendments to all reporting issuers including venture issuers? Please explain why or why not. Do you think that only some and not all of the Proposed Amendments should apply to venture issuers? If so, which ones and why? (Reduction of Early Warning Reporting Threshold from 10% to 5%)

Yes Four commenters agreed that the Proposed Amendments should be applied to all reporting issuers, including venture issuers. Although these commenters would not be opposed to certain exemptions being applied with regard to small or mid-cap issuers, two commenters viewed that in principle the Proposed Amendments should apply to all reporting issuers.


No Four commenters disagreed with applying the proposal to venture issuers. One commenter suggested additional study before making the Proposed Amendments applicable to venture issuers.


(14) Some parties to “equity equivalent derivatives” may have acquired such derivatives for reasons other than acquiring the referenced securities at a future date. For example, some parties to these derivatives may wish to maintain solely an economic equivalency to the securities without acquiring the referenced securities for tax purposes or other reasons. Would the proposed requirement lead to over-reporting of total return swaps and other “equity equivalent derivatives”? Or would the possible over-reporting be mitigated by the fact that it is likely that parties to “equity equivalent derivatives” would qualify under the AMR regime? (Derivatives)

Yes Three commenters submitted that over-reporting will occur and contribute to confusion in the marketplace. One commenter expressed that if an investor seeks to maintain solely an economic equivalence


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and does not intend to acquire the referenced securities, then they could be deemed as being passive and report under the AMR. One commenter submitted that where there is no transfer of the rights of the shareholder to the derivative holder, reporting the position would not be relevant or insightful disclosure to the capital markets. One commenter noted that if an investor does not intend to acquire the referenced security then they should not be required to report.

No One commenter agreed that it seems likely that possible over-reporting would be mitigated by the fact that parties to “equity equivalent derivatives” would qualify under the AMR regime.


(15) If the proposed new requirement does lead to an over-reporting of these derivatives, is this rectified by the requirement in the early warning report for acquirors to explain the purpose of their acquisition and thereby clarify that they do not intend to acquire the referenced securities upon termination of the swap? (Derivatives)

Yes One commenter agreed that it seems likely that if there is over-reporting of derivatives, it will be rectified by the requirement in the early warning report for acquirors to explain the purpose of their acquisition.


No One commenter suggested that clarification of which parties retain voting control versus those that merely have an economic interest would benefit the market. One commenter submitted that the requirement puts too much extraneous information into the system and that, in turn, creates inappropriate investor reaction. One commenter noted that the explanation in the report will not solve the potentially confusing over-reporting.


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ANNEX C

AMENDMENTS TO MULTILATERAL INSTRUMENT 62-104 TAKE-OVER BIDS AND ISSUER BIDS

1. Multilateral Instrument 62-104 Take-Over Bids and Issuer Bids is amended by this Instrument. 2. Subsection 1.8(1) is replaced with the following:

1.8 (1) In this Instrument, in determining the beneficial ownership of securities of an offeror, of an acquiror or of any person acting jointly or in concert with the offeror or the acquiror, at any given date, the offeror, the acquiror or the person is deemed to have acquired and to be the beneficial owner of a security, including an unissued security, if the offeror, the acquiror or the person

(a) is the beneficial owner of a security convertible into the security within 60 days following that date, or (b) has a right or obligation permitting or requiring the offeror, the acquiror or the person, whether or not

on conditions, to acquire beneficial ownership of the security within 60 days by a single transaction or a series of linked transactions..

3. Subsection 1.9(1) is replaced with the following:

1.9 (1) In this Instrument, it is a question of fact as to whether a person is acting jointly or in concert with an offeror or an acquiror and, without limiting the generality of the foregoing,

(a) the following are deemed to be acting jointly or in concert with an offeror or an acquiror:

(i) a person that, as a result of any agreement, commitment or understanding with the offeror, the acquiror or with any other person acting jointly or in concert with the offeror or the acquiror, acquires or offers to acquire securities of the same class as those subject to the offer to acquire;

(ii) an affiliate of the offeror or the acquiror;

(b) the following are presumed to be acting jointly or in concert with an offeror or an acquiror:

(i) a person that, as a result of any agreement, commitment or understanding with the offeror, the acquiror or with any other person acting jointly or in concert with the offeror or the acquiror, intends to exercise jointly or in concert with the offeror, the acquiror or with any person acting jointly or in concert with the offeror or the acquiror any voting rights attaching to any securities of the offeree issuer;

(ii) an associate of the offeror or the acquiror..

4. Part 5 is replaced with the following:

PART 5: REPORTS AND ANNOUNCEMENTS OF ACQUISITIONS Definitions and Interpretation 5.1 (1) In this Part,

“acquiror” means a person who acquires a security, other than by way of a take-over bid or an issuer bid made in compliance with Part 2; “acquiror’s securities” means securities of an issuer beneficially owned, or over which control or direction is exercised, on the date of the acquisition or disposition, by an acquiror or any person acting jointly or in concert with the acquiror; “specified securities lending arrangement” means a securities lending arrangement if all of the following apply:

(a) the material terms of the securities lending arrangement are set out in a written agreement;

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(b) the securities lending arrangement requires the borrower to pay to the lender amounts equal to all dividends or interest payments, if any, paid on the security that would have been received by the lender if the lender had held the security throughout the period beginning at the date of the transfer or loan and ending at the time the security or an identical security is transferred or returned to the lender;

(c) the lender has established policies and procedures that require the lender to maintain a

record of all securities that it has transferred or lent under securities lending arrangements; (d) the written agreement referred to in paragraph (a) provides for any of the following:

(i) the lender has an unrestricted right to recall all securities that it has transferred or lent under the securities lending arrangement, or an equal number of identical securities, before the record date for voting at any meeting of securityholders at which the securities may be voted;

(ii) the lender requires the borrower to vote the securities transferred or lent in

accordance with the lender’s instructions; “securities lending arrangement” means an arrangement between a lender and a borrower with respect to which both of the following apply:

(a) the lender transfers or lends a security to the borrower; (b) at the time that the security is lent or transferred, the lender and the borrower reasonably

expect that the borrower will, at a later date, transfer or return to the lender the security or an identical security.

(2) For the purposes of this Part, if an acquiror and one or more persons acting jointly or in concert with the

acquiror acquire or dispose of securities, the securities are deemed to be acquired or disposed of, as applicable, by the acquiror.

Early warning 5.2 (1) An acquiror who acquires beneficial ownership of, or control or direction over, voting or equity securities of any

class of a reporting issuer, or securities convertible into voting or equity securities of any class of a reporting issuer, that, together with the acquiror’s securities of that class, constitute 10% or more of the outstanding securities of that class, must (a) promptly, and, in any event, no later than the opening of trading on the business day following the

acquisition, issue and file a news release containing the information required by section 3.1 of National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, and

(b) promptly, and, in any event, no later than 2 business days from the date of the acquisition, file a

report containing the information required by section 3.1 of National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.

(2) An acquiror who is required to make disclosure under subsection (1) must make further disclosure, in

accordance with subsection (1), each time any of the following events occur: (a) the acquiror or any person acting jointly or in concert with the acquiror, acquires or disposes

beneficial ownership of, or acquires or ceases to have control or direction over, either of the following:

(i) securities in an amount equal to 2% or more of the outstanding securities of the class of

securities that was the subject of the most recent report required to be filed by the acquiror under subsection (1) or under this subsection;

(ii) securities convertible into 2% or more of the outstanding securities referred to in

subparagraph (i);

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(b) there is a change in a material fact contained in the most recent report required to be filed under paragraph (1)(b) or under paragraph (a) of this subsection.

(3) An acquiror must issue and file a news release and file a report in accordance with subsection (1) if beneficial

ownership of, or control or direction over, the outstanding securities of the class of securities that was the subject of the most recent report required to be filed by the acquiror under this section decreases to less than 10%.

(4) If an acquiror issues and files a news release and files a report under subsection (3), the requirements under

subsection (2) do not apply unless subsection (1) applies in respect of a subsequent acquisition of beneficial ownership of, or control or direction over, voting or equity securities of any class of a reporting issuer, or securities convertible into voting or equity securities of any class of a reporting issuer, that, together with the acquiror’s securities of that class, constitute 10% or more of the outstanding securities of that class.

Moratorium provisions 5.3 (1) During the period beginning on the occurrence of an event in respect of which a report is required to be filed

under section 5.2 and ending on the expiry of the first business day following the date that the report is filed, an acquiror, or any person acting jointly or in concert with the acquiror, must not acquire or offer to acquire beneficial ownership of, or control or direction over, any securities of the class in respect of which the report is required to be filed or any securities convertible into securities of that class.

(2) Subsection (1) does not apply to an acquiror that has beneficial ownership of, or control or direction over,

securities that, together with the acquiror’s securities of that class, constitute 20% or more of the outstanding securities of that class.

Acquisitions during bid 5.4 (1) If, after a take-over bid or an issuer bid has been made under Part 2 for voting or equity securities of a

reporting issuer and before the expiry of the bid, an acquiror acquires beneficial ownership of, or control or direction over, securities of the class subject to the bid which, when added to the acquiror’s securities of that class, constitute 5% or more of the outstanding securities of that class, the acquiror must, before the opening of trading on the next business day, issue and file a news release containing the information required by subsection (3).

(2) An acquiror must issue and file an additional news release in accordance with subsection (3) before the

opening of trading on the next business day each time the acquiror, or any person acting jointly or in concert with the acquiror, acquires beneficial ownership of, or control or direction over, in aggregate, an additional 2% or more of the outstanding securities of the class of securities that was the subject of the most recent news release required to be filed by the acquiror under this section.

(3) A news release or further news release required under subsection (1) or (2) must set out

(a) the name of the acquiror, (b) the number of securities of the offeree issuer that were beneficially acquired, or over which control or

direction was acquired, in the transaction that gave rise to the requirement under subsection (1) or (2) to issue the news release,

(c) the number of securities and the percentage of outstanding securities of the offeree issuer that the

acquiror and all persons acting jointly or in concert with the acquiror, have beneficial ownership of, or control or direction over, immediately after the acquisition described in paragraph (b),

(d) the number of securities of the offeree issuer that were beneficially acquired, or over which control or

direction was acquired, by the acquiror and all persons acting jointly or in concert with the acquiror, since the commencement of the bid,

(e) the name of the market in which the acquisition described in paragraph (b) took place, and (f) the purpose of the acquiror and all persons acting jointly or in concert with the acquiror in making the

acquisition described in paragraph (b), including any intention of the acquiror and all persons acting jointly or in concert with the acquiror to increase the beneficial ownership of, or control or direction over, any of the securities of the offeree issuer.

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Duplicate news release not required 5.5 If the facts in respect of which a news release is required to be filed under sections 5.2 and 5.4 are identical, a

news release is required only under the provision requiring the earlier news release. Copies of news release and report 5.6 An acquiror that files a news release or report under section 5.2 or 5.4 must promptly send a copy of each

filing to the reporting issuer. Exception 5.7 Sections 5.2, 5.3 and 5.4 do not apply to either of the following:

(a) an acquiror that is a lender in respect of securities transferred or lent pursuant to a specified

securities lending arrangement; (b) an acquiror that is a borrower in respect of securities or identical securities borrowed, disposed of or

acquired in connection with a securities lending arrangement if all of the following apply:

(i) the borrowed securities are disposed of by the borrower no later than 3 business days from the date of the transfer or loan;

(ii) the borrower will at a later date acquire the securities or identical securities and transfer or

return those securities to the lender; (iii) the borrower does not intend to vote and does not vote the securities or identical securities

during the period beginning on the date of the transfer or loan and ending at the time the securities or identical securities are transferred or returned to the lender..

5. Except in Ontario, this Instrument comes into force on May 9, 2016. In Ontario, this Instrument comes into force on the

later of the following: (a) May 9, 2016; (b) the day on which sections 1, 2 and 3, subsections 4 (2) and (3), and sections 5, 7, 8 and 10 of Schedule 18 of

the Budget Measures Act, 2015 (Ontario) are proclaimed into force.

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(2016), 39 OSCB 1778

ANNEX D

CHANGES TO NATIONAL POLICY 62-203 TAKE-OVER BIDS AND ISSUER BIDS

1. National Policy 62-203 Take-Over Bids and Issuer Bids is changed by this document. 2. National Policy 62-203 Take-Over Bids and Issuer Bids is changed by adding the following Part after Part 2:

PART 3 TAKE-OVER BID AND EARLY WARNING REQUIREMENTS 3.1 Equity swap or similar derivative arrangement – An investor that is a party to an equity swap or similar

derivative arrangement may under certain circumstances have deemed beneficial ownership, or control or direction, over the referenced voting or equity securities. This could occur where the investor has the ability, formally or informally, to obtain the voting or equity securities or to direct the voting of voting securities held by any counterparties to the transaction. This determination would be relevant for compliance with the early warning and take-over bid requirements under the Instrument.

3.2 Securities lending arrangements – Securities lending describes the market practice whereby securities are

temporarily transferred from one party (the lender) to another party (the borrower) in return for a fee. As part of the lending arrangement, the borrower is obliged to redeliver to the lender the securities or identical securities to those that were transferred or lent, either on demand or at the end of the loan term. Securities lending arrangements transfer title of securities from the lender to the borrower for the duration of the loan. During this period, the borrower has full ownership rights and may re-sell the securities as well as vote them. Securities lending arrangements between the lender and the borrower generally provide for payment to the lender of any economic benefits (for example, dividends) accruing to the securities while “on loan”. Therefore, securities lending separates the economic interest in the securities which remains with the lender from the ownership and voting rights which are transferred to the borrower. If the lender wants to vote the loaned securities it must, in accordance with the terms of the securities lending arrangement, either recall the securities or identical securities from the borrower or otherwise direct the voting of the loaned securities. Since securities lending arrangements involve a disposition and acquisition of securities, lenders and borrowers should consider securities lent (disposed) and borrowed (acquired) under securities lending arrangements in determining whether an early warning reporting obligation has been triggered. Paragraph 5.7(a) of the Instrument provides an exception for the lender of securities under a securities lending arrangement from the early warning requirements if the securities are transferred or lent pursuant to a securities lending arrangement that meets the criteria of a specified securities lending arrangement. If the securities lending arrangement is not a specified securities lending arrangement, then the early warning reporting requirements for dispositions of securities will apply to the disposition of securities by the lender under the securities lending arrangement. Paragraph 5.7(b) of the Instrument provides an exception for the borrower of securities under a securities lending arrangement from the early warning requirements if the securities or identical securities are borrowed, disposed of or acquired in connection with a borrower’s short sale if certain conditions are met. Short selling is a trading strategy where the borrower uses securities borrowed under a securities lending arrangement to settle a sale (disposition) of the securities to another party with the objective of later repurchasing (acquiring) identical securities at a lower price on the market to return the securities to the lender. If all the conditions of paragraph 5.7(b) are not satisfied, then the early warning reporting requirements will apply to the borrower in respect of securities borrowed under the securities lending arrangement and the disposition of and acquisition of the securities or identical securities in the market in connection with the securities lending arrangement..

3. Except in Ontario, these changes become effective on May 9, 2016. In Ontario, these changes become effective on the

later of the following:

(a) May 9, 2016; (b) the day on which sections 1, 2 and 3, subsections 4 (2) and (3), and sections 5, 7, 8 and 10 of Schedule 18 of


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(2016), 39 OSCB 1779

ANNEX E

AMENDMENTS TO NATIONAL INSTRUMENT 62-103 THE EARLY WARNING SYSTEM AND

RELATED TAKE-OVER BID AND INSIDER REPORTING ISSUES 1. National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues

is amended by this Instrument. 2. Section 1.1 is amended by

(a) adding the following definitions: “acquiror” has the meaning ascribed to that term in Part 5 of NI 62-104; “acquiror’s securities” has the meaning ascribed to that term in Part 5 of NI 62-104; “economic exposure” has the meaning ascribed to that term in NI 55-104; “securities lending arrangement” has the meaning ascribed to that term in Part 5 of NI 62-104;,

(b) replacing “offeror” with “acquiror” in the definition of “acquisition announcement provisions”, (c) replacing the definition of “early warning requirements” with the following:

“early warning requirements” means the requirements set out in section 5.2 of NI 62-104;,

(d) replacing the definition of “moratorium provisions” with the following:

“moratorium provisions” means the provisions set out in subsection 5.3(1) of NI 62-104;, and

(e) deleting the definitions of “offeror” and “offeror’s securities”. 3. Section 3.1 is replaced with the following:

3.1 Contents of News Releases and Reports

(1) A news release and report required under the early warning requirements shall contain the information required by Form 62-103F1 Required Disclosure under the Early Warning Requirements.

(2) Despite subsection (1), a news release required under the early warning requirements may omit the

information otherwise required by Items 2.3, 3.3, 3.5 through 3.8, 4.2, 4.3, 6 and 9, and Item 7 to the extent that the information relates to those sections and items, of Form 62-103F1 Required Disclosure under the Early Warning Requirements, if

(a) the omitted information is included in the corresponding report required by the early warning

requirements, and (b) the news release indicates the name and telephone number of an individual to contact to

obtain a copy of the report. (3) The acquiror shall send a copy of the report referred to in paragraph (2)(a) promptly to any entity

requesting it..

4. Section 3.2 is amended by replacing “offeror” with “acquiror” wherever it occurs. 5. Section 4.2 is amended by adding “(1)” before “An”, by deleting “or” at the end of paragraph (a), by replacing

“.” with “; or” at the end of paragraph (b) and by adding the following paragraph and subsection: (c) solicits proxies from securityholders of the reporting issuer in any of the following circumstances:

(i) in support of the election of one or more persons as directors of the reporting issuer other than the persons proposed to be nominated by management of the reporting issuer;

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(2016), 39 OSCB 1780

(ii) in support for a reorganization, amalgamation, merger, arrangement or other similar corporate action involving the securities of the reporting issuer if that action is not supported by management of the reporting issuer;

(iii) in opposition to a reorganization, amalgamation, merger, arrangement or other similar corporate

action involving the securities of the reporting issuer if that action is proposed by management of the reporting issuer.

(2) For the purposes of this section, “solicit” has the meaning ascribed to that term in National Instrument 51-102

Continuous Disclosure Obligations..

6. Subsection 4.3(2) is amended by replacing “Appendix F” with “Form 62-103F2 Required Disclosure by an Eligible Institutional Investor under Section 4.3”.

7. Subsection 4.7(1) is amended by replacing “Appendix G” with “Form 62-103F3 Required Disclosure by an Eligible

Institutional Investor under Part 4”. 8. Section 5.1 is amended by replacing “offeror” with “acquiror” in paragraph (b). 9. Section 8.2 is amended by deleting “(1)”. 10. Part 9 and Section 9.1 is amended by deleting “; Early Warning Decrease Reports” in the titles of the Part and of

the Section. 11. Section 9.1 is amended by deleting “(3),” in subsection (1) and by repealing subsection (3). 12. Appendix E is replaced with the following:

Form 62-103F1 REQUIRED DISCLOSURE UNDER THE EARLY WARNING REQUIREMENTS

State if the report is filed to amend information disclosed in an earlier report. Indicate the date of the report that is being amended. Item 1 – Security and Reporting Issuer 1.1 State the designation of securities to which this report relates and the name and address of the head office of

the issuer of the securities. 1.2 State the name of the market in which the transaction or other occurrence that triggered the requirement to file

this report took place. Item 2 – Identity of the Acquiror 2.1 State the name and address of the acquiror. 2.2 State the date of the transaction or other occurrence that triggered the requirement to file this report and

briefly describe the transaction or other occurrence. 2.3 State the names of any joint actors.

INSTRUCTION If the acquiror is a corporation, general partnership, limited partnership, syndicate or other group of persons, provide its name, the address of its head office, its jurisdiction of incorporation or organization, and its principal business.

Item 3 – Interest in Securities of the Reporting Issuer 3.1 State the designation and number or principal amount of securities acquired or disposed of that triggered the

requirement to file the report and the change in the acquiror’s securityholding percentage in the class of securities.

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(2016), 39 OSCB 1781

3.2 State whether the acquiror acquired or disposed ownership of, or acquired or ceased to have control over, the securities that triggered the requirement to file the report.

3.3 If the transaction involved a securities lending arrangement, state that fact. 3.4 State the designation and number or principal amount of securities and the acquiror’s securityholding

percentage in the class of securities, immediately before and after the transaction or other occurrence that triggered the requirement to file this report.

3.5 State the designation and number or principal amount of securities and the acquiror’s securityholding

percentage in the class of securities referred to in Item 3.4 over which (a) the acquiror, either alone or together with any joint actors, has ownership and control, (b) the acquiror, either alone or together with any joint actors, has ownership but control is held by

persons or companies other than the acquiror or any joint actor, and (c) the acquiror, either alone or together with any joint actors, has exclusive or shared control but does

not have ownership.

3.6 If the acquiror or any of its joint actors has an interest in, or right or obligation associated with, a related financial instrument involving a security of the class of securities in respect of which disclosure is required under this item, describe the material terms of the related financial instrument and its impact on the acquiror’s securityholdings.

3.7 If the acquiror or any of its joint actors is a party to a securities lending arrangement involving a security of the

class of securities in respect of which disclosure is required under this item, describe the material terms of the arrangement including the duration of the arrangement, the number or principal amount of securities involved and any right to recall the securities or identical securities that have been transferred or lent under the arrangement. State if the securities lending arrangement is subject to the exception provided in section 5.7 of NI 62-104.

3.8 If the acquiror or any of its joint actors is a party to an agreement, arrangement or understanding that has the effect of altering, directly or indirectly, the acquiror’s economic exposure to the security of the class of securities to which this report relates, describe the material terms of the agreement, arrangement or understanding. INSTRUCTIONS (i) “Related financial instrument” has the meaning ascribed to that term in NI 55-104. Item 3.6

encompasses disclosure of agreements, arrangements or understandings where the economic interest related to a security beneficially owned or controlled has been altered.

(ii) For the purposes of Items 3.6, 3.7 and 3.8, a material term of an agreement, arrangement or

understanding does not include the identity of the counterparty or proprietary or commercially sensitive information.

(iii) For the purposes of Item 3.8, any agreements, arrangements or understandings that have been

disclosed under other items in this Form do not have to be disclosed under this item.

Item 4 – Consideration Paid 4.1 State the value, in Canadian dollars, of any consideration paid or received per security and in total. 4.2 In the case of a transaction or other occurrence that did not take place on a stock exchange or other market

that represents a published market for the securities, including an issuance from treasury, disclose the nature and value, in Canadian dollars, of the consideration paid or received by the acquiror.

4.3 If the securities were acquired or disposed of other than by purchase or sale, describe the method of

acquisition or disposition.

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Item 5 – Purpose of the Transaction State the purpose or purposes of the acquiror and any joint actors for the acquisition or disposition of securities of the reporting issuer. Describe any plans or future intentions which the acquiror and any joint actors may have which relate to or would result in any of the following:

(a) the acquisition of additional securities of the reporting issuer, or the disposition of securities of the reporting issuer;

(b) a corporate transaction, such as a merger, reorganization or liquidation, involving the reporting issuer

or any of its subsidiaries; (c) a sale or transfer of a material amount of the assets of the reporting issuer or any of its subsidiaries; (d) a change in the board of directors or management of the reporting issuer, including any plans or

intentions to change the number or term of directors or to fill any existing vacancy on the board; (e) a material change in the present capitalization or dividend policy of the reporting issuer; (f) a material change in the reporting issuer’s business or corporate structure; (g) a change in the reporting issuer’s charter, bylaws or similar instruments or another action which

might impede the acquisition of control of the reporting issuer by any person or company; (h) a class of securities of the reporting issuer being delisted from, or ceasing to be authorized to be

quoted on, a marketplace; (i) the issuer ceasing to be a reporting issuer in any jurisdiction of Canada; (j) a solicitation of proxies from securityholders; (k) an action similar to any of those enumerated above.

Item 6 – Agreements, Arrangements, Commitments or Understandings With Respect to Securities of the Reporting Issuer Describe the material terms of any agreements, arrangements, commitments or understandings between the acquiror and a joint actor and among those persons and any person with respect to securities of the class of securities to which this report relates, including but not limited to the transfer or the voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Include such information for any of the securities that are pledged or otherwise subject to a contingency, the occurrence of which would give another person voting power or investment power over such securities, except that disclosure of standard default and similar provisions contained in loan agreements need not be included.

INSTRUCTIONS (i) Agreements, arrangements or understandings that are described under Item 3 do not have to be

disclosed under this item. (ii) For the purposes of Item 6, the description of any agreements, arrangements, commitments or

understandings does not include naming the persons with whom those agreements, arrangements, commitments or understandings have been entered into, or proprietary or commercially sensitive information.

Item 7 – Change in material fact If applicable, describe any change in a material fact set out in a previous report filed by the acquiror under the early warning requirements or Part 4 in respect of the reporting issuer’s securities. Item 8 – Exemption If the acquiror relies on an exemption from requirements in securities legislation applicable to formal bids for the transaction, state the exemption being relied on and describe the facts supporting that reliance.

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(2016), 39 OSCB 1783

Item 9 – Certification The acquiror must certify that the information is true and complete in every respect. In the case of an agent, the certification is based on the agent’s best knowledge, information and belief but the acquiror is still responsible for ensuring that the information filed by the agent is true and complete. This report must be signed by each person on whose behalf the report is filed or his authorized representative. It is an offence to submit information that, in a material respect and at the time and in the light of the circumstances in which it is submitted, is misleading or untrue. Certificate The certificate must state the following: I, as the acquiror, certify, or I, as the agent filing the report on behalf of an acquiror, certify to the best of my knowledge, information and belief, that the statements made in this report are true and complete in every respect. ____________________________________________________ Date ____________________________________________________ Signature ____________________________________________________ Name/Title.

13. Appendix F is replaced with the following:

Form 62-103F2 REQUIRED DISCLOSURE BY AN ELIGIBLE INSTITUTIONAL INVESTOR UNDER SECTION 4.3



this report took place. Item 2 – Identity of the Eligible Institutional Investor 2.1 State the name and address of the eligible institutional investor. 2.2 State the date of the transaction or other occurrence that triggered the requirement to file this report and

briefly describe the transaction or other occurrence. 2.3 State that the eligible institutional investor is ceasing to file reports under Part 4 for the reporting issuer. 2.4 Disclose the reasons for doing so. 2.5 State the names of any joint actors. Item 3 – Interest in Securities of the Reporting Issuer 3.1 State the designation and number or principal amount of securities and the eligible institutional investor’s

securityholding percentage in the class of securities immediately before and after the transaction or other occurrence that triggered the requirement to file this report.

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(2016), 39 OSCB 1784

3.2 State whether the acquiror acquired or disposed ownership of, or acquired or ceased to have control over, the securities that triggered the requirement to file the report.

3.3 If the transaction involved a securities lending arrangement, state that fact. 3.4 State the designation and number or principal amount of securities and the eligible institutional investor’s

securityholding percentage in the class of securities, immediately before and after the transaction or other occurrence that triggered the requirement to file this report and over which (a) the eligible institutional investor, either alone or together with any joint actors, has ownership and

control, (b) the eligible institutional investor, either alone or together with any joint actors, has ownership but

control is held by persons or companies other than the eligible institutional investor or any joint actor, and

(c) the eligible institutional investor, either alone or together with any joint actors, has exclusive or

shared control but does not have ownership.

3.5 If the eligible institutional investor or any of its joint actors has an interest in, or right or obligation associated with, a related financial instrument involving a security of the class of securities in respect of which disclosure is required under this item, describe the material terms of the related financial instrument and its impact on the eligible institutional investor’s securityholdings.

3.6 If the eligible institutional investor or any of its joint actors is a party to a securities lending arrangement

involving a security of the class of securities in respect of which disclosure is required under this item, describe the material terms of the arrangement including the duration of the arrangement, the number or principal amount of securities involved and any right to recall the securities or identical securities that have been transferred or lent under the arrangement. State if the securities lending arrangement is subject to the exception provided in section 5.7 of NI 62-104.

3.7 If the eligible institutional investor or any of its joint actors is a party to an agreement, arrangement or understanding that has the effect of altering, directly or indirectly, the eligible institutional investor’s economic exposure to the security of the class of securities to which this report relates, describe the material terms of the agreement, arrangement or understanding.

INSTRUCTIONS (i) “Related financial instrument” has the meaning ascribed to that term in NI 55-104. Item 3.5


(ii) For the purposes of Items 3.5, 3.6 and 3.7, a material term of an agreement, arrangement or


(iii) For the purposes of Item 3.7, any agreements, arrangements or understandings that have been


Item 4 – Consideration Paid 4.1 State the value, in Canadian dollars, of any consideration paid or received per security and in total. 4.2 In the case of a transaction or other occurrence that did not take place on a stock exchange or other market

that represents a published market for the securities, including an issuance from treasury, disclose the nature and value, in Canadian dollars, of the consideration paid or received by the eligible institutional investor.

4.3 If the securities were acquired or disposed of other than by purchase or sale, describe the method of

acquisition or disposition.

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(2016), 39 OSCB 1785

Item 5 – Purpose of the Transaction State the purpose or purposes of the eligible institutional investor and any joint actors for the acquisition or disposition of securities of the reporting issuer. Describe any plans or future intentions which the eligible institutional investor and any joint actors may have which relate to or would result in any of the following:

(a) the acquisition of additional securities of the reporting issuer, or the disposition of securities of the reporting issuer;

(b) a corporate transaction, such as a merger, reorganization or liquidation, involving the reporting issuer

or any of its subsidiaries; (c) a sale or transfer of a material amount of the assets of the reporting issuer or any of its subsidiaries; (d) a change in the board of directors or management of the reporting issuer, including any plans or

intentions to change the number or term of directors or to fill any existing vacancy on the board; (e) a material change in the present capitalization or dividend policy of the reporting issuer; (f) a material change in the reporting issuer’s business or corporate structure; (g) a change in the reporting issuer’s charter, bylaws or similar instruments or another action which

might impede the acquisition of control of the reporting issuer by any person; (h) a class of securities of the reporting issuer being delisted from, or ceasing to be authorized to be

quoted on, a marketplace; (i) the issuer ceasing to be a reporting issuer in any jurisdiction of Canada; (j) a solicitation of proxies from securityholders; (k) an action similar to any of those enumerated above.

Item 6 – Agreements, Arrangements, Commitments or Understandings With Respect to Securities of the Reporting Issuer Describe the material terms of any agreements, arrangements, commitments or understandings between the eligible institutional investor and a joint actor and among those persons and any person with respect to any securities of the reporting issuer, including but not limited to the transfer or the voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Include such information for any of the securities that are pledged or otherwise subject to a contingency, the occurrence of which would give another person voting power or investment power over such securities, except that disclosure of standard default and similar provisions contained in loan agreements need not be included.




Item 7 – Change in material fact If applicable, describe any change in a material fact set out in a previous report filed by the eligible institutional investor under the early warning requirements or Part 4 in respect of the reporting issuer’s securities. Item 8 – Exemption If the eligible institutional investor relies on an exemption from the requirement in securities legislation applicable to formal bids for the transaction, state the exemption being relied on and describe the facts supporting that reliance.

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Item 9 – Certification The eligible institutional investor must certify that the information is true and complete in every respect. In the case of an agent, the certification is based on the agent’s best knowledge, information and belief but the eligible institutional investor is still responsible for ensuring that the information filed by the agent is true and complete. This report must be signed by each person on whose behalf the report is filed or his authorized representative. It is an offence to submit information that, in a material respect and at the time and in the light of the circumstances in which it is submitted, is misleading or untrue. Certificate The certificate must state the following: I, as the eligible institutional investor, certify, or I, as the agent filing the report on behalf of the eligible institutional investor, certify to the best of my knowledge, information and belief, that the statements made in this report are true and complete in every respect. ____________________________________________________ Date ____________________________________________________ Signature ____________________________________________________ Name/Title.

14. Appendix G is replaced with the following:

Form 62-103F3 REQUIRED DISCLOSURE BY AN ELIGIBLE INSTITUTIONAL INVESTOR UNDER PART 4



this report took place. Item 2 – Identity of the Eligible Institutional Investor 2.1 State the name and address of the eligible institutional investor. 2.2 State the date of the transaction or other occurrence that triggered the requirement to file this report and

briefly describe the transaction or other occurrence. 2.3 State the name of any joint actors. 2.4 State that the eligible institutional investor is eligible to file reports under Part 4 in respect of the reporting

issuer. Item 3 – Interest in Securities of the Reporting Issuer 3.1 State the designation and the net increase or decrease in the number or principal amount of securities, and in

the eligible institutional investor’s securityholding percentage in the class of securities, since the last report filed by the eligible institutional investor under Part 4 or the early warning requirements.

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(2016), 39 OSCB 1787

3.2 State the designation and number or principal amount of securities and the eligible institutional investor’s securityholding percentage in the class of securities at the end of the month for which the report is made.

3.3 If the transaction involved a securities lending arrangement, state that fact. 3.4 State the designation and number or principal amount of securities and the percentage of outstanding

securities of the class of securities to which this report relates and over which (a) the eligible institutional investor, either alone or together with any joint actors, has ownership and

control, (b) the eligible institutional investor, either alone or together with any joint actors, has ownership but

control is held by persons or companies other than the eligible institutional investor or any joint actor, and

(c) the eligible institutional investor, either alone or together with any joint actors, has exclusive or

shared control but does not have ownership. 3.5 If the eligible institutional investor or any of its joint actors has an interest in, or right or obligation associated

with, a related financial instrument involving a security of the class of securities in respect of which disclosure is required under this item, describe the material terms of the related financial instrument and its impact on the eligible institutional investor’s securityholdings.

3.6 If the eligible institutional investor or any of its joint actors is a party to a securities lending arrangement

involving a security of the class of securities in respect of which disclosure is required under this item, describe the material terms of the arrangement including the duration of the arrangement, the number or principal amount of securities involved and any right to recall the securities or identical securities that have been transferred or lent under the arrangement. State if the securities lending arrangement is subject to the exception provided in section 5.7 of NI 62-104.

3.7 If the eligible institutional investor or any of its joint actors is a party to an agreement, arrangement or understanding that has the effect of altering, directly or indirectly, the eligible institutional investor’s economic exposure to the security of the class of securities to which this report relates, describe the material terms of the agreement, arrangement or understanding.

INSTRUCTIONS (i) “Related financial instrument” has the meaning ascribed to that term in NI 55-104. Item 3.5


(ii) An eligible institutional investor may omit the securityholding percentage from a report if the change

in percentage is less than 1% of the class. (iii) For the purposes of Item 3.5, 3.6 and 3.7, a material term of an agreement, arrangement or


(iv) For the purposes of Item 3.7, any agreements, arrangements or understandings that have been


Item 4 – Purpose of the Transaction State the purpose or purposes of the eligible institutional investor and any joint actors for the acquisition or disposition of securities of the reporting issuer. Describe any plans or future intentions which the eligible institutional investor and any joint actors may have which relate to or would result in any of the following:

(a) the acquisition of additional securities of the reporting issuer, or the disposition of securities of the issuer;

(b) a sale or transfer of a material amount of the assets of the reporting issuer or any of its subsidiaries;

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(c) a change in the board of directors or management of the reporting issuer, including any plans or intentions to change the number or term of directors or to fill any existing vacancy on the board;

(d) a material change in the present capitalization or dividend policy of the reporting issuer; (e) a material change in the reporting issuer’s business or corporate structure; (f) a change in the reporting issuer’s charter, bylaws or similar instruments or another action which

might impede the acquisition of control of the reporting issuer by any person; (g) a class of securities of the reporting issuer being delisted from, or ceasing to be authorized to be

quoted on, a marketplace; (h) the issuer ceasing to be a reporting issuer in any jurisdiction of Canada; (i) a solicitation of proxies from securityholders; (j) an action similar to any of those enumerated above.

Item 5 – Agreements, Arrangements, Commitments or Understandings With Respect to Securities of the Reporting Issuer Describe the material terms of any agreements, arrangements, commitments or understandings between the eligible institutional investor and a joint actor and among those persons and any person with respect to securities of the class of securities to which this report relates, including but not limited to the transfer or the voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Include such information for any of the securities that are pledged or otherwise subject to a contingency, the occurrence of which would give another person voting power or investment power over such securities except that disclosure of standard default and similar provisions contained in loan agreements need not be included.




Item 6 – Change in Material Fact If applicable, describe any change in a material fact set out in a previous report filed by the eligible institutional investor under the early warning requirements or Part 4 in respect of the reporting issuer’s securities. Item 7 – Certification The eligible institutional investor must certify that the information is true and complete in every respect. In the case of an agent, the certification is based on the agent’s best knowledge, information and belief but the eligible institutional investor is still responsible for ensuring that the information filed by the agent is true and complete. This report must be signed by each person on whose behalf the report is filed or his authorized representative. It is an offence to submit information that, in a material respect and at the time and in the light of the circumstances in which it is submitted, is misleading or untrue.

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Certificate The certificate must state the following: I, as the eligible institutional investor, certify, or I, as the agent filing the report on behalf of the eligible institutional investor, certify to the best of my knowledge, information and belief, that the statements made in this report are true and complete in every respect. ____________________________________________________ Date ____________________________________________________ Signature ____________________________________________________ Name/Title.

15. Except in Ontario, this Instrument comes into force on May 9, 2016. In Ontario, this Instrument comes into force on the later of the following: (a) May 9, 2016; (b) the day on which sections 1, 2 and 3, subsections 4 (2) and (3), and sections 5, 7, 8 and 10 of Schedule 18 of


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ANNEX F

LOCAL MATTERS Please refer to Annex N of the version of the CSA Notice of Amendments to Take-Over Bid Regime dated February 25, 2016 published in Ontario.

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5.1.2 CSA Notice of Changes to Companion Policy 43-101CP Standards of Disclosure for Mineral Projects

CSA Notice of Changes to Companion Policy 43-101CP

Standards of Disclosure for Mineral Projects

February 25, 2016 Introduction The Canadian Securities Administrators (the CSA or we) are making changes to Companion Policy 43-101 Standards of Disclosure for Mineral Projects (the Companion Policy) (the Changes). The Changes are not material and are not being published for comment. List of Foreign Associations and Membership Designations NI 43-101 Standards of Disclosure for Mineral Projects (NI 43-101) requires that all disclosure of scientific or technical information made by an issuer must be based upon information prepared by or under the supervision of a qualified person or approved by a qualified person. A “qualified person”, as defined in NI 43-101, is required to meet several conditions including holding a specified membership designation in a professional association. In turn, a “professional association”, as defined, includes a test for what is considered an acceptable foreign association. Appendix A to the Companion Policy provides a list of the foreign associations that in our view meet all the tests in the definition of a “professional association” and the membership designations listed meet the criteria in paragraph (e) of the definition of a “qualified person” (the Tests). The Companion Policy notes that periodic updates to Appendix A will be made to reflect other professional associations and membership designations that, in our view, meet the Tests. In August 2012 and February 2013, members of Engineers Australia and Engineers New Zealand holding the designation of Chartered Professional Engineer (CPEng) were noted as having met the Tests in CSA Staff Notice 43-308 (Revised) Professional Associations under NI 43-101 Standards of Disclosure for Mineral Projects (Staff Notice 43-308). Appendix A was not updated at the time to reflect the change. At this time, we are of the view that the Russian Society of Subsoil Use Experts (OERN) with members holding the designation of Expert meet the Tests and Appendix A to the Companion Policy is being updated to reflect this. At the same time, Appendix A is being updated to add Engineers Australia and Engineers New Zealand. Changes to Appendix A are provided by way of blackline in Annex A to this notice. The Staff Notice 43-308 is being withdrawn as a result of these changes to Appendix A of the Companion Policy. List of Acceptable Foreign Codes NI 43-101 requires that disclosure of mineral resources or mineral reserves use either the Canadian Institute of Mining, Metallurgy and Petroleum Definition Standards or an “acceptable foreign code”, as defined, which includes five specific foreign codes and criteria for recognizing other acceptable foreign codes. We are of the view that the Russian Code for the Public Reporting of Exploration Results, Mineral Resources and Mineral Reserves (NAEN Code) meets the criteria for an acceptable foreign code and the Companion Policy will be changed to include Appendix A.1 listing additional acceptable foreign codes. We have also changed the guidance in paragraph 1.1(1)(b) of the Companion Policy to refer to periodic updates to the list in Appendix A.1 rather than through CSA Staff Notices. Annex B to this notice provides changes by way of blackline. The Changes come into effect on February 25, 2016. Contents of Annexes Annex A – Changes to Appendix A of the Companion Policy Annex B – Addition of Appendix A.1 of the Companion Policy

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Questions Please refer your questions to any of the following people:

Chris Collins Chief Mining Advisor, Corporate Finance British Columbia Securities Commission 604-899-6616 Toll-free 800-373-6393 [email protected]

Ian McCartney Senior Geologist, Corporate Finance British Columbia Securities Commission 604-899-6519 Toll-free 800-373-6393 [email protected]

Darin Wasylik Senior Geologist, Corporate Finance British Columbia Securities Commission 604 899-6517 Toll-free 800-373-6393 [email protected]

Craig Waldie Senior Geologist, Corporate Finance Ontario Securities Commission 416-593-8308 Toll-free 877-785-1555 [email protected]

James Whyte Senior Geologist, Corporate Finance Ontario Securities Commission 416-593-2168 Toll-free 877-785-1555 [email protected]

Luc Arsenault Géologue Autorité des marchés financiers 514-395-0337, ext. 4373 Toll-free 877-525-0337, ext. 4373 [email protected]

André Laferrière Géologue Autorité des marchés financiers 514-395-0337, ext. 4374 Toll-free 877-525-0337 ext. 4374 [email protected]

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ANNEX A

CHANGES TO APPENDIX A OF THE COMPANION POLICY Annex A shows, by way of blackline, changes approved to Appendix A of the Companion Policy. These changes become effective February 25, 2016.

Appendix A

Acceptable Foreign Associations and Membership Designations

Foreign Association Membership Designation

American Institute of Professional Geologists (AIPG) Certified Professional Geologist (CPG)

The Society for Mining, Metallurgy and Exploration, Inc. (SME)

Registered Member

Mining and Metallurgical Society of America (MMSA) Qualified Professional (QP)

Any state in the United States of America Licensed or certified as a professional engineer

European Federation of Geologists (EFG) European Geologist (EurGeol)

Institute of Geologists of Ireland (IGI) Professional Member (PGeo)

Institute of Materials, Minerals and Mining (IMMM) Professional Member (MIMMM), Fellow (FIMMM), Chartered Scientist (CSci MIMMM), or Chartered Engineer (CEng MIMMM)

Geological Society of London (GSL) Chartered Geologist (CGeol)

Australasian Institute of Mining and Metallurgy (AusIMM) Fellow (FAusIMM) or Chartered Professional Member or Fellow [MAusIMM (CP), FAusIMM (CP)]

Australian Institute of Geoscientists (AIG) Member (MAIG), Fellow (FAIG) or Registered Professional Geoscientist Member or Fellow (MAIG RPGeo, FAIG RPGeo)

The Institution of Engineers Australia1 (Engineers Australia) Chartered Professional Engineer (CPEng)

The Institution of Professional Engineers New Zealand2 (Engineers New Zealand, IPENZ)

Chartered Professional Engineer (CPEng)

Southern African Institute of Mining and Metallurgy (SAIMM) Fellow (FSAIMM)

South African Council for Natural Scientific Professions (SACNASP)

Professional Natural Scientist (Pr.Sci.Nat.)

Engineering Council of South Africa (ECSA) Professional Engineer (Pr.Eng.) or Professional Certificated Engineer (Pr.Cert.Eng.)

Comisión Calificadora de Competencias en Recursos y Reservas Mineras (Chilean Mining Commission)

Registered Member

Russian Society of Subsoil Use Experts3 (OERN) Expert

1 As of August 16, 2012. 2 As of February 21, 2013. 3 As of February 25, 2016.

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ANNEX B

CHANGES TO THE COMPANION POLICY AND ADDITION OF APPENDIX A.1 Annex B shows, by way of blackline, changes approved to the Companion Policy including the addition of Appendix A.1. These changes become effective February 25, 2016. PART 1 DEFINITIONS AND INTERPRETATION 1.1 Definitions

(1) “acceptable foreign code” – The definition of “acceptable foreign code” in the Instrument lists five internationally recognized foreign codes that govern the estimation and disclosure of mineral resources and mineral reserves. The JORC Code, PERC Code, SAMREC Code, and Certification Code use mineral resource and mineral reserve definitions and categories that are substantially the same as the CIM definitions mandated in the Instrument. These codes also use mineral resource and mineral reserve categories that are based on or consistent with the International Reporting Template, published by the Committee for Mineral Reserves International Reporting Standards (“the CRIRSCO Template”), as amended.

We think other foreign codes will generally meet the test in the definition if they

(a) have been adopted or recognized by appropriate government authorities or professional

organizations in the foreign jurisdiction; and

(b) use mineral resource and mineral reserve categories that are based on the CRIRSCO Template, and are substantially the same as the CIM definitions mandated in the Instrument, the JORC Code, the PERC Code, the SAMREC Code, and the Certification Code, as amended and supplemented.

We will publish CSA Staff Notices periodically listing the Appendix A.1 to the Policy provides a list of additional codes that we CSA members’ staff think satisfy the definition of “acceptable foreign code”. We will publish updates to the list periodically. We will also consider submissions from market participants regarding the proposed addition of foreign codes to the list. Submissions should explain the basis for concluding that the proposed foreign code meets the test in the definition and include appropriate supporting documentation.

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Appendix A.1

Additional Acceptable Foreign Codes

Russian Code for the Public Reporting of Exploration Results, Mineral Resources and Mineral Reserves4 (NAEN Code)

4 As of February 25, 2016.

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Chapter 6

Request for Comments 6.1.1 Proposed NI 94-101 Mandatory Central Counterparty Clearing of Derivatives and Proposed Companion Policy

94-101CP Mandatory Central Counterparty Clearing of Derivatives

CSA Notice and Request for Comment

Proposed National Instrument 94-101 Mandatory Central Counterparty Clearing Of Derivatives (2nd Publication)

Proposed Companion Policy 94-101CP

Mandatory Central Counterparty Clearing Of Derivatives (2nd Publication) February 24, 2016 Introduction We, the Canadian Securities Administrators (CSA), are republishing for a 90-day comment period expiring on May 24, 2016:

• Proposed National Instrument 94-101 Mandatory Central Counterparty Clearing of Derivatives (the Clearing Rule), and

• Proposed Companion Policy 94-101CP Mandatory Central Counterparty Clearing of Derivatives (the Clearing

CP). Collectively, the Clearing Rule and the Clearing CP will be referred to as the “Proposed National Instrument”. We are issuing this notice to provide interim guidance and solicit comments on the Proposed National Instrument and the determination of classes of interest rate derivatives (IRD) denominated in certain currencies as mandatory clearable derivatives. This process is part of the ongoing implementation of Canada’s commitments in relation to global over‐the‐counter (OTC) derivatives markets reforms stemming from the G20 commitments. The CSA Derivatives Committee (the Committee) has consulted and collaborated with the Bank of Canada, the Office of the Superintendent of Financial Institutions (Canada), the Department of Finance Canada, and market participants on the determination of certain classes of OTC derivatives as mandatory clearable derivatives. The Committee also continues to contribute to and follow international regulatory developments. In particular, members of the Committee work with international regulators and bodies such as the International Organization of Securities Commissions and the OTC Derivatives Regulators’ Group in the development of international standards and regulatory practices. Although a significant market in Canada, the Canadian OTC derivatives market comprises a relatively small share of the global market, and a substantial portion of transactions entered into by Canadian market participants involve foreign counterparties. The Committee endeavours to develop rules for the Canadian market that are aligned with international practices to ensure that Canadian market participants have access to the international market and are regulated in accordance with international principles. We would like to draw your attention to another publication, Proposed National Instrument 94-102 Derivatives Customer Clearing and Protection of Customer Positions and Collateral, and to the recent publication of National Instrument 24-102 Clearing Agency Requirements. These publications, and the Proposed National Instrument, each relate to central counterparty clearing and we therefore invite the public to consider these publications comprehensively.

Request for Comments

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We note that once the Proposed National Instrument is in force, the Committee intends that Ontario Securities Commission Rule 91-506 Derivatives: Product Determination, Manitoba Securities Commission Rule 91-506 Derivatives: Product Determination, Québec Regulation 91-506 respecting Derivatives Determination and the Multilateral Instrument 91-101 Derivatives: Product Determination (collectively, the Scope Rules) will apply to the Proposed National Instrument. Accordingly, in Québec, Regulation to amend Regulation 91-506 respecting Derivative Determination is published for consultation concurrently with the Proposed National Instrument. Background The members of the CSA published Draft National Instrument 94-101 Mandatory Central Counterparty Clearing of Derivatives on February 12, 2015 (the Draft National Instrument), inviting public comment on all aspects of the Draft National Instrument. Twenty-five comment letters were received. A list of those who submitted comments as well as a chart summarizing the comments received and the Committee’s responses are attached as Annex A to this Notice. Copies of the comment letters can be found on the websites of the Alberta Securities Commission, Ontario Securities Commission and Autorité des marchés financiers. Summary of Changes to the Proposed National Instrument The Committee has reviewed the comments received and made changes to the Proposed National Instrument in response. In particular, the Clearing Rule now applies only to participants that subscribe to the services of a regulated clearing agency for a mandatory clearable derivative, and their affiliated entities, as well as to local counterparties with a month-end gross notional amount of outstanding OTC derivatives above $500 000 000 000. The revised scope of application addresses concerns of market participants regarding indirect clearing. The Committee intends to reassess this scope when more market participants reasonably have access to clearing services for OTC derivatives. In addition, the non-application provision was broadened by adding the International Monetary Fund and by including entities that are guaranteed by one or more governments. Also, the interpretation of an affiliated entity was broadened by adding partnerships, and an exemption for multilateral portfolio compression exercise was added. Finally, our intent to keep Form 94-101F1 confidential has been clarified in the Clearing CP. Substance and Purpose of the Proposed National Instrument The purpose of the Clearing Rule is to propose mandatory central counterparty clearing of certain standardized OTC derivatives transactions in order to reduce systemic risk in the derivatives market and increase financial stability. The Clearing Rule is divided into two areas: (i) mandatory central counterparty clearing for certain derivatives (including proposed exemptions), and (ii) the determination of derivatives subject to mandatory central counterparty clearing (each a mandatory clearable derivative). Summary of the Clearing Rule a) Mandatory central counterparty clearing and exemptions The Clearing Rule provides that a local counterparty to a transaction in a mandatory clearable derivative must submit that transaction for clearing to a regulated clearing agency when itself and the other counterparty are one or more of the following:

(i) a participant subscribing to the services of a regulated clearing agency for a mandatory clearable derivative; (ii) an affiliated entity of a participant described in (i); (iii) a local counterparty that, together with its local affiliated entities, has an aggregate gross notional amount of

more than $500 000 000 000 in outstanding derivatives as specified under the Scope Rules, excluding intragroup transactions.

In addition to the non-application section, two exemptions are provided in the Clearing Rule. The proposed intragroup exemption applies, subject to conditions provided in the Clearing Rule, where affiliated entities or counterparties prudentially supervised on a consolidated basis enter into a transaction in a mandatory clearable derivative. A counterparty relying on the intragroup exemption must deliver Form 94-101F1 to the regulator identifying the other counterparty and the basis for relying on the exemption.


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The proposed multilateral portfolio compression exercise exemption applies, subject to the conditions listed in the Clearing Rule, when several counterparties are changing, terminating and replacing prior uncleared transactions in derivatives that were not mandatory clearable derivatives at the time the prior transactions were entered into. A counterparty relying on either exemption must document and maintain records to demonstrate its eligibility to rely on the exemption. b) Determination of mandatory clearable derivatives The Committee seeks comment on the determination as mandatory clearable derivatives of certain classes of IRD denominated in US dollars (USD), Euro (EUR), British pounds (GBP) and Canadian dollars (CAD) (collectively, the Proposed Determination). In making this Proposed Determination, the Committee has considered factors including

• information on OTC derivatives cleared by regulated clearing agencies, • markets of importance to Canadian financial stability, and • foreign central clearing mandates.

Regulated clearing agencies have notified the Committee of all the OTC derivatives or classes of OTC derivatives for which they provide clearing services. For each of these derivatives or classes of derivatives, the Committee has assessed whether it is suitable for mandatory central clearing by examining the following criteria set out in the Clearing CP:

• standardization of legal documentation and of the operational processes at the regulated clearing agency, as

measured by the use of electronic affirmation and confirmation platforms and the use of industry standard documentation and definitions;

• sufficient transaction activity and participation to absorb the risk resulting from the default of two large participants of a regulated clearing agency, as measured by the number of participants subscribing to OTC derivative services at the regulated clearing agencies;

• fair, reliable and generally accepted pricing information made available in the relevant class of derivatives by market entities providing pre- and post- trade transparency;

• sufficient liquidity in the market to allow for close out or hedging of outstanding derivatives in a default scenario of at least two participants of a regulated clearing agency, as measured by the average number of transactions and average notional transactions size daily.

We have also considered publicly available data, derivatives transaction data reported pursuant to local derivatives data reporting rules1 and foreign regulators’ proposals, including their analysis of the standardization and risk profile of the proposed mandatory clearable derivatives as well as the liquidity and characteristics of their market. International harmonization is also an important factor used by the Committee when making a determination on whether a type or class of derivative should be a mandatory clearable derivative. In the absence of broadly harmonized requirements, there may be potential for regulatory arbitrage or other distortions in market participants’ choices as to where to conduct business or book trades. The list of proposed mandatory clearable derivatives for all jurisdictions of Canada, other than Québec, is included in the Clearing Rule as Appendix A. In Québec, a list of mandatory clearable derivatives will be published in a decision from the Autorité des marchés financiers. Following the review of OTC derivatives against the criteria presented above, the Committee is proposing that the following classes of IRD be mandatory clearable derivatives:

1 Regulation 91-507 respecting Trade Repositories and Derivatives Data Reporting (Québec); Ontario Securities Commission Rule 91-507

Trade Repositories and Derivatives Data Reporting; Manitoba Securities Commission Rule 91-507 Trade Repositories and Derivatives Data Reporting; and, once implemented, Multilateral Instrument 96-101 Trade Repositories and Derivatives Data Reporting.


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Interest Rate Swaps

Type Floating index Settlementcurrency

Maturity SettlementCurrency Type

Optionality Notionaltype

Fixed-to-float CDOR CAD 28 days to 30 years

Single currency No Constant or variable

Fixed-to-float LIBOR USD 28 days to 50 years


Fixed-to-float EURIBOR EUR 28 days to 50 years


Fixed-to-float LIBOR GBP 28 days to 50 years


Basis LIBOR USD 28 days to 50 years


Basis EURIBOR EUR 28 days to 50 years


Basis LIBOR GBP 28 days to 50 years


Overnight index swap

CORRA CAD 7 days to 2 years



FedFunds USD 7 days to 30 years



EONIA EUR 7 days to 30 years



SONIA GBP 7 days to 30 years


Forward Rate Agreements

Forward rate agreement

LIBOR USD 3 days to 3 years



EURIBOR EUR 3 days to 3 years



LIBOR GBP 3 days to 3 years


In particular, IRD represent more than 80% of the gross notional amount of outstanding derivatives of local counterparties. Within IRD traded, single currency interest rate swaps (IRS) dominate. IRD are also highly standardised, thus posing minimal operational concerns for clearing unlike more complex and exotic products. There is also sufficient liquidity for clearing in IRD. IRD are not only traded by local participants, but also by local branches or affiliates of foreign participants. Furthermore, the majority of local counterparties that would be subject to the Proposed National Instrument have already begun clearing IRS on regulated clearing agencies. Our goal is to harmonise, to the greatest extent possible, the Proposed Determination across Canada and with international practices. Certain classes of IRD denominated in USD, GBP and EUR are already mandated to be cleared in the United States, in Australia beginning in April 2016, and in Europe beginning in June 2016. There is currently no central clearing mandate in any jurisdiction covering CAD IRS, although it is being assessed by some foreign jurisdictions. Considering that the market for CAD IRS involves foreign counterparties outside of our jurisdiction, the competitiveness of local counterparties subject to the Proposed National Instrument could be impacted negatively, in the absence of foreign regulators also mandating clearing of CAD IRS. The Committee is well aware of this potential impact and is seeking to harmonise implementation of the Proposed Determination with our international counterparts to minimise disadvantageous consequences. Where harmonisation is not possible, the Committee could consider delaying the determination of CAD IRS as mandatory clearable derivatives, or including a transition provision or phase-in to minimise negative consequences while potential foreign mandates are considered. For example, such a phase-in could provide that, for a certain


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period of time, CAD IRS only be mandated to be cleared when entered into by two local counterparties in any jurisdiction of Canada. Transactions involving a foreign counterparty could then be part of a second phase triggered once a foreign mandate for CAD IRS is in place. The Committee would appreciate your input on the following questions. 1. The scope of counterparties subject to the clearing requirement has been significantly scaled back since the publication

of the Draft National Instrument. In your view, is the scope in the Proposed National Instrument appropriate considering the Proposed Determination?

2. Is the Proposed Determination appropriate for the Canadian market? Please provide specific concerns relating to any

or all of the following: (i) US IRD; (ii) GBP IRD; (iii) EUR IRD; (iv) CAD IRS; (v) any other derivatives.

3. What additional risks to the market or regulated clearing agencies would result from the Proposed Determination? 4. As currently contemplated, the Proposed National Instrument and the Proposed Determination would become effective

simultaneously. Do you agree with this approach or should a transition period be provided after the Proposed National Instrument has come into force and before mandatory clearable derivatives must be cleared? Please identify significant consequences that could arise from the current approach and what length of time would be appropriate if you deem that a phase-in is necessary.

5. Please discuss any significant consequences that could arise from a determination of CAD IRS as a mandatory

clearable derivative absent a corresponding CAD IRS mandate in one or more foreign jurisdictions. 6. Are the characteristics used in Appendix A and the table above to define mandatory clearable derivatives adequate? If

not, what other variables should be considered? Anticipated Costs and Benefits of the Proposed National Instrument We believe that the impact of the Proposed National Instrument, including anticipated compliance costs for market participants, is proportional to the benefits we seek to achieve. The G20 has agreed that requiring standardised and sufficiently liquid OTC derivatives transactions to be cleared through central counterparties will result in more effective management of counterparty credit risk through multilateral netting of transactions and mutualisation of losses through a default fund. As such, central counterparty clearing of derivatives included in the Proposed Determination contributes to greater stability of our financial markets and reduced systemic risk. We recognise that counterparties will incur additional costs in order to comply with the Proposed National Instrument due to the increase in transactions that are centrally cleared. However, we note that the G20 has also committed to impose capital and collateral requirements on OTC derivative transactions that are not centrally cleared; the related costs may well exceed the costs associated with clearing OTC derivatives transactions. The intragroup and multilateral portfolio compression exemptions in the Clearing Rule will help mitigate the costs borne by counterparties as a result of the Clearing Rule. Moreover, the narrow scope of application of the Clearing Rule will provide relief for certain categories of market participants. We note that the current approach of the Clearing Rule will provide the provincial regulators time to establish a derivatives registration regime under which a category would be contemplated for larger derivatives participants who could become subject to the Clearing Rule. We will continue to monitor trade repository data to assess the characteristics of the markets for derivatives mandated to be cleared to inform whether the $500 000 000 000 threshold for an entity to be subject to mandatory clearing should be lowered and if so, what carve-outs might be appropriate for certain types of entities. With respect to the Proposed Determination, while we acknowledge that CAD IRS are systemically important to the Canadian market, as noted above, there may be potential costs associated with requiring CAD IRS to be cleared without international harmonisation. In the absence of foreign regulators also mandating clearing of CAD IRS, local counterparties subject to the Proposed National Instrument could be impacted negatively if foreign counterparties withdraw from the market and reduced the


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ability of local counterparties to hedge their risks. This risk is particularly relevant to the cleared CAD IRS market where approximately half of all outstanding positions are cleared by foreign clearing members. Content of Annexes The following annexes form part of this CSA Notice:

• Annex A – Summary of Comments and List of Commenters;

• Annex B – Proposed National Instrument 94-101 Mandatory Central Counterparty Clearing of Derivatives; and

• Annex C – Proposed Companion Policy 94-101CP Mandatory Central Counterparty Clearing of Derivatives. Request for Comments Please provide your comments in writing by May 24, 2016. We cannot keep submissions confidential because securities legislation in certain provinces requires publication of a summary of the written comments received during the comment period. In addition, all comments received will be posted on the websites of each of the Alberta Securities Commission at www.albertasecurities.com, the Autorité des marchés financiers at www.lautorite.qc.ca and the Ontario Securities Commission at www.osc.gov.on.ca. Therefore, you should not include personal information directly in comments to be published. It is important that you state on whose behalf you are making the submission. Thank you in advance for your comments. Please address your comments to each of the following: Alberta Securities Commission Autorité des marchés financiers British Columbia Securities Commission Financial and Consumer Services Commission (New Brunswick) Financial and Consumer Affairs Authority of Saskatchewan Manitoba Securities Commission Nova Scotia Securities Commission Nunavut Securities Office Ontario Securities Commission Office of the Superintendent of Securities, Newfoundland and Labrador Office of the Superintendent of Securities, Northwest Territories Office of the Yukon Superintendent of Securities Superintendent of Securities, Department of Justice and Public Safety, Prince Edward Island Please send your comments only to the following addresses. Your comments will be forwarded to the remaining jurisdictions: Me Anne-Marie Beaudoin Corporate Secretary Autorité des marchés financiers 800, square Victoria, 22e étage C.P. 246, tour de la Bourse Montréal (Québec) H4Z 1G3 Fax: 514 864-6381 [email protected]

Josée Turcotte Secretary Ontario Securities Commission 20 Queen Street West Suite 1900, Box 55 Toronto, Ontario M5H 3S8 Fax: 416 593-2318 [email protected]

Questions Please refer your questions to any of the following: Derek West Co-Chairman, CSA Derivatives Committee Senior Director, Derivatives Oversight Autorité des marchés financiers 514 395-0337, ext. 4491 [email protected]

Kevin Fine Co-Chairman, CSA Derivatives Committee Director, Derivatives Branch Ontario Securities Commission 416 593-8109 [email protected]


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Paula White Deputy Director, Compliance and Oversight Manitoba Securities Commission 204 945-5195 [email protected]

Martin McGregor Legal Counsel, Corporate Finance Alberta Securities Commission 403 355-2804 [email protected]

Michael Brady Manager, Derivatives British Columbia Securities Commission 604 899-6561 [email protected]

Abel Lazarus Senior Securities Analyst Nova Scotia Securities Commission 902 424-6859 [email protected]

Wendy Morgan Senior Legal Counsel Financial and Consumer Services Commission (New Brunswick) 506 643-7202 [email protected]


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ANNEX A

COMMENT SUMMARY AND CSA RESPONSES

Section Reference Issue/Comment Response

General Comment A commenter suggested that the rule use a more principles-based approach.

No change. A clearing requirement is necessary to ensure the objective of enhancing central clearing is accomplished.

S. 1 – Definitions A commenter requested that we define derivative to be harmonized with Proposed Multilateral Instrument 96-101 Trade Repositories and Derivatives Data Reporting.

Change made. An application section was added to explain that derivative has the same meaning as in securities legislation and the local Rule 91-506 Derivatives: Product Determination and Proposed Multilateral Instrument 91-101 Derivatives: Product Determination.

S. 1 – Definitions: Financial entity

Several commenters pointed out that, until there is a registration regime in place, it would be difficult for a participant to determine if it is a financial entity or not.

Change made. The definition of “financial entity” was removed since the distinction between a financial and non-financial entity was solely for the purpose of the end-user exemption which was deleted.

S.1 – Definitions: Local counterparty

A number of commenters requested additional guidance on concepts such as “head office”, “principal place of business” and “affiliate”.

Partial change. We note that the interpretation of “affiliated entity” was changed to harmonize with other Canadian derivatives rules. The other concepts are commonly used terms with judicially considered definitions.

A few commenters asked what is meant by “responsible for the liabilities of that affiliated party”.

Change made. The Clearing Rule now specifies that the responsibility is for all or substantially all the liabilities of the affiliated entity.

S.1 – Definitions: Mandatory Clearable Derivatives

A commenter requested that the definition should be harmonized across Canada and internationally.

No change. Although the definition provides that mandatory clearable derivatives will be determined in a decision in Québec, while other jurisdictions of Canada will list them in Appendix A of the Clearing Rule, the intent of the Committee is to harmonize the determinations across Canada. When proposing mandatory clearable derivatives, the Committee intends to take into account whether the derivatives are mandated to be cleared in foreign jurisdictions.

S.1 – Definitions: Regulated clearing agency

A commenter suggested that the definition be restricted to a person or company that acts as a central counterparty.

The Clearing CP now explains that a regulated clearing agency acts as a central counterparty.

Former S.3 – Interpretation of the term affiliated entity

Two commenters opined that definitions should be the same across rules. Another commenter requested that partnerships and unincorporated entities be included in the definition.

Change made. We included a broader definition of affiliated entity that includes partnerships and trusts for greater harmonization with other derivatives rules.

Former S. 4 – Interpretation of hedging

Many commenters expressed the need for clarification regarding the meaning of “speculating”, the “intent to reduce risk”, the “list of risks” and the “normal course of business”.

This section was deleted since non-financial entities are no longer required to clear their transactions unless they fall into the scope of revised subsection 3(1).

Former S. 5 – Duty to clear

A few commenters highlighted the difficulties relating to access to clearing for certain market participants. Many commenters requested an exemption or an exclusion from the scope of the duty to clear for smaller financial entities or non-systemic entities such as pension schemes.

Change made. See revised subsection 3(1) where the scope of the duty to clear was narrowed to capture only the largest entities, and those with direct access to a regulated clearing agency.

A commenter expressed the concern that the Clearing Rule would not provide for situations where a local counterparty accesses a regulated clearing agency directly without being a clearing member.

Change made. The definition of “participant” referring to a person or company in a contractual relationship with a regulated clearing agency and bound by its rules has been added to the Clearing Rule.

A commenter proposed to extend the clearing requirement to foreign entities whose transactions

No change. We note that, although the obligation to clear rests on local counterparties, a transaction with


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have a direct, substantial and foreseeable effect in Canada or are aimed at evading the clearing requirement.

a foreign counterparty must be cleared if the foreign counterparty is also subject to subsection 3(1).

Three commenters were concerned about the lack of substituted compliance within Canada and with foreign jurisdictions available for a counterparty subject to the duty to clear in more than one jurisdiction.

Partial change. Regarding substituted compliance within Canada, Alberta, New Brunswick and Nova Scotia were added to the list of jurisdictions which provide substituted compliance where a transaction is cleared at a clearing agency regulated in any jurisdiction of Canada. It is the Committee’s view that an application for exemptive relief may be made in a local jurisdiction that do not provide substituted compliance. With regard to equivalence with foreign jurisdictions, we note that only local counterparties under paragraph (b) of that definition should benefit from substituted compliance, since the Clearing Rule would only apply when there is a local counterparty in scope involved in the transaction if the Clearing Rule is the stricter rule applicable to the transaction.

A commenter submitted that the requirement to submit transactions for clearing before the end of the day of execution is too short since it does not allow the overnight file transfer and could impact liquidity.

No change. We note that this requirement is consistent with foreign regulation.

Former S. 6 – Non-application

Several commenters expressed their concern that this section confers an advantage to crown corporations over their competitors. Some commenters added that the non-application section should provide objective criteria.

No change. We note that the regulators retain the right to modify the applicability of all exemptions.

Two commenters requested that the non-application section be available for entities wholly-owned by or acting as agent for the government and who do not benefit from a guarantee of its obligations by that government.

No change. The non-application section includes a crown corporation for which the government where the crown corporation was constituted is responsible for all or substantially all of the crown corporation’s liabilities. We note that crown corporations are not required to clear their transactions unless they fall into the scope of revised subsection 3(1).

A commenter suggested adding the International Monetary Fund to the list of entities.

Change made. The International Monetary Fund was added to the non-application section. We note that the non-application section has not been extended to recognize other supra-national agencies. The Committee anticipates exemption requests would be sent to regulators as required.

A commenter suggested that former section 6 apply to a financial entity that is wholly owned by one or more government(s) as long as all or substantially all the liabilities of the entity are guaranteed by one or more of that or these government(s). It was also noted that a government of a foreign jurisdiction in former paragraph 6(a) should include both sovereign and subsovereign governments.

Change made. The language in the non-application section has been adapted to include entities wholly-owned by more than one government. The Clearing CP now includes guidance on the interpretation of a foreign government.

Former Part 3 - Exemptions

A commenter suggested that an exemption should be available for a transaction resulting from a multilateral portfolio compression exercise where the previous transactions were not cleared and were entered into prior to the effective date of the clearing requirement for the derivative.

Change made. An exemption was added in section 8 of the Clearing Rule for certain transactions resulting from a multilateral portfolio compression exercise.

Former S. 9 – End-user exemption

Many commenters requested that the exemption be broadened to be available for small financial entities, pension funds and property and casualty insurers. Three commenters believed this exemption should be available to a registrant hedging the risk of a non-financial affiliated entity.

This section was deleted in consideration of the new scope of application.


February 25, 2016

(2016), 39 OSCB 1806

Former S. 10 – Intragroup exemption

Many commenters thought that the intragroup exemption should be available for entities that are not prudentially supervised on a consolidated basis or that do not have consolidated financial statements.

No change. The Committee notes that the approach used in the Clearing Rule is harmonized with exemptions found in foreign regulations.

A commenter asked that financial statements using Canadian or U.S. GAAP or GAAP of the local jurisdiction be allowed.

No change. The Committee notes that Canadian and U.S. GAAP are included in National Instrument 52-107 Acceptable Accounting Principles and Auditing Standards.

Two commenters expressed the need for clarification as to the agreement between the affiliated entities.

No change. The Committee notes that the requirement that the counterparties agree to rely on the exemption provides sufficient flexibility for them to choose in which form to express their intent to rely on the exemption.

Four commenters asked for clarification on the level of detail of the written agreement required and whether written confirmations are required for each transaction.

No change. The Committee notes that the written agreement required provides flexibility.

A commenter urged that former subsection 10(3) include “or cause to be submitted” to allow a counterparty that centralizes its compliance and reporting functions to another entity to submit the form through this entity.

Change made. See revised subsection 7(2) where “or cause to be delivered” was added.

A commenter requested clarification regarding whether Form 94-101F1 should be submitted for every transaction between two affiliated entities.

Change made. See revised subsection 7(2). We are of the view that Form 94-101F1 must be delivered only once per pair of counterparties to be valid for all transactions between the pair.

A commenter suggested the elimination of a form filing requirement.

No change. The Committee notes that regulators could review filed Forms 94-101F1 to determine whether the exemption was properly relied on.

A commenter proposed that a corporate group be permitted to file only one Form 94-101F1.

No change. We note that the exemption is available on a bilateral basis and not on a group basis.

Two commenters proposed that Form 94-101F1 be submitted to a trade repository. A commenter suggested that only one regulator should receive the form and share it with the other regulators.

No change. The regulators do not have arrangements in place with trade repositories regarding the Clearing Rule. The Committee notes that there is no agreement in place between regulators for sharing the information received on Form 94-101F1. Furthermore, it is the Committee’s view that it would not be overly burdensome for market participants to send the same form to several regulators.

Former S. 11 – Recordkeeping

Some commenters sought clarification on the requirements for the end-user exemption regarding factual representations and documentation on a portfolio level.

The end-user exemption and related requirements were deleted.

Former S. 12 – Submission of information on clearing services for derivatives by a regulated clearing agency

Two commenters asked about the authority to make top-down determinations.

Change made. See revised sections 10 and 12 of the Clearing CP that discuss top-down determinations.

Former S. 13 – Other exemption

A commenter requested clarification on the impact of the clearing requirement on a market participant who submitted an application for an exemption.

No change. We believe that market participants will have sufficient time ahead of a determination to submit an application for a discretionary exemption. However, a transition period was added to section 3.

Former S. 14 – Transition – regulated clearing agency filing requirement

A commenter proposed that products already offered for clearing by a clearing agency be presumed eligible for clearing.

No change. It is the Committee’s view that the information required in Form 94-101F2 is an important element for regulators in making or proposing a determination as to which derivatives should be mandatory clearable derivatives.


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(2016), 39 OSCB 1807

Form 94-101F1 A commenter requested that Form 94-101F1 be kept confidential

Change made. The Clearing CP includes a provision about the confidentiality of this form.

Form 94-101F2 A commenter requested that regulated clearing agencies provide specific information on the end-to-end testing conducted with its participants.

No change. We note that the information requested from regulated clearing agencies is only one part of the determination process which considers multiple factors as set out in the notice.

Appendix A – Mandatory clearable derivatives

Determination Many commenters provided their insight on which types of derivatives should or should not be mandatory clearable derivatives. Several commenters suggested that the process for the determination of mandatory clearable derivatives should be harmonized with international standards and across all jurisdictions of Canada. Two commenters asked that the list of mandatory clearable derivatives be kept in one place. Some commenters also suggested that mandatory clearable derivatives and derivatives excluded from the scope should be harmonized with foreign jurisdictions.

No change. It is the Committee’s intention that the mandatory clearable derivatives will not include derivatives that are outside the scope of the Scope Rule. Other than in Québec, all mandatory clearable derivatives will be listed in Appendix A to the Clearing Rule. In Québec, the same mandatory clearable derivatives would be determined in a decision by the Autorité des marchés financiers. The timing for implementation of each determination will be aligned across all jurisdictions of Canada. It is the Committee’s view that foreign determinations of derivatives mandated to be cleared are important criteria when determining what derivatives should be a mandatory clearable derivative under the Clearing Rule.

Consultation Many commenters requested that either the Clearing Rule or the Clearing CP contain a statement to insure that the regulators will seek public comment prior to determining a mandatory clearable derivative. A commenter suggested that the determinations follow a simplified approach that does not follow the full rulemaking process and that is harmonized in all jurisdictions of Canada.

No change. Any subsequent determinations of a mandatory clearable derivative will require that Appendix A of the Clearing Rule be amended to include the new derivative or class of derivatives. In some jurisdictions of Canada, such an amendment would be a material change requiring a public consultation. Since the Clearing Rule is a national instrument, every jurisdiction of Canada would align with the longest public consultation period. It is the Committee’s view that the public consultation required to make an amendment will allow sufficient time for market participants to comment and prepare for the new clearing requirements.

Timing A commenter was concerned that a derivative would be determined a mandatory clearable derivative before mutual recognition across Canada and substituted compliance are provided. Another commenter raised the concern that no timing is provided for when determinations are made which makes it difficult for market participants to predict when they can expect a determination to be published. Several commenters mentioned that the clearing requirement should not become effective until the registration regime for OTC derivatives is finalized.

No change. We note that the regulators intend to adopt a “stricter rule applies” principle in the case of cross-border discrepancies. As a result, when a foreign counterparty transacts with a local counterparty in a derivative that is subject to mandatory clearing under the Clearing Rule, the transaction must be cleared even if an exemption exists in the foreign counterparty’s jurisdiction. We also note that the Committee continues to monitor the development of cross-border guidance with respect to substituted compliance on clearing requirements. Considering the changes to the Clearing Rule, qualification as a registrant is no longer a criteria.

Phase-in A few commenters provided comments on the phase-in approach and which market participants should be caught and when.

The phase-in approach was deleted as client clearing services are not readily available yet. We intend to monitor the situation and reassess in the future whether the application of the Clearing Rule should be made broader.


February 25, 2016

(2016), 39 OSCB 1808

List of Commenters

1. ATCO Power Canada Ltd.

2. Canadian Advocacy Council

3. Capital Power Corporation

4. Canadian Commercial Energy Working Group

5. Canadian Market Infrastructure Committee

6. Canadian Life and Health Insurance Association Inc.

7. Canadian Pension Fund Managers

8. Central 1 Credit Union

9. CLS Bank International

10. Concentra Financial Services Association

11. Dentons Canada LLP

12. Enbridge, Inc.

13. Global Foreign Exchange Division, GFMA

14. Investment Industry Association of Canada

15. Insurance Bureau of Canada

16. International Energy Credit Association

17. International Swaps and Derivatives Association, Inc.

18. KFW Bankengruppe

19. LCH.Clearnet Group Limited

20. Pension Investment Association of Canada

21. SaskEnergy Incorporated

22. TMX Group Limited

23. TransCanada Corporation

24. TriOptima AB

25. Western Union Business Solutions


February 25, 2016

(2016), 39 OSCB 1809

ANNEX B

PROPOSED NATIONAL INSTRUMENT 94-101 MANDATORY CENTRAL COUNTERPARTY CLEARING OF DERIVATIVES

PART 1

DEFINITIONS AND INTERPRETATION Definitions and interpretation 1. (1) In this Instrument

“local counterparty” means a counterparty to a transaction if, at the time of execution of the transaction, either of the following applies: (a) the counterparty is a person or company, other than an individual, to which one or more of the following apply:

(i) it is organized under the laws of the local jurisdiction; (ii) its head office is in the local jurisdiction; (iii) its principal place of business is in the local jurisdiction;

(b) the counterparty is an affiliated entity of a person or company referred to in paragraph (a) and the person or

company is responsible for all or substantially all the liabilities of the counterparty; “mandatory clearable derivative” means a derivative or class of derivatives that is offered for clearing at a regulated clearing agency and is (a) except in Québec, listed in Appendix A, and (b) in Québec, determined by the Autorité des marchés financiers to be subject to mandatory central counterparty

clearing; “participant” means a person or company that has entered into an agreement with a regulated clearing agency to access the services of the regulated clearing agency and is bound by the regulated clearing agency’s rules and procedures; “regulated clearing agency” means (a) in British Columbia, Manitoba, Ontario and Saskatchewan, a person or company recognized or exempted

from recognition as a clearing agency in the local jurisdiction, (b) in Québec, a person recognized or exempted from recognition as a clearing house, and (c) in Alberta, New Brunswick, Newfoundland and Labrador, the Northwest Territories, Nova Scotia, Nunavut,

Prince Edward Island and Yukon, a person or company recognized or exempted from recognition as a clearing agency or clearing house pursuant to the securities legislation of any jurisdiction of Canada;

“transaction” means any of the following: (a) entering into, making a material amendment to, assigning, selling or otherwise acquiring or disposing of a

derivative; (b) a novation of a derivative, other than a novation resulting from submitting the derivative to a regulated clearing

agency.

(2) In this Instrument, a person or company is an affiliated entity of another person or company if one of them controls the other or each of them is controlled by the same person or company.

(3) In this instrument, a person or company (the first party) is considered to control another person or company (the

second party) if any of the following apply:


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(2016), 39 OSCB 1810

(a) the first party beneficially owns or directly or indirectly exercises control or direction over securities of the second party carrying votes which, if exercised, would entitle the first party to elect a majority of the directors of the second party unless the first party holds the voting securities only to secure an obligation;

(b) the second party is a partnership, other than a limited partnership, and the first party holds more than 50% of

the interests of the partnership; (c) the second party is a limited partnership and the general partner of the limited partnership is the first party.

Application 2. (1) This Instrument applies to:

(a) in Manitoba, a derivative as prescribed in Manitoba Securities Commission Rule 91-506 Derivatives: Product Determination;

(b) in Ontario, a derivative as prescribed in Ontario Securities Commission Rule 91-506 Derivatives: Product

Determination; (c) in Québec, a derivative specified in Regulation 91-506 respecting derivatives determination.

(2) In Alberta, British Columbia, New Brunswick, Newfoundland and Labrador, the Northwest Territories, Nova Scotia, Nunavut, Prince Edward Island, Saskatchewan and Yukon, in this Instrument, each reference to a “derivative” is a reference to a specified derivative as defined in Multilateral Instrument 91-101 Derivatives: Product Determination.

PART 2

MANDATORY CENTRAL COUNTERPARTY CLEARING Duty to submit for clearing 3. (1) A local counterparty to a transaction in a mandatory clearable derivative must submit, or cause to be submitted, the

transaction for clearing to a regulated clearing agency that provides clearing services in respect of the mandatory clearable derivative if one or more of the following applies to each counterparty to the transaction: (a) it is a participant of a regulated clearing agency that offers clearing services in respect of the mandatory

clearable derivative and it subscribes for clearing services for the class of derivative to which the mandatory clearable derivative belongs;

(b) it is an affiliated entity of a participant referred to in paragraph (a); (c) it is a local counterparty in any jurisdiction of Canada that has or has had a month-end gross notional amount

under all outstanding derivatives, of the local counterparty and each affiliated entity that is a local counterparty in any jurisdiction of Canada, exceeding $500 000 000 000 after excluding transactions to which section 7 applies.

(2) Unless subsection (3) applies, a local counterparty must submit a transaction for clearing under subsection (1) no later

than (a) if the transaction is executed during the business hours of the regulated clearing agency, the end of the day of

execution, or (b) if the transaction is executed after the business hours of the regulated clearing agency, the end of the next

business day.

(3) A local counterparty that exceeds the month-end outstanding gross notional amount specified in paragraph (1)(c) is not required to comply with subsection (1) until the 90th day after the end of the month in which the amount was first exceeded unless paragraphs (1)(a) or (b) apply.

(4) A local counterparty required to submit a transaction for clearing under subsection (1) must submit the transaction in

accordance with the rules of the regulated clearing agency, as amended from time to time.


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(2016), 39 OSCB 1811

(5) A local counterparty that is a local counterparty solely pursuant to paragraph (b) of the definition of “local counterparty” satisfies subsection (1) if the transaction is submitted for clearing in accordance with the laws of a foreign jurisdiction that (a) except in Québec, is listed in Appendix B, and (b) in Québec, appears on a list determined by the Autorité des marchés financiers.

Notice of rejection 4. If a regulated clearing agency rejects a transaction in a mandatory clearable derivative submitted to it for clearing, the

regulated clearing agency must immediately notify each local counterparty to the transaction. Public disclosure of clearable and mandatory clearable derivatives 5. A regulated clearing agency must maintain a website on which it discloses a list, which must be accessible to the public

at no cost, of all derivatives or classes of derivatives for which it provides clearing services and, for each derivative or class of derivatives listed, identify whether it is a mandatory clearable derivative.

PART 3

EXEMPTIONS FROM MANDATORY CENTRAL COUNTERPARTY CLEARING Non-application 6. The following counterparties are excluded from the application of this Instrument:

(a) the government of Canada, the government of a jurisdiction of Canada or the government of a foreign jurisdiction;

(b) a crown corporation for which the government of the jurisdiction where the crown corporation was constituted

is responsible for all or substantially all the liabilities; (c) an entity wholly owned by one or more governments, referred to in paragraph (a), that are responsible for all

or substantially all the liabilities of the entity; (d) the Bank of Canada or a central bank of a foreign jurisdiction; (e) the Bank for International Settlements; (f) the International Monetary Fund.

Intragroup exemption 7. (1) Despite any other section of this Instrument, a local counterparty is under no obligation to clear a transaction in a

mandatory clearable derivative if all of the following apply: (a) the transaction is between either of the following:

(i) two counterparties that are prudentially supervised on a consolidated basis; (ii) a counterparty and its affiliated entity if the financial statements for the counterparty and the affiliated

entity are prepared on a consolidated basis in accordance with “accounting principles” as defined in the National Instrument 52-107 Acceptable Accounting Principles and Auditing Standards;

(b) both counterparties to the transaction agree to rely on this exemption; (c) the transaction is subject to centralized risk evaluation, measurement and control procedures reasonably

designed to identify and manage risks; (d) there is a written agreement between the counterparties setting out the terms of the transaction between the

counterparties.


February 25, 2016

(2016), 39 OSCB 1812

(2) No later than the 30th day after a local counterparty first relies on subsection (1) with each affiliated entity, the local counterparty must deliver or cause to be delivered to the regulator, in an electronic format, a completed Form 94-101F1 Intragroup Exemption.

(3) No later than the 10th day after a local counterparty becomes aware that the information in a previously delivered Form

94-101F1 Intragroup Exemption is no longer accurate, the local counterparty must deliver to the regulator, in an electronic format, an amended Form 94-101F1 Intragroup Exemption.

Multilateral portfolio compression exemption 8. Despite any other section of this Instrument, a local counterparty to a mandatory clearable derivative resulting from a

multilateral portfolio compression exercise is under no obligation to clear the resulting transaction if all of the following apply: (a) the resulting transaction is entered into as a result of more than two counterparties changing or terminating

and replacing prior transactions; (b) the prior transactions do not include a transaction entered into after the effective date on which the derivative

or class of derivatives became a mandatory clearable derivative; (c) the prior transactions were not cleared by a regulated clearing agency; (d) the resulting transaction is entered into by the same counterparties as the prior transactions; (e) the multilateral portfolio compression exercise is conducted by a third-party provider.

Recordkeeping 9. (1) A local counterparty to a transaction that relies on section 7 or section 8 must keep records demonstrating that the

conditions referred to in those sections, as applicable, were satisfied. (2) The records required to be maintained under subsection (1) must be

(a) kept in a safe location and in a durable form, (b) provided to the regulator within a reasonable time following request, (c) except in Manitoba, kept for a period of 7 years following the date on which the transaction expires or

terminates, and (d) in Manitoba, kept for a period of 8 years following the date on which the transaction expires or terminates.

PART 4 MANDATORY CLEARABLE DERIVATIVES

Submission of information on clearing services for derivatives by a regulated clearing agency 10. No later than the 10th day after a regulated clearing agency first provides or offers clearing services for a derivative or

class of derivatives, the regulated clearing agency must deliver to the regulator, in an electronic format, a completed Form 94-101F2 Derivatives Clearing Services, identifying the derivative or class of derivatives.

PART 5

EXEMPTION Exemption 11. (1) The regulator or the securities regulatory authority may grant an exemption to this Instrument, in whole or in part,

subject to such conditions or restrictions as may be imposed in the exemption. (2) Despite subsection (1), in Ontario, only the regulator may grant an exemption. (3) Except in Alberta and Ontario, an exemption referred to in subsection (1) is granted under the statute referred to in

Appendix B of National Instrument 14-101 Definitions opposite the name of the local jurisdiction.


February 25, 2016

(2016), 39 OSCB 1813

PART 6 TRANSITION AND EFFECTIVE DATE

Transition – regulated clearing agency filing requirement 12. No later than the 30th day after the coming into force of this Instrument, a regulated clearing agency must deliver to the

regulator, in an electronic format, a completed Form 94-101F2 Derivatives Clearing Services, identifying all derivatives or classes of derivatives for which it provides clearing services as of the date of the coming into force of this Instrument.

Effective date 13. This Instrument comes into force on [insert date].


February 25, 2016

(2016), 39 OSCB 1814

APPENDIX A

MANDATORY CLEARABLE DERIVATIVES Interest Rate Swaps

Type Floating index Settlement currency

Maturity Settlement Currency Type

Optionality Notional type

Fixed-to-float CDOR CAD 28 days to 30 years


Fixed-to-float LIBOR USD 28 days to 50 years


Fixed-to-float EURIBOR EUR 28 days to 50 years


Fixed-to-float LIBOR GBP 28 days to 50 years


Basis LIBOR USD 28 days to 50 years


Basis EURIBOR EUR 28 days to 50 years


Basis LIBOR GBP 28 days to 50 years



CORRA CAD 7 days to 2 years



FedFunds USD 7 days to 30 years



EONIA EUR 7 days to 30 years



SONIA GBP 7 days to 30 years


Forward Rate Agreements


LIBOR USD 3 days to 3 years



EURIBOR EUR 3 days to 3 years



LIBOR GBP 3 days to 3 years



February 25, 2016

(2016), 39 OSCB 1815

APPENDIX B

EQUIVALENT CLEARING LAWS OF FOREIGN JURISDICTIONS PURSUANT TO PARAGRAPH 3(5)(a)

Jurisdiction Law, Regulation and/or Instrument


February 25, 2016

(2016), 39 OSCB 1816

FORM 94-101F1 INTRAGROUP EXEMPTION

Type of Filing: INITIAL AMENDMENT Section 1 – Information on the counterparty delivering this Form 1. Provide the following information with respect to the counterparty delivering this Form for a transaction:

Full legal name: Name under which it conducts business, if different: Head office: Address: Mailing address (if different): Telephone: Website: Contact employee: Name and title: Telephone: E-mail: Other offices: Address: Telephone: Email: Canadian counsel (if applicable) Firm name: Contact name: Telephone: E-mail:

2. In addition to providing the information required in item 1, if this Form is delivered for the purpose of reporting a name

change on behalf of the counterparty referred to in item 1, provide the following information: Previous full legal name: Previous name under which the counterparty conducts business:

Section 2 – Combined notification on behalf of other counterparties within the group to which the counterparty delivering this Form belongs 1. Provide a statement confirming that both counterparties to each transaction to which this Form relates agree to rely on

the exemption in section 7 of the Instrument and describe how the counterparties comply with paragraph 7(1)(a). 2. Provide a statement confirming that each transaction between the pair of counterparties to which this Form relates is

subject to centralized risk evaluation, measurement and control procedures reasonably designed to identify and manage risks. Describe those procedures.

3. State the legal entity identifier of both counterparties to each transaction to which this Form relates in the same manner

as required under securities legislation. 4. For each transaction between the pair of counterparties to which this Form relates, describe the ownership and control

structure of the counterparties. 5. For each transaction between the pair of counterparties to which this Form relates, state whether there is a written

agreement setting out the terms of the transaction and, if so, state the date of the agreement and the signatories to the agreement and describe the agreement.


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(2016), 39 OSCB 1817

Section 3 – Certification I certify that I am authorised to deliver this Form on behalf of the counterparty delivering this Form and, where applicable, on behalf of the other counterparties listed above in Section 2 and that the information in this Form is true and correct. DATED at ____________ this ________ day of _________________, 20____ ________________________________________________________ (Print name of authorized person) ________________________________________________________ (Print title of authorized person) ________________________________________________________ (Signature of authorized person) _________________________________ (Email) _________________________________ (Phone number) Instructions: Deliver this form to the regulator in the local jurisdiction as follows: [Insert names of each jurisdiction and email or other address by which submission is to be made.]


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(2016), 39 OSCB 1818

FORM 94-101F2 DERIVATIVES CLEARING SERVICES

Type of Filing: INITIAL AMENDMENT Section 1 – Regulated clearing agency information 1. Full name of regulated clearing agency: 2. Contact information of person authorized to deliver this form:

Name and title: Telephone: E-mail:

Section 2 – Description of derivatives 1. Identify each derivative or class of derivatives for which the regulated clearing agency provides clearing services, for

which a Form 94-101F2 has not previously been delivered. 2. For each derivative or class of derivatives referred to in item 1, describe all significant attributes of the derivative or

class of derivative including

(a) the standard practices for managing any life-cycle events, as defined in the securities legislation, associated with the derivative or class of derivative,

(b) the extent to which the transaction is electronically confirmable, (c) the degree of standardization of the contractual terms and operational processes, (d) the market for the derivative or class of derivatives, including its participants, and (e) data supporting the availability of pricing and liquidity of the derivative or class of derivatives within Canada

and internationally. 3. Describe the impact of providing clearing services for each derivative or class of derivatives referred to in item 1 on the

regulated clearing agency’s risk management framework and financial resources, including the protection of the regulated clearing agency upon the default of a participant and the effect of such a default on the other participants.

4. Describe the extent to which the regulated clearing agency would face difficulties complying with its regulatory

obligations should the regulator or securities regulatory authority determine any derivative or class of derivatives referred to in item 1 to be a mandatory clearable derivative.

5. Describe the clearing services provided for each derivative or class of derivatives referred to in item 1. 6. If applicable, attach a copy of any notice the regulated clearing agency provided to its participants for consultation in

connection with the launch of the clearing service for a derivative or class of derivative referred to in item 1 and a summary of any concerns received in response to any such notice.

Section 3 – Certification

CERTIFICATE OF REGULATED CLEARING AGENCY

I certify that I am authorized to deliver this form on behalf of the regulated clearing agency named below and that the information in this form is true and correct. DATED at ____________ this ________ day of _________________, 20____ ________________________________________________________ (Print name of regulated clearing agency)


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(2016), 39 OSCB 1819

________________________________________________________ (Print name of authorized person) ________________________________________________________ (Print title of authorized person) ________________________________________________________ (Signature of authorized person) Instructions: Deliver this form to the regulator in the local jurisdiction as follows: [Insert names of each jurisdiction and email or other address by which submission is to be made.]


February 25, 2016

(2016), 39 OSCB 1820

ANNEX C

PROPOSED COMPANION POLICY 94-101CP MANDATORY CENTRAL COUNTERPARTY CLEARING OF DERIVATIVES

GENERAL COMMENTS

Introduction This Companion Policy sets out how the Canadian Securities Administrators (the “CSA” or “we”) interpret or apply the provisions of National Instrument 94-101 Mandatory Central Counterparty Clearing of Derivatives (“NI 94-101” or the “Instrument”) and related securities legislation. The numbering of Parts and sections in this Companion Policy correspond to the numbering in NI 94-101. Any specific guidance on sections in NI 94-101 appears immediately after the section heading. If there is no guidance for a section, the numbering in this Companion Policy will skip to the next provision that does have guidance.

SPECIFIC COMMENTS Unless defined in NI 94-101 or explained in this Companion Policy, terms used in NI 94-101 and in this Companion Policy have the meaning given to them in the securities legislation of each jurisdiction including National Instrument 14-101 Definitions. In this Companion Policy, “Product Determination Rule” means,

in Alberta, British Columbia, New Brunswick, Newfoundland and Labrador, the Northwest Territories, Nova Scotia, Nunavut, Prince Edward Island, Saskatchewan and Yukon, Multilateral Instrument 91-101 Derivatives: Product Determination, in Manitoba, Manitoba Securities Commission Rule 91-506 Derivatives: Product Determination, in Ontario, Ontario Securities Commission Rule 91-506 Derivatives: Product Determination, and in Québec, Regulation 91-506 respecting Derivatives Determination.

In this Companion Policy, “TR Instrument” means, in Alberta, British Columbia, New Brunswick, Newfoundland and Labrador, the Northwest Territories, Nova Scotia, Nunavut, Prince Edward Island, Saskatchewan and Yukon, Multilateral Instrument 96-101 Trade Repositories and Derivatives Data Reporting, in Manitoba, Manitoba Securities Commission Rule 91-507 Trade Repositories and Derivatives Data Reporting, in Ontario, Ontario Securities Commission Rule 91-507 Trade Repositories and Derivatives Data Reporting, and in Québec, Regulation 91-507 respecting Trade Repositories and Derivatives Data Reporting.

PART 1

DEFINITIONS AND INTERPRETATION

Definitions and interpretation 1. (1) This Instrument defines “regulated clearing agency”. It is intended that only a regulated clearing agency that acts as a central counterparty for over-the-counter derivatives be subject to the Instrument. The purpose of paragraph (c) of this definition is to allow a transaction in a mandatory clearable derivative involving a local counterparty in one of the listed jurisdictions to be submitted to a clearing agency that is not yet recognized or exempted in the local jurisdiction. Paragraph (c) does not supersede any provisions of the securities legislation of the local jurisdiction with respect to any recognition requirements for a person or company that is carrying on the business of a clearing agency in the local jurisdiction. The Instrument uses the term “transaction” rather than the term “trade” in part to reflect that “trade” is defined in the securities legislation of some jurisdictions as including the termination of a derivative. We do not think the termination of a derivative should trigger a requirement to submit the derivative for central clearing. Similarly, the definition of transaction in NI 94-101 excludes a novation resulting from the submission of a transaction to a regulated clearing agency as this is already a cleared


February 25, 2016

(2016), 39 OSCB 1821

transaction. Finally, the definition of “transaction” is not the same as the definition found in the TR Instrument as the latter does not include a material amendment since the TR Instrument expressly provides that an amendment must be reported. In the definition of “transaction”, the term “material amendment” should be considered in light of the fact that only new transactions will be subject to mandatory central counterparty clearing under NI 94-101. If a derivative that existed prior to the coming into force of NI 94-101 is materially amended after NI 94-101 is effective, that amendment will trigger the mandatory clearing requirement if applicable. A material amendment is one that changes information that would reasonably be expected to have a significant effect on the derivative’s attributes, including its value, the terms and conditions of the contract evidencing the derivative, the transaction methods or the risks related to its use, excluding information that is likely to have an effect on the market price or value of its underlying interest. We will consider several factors when determining whether a modification to an existing transaction is a material amendment. Examples of modifications to an existing transaction that would be a material amendment include any modification which would result in a significant change in the value of the transaction, differing cash flows or the creation of upfront payments. (2) For the purpose of the interpretation of control, a person or company will always be considered to control a trust to which it is acting as trustee.

PART 2

MANDATORY CENTRAL COUNTERPARTY CLEARING

Duty to submit for clearing

3. (1) The duty to submit a transaction for clearing only applies at the time the transaction is executed. If a derivative or class of derivatives is determined to be a mandatory clearable derivative after the date of execution of a transaction in that derivative or class of derivatives, a local counterparty will not be required to submit the transaction for clearing. However, if after a derivative or class of derivatives is determined to be a mandatory clearable derivative, there is another transaction in that same derivative, including a material amendment to a previous transaction, (as discussed in subsection 1(1) above), that transaction in or material amendment to the derivative will be subject to the mandatory clearing requirement. Where a derivative is not subject to the mandatory clearing requirement, but the derivative is clearable through a regulated clearing agency, the counterparties have the option to submit the derivative for clearing at any time. For a local counterparty that is not a participant of a regulated clearing agency, we have used the phrase “cause to be submitted” to refer to the local counterparty’s obligation. In order to comply with subsection (1), a local counterparty would need to have arrangements in place with a participant for clearing services in advance of entering into a transaction in a mandatory clearable derivative. A transaction in a mandatory clearable derivative is required to be cleared when at least one of the counterparties is a local counterparty and one or more of paragraphs (a), (b) or (c) apply to both counterparties. A local counterparty that has or has had a month-end gross notional amount of outstanding derivatives exceeding the threshold in paragraph (c), for any month following the entry into force of the Instrument, must clear all its subsequent transactions in a mandatory clearable derivative with another counterparty captured under one or more of paragraphs (a), (b), or (c). A local counterparty that is a participant at a regulated clearing agency who does not subscribe to clearing services for a mandatory clearable derivative would still have to clear such transactions if it is subject to paragraph (c). A local counterparty determines whether it exceeds the threshold in paragraph (c) by calculating the notional amount of all outstanding derivatives which were entered into by itself and those of its affiliated entities that are also local counterparties. However, the calculation of the gross notional amount excludes derivatives entered into by entities that are prudentially supervised on a consolidated basis or whose financial statements are prepared on a consolidated basis, which are exempted in section 7. (2) The Instrument requires that a transaction subject to mandatory central clearing be submitted to a regulated clearing agency as soon as practicable, but no later than the end of the day on which the transaction was executed or if the transaction occurs after business hours of the clearing agency, the next business day.

PART 3

EXEMPTIONS FROM MANDATORY CENTRAL COUNTERPARTY CLEARING

Non-application

6. A transaction involving a counterparty that is an entity listed in section 6 is not subject to the duty to submit for clearing under section 3 even if the other counterparty is otherwise subject to it.


February 25, 2016

(2016), 39 OSCB 1822

The expression “government of a foreign jurisdiction” in paragraph (a) is interpreted as including sovereign and sub sovereign governments. Intragroup exemption 7. (1) The intragroup exemption is based on the premise that the risk created by these transactions is expected to be managed in a centralized manner to allow for the risk to be identified and managed appropriately. This subsection sets out the conditions that must be met for the counterparties to rely on the intragroup exemption for a transaction in a mandatory clearable derivative. Subparagraph (a)(i) extends the availability of the intragroup exemption to transactions among certain entities that do not prepare consolidated financial statements. This may apply, e.g., to cooperatives or other entities that are prudentially supervised on a consolidated basis. Entities prudentially supervised on a consolidated basis are counterparties that are supervised on a consolidated basis either by the Office of the Superintendent of Financial Institutions (Canada), a government department or a regulatory authority of Canada or a jurisdiction of Canada responsible for regulating deposit-taking institutions. Paragraph (c) refers to a system of risk management policies and procedures designed to monitor and manage the risks associated with a particular transaction. We are of the view that counterparties relying on this exemption may structure their centralized risk management according to their unique needs, provided that the program reasonably monitors and manages risks associated with non-centrally cleared derivatives. (2) Within 30 days of the first transaction between two entities relying on the intragroup exemption, a completed Form 94-101F1 Intragroup Exemption (“Form 94-101F1”) must be delivered to the regulator to notify the regulator that the exemption is being relied upon. The information provided in the Form 94-101F1 will aid the regulators in better understanding the legal and operational structure allowing counterparties to benefit from the intragroup exemption. The obligation to deliver the completed Form 94-101F1 is imposed on one of the counterparties to a transaction relying on the exemption. For greater clarity, a completed Form 94-101F1 must be delivered for each pairing of counterparties that seek to rely upon the intragroup exemption. One completed Form 94-101F1 is valid for every transaction between the pair provided that the requirements set out in subsection (1) continue to apply. (3) Examples of changes to the information provided that would require an amended Form 94-101F1 include: (i) a change in the control structure of one or more of the counterparties listed in Form 94-101F1, and (ii) any significant amendment to the risk evaluation, measurement and control procedures of a counterparty listed in Form 94-101F1. Multilateral portfolio compression exemption 8. A multilateral portfolio compression exercise is an exercise which involves more than two counterparties who wholly change or terminate the notional amount of some or all of the prior transactions submitted by the counterparties for inclusion in the exercise and, depending on the methodology employed, replace the terminated derivatives with other derivatives whose combined notional amount, or some other measure of risk, is less than the combined notional amount, or some other measure of risk, of the derivatives terminated in the exercise. The purpose of a multilateral portfolio compression exercise is to reduce operational or counterparty credit risk by reducing the number or notional amounts of outstanding derivatives between counterparties and aggregate gross number or notional amounts of outstanding derivatives. The expression “resulting transaction” refers to the transaction resulting from the multilateral portfolio compression exercise. The expression “prior transactions” refers to transactions that were entered into before the multilateral portfolio compression exercise. Those prior transactions were not required to be cleared under the Instrument, either because they did not include a mandatory clearable derivative or because they were entered into before the derivative or class of derivatives became a mandatory clearable derivative. We would expect a local counterparty involved in a multilateral portfolio compression exercise to comply with its credit risk tolerance levels. To do so, we expect each participant to the compression exercise to set its own counterparty, market and cash payment risk tolerance levels so that the exercise does not alter the risk profiles of each participant beyond a level acceptable to the participant. Consequently, prior transactions that would be reasonably likely to significantly increase the risk exposure of the participant cannot be included in the portfolio compression exercise in order to benefit from this exemption. We would generally expect that the resulting transaction would have the same material terms as the prior transactions with the exception of reducing the notional amount of outstanding derivatives.


February 25, 2016

(2016), 39 OSCB 1823

Recordkeeping 9. (1) We would generally expect that the reasonable supporting documentation to be kept in accordance with section 9 would include full and complete records of any analysis undertaken by the local counterparty to demonstrate it satisfies the conditions necessary to rely on the intragroup exemption under section 7 or the multilateral portfolio compression exemption under section 8. The local counterparty subject to the mandatory central counterparty clearing requirement is responsible for determining whether, given the facts available, the exemption is available. Generally, we would expect a local counterparty relying on an exemption to retain all documents that show it properly relied on the exemption. It is not appropriate for a local counterparty to assume an exemption is available. Counterparties using the intragroup exemption under section 7 should have appropriate legal documentation between them and detailed operational material outlining the risk management techniques used by the overall parent entity and its affiliated entities with respect to the transactions benefiting from the exemption.

PART 4 MANDATORY CLEARABLE DERIVATIVES

and

PART 6

TRANSITION AND EFFECTIVE DATE 10 & 12. A regulated clearing agency must deliver a Form 94-101F2 Derivatives Clearing Services (“Form 94-101F2”) to identify all derivatives for which it provides clearing services within 30 days of the coming into force of the Instrument pursuant to section 12. A new derivative or class of derivatives added to the offer of clearing services after the Instrument is in force is declared through a Form 94-101F2 within 10 days of the launch of such service pursuant to section 10. Each of the regulators has the power to determine by rule or otherwise which derivative or classes of derivatives will be subject to the mandatory central counterparty clearing requirement through a top-down approach. Furthermore, NI 94-101 includes a bottom-up approach for determining whether a derivative or class of derivatives will be subject to the mandatory clearing obligation. The information required by Form 94-101F2 will assist the CSA in carrying out this determination. In the course of determining whether a derivative or class of derivatives will be subject to the clearing requirement, some of the factors we will consider include the following: • the level of standardization of the derivative, such as the availability of electronic processing, the existence of master

agreements, product definitions and short form confirmations; • the effect of central clearing of the derivative on the mitigation of systemic risk, taking into account the size of the

market for the derivative and the available resources of the regulated clearing agency to clear the derivative; • whether mandating the derivative to be cleared would bring undue risk to regulated clearing agencies; • the outstanding notional amount of counterparties transacting in the derivative or class of derivatives, the current

liquidity in the market for the derivative or class of derivatives and the availability of reliable and timely pricing data; • the existence of third-party vendors providing pricing services; • with regards to a regulated clearing agency, the existence of an appropriate rule framework, and the existence of

capacity, operational expertise and resources, and credit support infrastructure to clear the derivative on terms that are consistent with the material terms and trading conventions on which the derivative is traded;

• whether a regulated clearing agency would be able to manage the risk of the additional derivatives that might be

submitted due to the clearing requirement determination; • the effect on competition, taking into account appropriate fees and charges applied to clearing, and whether mandating

clearing of the derivative could harm competition; • alternative derivatives or clearing services co-existing in the same market; • the public interest.


February 25, 2016

(2016), 39 OSCB 1824

FORM 94-101F1 INTRAGROUP EXEMPTION

Submission of information on intragroup transactions by a local counterparty In item 3 of section 2, the phrase “in the manner required under the securities legislation” means in accordance with section 28 of the TR Instrument. The forms delivered by or on behalf of a local counterparty under the Instrument will be kept confidential in accordance with the provisions of the applicable legislation. We are of the view that the forms generally contain proprietary information, and that the cost and potential risks of disclosure for the counterparties to an intragroup transaction outweigh the benefit of the principle requiring that forms be made available for public inspection. While Form 94-101F1 and any amendments to it will be kept generally confidential, if the regulator considers that it is in the public interest to do so, it may require the public disclosure of a summary of the information contained in such form, or amendments to it.

FORM 94-101F2 DERIVATIVES CLEARING SERVICES

Submission of information on clearing services of derivatives by the regulated clearing agency Paragraphs (a), (b) and (c) of item 2 in section 2 address the potential for a derivative or class of derivatives to be a mandatory clearable derivative given its level of standardization in terms of market conventions, including legal documentation, processes and procedures, and whether pre- to post- transaction operations are carried out predominantly by electronic means. The standardization of the economic terms is a key input in the determination process as discussed in the following section. In paragraph (a) of item 2 in section 2, life-cycle events has the same meaning as in section 1 of the TR Instrument. Paragraphs (d) and (e) of item 2 in section 2 provide details to assist in assessing the market characteristics such as the activity (volume and notional amount) of a particular derivative or class of derivatives, the nature and landscape of the market for that derivative or class of derivatives and the potential impact its determination as a mandatory clearable derivative could have on market participants, including the regulated clearing agency. The determination process will involve different or additional considerations when assessing whether a derivative or class of derivatives should be a mandatory clearable derivative in terms of its liquidity and price availability, versus the considerations used by the regulator in permitting a regulated clearing agency to offer clearing services for a derivative or class of derivatives. Stability in the availability of pricing information will also be an important factor considered in the determination process. Metrics such as the total number of transactions and aggregate notional amounts, and outstanding positions can be used to justify the confidence and frequency with which the pricing of a derivative or class of derivatives is calculated. The data presented should also cover a reasonable period of time of no less than 6 months. Suggested information to be provided on the market includes

• statistics regarding the percentage of activity of participants on their own behalf and for customers, • average net and gross positions including the direction of positions (long or short), by type of market

participant submitting transactions directly or indirectly, and

• average trading activity and concentration of trading activity among participants by type of market participant submitting transactions directly or indirectly.

February 25, 2016

(2016), 39 OSCB 1825

Chapter 7

Insider Reporting

The following is a weekly summary of insider transactions by insiders of Ontario reporting issuers in SEDI ® (the System for Electronic Disclosure by Insiders).1 The weekly summary contains insider transactions reported during the 7-day period ending Sunday at 11:59 p.m. (i.e. the Sunday prior to the Bulletin Issue date).2

Guide to Codes

Relationship of Insider to Issuer (Rel=n) 1 Issuer 2 Subsidiary of Issuer 3 10% Security Holder of Issuer 4 Director of Issuer 5 Senior Officer of Issuer 6 Director or Senior Officer of 10% Security Holder 7 Director or Senior Officer of Insider or Subsidiary of Issuer (other than in 4,5,6) 8 Deemed Insider – 6 Months before becoming Insider

Nature of Transaction (T/O)

00 Opening Balance-Initial SEDI Report 10 Acquisition or disposition in the public market 11 Acquisition or disposition carried out privately 15 Acquisition or disposition under a prospectus 16 Acquisition or disposition under a prospectus exemption 22 Acquisition or disposition pursuant to a take-over bid, merger or acquisition 30 Acquisition or disposition under a purchase/ ownership plan 35 Stock dividend 36 Conversion or exchange 37 Stock split or consolidation 38 Redemption, retraction, cancellation, repurchase 40 Short sale 45 Compensation for property 46 Compensation for services 47 Acquisition or disposition by gift 48 Acquisition by inheritance or disposition by bequest 50 Grant of options 51 Exercise of options 52 Expiration of options 53 Grant of warrants 54 Exercise of warrants 55 Expiration of warrants 56 Grant of rights 57 Exercise of rights 59 Exercise for cash 70 Acquisition or disposition (writing) of third party derivative 71 Exercise of third party derivative 72 Other settlement of third party 73 Expiration of third party derivative 90 Change in nature of ownership 97 Other 99 Correction of Information

Note: The asterisk in the “Date/Month End Holding” column indicates the insider disagreed with the system calculated balance when the

transaction was reported.

1 SEDI® is a registered trademark owned by CDS INC.

2 ©CDS INC.

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1826

Issuer Name Security Insider Name Rel’n Transaction Date

T/O Unit Price

Date/Month End Holdings

Acquired/ Disposed

3TL Technologies Corp.

Common Shares Oishi, Kim 4 16/02/2016 10 0.08 67,000 -22,000


Common Shares Oishi, Kim 4 16/02/2016 10 0.08 1,894,100 -549,000


Common Shares Oishi, Kim 4 16/02/2016 10 0.08 1,265,100 -629,000

Abitibi Royalties Inc. Common Shares Ball, Ian 4, 5 18/02/2016 10 3.55 16,350 800

Absolute Software Corporation

Common Shares Monahan, Gregory Rush

4 12/02/2016 10 6 24,200 4,000



4 27/12/2012 00 3,000



4 18/02/2016 51 15,625 12,625



4 18/02/2016 51 3,000 -12,625


Options Monahan, Gregory Rush

4 18/02/2016 51 109,500 -3,000



4 18/02/2016 51 106,500 -3,000



4 18/02/2016 51 93,875 -12,625


Common Shares Olsen, Errol 5 16/02/2016 51 6.25 70,988 7,500


Common Shares Olsen, Errol 5 16/02/2016 57 80,988 10,000


Common Shares Olsen, Errol 5 16/02/2016 57 75,688 -5,300


Common Shares Olsen, Errol 5 16/02/2016 51 70,688 -5,000


Options Olsen, Errol 5 16/02/2016 51 5.22 190,000 -7,500


Rights Phantom Share Units

Olsen, Errol 5 16/02/2016 57 26,767 -10,000


Common Shares Ryan, Daniel 4 18/02/2016 51 42,500 5,000


Common Shares Ryan, Daniel 4 19/02/2016 51 48,750 6,250


Options Ryan, Daniel 4 18/02/2016 51 135,000 -5,000


Options Ryan, Daniel 4 19/02/2016 51 128,750 -6,250

ACTIVEnergy Income Fund

Trust Units ACTIVEnergy Income Fund

1 18/02/2016 38 3.996 33,023,938 500

Aequus Pharmaceuticals Inc.

Common Shares JANZEN, DOUG 4, 5 16/02/2016 10 0.49 3,748,000 12,000

Aequus Pharmaceuticals Inc.

Common Shares JANZEN, DOUG 4, 5 18/02/2016 10 0.485 3,758,000 10,000

Affinor Growers Inc. Common Shares Brusatore, Nicholas Gordon

3, 4 12/02/2016 10 0.04 8,349,000 -420,000

AGF Management Limited

Common Shares Class B

AGF EMPLOYEE BENEFIT PLAN TRUST

2 12/02/2016 10 4.48 1,195,963 20,000



AGF EMPLOYEE BENEFIT PLAN TRUST

2 16/02/2016 10 4.59 1,200,763 4,800



Camilli, Kathleen Mary 4 17/02/2016 10 4.67 9,900 5,000

Agnico Eagle Mines Limited

Common Shares Allan, Don 5 16/02/2016 51 37.05 45,507 16,250


Common Shares Allan, Don 5 16/02/2016 10 47.941 29,257 -16,250


Options Allan, Don 5 16/02/2016 51 37.05 276,500 -16,250


Common Shares Blackburn, Alain 5 17/02/2016 51 37.05 21,023 10,000


Common Shares Blackburn, Alain 5 17/02/2016 10 46.83 11,023 -10,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1827


T/O Unit Price


Acquired/ Disposed


Common Shares Blackburn, Alain 5 17/02/2016 10 46.42 9,023 -2,000


Options Blackburn, Alain 5 17/02/2016 51 37.05 488,000 -10,000


Common Shares Datta, Picklu 5 18/02/2016 51 37.05 11,873 5,000


Common Shares Datta, Picklu 5 18/02/2016 10 48.189 6,873 -5,000


Options Datta, Picklu 5 18/02/2016 51 37.05 182,750 -5,000


Common Shares Legault, Marc 5 16/02/2016 51 37.05 44,169 18,750


Common Shares Legault, Marc 5 16/02/2016 10 47.559 25,419 -18,750


















Options Legault, Marc 5 16/02/2016 51 37.05 280,750 -18,750










Common Shares Robitaille, Jean 5 18/02/2016 51 37.05 58,956 10,000


Common Shares Robitaille, Jean 5 18/02/2016 10 48.097 48,956 -10,000


Options Robitaille, Jean 5 18/02/2016 51 37.05 351,000 -10,000


Common Shares Smith, David 5 18/02/2016 51 37.05 34,643 5,000


Common Shares Smith, David 5 18/02/2016 10 48.079 29,643 -5,000


Options Smith, David 5 18/02/2016 51 37.05 326,250 -5,000


Common Shares Sylvestre, Yvon 5 16/02/2016 51 37.05 22,313 20,000


Common Shares Sylvestre, Yvon 5 16/02/2016 10 48 2,313 -20,000


Common Shares Sylvestre, Yvon 5 18/02/2016 51 35.27 22,313 20,000


Common Shares Sylvestre, Yvon 5 18/02/2016 10 48 2,313 -20,000


Options Sylvestre, Yvon 5 16/02/2016 51 37.05 316,000 -20,000


Options Sylvestre, Yvon 5 18/02/2016 51 35.27 296,000 -20,000

Alexco Resource Corp.

Common Shares Clark, Michael 5 12/02/2016 57 0.84 21,667 11,667

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1828


T/O Unit Price


Acquired/ Disposed


Common Shares Clark, Michael 5 12/02/2016 10 0.88 15,695 -5,972


Options Clark, Michael 5 12/02/2016 50 0.84 335,000 200,000


Restricted Share Units

Clark, Michael 5 12/02/2016 57 23,333 -11,667



Clark, Michael 5 12/02/2016 56 58,333 35,000



Krepiakevich, Terry 5 12/02/2016 56 66,666 40,000


Common Shares McOnie, Alan William 5 12/02/2016 57 5000 17,284 5,000


Common Shares McOnie, Alan William 5 12/02/2016 10 0.88 15,025 -2,259


Options McOnie, Alan William 5 12/02/2016 50 0.84 620,000 250,000



McOnie, Alan William 5 12/02/2016 57 10,000 -5,000



McOnie, Alan William 5 12/02/2016 56 25,000 15,000


Common Shares Nauman, Clynton R. 5 12/02/2016 57 0.84 1,907,037 16,667


Options Nauman, Clynton R. 5 12/02/2016 50 0.84 1,440,000 450,000



Nauman, Clynton R. 5 12/02/2016 57 33,333 -16,667



Nauman, Clynton R. 5 12/02/2016 56 83,333 50,000


Common Shares Thrall, Bradley Allen 5 12/02/2016 57 11667 11,667


Common Shares Thrall, Bradley Allen 5 12/02/2016 57 0.84 575,922 11,667


Common Shares Thrall, Bradley Allen 5 12/02/2016 10 0.88 573,363 -2,559


Options Thrall, Bradley Allen 5 12/02/2016 50 0.84 947,500 300,000



Thrall, Bradley Allen 5 12/02/2016 57 23,333 -11,667



Thrall, Bradley Allen 5 12/02/2016 56 58,333 35,000



Van Nieuwenhuyse, Rick

4 12/02/2016 56 66,666 40,000



Winn, Michael D. 4 12/02/2016 56 66,666 40,000



Zimmer, Richard Norman

4 12/02/2016 56 66,666 40,000

Almonty Industries Inc. Common Shares Black, Michael Lewis 4, 5 23/09/2011 00

Almonty Industries Inc. Common Shares Black, Michael Lewis 4, 5 10/02/2016 10 0.2442 5,000 5,000





Almonty Industries Inc. Common Shares Deutsche Rohstoff AG 3 11/02/2016 10 0.2 13,209,302 1,000,000

Almonty Industries Inc. Common Shares Gutschlag, Thomas Joerg

4, 6 11/02/2016 10 0.2 13,209,302 1,000,000

Almonty Industries Inc. Common Shares Reichert, Joerg 6 11/02/2016 10 0.2 13,209,302 1,000,000

Altair Gold Inc. Common Shares Dhanani, Zahir 4, 5 19/02/2016 30 0.17 2,473,500 1,000

Alterra Power Corp. Common Shares Beaty, Ross J. 6 12/02/2016 97 0.43 11,500,269 -319,898

Alterra Power Corp. Options Beaty, Ross J. 6 12/02/2016 97 0 -319,898

Alterra Power Corp. Common Shares Carson, John 5 12/02/2016 97 0.43 2,366,803 319,898

Alterra Power Corp. Options Carson, John 5 12/02/2016 97 2,775,539 -319,898

Alterra Power Corp. Common Shares McInnes, Donald Arthur

4 16/02/2016 10 0.43 1,259,350 -35,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1829


T/O Unit Price


Acquired/ Disposed

American Creek Resources Ltd.

Common Shares Edwards, Dennis Gibb 4 01/01/2016 00 500


Common Shares Pownall, Sean Patrick 4 01/01/2016 00 400,000


Common Shares Pownall, Sean Patrick 4 12/02/2016 10 0.045 409,000 9,000

American Potash Corp.

Common Shares Ausburn, Kent E. 4 25/01/2016 37 0 -2,036,000


Common Shares Ausburn, Kent E. 4 25/01/2016 37 407,200 407,200


Options Ausburn, Kent E. 4 25/01/2016 37 0 -400,000


Options Ausburn, Kent E. 4 25/01/2016 37 80,000 80,000

Anaconda Mining Inc. Common Shares Lawrick, Victor Lewis 4 11/02/2016 10 0.062 5,626,749 -300,000

Anthem United Inc. (formerly Turnberry Resources Ltd.)

Warrants de Groot, Marcel H. 4 15/02/2016 11 942,577 57,577


Warrants de Groot, Marcel H. 4 15/02/2016 11 1,041,634 99,057


Warrants O’Flaherty, Daniel 3, 4, 5 16/04/2014 00


Warrants O’Flaherty, Daniel 3, 4, 5 15/02/2016 11 7,087 7,087


Warrants O’Flaherty, Daniel 3, 4, 5 15/02/2016 11 19,280 12,193

Aquila Resources Inc. Options Bradshaw, Peter Martin Devenish

4 09/02/2016 50 0.15 600,000 50,000

Aquila Resources Inc. Options FABIAN, Stephen Leslie

4 09/02/2016 50 0.15 600,000 50,000

Aralez Pharmaceuticals Inc.

Common Shares Adams, Adrian 4, 5 05/02/2016 00


Common Shares Adams, Adrian 4, 5 05/02/2016 00 1,000,000



Adams, Adrian 4, 5 05/02/2016 00 1,944,888


Common Shares Armstrong, Jennifer Lou

5 05/02/2016 00


Common Shares Armstrong, Jennifer Lou

5 05/02/2016 00



Armstrong, Jennifer Lou

5 05/02/2016 00 21,853



Armstrong, Jennifer Lou

5 17/02/2016 56 87,000 65,147


Common Shares Charles, Scott J. 5 05/02/2016 00


Common Shares Charles, Scott J. 5 05/02/2016 00



Charles, Scott J. 5 05/02/2016 00 29,137



Charles, Scott J. 5 17/02/2016 56 116,000 86,863


Common Shares Fowler, Neal Franklin 4 05/02/2016 00


Common Shares Fowler, Neal Franklin 4 05/02/2016 00 41,340



Fowler, Neal Franklin 4 05/02/2016 00 9,390


Common Shares Glickman, Mark A. 5 05/02/2016 00


Common Shares Glickman, Mark A. 5 05/02/2016 00

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1830


T/O Unit Price


Acquired/ Disposed



Glickman, Mark A. 5 05/02/2016 00 29,137



Glickman, Mark A. 5 17/02/2016 56 116,000 86,863


Common Shares Kirsch, Arthur S. 4 05/02/2016 00


Common Shares Kirsch, Arthur S. 4 05/02/2016 00 55,329



Kirsch, Arthur S. 4 05/02/2016 00 9,390


Common Shares Koven, Andrew 5 05/02/2016 00


Common Shares Koven, Andrew 5 05/02/2016 00



Koven, Andrew 5 05/02/2016 00 1,476,674


Common Shares Lee, Kenneth B Jr 4 05/02/2016 00


Common Shares Lee, Kenneth B Jr 4 05/02/2016 00 63,576



Lee, Kenneth B Jr 4 05/02/2016 00 9,390


Common Shares Rudkick, Seth 4 05/02/2016 00


Common Shares Rudkick, Seth 4 05/02/2016 00 38,111



Rudkick, Seth 4 05/02/2016 00 9,390


Common Shares Trachtenberg, Eric 5 05/02/2016 00


Common Shares Trachtenberg, Eric 5 05/02/2016 00



Trachtenberg, Eric 5 05/02/2016 00 25,000



Trachtenberg, Eric 5 17/02/2016 56 100,000 75,000


Common Shares Tursi, James Patrick 5 06/02/2016 00


Common Shares Tursi, James Patrick 5 06/02/2016 00 1,500



Tursi, James Patrick 5 06/02/2016 00 29,137



Tursi, James Patrick 5 17/02/2016 53 116,000 86,863

ARC Resources Ltd. Common Shares Smith, Nancy Lynn 4 10/02/2016 00

ARC Resources Ltd. Common Shares Smith, Nancy Lynn 4 17/02/2016 10 5,000 5,000

Arcturus Growthstar Technologies Inc.

Common Shares Fehr, Ann 5 12/02/2016 00 100,000


Warrants Fehr, Ann 5 12/02/2016 00 100,000


Warrants Huston, Robert Earle 4 01/10/2015 00 1,000,000


Warrants Huston, Robert Earle 4 01/10/2015 00 1,500,000

Aston Bay Holdings Ltd.

Common Shares COMMANDER RESOURCES LTD.

3 18/02/2016 11 0.2 14,503,777 11,000,000


Common Shares Hayes, John Philip 8 18/02/2016 16 0.2 726,000 175,000


Common Shares Thomas, Ullrich 5 01/02/2016 00


Common Shares Thomas, Ullrich 5 18/02/2016 16 0.2 1,000,000 1,000,000

Atrium Mortgage Investment Corporation

Common Shares Sherman, Jeffrey Dennis

5 16/02/2016 30 11.45 15,195 327

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1831


T/O Unit Price


Acquired/ Disposed

Atrium Mortgage Investment Corporation

Common Shares Sherman, Jeffrey Dennis

5 16/02/2016 30 19,386 1,552

Aura Minerals Inc. Directors’ Deferred Share Unit Plan

Keith, Stephen 4 09/08/2011 00


Keith, Stephen 4 30/06/2015 56 $205,056 $205,056

Aura Minerals Inc. Directors’ Defered Share Unit Plan

Mars, Patrick James 4, 5 05/01/2006 00


Mars, Patrick James 4, 5 30/06/2015 56 $238,764 $238,764


Murray, William 4 13/07/2007 00


Murray, William 4 30/06/2015 46 $189,607 $189,607


Ogryzlo, Charles Thomas

4 02/11/2009 00


Ogryzlo, Charles Thomas

4 30/06/2015 56 $185,393 $185,393

AuRico Metals Inc. Common Shares Richter, Christopher Hans

4, 5 17/02/2016 10 0.61 830,099 58,000

AutoCanada Inc. Deferred share units Barefoot, Gordon Ronald

4, 7 12/02/2016 56 4,921 528

AutoCanada Inc. Deferred share units DesRosiers, Dennis Stephan

4 12/02/2016 56 7,592 1,207

AutoCanada Inc. Deferred share units James, Barry Lee 4 12/02/2016 56 1,391 421

AutoCanada Inc. Deferred share units Keller, Maryann Natalie 4 12/02/2016 56 3,015 1,207

AutoCanada Inc. Deferred share units Ross, Michael 4 12/02/2016 56 6,334 421

Avcorp Industries Inc. Options de Koning, Cornelis Adrianus Maria

4 22/01/2016 50 0.085 960,500 730,500

Aydon Income Properties Inc.

Common Shares Carkeek, David C 4, 5 19/02/2016 10 0.17 1,641,991 3,000

Azarga Uranium Corp. Options Molyneux, Alexander 3 18/02/2016 38 200,000 -1,623,195

Azarga Uranium Corp. Options Molyneux, Alexander 3 18/02/2016 38 0 -200,000

B2Gold Corp. Options Bullock, Kevin 4 19/02/2016 52 10.27 718,000 -41,250

Backstageplay Inc. (formerly Oramericas Corp.)

Common Shares White, Scott Fulton 4 03/09/2013 00 401,382








Options White, Scott Fulton 4 03/09/2013 00


Options White, Scott Fulton 4 20/11/2013 50 0.1 250,000 250,000


Options White, Scott Fulton 4 22/01/2016 50 0.1 850,000 600,000

BacTech Environmental Corporation

Common Shares Orr, Murray Ross 7 16/02/2016 10 0.03 2,746,220 3,000

Bannerman Resources Limited

Options Resource Capital Funds Management Pty Ltd

4 12/02/2016 50 2,877,600 1,961,500

Banyan Gold Corp. Common Shares Class “A”

Collins, Allan Jay 3, 4 18/02/2016 10 0.0636 5,676,000 50,000


Haywood, Mark Stephen Richard

4, 5 16/02/2016 10 0.035 229,000 18,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1832


T/O Unit Price


Acquired/ Disposed



4, 5 17/02/2016 10 0.04 305,000 76,000



4, 5 18/02/2016 10 0.045 340,000 35,000

Barkerville Gold Mines Ltd.

Common Shares OBRADOVICH, THOMAS JOHN

4 10/02/2016 10 0.29 927,000 35,000

BCE Inc. Common Shares Bibic, Mirko 7 11/02/2016 57 13,051

BCE Inc. Common Shares Bibic, Mirko 7 11/02/2016 57 57.7 6,064 6,064

BCE Inc. Common Shares Bibic, Mirko 7 11/02/2016 57 6,525


BCE Inc. Common Shares Bibic, Mirko 7 16/02/2016 10 57.7 3,031 -6,064

BCE Inc. Common Shares Bibic, Mirko 7 16/02/2016 10 57.7 0 -3,031


BCE Inc. Common Shares Bibic, Mirko 7 17/02/2016 10 58.05 0 -67,205

BCE Inc. Options Bibic, Mirko 7 17/02/2016 51 44.47 135,671 -67,205

BCE Inc. Performance-based Restricted Share Units

Bibic, Mirko 7 11/02/2016 57 -13,051


Bibic, Mirko 7 11/02/2016 57 -6,525


Bibic, Mirko 7 11/02/2016 57 57.7 10,616 -6,525

BCE Inc. Restricted Share Units

Bibic, Mirko 7 11/02/2016 57 -13,051


Bibic, Mirko 7 11/02/2016 57 57.7 21,228 -13,051

BCE Inc. Common Shares Brown, Charles 7 11/02/2016 57 16,313

BCE Inc. Common Shares Brown, Charles 7 11/02/2016 57 57.7 7,580 7,580

BCE Inc. Common Shares Brown, Charles 7 11/02/2016 57 8,157


BCE Inc. Common Shares Brown, Charles 7 16/02/2016 10 57.7 3,790 -7,580

BCE Inc. Common Shares Brown, Charles 7 16/02/2016 10 57.7 0 -3,790


BCE Inc. Common Shares Brown, Charles 7 18/02/2016 10 58.55 0 -84,006

BCE Inc. Options Brown, Charles 7 18/02/2016 51 44.47 152,032 -84,006


Brown, Charles 7 11/02/2016 57 -8,157


Brown, Charles 7 11/02/2016 57 57.7 11,862 -8,157


Brown, Charles 7 11/02/2016 57 -16,313


Brown, Charles 7 11/02/2016 57 57.7 23,723 -16,313

BCE Inc. Common Shares Brown, Robert Ellis 4 07/05/2009 00

BCE Inc. Common Shares Brown, Robert Ellis 4 12/02/2016 10 57.36 3,000 3,000

BCE Inc. Common Shares Cole, Michael 7 11/02/2016 57 16,313

BCE Inc. Common Shares Cole, Michael 7 11/02/2016 57 57.7 18,163 7,580

BCE Inc. Common Shares Cole, Michael 7 11/02/2016 57 8,157

BCE Inc. Common Shares Cole, Michael 7 11/02/2016 57 57.7 21,953 3,790

BCE Inc. Common Shares Cole, Michael 7 16/02/2016 10 57.7 14,373 -7,580

BCE Inc. Common Shares Cole, Michael 7 16/02/2016 10 57.7 10,583 -3,790


Cole, Michael 7 11/02/2016 57 -8,157


Cole, Michael 7 11/02/2016 57 57.7 11,863 -8,157


Cole, Michael 7 11/02/2016 57 -16,313

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1833


T/O Unit Price


Acquired/ Disposed


Cole, Michael 7 11/02/2016 57 57.7 23,724 -16,313

BCE Inc. Common Shares Cope, George 7 11/02/2016 57 76,672

BCE Inc. Common Shares Cope, George 7 11/02/2016 57 57.7 68,637 35,629

BCE Inc. Common Shares Cope, George 7 11/02/2016 57 38,336

BCE Inc. Common Shares Cope, George 7 11/02/2016 57 57.7 86,451 17,814

BCE Inc. Common Shares Cope, George 7 16/02/2016 10 57.7 50,822 -35,629

BCE Inc. Common Shares Cope, George 7 16/02/2016 10 57.7 33,008 -17,814


Cope, George 7 11/02/2016 57 -38,336


Cope, George 7 11/02/2016 57 57.7 55,750 -38,336


Cope, George 7 11/02/2016 57 -76,672


Cope, George 7 11/02/2016 57 57.7 111,501 -76,672

BCE Inc. Common Shares HOWE, STEPHEN GUY

7 11/02/2016 57 16,313


7 11/02/2016 57 57.7 49,249 7,580


7 11/02/2016 57 8,157


7 11/02/2016 57 57.7 53,039 3,790


7 16/02/2016 10 57.7 45,459 -7,580


7 16/02/2016 10 57.7 41,669 -3,790


7 16/02/2016 51 39.73 117,519 75,850


7 16/02/2016 10 58.23 41,669 -75,850

BCE Inc. Options HOWE, STEPHEN GUY

7 16/02/2016 51 39.73 258,510 -75,850


HOWE, STEPHEN GUY

7 11/02/2016 57 -8,157


HOWE, STEPHEN GUY

7 11/02/2016 57 57.7 13,661 -8,157


HOWE, STEPHEN GUY

7 11/02/2016 57 -16,313


HOWE, STEPHEN GUY

7 11/02/2016 57 57.7 27,318 -16,313


Jamal, Rizwan 7 11/02/2016 57 -2,176


Jamal, Rizwan 7 11/02/2016 57 57.7 5,044 -2,176


Jamal, Rizwan 7 11/02/2016 57 -4,351


Jamal, Rizwan 7 11/02/2016 57 57.7 10,087 -4,351

BCE Inc. Share Units Jamal, Rizwan 7 11/02/2016 57 4,351

BCE Inc. Share Units Jamal, Rizwan 7 11/02/2016 57 57.7 20,241 4,351

BCE Inc. Share Units Jamal, Rizwan 7 11/02/2016 57 2,176

BCE Inc. Share Units Jamal, Rizwan 7 11/02/2016 57 57.7 22,417 2,176

BCE Inc. Common Shares Kirby, Blaik 5 11/02/2016 57 8,701

BCE Inc. Common Shares Kirby, Blaik 5 11/02/2016 57 57.7 4,043 4,043

BCE Inc. Common Shares Kirby, Blaik 5 11/02/2016 57 4,351

BCE Inc. Common Shares Kirby, Blaik 5 11/02/2016 57 57.7 6,065 2,022

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1834


T/O Unit Price


Acquired/ Disposed


Kirby, Blaik 5 11/02/2016 57 -4,351


Kirby, Blaik 5 11/02/2016 57 57.7 7,608 -4,351


Kirby, Blaik 5 11/02/2016 57 -8,701


Kirby, Blaik 5 11/02/2016 57 57.7 15,217 -8,701

BCE Inc. Common Shares le Duc, Bernard 5 11/02/2016 57 6,526

BCE Inc. Common Shares le Duc, Bernard 5 11/02/2016 57 57.7 3,032 3,032

BCE Inc. Common Shares le Duc, Bernard 5 11/02/2016 57 3,623

BCE Inc. Common Shares le Duc, Bernard 5 11/02/2016 57 57.07 4,548 1,516

BCE Inc. Common Shares le Duc, Bernard 5 16/02/2016 10 57.7 1,516 -3,032

BCE Inc. Common Shares le Duc, Bernard 5 16/02/2016 10 57.7 0 -1,516


le Duc, Bernard 5 11/02/2016 57 -6,525


le Duc, Bernard 5 11/02/2016 57 57.7 9,544 -6,525


le Duc, Bernard 5 11/02/2016 57 -13,051


le Duc, Bernard 5 11/02/2016 57 57.7 19,088 -13,051

BCE Inc. Common Shares Little, Thomas (Tom) 7 11/02/2016 10 57.7 3,790 3,790

BCE Inc. Common Shares Little, Thomas (Tom) 7 12/02/2016 10 57.7 3,790


Little, Thomas (Tom) 7 11/02/2016 57 -8,157


Little, Thomas (Tom) 7 11/02/2016 57 57.7 11,864 -8,157


Little, Thomas (Tom) 7 11/02/2016 57 -16,313


Little, Thomas (Tom) 7 11/02/2016 57 57.7 23,725 -16,313

BCE Inc. Share Units Little, Thomas (Tom) 7 11/02/2016 57 16,313

BCE Inc. Share Units Little, Thomas (Tom) 7 11/02/2016 57 57.7 16,313

BCE Inc. Share Units Little, Thomas (Tom) 7 11/02/2016 57 57.7 74,582 16,313




Oosterman, Wade 7 11/02/2016 57 -11,419


Oosterman, Wade 7 11/02/2016 57 57.7 17,731 -11,419


Oosterman, Wade 7 11/02/2016 57 -22,839


Oosterman, Wade 7 11/02/2016 57 57.7 152,843 -22,839

BCE Inc. Share Units Oosterman, Wade 7 11/02/2016 57 22,839

BCE Inc. Share Units Oosterman, Wade 7 11/02/2016 57 57.7 553,663 22,839

BCE Inc. Share Units Oosterman, Wade 7 11/02/2016 57 11,419

BCE Inc. Share Units Oosterman, Wade 7 11/02/2016 57 57.7 565,082 11,419

BCE Inc. Common Shares Turcke, Mary Ann 7 11/02/2016 57 16,313

BCE Inc. Common Shares Turcke, Mary Ann 7 11/02/2016 57 57.7 7,605 7,580

BCE Inc. Common Shares Turcke, Mary Ann 7 11/02/2016 57 8157 8,157

BCE Inc. Common Shares Turcke, Mary Ann 7 11/02/2016 57 8,157

BCE Inc. Common Shares Turcke, Mary Ann 7 11/02/2016 57 57.7 11,395 3,790

BCE Inc. Common Shares Turcke, Mary Ann 7 16/02/2016 10 57.7 3,815 -7,580

BCE Inc. Common Shares Turcke, Mary Ann 7 16/02/2016 10 57.7 25 -3,790

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1835


T/O Unit Price


Acquired/ Disposed


Turcke, Mary Ann 7 11/02/2016 57 -8,157


Turcke, Mary Ann 7 11/02/2016 57 57.7 11,863 -8,157


Turcke, Mary Ann 7 11/02/2016 57 -16,313


Turcke, Mary Ann 7 11/02/2016 57 57.7 23,723 -16,313

BCE Inc. Common Shares Turcotte, Martine 5 11/02/2016 57 16,313

BCE Inc. Common Shares Turcotte, Martine 5 11/02/2016 57 57.7 27,695 7,616

BCE Inc. Common Shares Turcotte, Martine 5 11/02/2016 57 4,078

BCE Inc. Common Shares Turcotte, Martine 5 11/02/2016 57 57.7 29,598 1,903

BCE Inc. Common Shares Turcotte, Martine 5 16/02/2016 10 57.7 21,982 -7,616

BCE Inc. Common Shares Turcotte, Martine 5 16/02/2016 10 57.7 20,079 -1,903


Turcotte, Martine 5 11/02/2016 57 -8,157


Turcotte, Martine 5 11/02/2016 57 57.7 11,863 -8,157


Turcotte, Martine 5 11/02/2016 57 -16,313


Turcotte, Martine 5 11/02/2016 57 57.7 23,724 -16,313

BCE Inc. Share Units Turcotte, Martine 5 11/02/2016 57 4,078

BCE Inc. Share Units Turcotte, Martine 5 11/02/2016 57 57.7 87,216 4,078

BCE Inc. Common Shares Watson, John 7 17/02/2016 51 44.47 88,906 84,006

BCE Inc. Common Shares Watson, John 7 17/02/2016 10 57.82 4,900 -84,006

BCE Inc. Options Watson, John 7 17/02/2016 51 44.47 166,077 -84,006


Watson, John 7 11/02/2016 57 -8,157


Watson, John 7 11/02/2016 57 57.7 12,986 -8,157


Watson, John 7 11/02/2016 57 -16,313


Watson, John 7 11/02/2016 57 57.7 25,970 -16,313

BCE Inc. Share Units Watson, John 7 11/02/2016 57 16,313

BCE Inc. Share Units Watson, John 7 11/02/2016 57 57.7 48,114 16,313

BCE Inc. Share Units Watson, John 7 11/02/2016 57 8,157

BCE Inc. Share Units Watson, John 7 11/02/2016 57 57.07 8,157

BCE Inc. Share Units Watson, John 7 11/02/2016 57 57.7 56,271 8,157

Beaufield Resources Inc.

Common Shares Eskelund-Hansen, Jens

4, 5 18/02/2016 10 0.045 6,042,000 200,000

Bellatrix Exploration Ltd.

Common Shares Oicle, Russell G. 5 01/11/2009 22 28,768 7,820


Common Shares Oicle, Russell G. 5 25/08/2011 97 3.96 61,074 5,583


Common Shares Oicle, Russell G. 5 26/02/2013 90 5.36 75,709 4,290


Common Shares Oicle, Russell G. 5 01/11/2009 22 7,823


Common Shares Oicle, Russell G. 5 25/08/2011 97 3.96 5,583


Common Shares Oicle, Russell G. 5 26/02/2013 90 5.36 4,290


Common Shares Ulmer, Garrett 5 31/12/2013 10 0 -18,627

Bengal Energy Ltd. Common Shares Blanchard, Jerrad James

5 09/02/2016 30 0.125 118,871 9,600

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1836


T/O Unit Price


Acquired/ Disposed

Bengal Energy Ltd. Common Shares Blanchard, Jerrad James

5 09/02/2016 30 0.125 178,270 14,400

Bengal Energy Ltd. Common Shares Chakrabarty, Chayan 4, 5 09/02/2016 30 0.125 771,472 17,331

Bengal Energy Ltd. Common Shares Chakrabarty, Chayan 4, 5 09/02/2016 30 0.125 133,572 13,331

Bengal Energy Ltd. Common Shares MacMahon, Gordon R 5 09/02/2016 30 0.125 100,337 4,000

Bengal Energy Ltd. Common Shares MacMahon, Gordon R 5 09/02/2016 30 0.125 115,950 20,000

BeWhere Holdings Inc.

Common Shares Allen, Robert 5 04/02/2016 00 333,000


Common Shares Christie, Paul Alexander

4 04/02/2016 00 166,000


Warrants Christie, Paul Alexander

4 04/02/2016 00 83,000


Common Shares Moore, Owen 3, 4, 5 04/02/2016 00 8,496,577


Common Shares Moore, Owen 3, 4, 5 17/02/2016 10 0.15 8,561,577 65,000


Warrants Moore, Owen 3, 4, 5 04/02/2016 00 250,000


Common Shares Panczuk, Christopher John

3, 4, 5 04/02/2016 00 8,496,577


Warrants Panczuk, Christopher John

3, 4, 5 04/02/2016 00 250,000

BHK Mining Corp. Common Shares Andrup, Claus Erik 4 16/02/2016 10 0.065 1,026,000 10,000

BHK Mining Corp. Common Shares Andrup, Claus Erik 4 16/02/2016 10 0.07 1,031,000 5,000

Big Rock Labs Inc. Common Shares Seemann, Harald 4 16/02/2016 10 0.76 12,085,815 -5,000

Big Rock Labs Inc. Common Shares Seemann, Harald 4 18/02/2016 10 0.73 12,075,815 -10,000

bioMmune Technologies Inc.

Common Shares BIERTUMPEL, JENS 4 12/02/2016 10 74,000 4,000

BioSyent Inc. Common Shares - Options

D’Souza, Alfred 5 12/02/2016 50 6.2 15,318 3,848


Goehrum, Rene Christopher

3, 4, 5 12/02/2016 50 6.2 291,244 8,557


Larson, Douglas Robert

4, 5 12/02/2016 50 6.2 -8,324 1,228


Lockhard, Peter Douglas

4 12/02/2016 50 6.2 46,676 1,228


Montador, Paul 4 12/02/2016 50 6.106 31,676 1,228


Raghubir, Sharan 5 12/02/2016 50 6.2 4,677 1,900


van der Mark, Joost 5 12/02/2016 50 6.2 1,032


van der Mark, Joost 5 12/02/2016 50 6.2 9,460 2,064


Wakefield, Milt 4 12/02/2016 50 6.2 116,676 1,228


Wilson, Kevin 5 12/02/2016 50 6.2 84,071 2,203


Wilton, Stephen Edwin William

4 12/02/2016 50 6.2 5,836 1,228

BIOX Corporation Options - Common Shares

Lewis, Scott Bland Lewis

5 07/02/2016 52 310,000 -50,000

BIOX Corporation Options - Common Shares

Paik, Nakyun G. 5 07/02/2016 52 260,000 -50,000

Birchcliff Energy Ltd. Options Cullen, Kenneth Norman

4 16/02/2016 52 11.59 0 -40,200

Birchcliff Energy Ltd. Preferred Shares Series A Preferred Shares

Humphreys, David 5 12/02/2016 10 16.25 5,470 270


Humphreys, David 5 12/02/2016 10 16.23 10,425 100


Humphreys, David 5 12/02/2016 10 16.24 10,825 400

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1837


T/O Unit Price


Acquired/ Disposed


Humphreys, David 5 09/10/2009 00


Humphreys, David 5 12/02/2016 10 16.25 70 70

Bird Construction Inc. MTIP (Phantom Shares)

Boyd, Ian Jeffrey 4, 5 19/02/2016 35 18,771 100


Brennan, James Joseph

5 19/02/2016 35 12,323 64


CAZA, Charles Joseph 5 19/02/2016 35 10,362 55

Bird Construction Inc. Deferred Share Units

Doyle, Donald Gregory 4 19/02/2016 35 20,835 110


DuPont, Bonnie Dianne Rose

4 20/11/2015 35 17,385 78



4 18/12/2015 35 17,468 83



4 04/01/2016 56 19,371 1,903



4 20/01/2016 35 19,478 107



4 19/02/2016 35 19,582 104


Entwistle, Stephen Robert

5 19/02/2016 35 4,258 23


McClure, Kenneth William

5 19/02/2016 35 10,709 57


Munkley, Ronald David 4 19/02/2016 35 16,059 85


Raboud, Paul Robert 4 19/02/2016 35 10,011 54


ROYER, GILLES GERALD

5 19/02/2016 35 37,811 201


Thorsteinson, Arni Clayton

4 19/02/2016 35 16,568 88

Black Diamond Group Limited

Common Shares Haynes, Trevor 4, 5 15/02/2016 10 5.25 5,000

Black Diamond Group Limited

Common Shares Haynes, Trevor 4, 5 15/02/2016 10 5.25 5,000

BlackIce Enterprise Risk Management Inc. (formerly Bonaparte Resources Inc.)

Common Shares Kalyan, Judith 6 12/02/2016 16 0.05 5,088,888 400,000


Warrants Kalyan, Judith 6 04/06/2014 00


Warrants Kalyan, Judith 6 12/02/2016 53 0.1 400,000 400,000


Common Shares Taylor, David 4 12/02/2016 16 0.05 3,000,000 600,000


Warrants Taylor, David 4 04/06/2014 00


Warrants Taylor, David 4 12/02/2016 52 0.1 600,000 600,000

Blackline Safety Corp. Common Shares Finbow, John Robert 4 18/02/2016 10 1.76 44,100 200

Blackline Safety Corp. Options Grennan, Shane Martin 5 15/02/2016 00

Blackline Safety Corp. Options Grennan, Shane Martin 5 16/02/2016 50 1.76 25,000 25,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1838


T/O Unit Price


Acquired/ Disposed

Bluefire Mining Corp. Common Shares CURRIE, JUSTIN LENNOX

4, 5 01/02/2016 00

Boardwalk Real Estate Investment Trust

Deferred Units (Convert to TU and/or cash)

Brimmell, Jonathan David

5 31/12/2015 30 58.09 11,525 657



Burns, Patrick Dean 5 31/12/2015 30 58.09 18,939 1,035



Chidley, William Glenn 5 31/12/2015 30 58.09 26,384 1,512



DEWALD, James Richard

4 31/12/2015 30 58.09 6,756 410



Dingle, Ian Peter 5 31/12/2015 30 58.09 7,170 398



GEREMIA, ROBERTO 5 31/12/2015 30 58.09 34,225 1,962



Goodman, Gary Michael

4 31/12/2015 30 58.09 9,013 531



Havener, Jr., Arthur Lee

4 31/12/2015 30 58.09 10,796 630



Mahajan, Kelly Kulwant 5 31/12/2015 30 58.09 7,500 372



Mawani, Al 4 31/12/2015 30 58.09 7,905 472



Mix, Helen May 5 31/12/2015 30 58.09 12,494 708



Russell, Lisa Maureen 5 31/12/2015 30 58.09 12,543 710



Stephen, Andrea 4 31/12/2015 30 58.09 7,476 345



Wong, William 5 31/12/2015 30 58.09 20,010 1,147



Zigomanis, William 5 31/12/2015 30 58.09 10,978 625

Bombardier Inc. Performance Share Units/Unites d’actions liees au rendement

Cattin-Martel, Benoît 7 08/02/2016 00 59,839

Bombardier Inc. Restricted Share Units/Unités d’actions incessibles


Bombardier Inc. Subordinate Voting Shares Classe B/ Class B Shares ( Subordinate Voting)


Bombardier Inc. Subordinate Voting Shares Classe B/ Class B Shares ( Subordinate Voting)

Macdonald, John Paul 5 31/12/2015 30 1.98 181,693 18,835

Boralex Inc. Convertible Debentures

Lemaire, Laurent 6 30/09/2015 97 $0 -$4,474

Boston Pizza Royalties Income Fund

Units Brown, William C 4, 5 16/02/2016 10 17.7 26,220 1,100

Boulder Energy Ltd. Common Shares MURRAY, TREVOR 5 15/05/2015 00

Boulder Energy Ltd. Common Shares MURRAY, TREVOR 5 15/05/2015 00 144,787

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1839


T/O Unit Price


Acquired/ Disposed

Boulder Energy Ltd. Common Shares Paulhus, Casey 5 15/05/2015 00

Boulder Energy Ltd. Common Shares Paulhus, Casey 5 15/05/2015 00 20,913

BrightPath Early Learning Inc. (formerly Edleun Group, Inc.)

Common Shares BrightPath Early Learning Inc.

1 16/02/2016 38 0.27 215,500 3,000



1 17/02/2016 38 0.27 225,500 10,000



1 18/02/2016 38 0.27 232,000 6,500



1 19/02/2016 38 0.27 239,000 7,000

Brisio Innovations Inc. Common Shares Andreola, Gianpaolo Fabrisio

4 17/02/2016 10 0.05 163,100 36,000

Brookfield Property Partners L.P.

Deferred Units (Global)

Clark, Richard 7, 5 31/12/2015 30 544,618 19,025


Options (Global) Clark, Richard 7, 5 16/02/2016 50 19.51 3,973,750 400,000


Options (Australia) Tang, Ricky 7 08/02/2016 00 157,818


Options (Global) Tang, Ricky 7 13/02/2015 50 25.18 60,065 60,065


Options (Global) Tang, Ricky 7 08/02/2016 00


Options (Global) Tang, Ricky 7 16/02/2016 50 19.51 124,609 64,544

BRP Inc. Subordinate Voting Shares

Villemure, Alain 5 21/04/2014 10 29.79 483,853 -200


Villemure, Alain 5 21/04/2014 10 29.8 469,753 -14,100


Villemure, Alain 5 21/04/2014 10 29.81 464,053 -5,700

BSM Technologies Inc.

Common Shares Bélanger, Pierre 4 16/02/2016 10 0.89 120,000 33,000

BTB Real Estate Investment Trust

Trust Units Cyr, Benoit 5 31/12/2015 35 4.3898 47,194 3,856

Buffalo Coal Corp. (formerly Forbes & Manhattan Coal Corp.)

Common Shares Williams, Sarah Jane 5 16/02/2016 10 0.02 921,875 -2,350

CAE Inc. Common Shares McConnell, Bruce 5 24/03/2015 30 14.32 1,175

CAE Inc. Common Shares McConnell, Bruce 5 24/03/2015 30 14.32 2,743 1,175

Caldwell U.S. Dividend Advantage Fund

Units Caldwell US Dividend Advantage Fund

1 12/02/2016 38 7.89 134,200 2,000

Caldwell U.S. Dividend Advantage Fund

Units Caldwell US Dividend Advantage Fund

1 16/02/2016 38 8 136,100 1,900

Calian Technologies Ltd.

Common Shares Basler, Raymond Gregory

4 16/02/2016 51 18.65 79,728 13,000



4 16/02/2016 10 18.86 73,828 -5,900



4 17/02/2016 10 18.79 70,228 -3,600



4 18/02/2016 10 18.8 69,828 -400



4 19/02/2016 10 18.79 67,028 -2,800


Options Basler, Raymond Gregory

4 16/02/2016 51 18.65 60,000 -13,000

Callidus Capital Corporation

Common Shares Catalyst Fund General Partner II Inc.

3 20/01/2016 30 7.6551 3,557,362 132,529


Common Shares Catalyst Fund General Partner III Inc.

3 20/01/2016 30 7.6551 18,984,882 707,287


Common Shares Catalyst Fund General Partner IV Inc.

3 20/01/2016 30 7.6511 309,184

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1840


T/O Unit Price


Acquired/ Disposed


Common Shares Catalyst Fund General Partner IV Inc.

3 20/01/2016 30 7.6551 8,299,084 309,184


Common Shares Catalyst Fund II Parallel General Partner Inc.

3 20/01/2016 30 7.6551 658,871 24,545

Cameco Corporation Common Shares Gitzel, Tim Scott 5 16/02/2016 10 15.85 143,855 10,000

Canaccord Genuity Group Inc.

Common Shares Burke, Patrick 7 12/02/2016 10 3.6738 28,500 20,000


Common Shares Daviau, Daniel Joseph 7 12/02/2016 10 3.6768 1,271,827 110,000


Common Shares Esfandi, David 7 12/02/2016 57 3,375 2,254


Common Shares Esfandi, David 7 12/02/2016 10 3.68 2,269 -1,106


Rights Restricted Share Units

Esfandi, David 7 12/02/2016 57 38,142 -2,254

Canacol Energy Ltd. Common Shares Baena, Luis Alfredo 5 17/02/2016 10 2.9 586,007 -150,000

Canadian Apartment Properties Real Estate Investment Trust

Rights Restricted Unit Rights

Cryer, Scott 5 16/02/2016 56 28.58 43,149 10,497



Kenney, Mark 5 16/02/2016 56 28.58 124,049 14,721



Lieberman-zbar, Jodi 5 15/01/2016 00



Lieberman-zbar, Jodi 5 16/02/2016 56 28.58 6,123 6,123



MacPherson, Patricia 5 16/02/2016 56 28.58 22,064 4,461



Roberto, Israel 5 17/06/2015 00



Roberto, Israel 5 16/02/2016 56 28.58 3,796 3,796



Schwartz, Thomas 4, 5 16/02/2016 56 28.58 251,710 27,557

Canadian Imperial Bank of Commerce

Common Shares CIBC 1 08/02/2016 38 88.334 50,000 50,000


Common Shares CIBC 1 08/02/2016 38 88.334 0 -50,000

















Canadian International Minerals Inc.

Common Shares Boldt, Zara Elizabeth 6 11/02/2016 00


Common Shares Boldt, Zara Elizabeth 6 11/02/2016 45 3,500,000 3,500,000


Warrants Boldt, Zara Elizabeth 6 11/02/2016 00

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1841


T/O Unit Price


Acquired/ Disposed


Warrants Boldt, Zara Elizabeth 6 11/02/2016 45 0.1 3,500,000 3,500,000


Common Shares Kaminak Gold Corporation

3 11/02/2016 00


Common Shares Kaminak Gold Corporation

3 11/02/2016 45 3,500,000 3,500,000


Warrants Kaminak Gold Corporation

3 11/02/2016 00


Warrants Kaminak Gold Corporation

3 11/02/2016 45 0.1 3,500,000 3,500,000


Common Shares Thomas, Eira Margaret 6 11/02/2016 00


Common Shares Thomas, Eira Margaret 6 11/02/2016 45 3,500,000 3,500,000


Warrants Thomas, Eira Margaret 6 11/02/2016 00


Warrants Thomas, Eira Margaret 6 11/02/2016 45 0.1 3,500,000 3,500,000

Canadian Metals Inc. Common Shares Boisjoli, Robert 5 26/01/2016 00

Canadian Metals Inc. Common Shares Boisjoli, Robert 5 11/02/2016 11 0.07 250,000 250,000

Canadian National Railway Company

Deffered Share Units/Unités d’actions différées

Cory, Michael A 5 31/12/2015 35 77.225 24,738 396



DRYSDALE, Janet 5 31/12/2015 35 77.225 1,964 662



JOBIN, Luc 5 31/12/2015 35 77.225 57,579 923



Madigan, Kimberley A. 5 31/12/2015 35 77.225 82,005 1,314



Mongeau, Claude 4, 5 31/12/2015 35 77.225 417,845 6,695



Orr, John Frederick 5 31/12/2015 35 77.225 10,825 173



Ruest, Jean-Jacques 5 31/12/2015 35 77.225 160,747 2,576



Vena, Jim V. 5 31/12/2015 35 77.225 32,470 520

Canadian Oil Recovery & Remediation Enterprises Ltd.

Common Shares Lorenzo, John Michael 4 16/02/2016 10 0.035 12,268,186 20,000

Canadian Overseas Petroleum Limited

Common Shares Millholland, Arthur Sherman

4, 5 17/02/2016 10 0.04 7,222,000 1,100,000

Canadian Pacific Railway Limited

Options Brooks, John Kenneth 5 22/01/2016 50 116.8 4,340


Options Brooks, John Kenneth 5 01/02/2016 50 116.8 23,481 4,340


Options Browning, Thompson 5 22/01/2016 50 116.8 4,215


Options Browning, Thompson 5 01/02/2016 50 116.8 11,261 4,215


Options Clements, James Dominic Luther

5 22/01/2016 50 165.74 3,465


Options Clements, James Dominic Luther

5 01/02/2016 50 165.74 30,148 3,465


Options Coyle, Jacqueline Annette

5 22/01/2016 50 165.74 2,968


Options Coyle, Jacqueline Annette

5 01/02/2016 50 165.74 11,217 2,968


Options Creel, Keith E. 5 22/01/2016 50 116.8 55,250

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1842


T/O Unit Price


Acquired/ Disposed


Options Creel, Keith E. 5 01/02/2016 50 116.8 349,675 55,250


Options Deciccio, Guido 5 22/01/2016 50 165.74 5,900


Options Deciccio, Guido 5 01/02/2016 50 165.74 28,863 5,900


Options Edwards, Peter John 5 22/01/2016 50 165.74 5,375


Options Edwards, Peter John 5 01/02/2016 50 165.74 77,048 5,375


Options Ellis, Jeffrey 5 22/01/2016 50 165.74 8,792


Options Ellis, Jeffrey 5 01/02/2016 50 165.74 8,792 8,792


Rights DSU Ellis, Jeffrey 5 22/01/2016 56 165.74 362


Rights DSU Ellis, Jeffrey 5 01/02/2016 56 165.74 362 362


Options Erceg, Mark 5 22/01/2016 50 165.74 29,261


Options Erceg, Mark 5 01/02/2016 50 165.74 64,670 29,261


Options Foran, Mike 5 22/01/2016 50 165.74 2,982


Options Foran, Mike 5 01/02/2016 50 165.74 10,479 2,982


Options Harrison, E. Hunter 4, 5 22/01/2016 50 116.8 129,620


Options Harrison, E. Hunter 4, 5 01/02/2016 50 116.8 967,493 129,620


Options Johnson, Robert Allen 5 22/01/2016 50 116.8 8,244


Options Johnson, Robert Allen 5 01/02/2016 50 116.8 23,132 8,244


Options Kampsen, Jeffrey David

5 22/01/2016 50 165.74 3,248


Options Kampsen, Jeffrey David

5 01/02/2016 50 165.74 12,589 3,248


Options Lambrecht, Thomas John

5 22/01/2016 50 116.8 4,147


Options Lambrecht, Thomas John

5 01/02/2016 50 116.8 9,762 4,147


Options MacDonald, Stanley Scott

5 22/01/2016 50 165.74 5,900


Options MacDonald, Stanley Scott

5 01/02/2016 50 165.74 34,969 5,900


Options Marquis, Tony 5 22/01/2016 50 165.74 5,900


Options Marquis, Tony 5 01/02/2016 50 165.74 19,535 5,900


Options Marsh, Timothy E. 5 22/01/2016 50 165.74 4,181


Options Marsh, Timothy E. 5 01/02/2016 50 165.74 18,531 4,181


Options Meyer, Justin Dale 5 22/01/2016 50 165.74 2,927


Options Meyer, Justin Dale 5 01/02/2016 50 165.74 8,090 2,927


Options Pitz, Laird Joseph 5 22/01/2016 50 116.8 7,235


Options Pitz, Laird Joseph 5 01/02/2016 50 116.8 14,969 7,235


Options Redeker, Michael 5 22/01/2016 50 165.74 4,801


Options Redeker, Michael 5 01/02/2016 50 165.74 22,010 4,801

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1843


T/O Unit Price


Acquired/ Disposed


Options Velani, Nadeem 5 22/01/2016 50 165.74 2,927


Options Velani, Nadeem 5 01/02/2016 50 165.74 8,596 2,927


Options Wallace, Mark 5 22/01/2016 50 165.74 5,319


Options Wallace, Mark 5 01/02/2016 50 165.74 25,471 5,319


Options Yaworsky, Darren Julian

5 22/01/2016 50 165.74 3,376


Options Yaworsky, Darren Julian

5 01/02/2016 50 165.74 12,247 3,376

Canadian Tire Corporation, Limited

Deferred Share Units

Boivin, Pierre 4 31/12/2015 35 124.89 2,652 27



Chant, Diana Leslie 4 31/12/2015 35 123.7 599 2



Emerson, Harry Garfield

4 31/12/2015 35 125.22 8,406 139



Furlong, John Aloysius Francis

4 31/12/2015 35 125.16 4,334 64



L’Heureux, Claude R. 4 31/12/2015 35 125.17 8,960 133



Price, Timothy Robert 4 31/12/2015 35 125.2 15,589 249



Sabia, Maureen Joanne

4, 7 31/12/2015 35 125.22 2,261 37



Vallance, George Alexander

4 31/12/2015 35 125.17 9,643 143

Canadian Western Bank

Common Shares Bobinski, Trent Carey Raymond

5 31/12/2015 30 26.83 1,617 965


Options Bobinski, Trent Carey Raymond

5 13/03/2015 50 38,450 9,336



Bobinski, Trent Carey Raymond

5 31/12/2015 56 7,143 3,098



Bobinski, Trent Carey Raymond

5 31/12/2015 59 9,290 2,147


Common Shares Furlan, Mario Vittorio 5 31/12/2015 30 26.83 33,910 1,320


Rights Performance Share Units

Furlan, Mario Vittorio 5 31/12/2015 30 23.253 5,857 92



Furlan, Mario Vittorio 5 31/12/2015 59 5,901 -2,850



Furlan, Mario Vittorio 5 31/12/2015 30 28.051 6,087 186


Common Shares Sprung, Greg 5 31/12/2015 30 26.83 36,415 1,901


Rights Performance Share Units

Sprung, Greg 5 31/12/2015 30 23.253 13,304 210



Sprung, Greg 5 31/12/2015 56 4,817



Sprung, Greg 5 31/12/2015 56 11,598 241



Sprung, Greg 5 31/12/2015 59 7,899 -3,699

Canarc Resource Corp.

Common Shares MALHOTRA, DEEPAK 4 01/05/2015 00


Common Shares MALHOTRA, DEEPAK 4 01/05/2015 00 266,667


Common Shares MALHOTRA, DEEPAK 4 05/05/2015 11 0.06 266,667


Common Shares MALHOTRA, DEEPAK 4 05/05/2015 11 0.06 266,667

Canoe EIT Income Fund

Trust Units Canoe EIT Income Fund

1 12/02/2016 38 13,433,261 -688,736

Canso Credit Income Fund

Exposure to Issuer through Canso Partners Fund

Lysander Funds Limited

7 18/02/2016 70 8.894 13,738 3,240

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1844


T/O Unit Price


Acquired/ Disposed

Canso Select Opportunities Fund

Exposure to Issuer through Canso Partners II Fund

Carswell, John Paul 7 18/02/2016 70 8.1765 90,133 24,460

Canuc Resources Corporation

Common Shares Hinde Gold Fund 3 02/02/2016 11 0.05 13,289,000 140,000

Cardiff Energy Corp. Common Shares Bal, Jatinder Singh 4 12/02/2016 10 0.04 47,500 -303,000

Carrus Capital Corporation

Common Shares Fehr, Ann 5 11/04/2014 37 25,571 -153,429

Carrus Capital Corporation

Common Shares Fehr, Ann 5 03/11/2014 11 0.1 35,571 10,000

Celestica Inc. Onex Management Investment Derivatives

Onex Corporation 3 18/02/2016 97 1,170,208 -62,023

Centerra Gold Inc. Rights Restricted Share Units

Connor, Richard Webster

4 14/02/2016 59 6.76 0 -3,324

Centerra Gold Inc. Common Shares Pressler, Sheryl 4 14/02/2016 57 6.76 30,492 3,034

Centerra Gold Inc. Rights Restricted Share Units

Pressler, Sheryl 4 14/02/2016 57 6.76 0 -3,324

Century Global Commodities Corporation (formerly known as Century Iron Mines Corporation)

Common Shares Chim, Sandy Chun Kwan

4, 6, 7, 5

12/02/2016 10 0.3 1,355,900 13,000

CGI Group Inc. Subordinate Voting Shares Classe A

Baptista, Joao Pedro Amandey

5 31/12/2015 30 39.908 1,773 873


Boulanger, François 5 31/12/2015 30 51.111 9,650 672


Boyajian, Mark 5 31/12/2015 30 39.315 2,229 385


Forman, Stuart 5 16/02/2016 90 2,185 450


Forman, Stuart 5 31/12/2015 30 51.705 1,241 599


Forman, Stuart 5 11/02/2016 30 55.231 1,347 106


Forman, Stuart 5 16/02/2016 90 897 -450


Henderson, Dave 5 31/12/2015 30 41.413 7,290 65


Holgate, Colin Victor 5 31/12/2015 30 40.453 2,608 851


Imbeau, André 3, 4, 5 31/12/2015 30 51.088 28,100 419


Linder, Kevin Morris 5 31/12/2015 30 57.058 32 32


McCuaig, Douglas 5 31/12/2015 30 51.123 17,758 831


Nikku, Heikki 5 31/12/2015 30 39.608 488 137

Changfeng Energy Inc.

Common Shares Changfeng Energy Inc. 1 12/02/2016 38 0.3 4,861,800 30,000

CIBT Education Group Inc.

Common Shares Capital Alliance Group Inc.

1 17/02/2016 10 0.285 874,500 61,000



1 17/02/2016 10 0.29 883,500 9,000



1 18/02/2016 10 0.285 888,500 5,000

Cineplex Inc. Options Allen, Christopher 5 12/02/2016 50 22,592 11,452

Cineplex Inc. Performance Share Units

Allen, Christopher 5 12/02/2016 56 1,872 872

Cineplex Inc. Options Briant, Heather 5 12/02/2016 50 42,086 10,829


Briant, Heather 5 12/02/2016 56 11,911 2,475

Cineplex Inc. Deferred Share Units

Fitzgerald, Anne Tunstall

5 19/02/2016 56 10,937 1,938

Cineplex Inc. Options Fitzgerald, Anne Tunstall

5 12/02/2016 50 58,770 11,631

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1845


T/O Unit Price


Acquired/ Disposed


Fitzgerald, Anne Tunstall

5 12/02/2016 56 12,507 2,658

Cineplex Inc. Options Jacob, Ellis 4, 5 12/02/2016 50 868,976 133,690


Jacob, Ellis 4, 5 12/02/2016 56 167,520 30,550

Cineplex Inc. Options Kennedy, Michael 5 12/02/2016 50 52,680 17,498


Kennedy, Michael 5 12/02/2016 56 20,207 3,999

Cineplex Inc. Options Kent, Jeff 5 12/02/2016 50 56,686 17,110


Kent, Jeff 5 12/02/2016 56 19,475 3,910

Cineplex Inc. Options Legault, Lorraine Marie 5 12/02/2016 50 13,840 4,713


Legault, Lorraine Marie 5 12/02/2016 56 5,195 1,077

Cineplex Inc. Options Mandryk, Suzanna 5 12/02/2016 50 51,116 10,027


Mandryk, Suzanna 5 12/02/2016 56 11,151 2,291


McGrath, Daniel F. 5 19/02/2016 56 12,999 4,067

Cineplex Inc. Options McGrath, Daniel F. 5 12/02/2016 50 138,519 43,449


McGrath, Daniel F. 5 12/02/2016 56 49,052 9,929


Nelson, Gordon 5 19/02/2016 56 7,835 2,409

Cineplex Inc. Options Nelson, Gordon 5 12/02/2016 50 102,469 29,412


Nelson, Gordon 5 12/02/2016 56 32,472 6,721


Nonis, Paul 5 01/01/2011 00


Nonis, Paul 5 19/02/2016 56 1,097 1,097

Cineplex Inc. Options Nonis, Paul 5 12/02/2016 50 29,475 10,088


Nonis, Paul 5 12/02/2016 56 11,168 2,305

Cineplex Inc. Options Sautter, George 5 12/02/2016 50 27,871 9,406

Cineplex Inc. Options Sautter, George 5 16/02/2016 59 24,659 -3,212


Sautter, George 5 12/02/2016 56 10,588 2,149

Cineplex Inc. Options Stanghieri, Fabrizio 5 12/02/2016 50 43,223 9,637


Stanghieri, Fabrizio 5 12/02/2016 56 10,557 2,202

CKR Carbon Corporation

Options Gosselin, Réjean 4 18/02/2016 50 220,000 100,000

Claude Resources Inc. Common Shares Skanderbeg, Brian Neville

5 17/02/2016 30 0.32 543,795 135,165

Cogeco Communications Inc.

Performance Share Units / Unite d’action performance

ALVES, ELIZABETH 5 31/12/2015 35 658 8



ANGELINI, Nicola 5 31/12/2015 35 1,016 16



Audet, Louis 4, 5 31/12/2015 35 9,585 135


Subordinate Voting Shares actions subalternes à droit de vote

Audet, Louis 4, 5 31/12/2015 35 71.46 59,844 88


Unité d’action différée/Deferred Share Unit

Curadeau-Grou, Patricia

4 31/12/2015 35 5,535 113



Dorval, Nathalie 5 31/12/2015 35 913 13

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1846


T/O Unit Price


Acquired/ Disposed



Garcia, Claude 4 31/12/2015 35 5,297 109



Gibson, Lib 4 31/12/2015 35 419 9



Guimond, René 5 31/12/2015 35 811 11



Jetté, Philippe 5 31/12/2015 35 3,710 60



Jolivet, Christian 5 31/12/2015 35 1,673 23



Lebegue, Fabrice 5 31/12/2015 35 1,060 10



Maheux, Pierre 5 31/12/2015 35 1,142 17



Maheux, Pierre 5 31/12/2015 30 69.25 1,375 278



Maheux, Pierre 5 31/12/2015 35 66.51 1,377 2



McAusland, David L. 4 31/12/2015 35 6,892 141



NYISZTOR, Diane 5 31/12/2015 35 1,242 17



Ouimet, Patrice 5 31/12/2015 35 3,397 47



Peeters, Jan E. 4 31/12/2015 35 8,591 176



Pinard, Andrée 5 31/12/2015 35 1,119 19



St-Pierre, Louise 5 31/12/2015 35 19



St-Pierre, Louise 5 31/12/2015 35 9,406 131

Cogeco Inc Performance Share Units / Unite d’action performance

ALVES, ELIZABETH 5 31/12/2015 35 733 8


ANGELINI, Nicola 5 31/12/2015 35 352 2


Audet, Louis 4, 5 31/12/2015 35 10,708 133

Cogeco Inc Unité d’action différée/Deferred Share unit

Bigsby, Elisabetta 4 31/12/2015 35 5,967 112


Comtois, Pierre 4 31/12/2015 35 14,419 270


Dorval, Nathalie 5 31/12/2015 35 987 12

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1847


T/O Unit Price


Acquired/ Disposed


Garcia, Claude 4 31/12/2015 35 4,450 83


Guimond, René 5 31/12/2015 35 885 10


Jetté, Philippe 7 31/12/2015 35 1,357 7


Jolivet, Christian 5 31/12/2015 35 1,924 24


Lebegue, Fabrice 5 31/12/2015 35 352 2


Legault, Normand 4 31/12/2015 35 5,381 101


Maheux, Pierre 5 31/12/2015 35 503 3


McAusland, David L. 4 31/12/2015 35 8,042 151


NYISZTOR, Diane 5 31/12/2015 35 1,468 18


Ouimet, Patrice 5 31/12/2015 35 3,796 46


Peeters, Jan E. 4 31/12/2015 35 9,812 184


Pinard, Andrée 5 31/12/2015 35 1,167 17

Colabor Group Inc. Common Shares The Article 6 Marital Trust created under the First Amended and Restated Jerry Zucker Revocable Trust dated 4-2-07

3 16/02/2016 10 0.7 3,285,000 -16,000


3 16/02/2016 10 0.71 3,276,000 -9,000


3 16/02/2016 10 0.72 3,265,000 -11,000


3 17/02/2016 10 0.7 3,238,500 -26,500

Colabor Group Inc. Convertible Debentures 5,70% échéance le 30 avril 2017

The Article 6 Marital Trust created under the First Amended and Restated Jerry Zucker Revocable Trust dated 4-2-07

3 16/02/2016 10 60 $1,225,000 $65,000



3 16/02/2016 10 59.99 $1,245,000 $20,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1848


T/O Unit Price


Acquired/ Disposed



3 17/02/2016 10 60 $1,260,000 $15,000



3 17/02/2016 10 59.99 $1,261,000 $1,000

Colt Resources Inc. Common Shares DSM Resources Corp. 3 17/02/2016 10 0.1009 13,512,500 -750,000

Colt Resources Inc. Common Shares Okay, Agah Levent 6 17/02/2016 10 0.1009 13,512,500 -750,000

Colt Resources Inc. Common Shares Okay, Bulent 6 17/02/2016 10 0.1009 13,512,500 -750,000

Colt Resources Inc. Common Shares Okay, Selen 6 17/02/2016 10 0.1009 13,512,500 -750,000

Colt Resources Inc. Common Shares Usenmez, Kerem 6 17/02/2016 10 0.1009 13,512,500 -750,000

Columbus Gold Corp. Options Atzmon, Gil 4 11/02/2016 50 0.4 1,350,000 275,000

Columbus Gold Corp. Common Shares Auplata SA 3 16/02/2016 10 0.4 15,405,177 -19,500

Columbus Gold Corp. Common Shares Auplata SA 3 18/02/2016 10 0.39 15,351,677 -53,500

Columbus Gold Corp. Options Gianulis, Peter Lawrence

4 11/02/2016 50 0.4 1,000,000 100,000

Columbus Gold Corp. Options Giustra, Robert 4, 5 11/02/2016 50 0.4 3,610,000 1,000,000

Columbus Gold Corp. Options Gustafson, Donald L. 4 11/02/2016 50 0.4 950,000 100,000

Columbus Gold Corp. Options Martinez, Jorge 5 11/02/2016 50 0.4 275,000

Columbus Gold Corp. Options Martinez, Jorge 5 11/02/2016 50 0.4 800,000 275,000

Columbus Gold Corp. Options Virk, Jenna Rishi 5 11/02/2016 50 0.4 150,000 150,000

Cominar Real Estate Investment Trust

Trust Units Coulombe, Gérard 4 31/12/2015 35 17.33 9,455 246

Cominar Real Estate Investment Trust

Trust Units Laberge, Ghislaine 4 31/12/2015 35 17.33 9,202 763

COMPASS Income Fund

Trust Units COMPASS Income Fund

1 18/02/2016 38 10.007 32,787,562 700

Computer Modelling Group Ltd.

Common Shares Kumar, Anjani 5 16/02/2016 90 8.39 32,156 -1,848


Common Shares Kumar, Anjani 5 16/02/2016 90 8.39 25,284 -1,848


Common Shares Kumar, Anjani 5 16/02/2016 10 8.5 3,002 403


Common Shares Kumar, Anjani 5 16/02/2016 90 8.39 4,150 1,848


Common Shares Kumar, Anjani 5 16/02/2016 90 8.39 5,212 1,848

Corby Spirit and Wine Limited (formerly Corby Distilleries Limited)

Common Shares Class A

Cote, Stephane 5 14/12/2015 35 18.7 3,678 37



Cote, Stephane 5 30/12/2015 30 19.002 3,866 188



Cote, Stephane 5 11/01/2016 35 18.361 3,989 123



Cote, Stephane 5 29/01/2016 30 18.343 4,119 130



Holub, Paul 5 14/12/2015 35 18.7 17,355 174



Holub, Paul 5 30/12/2015 30 19.002 17,592 237

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1849


T/O Unit Price


Acquired/ Disposed



Holub, Paul 5 29/01/2016 30 18.343 17,756 164



Llewellyn, Robert 4 14/12/2015 35 18.7 6,349 54









Lussier, Donald Vincent

4 11/01/2016 35 18.361 4,276 129



McCarthy, George 4 14/12/2015 35 18.7 19,470 166



McCarthy, George 4 30/12/2015 30 18.99 19,674 204



McCarthy, George 4 11/01/2016 35 18.361 20,226 552



Nielsen, Patricia 4 14/12/2015 35 18.7 18,816 152









O’Driscoll, Roland Patrick

4, 5 14/12/2015 35 18.7 10,274 103




4, 5 30/12/2015 30 19.002 10,474 200




4, 5 11/01/2016 35 18.361 10,818 344




4, 5 29/01/2016 30 18.343 10,956 138



Sanchez Villarreal, Antonio

4, 5 14/12/2015 35 18.7 82 1




4, 5 30/12/2015 30 19.002 213 131




4, 5 11/01/2016 35 18.361 215 2

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1850


T/O Unit Price


Acquired/ Disposed




4, 5 29/01/2016 30 18.343 305 90



Valencia, Marc Andrew 5 14/12/2015 35 18.7 19,254 193










Corus Entertainment Inc.

Non-Voting Shares Class B

Hollinger, Mark Gehr 4 12/02/2016 10 8.99 23,245 17,000

Crescent Point Energy Corp.

Common Shares Stangl, Trent Terry 5 16/02/2016 90 3,000 -339


Common Shares Stangl, Trent Terry 5 16/02/2016 90 1,839 339


Common Shares Stangl, Trent Terry 5 16/02/2016 90 208,838 -339


Common Shares Stangl, Trent Terry 5 16/02/2016 90 1,809 339

Crombie Real Estate Investment Trust

Trust Units Special Voting

Empire Company Limited

3 15/02/2016 30 12.401 53,768,394 51,923

Crown Mining Corp. Common Shares Fairbairn, James Neville

4 12/02/2016 10 0.06 652,000 100,000

Crown Mining Corp. Warrants Fairbairn, James Neville

4 12/02/2016 53 0.15 200,000 100,000

Crystal Peak Minerals Inc. (formerly EPM Mining Ventures Inc.)

Common Shares Voting

EMR Capital Resources Fund 1, LP

3 12/02/2016 10 0.19 37,524,129 5,000




3 16/02/2016 10 0.19 37,525,129 1,000




3 17/02/2016 10 0.19 37,624,629 99,500

CT Real Estate Investment Trust

Units Hollister, Brenton Vaughn

4 31/12/2015 35 12.21 100,645 5,059


Units McCann, Dean Charles 4 31/12/2015 35 12.2 2,008 100


Units McCann, Dean Charles 4 31/12/2015 35 12.22 576 24


Units McCann, Dean Charles 4 31/12/2015 35 12.22 739 36


Units O’Bryan, John Charles 4 31/12/2015 35 12.22 21,832 1,144


Units Silver, Kenneth 4, 5 31/12/2015 35 12.21 79,169 4,169


Units Vallance, George Alexander

6 31/12/2015 35 12.76 2,179 109

D-Box Technologies Inc.


Mailhot, Sébastien 5 19/02/2016 10 0.345 79,515 28,570



Mailhot, Sébastien 5 02/07/2015 00







Insider Reporting

February 25, 2016

(2016), 39 OSCB 1851


T/O Unit Price


Acquired/ Disposed




DealNet Capital Corp. Common Shares Bridge, Harold Dixon 4 18/02/2016 36 363650 363,650

DealNet Capital Corp. Common Shares Bridge, Harold Dixon 4 18/02/2016 36 0.55 889,965 363,650

DealNet Capital Corp. Subscription Rights Feb 2016 Subscription Receipts

Bridge, Harold Dixon 4 18/02/2016 36 0.55 -363,650


Bridge, Harold Dixon 4 18/02/2016 36 0.55 0 -363,650

DealNet Capital Corp. Common Shares Houlden, Brent 4 18/02/2016 36 0.55 523,923 181,818


Houlden, Brent 4 18/02/2016 36 0.55 363,636 181,818

DealNet Capital Corp. Common Shares Small, Steven Charles 4 18/02/2016 36 0.55 2,559,825 454,562

DealNet Capital Corp. Common Shares Small, Steven Charles 4 16/06/2015 00

DealNet Capital Corp. Common Shares Small, Steven Charles 4 18/02/2016 36 0.55 681,819 681,819

DealNet Capital Corp. Common Shares Small, Steven Charles 4 16/06/2015 00

DealNet Capital Corp. Common Shares Small, Steven Charles 4 18/02/2016 36 0.55 681,819 681,819


Small, Steven Charles 4 18/02/2016 36 0 -454,562





DELPHI ENERGY CORP.

Common Shares Galvin, Michael 5 26/02/2015 90 1.3 40,536 -18,748

DELPHI ENERGY CORP.

Common Shares Galvin, Michael 5 16/02/2016 90 0.74 136,612 -33,693

DELPHI ENERGY CORP.

Common Shares Galvin, Michael 5 26/02/2015 90 1.3 107,272 18,748

DELPHI ENERGY CORP.

Common Shares Galvin, Michael 5 16/02/2016 90 0.74 140,965 33,693

DELPHI ENERGY CORP.

Options Osis, Andrew Emil 4 24/12/2015 50 0.81 232,500 80,000

Detour Gold Corporation

Common Shares Beaudoin, Pierre 5 18/02/2016 10 21.5 8,000 -5,000


Common Shares Beaudoin, Pierre 5 18/02/2016 51 10.53 11,200 3,200


Common Shares Beaudoin, Pierre 5 18/02/2016 51 11.32 11,500 300


Common Shares Beaudoin, Pierre 5 18/02/2016 51 11.89 31,500 20,000


Common Shares Beaudoin, Pierre 5 18/02/2016 10 20.797 8,000 -23,500


Common Shares Beaudoin, Pierre 5 19/02/2016 51 10.53 3,200


Options Beaudoin, Pierre 5 18/02/2016 51 452,413 -3,200


Options Beaudoin, Pierre 5 18/02/2016 51 452,113 -300


Options Beaudoin, Pierre 5 18/02/2016 51 432,113 -20,000


Options Beaudoin, Pierre 5 19/02/2016 51 -20,000


Common Shares Hennessey, Charles B. 5 10/02/2016 51 112,583 112,583

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1852


T/O Unit Price


Acquired/ Disposed


Common Shares Hennessey, Charles B. 5 10/02/2016 10 19.5 0 -112,583


Options Hennessey, Charles B. 5 10/02/2016 51 125,462 -70,000










Common Shares Mavor, James Whyte 5 18/02/2016 51 10.53 48,600 33,600


Common Shares Mavor, James Whyte 5 18/02/2016 51 11.53 68,600 20,000


Common Shares Mavor, James Whyte 5 18/02/2016 10 22.25 15,000 -53,600


Options Mavor, James Whyte 5 18/02/2016 51 542,633 -33,600


Options Mavor, James Whyte 5 18/02/2016 51 522,633 -20,000


Common Shares Pineault, Rachel Anne 5 17/02/2016 51 11.89 3,813 3,013


Common Shares Pineault, Rachel Anne 5 17/02/2016 10 19.985 800 -3,013


Options Pineault, Rachel Anne 5 17/02/2016 51 21,771 -3,013

DHX Media Ltd. Common Voting Shares

Colville, David Cameron

4 16/05/2014 00


Colville, David Cameron

4 19/02/2016 10 6.95 1,000 1,000


Landry, Dana Sean 5 19/02/2016 10 6.78 432,800 300


Landry, Dana Sean 5 19/02/2016 10 6.79 432,900 100


Landry, Dana Sean 5 19/02/2016 10 6.8 434,000 1,100


Landry, Dana Sean 5 19/02/2016 10 6.83 434,400 400


Landry, Dana Sean 5 19/02/2016 10 6.84 434,600 200


Landry, Dana Sean 5 19/02/2016 10 6.85 441,900 7,300

DiagnoCure Inc. Options Allard, Danielle 5 16/02/2016 52 1.8 80,000 -5,000







DiagnoCure Inc. Options Allard, Danielle 5 16/02/2016 52 0.11 0 -5,000

DiagnoCure Inc. Options BOIVIN, FREDERIC 5 16/02/2016 52 1.8 135,000 -5,000








DiagnoCure Inc. Options BOIVIN, FREDERIC 5 16/02/2016 52 0.11 0 -5,000

DiagnoCure Inc. Options Bordeleau, Richard 5 16/02/2016 52 0.24 0 -500,000

DiagnoCure Inc. Options Fradet, Yves 4 16/02/2016 52 1.8 580,000 -20,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1853


T/O Unit Price


Acquired/ Disposed






DiagnoCure Inc. Options Fradet, Yves 4 16/02/2016 52 0.11 0 -50,000

DiagnoCure Inc. Options Proulx, Louise 4 16/02/2016 52 3.96 156,223 -5,000










DiagnoCure Inc. Options Proulx, Louise 4 16/02/2016 52 0.11 0 -23,723

DiagnoCure Inc. Options Simoneau, Jacques 4 16/02/2016 52 0.44 73,723 -12,500

DiagnoCure Inc. Options Simoneau, Jacques 4 16/02/2016 52 0.2 23,723 -50,000

DiagnoCure Inc. Options Simoneau, Jacques 4 16/02/2016 52 0.11 0 -23,723

DiagnoCure Inc. Options Zurawski, Vincent R. 4 16/02/2016 52 3.83 128,978 -10,000








DiagnoCure Inc. Options Zurawski, Vincent R. 4 16/02/2016 52 0.11 0 -18,978

DMD Digital Health Connections Group Inc. (Formely Aptilon Corporation)

Common Shares BROSSEAU, ANDRE 4 17/02/2016 90 -44,565,000


Common Shares BROSSEAU, ANDRE 4 17/02/2016 90 0 -4,456,500


Common Shares BROSSEAU, ANDRE 4 15/11/2012 00


Common Shares BROSSEAU, ANDRE 4 17/02/2016 90 4,456,500 4,456,500


Common Shares Charron, André 7, 5 17/02/2016 10 0.2 1,865,766 20,000


Common Shares Charron, André 7, 5 18/02/2016 10 0.2 1,880,766 15,000

Dream Industrial Real Estate Investment Trust

Deferred Trust Units Alimchandani, Pauline 7 16/02/2016 56 7.47 15,416 4,000


Deferred Trust Units Chapman, Brent Paul 5 16/02/2016 56 7.47 53,000 20,000


Deferred Trust Units Cooper, Michael 4, 7 16/02/2016 56 7.47 116,779 20,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1854


T/O Unit Price


Acquired/ Disposed


Deferred Trust Units GAVAN, JANE 7 16/02/2016 56 7.47 54,866 20,000


Deferred Trust Units Quan, Lenis Wen-Juan 5 16/02/2016 56 7.47 20,000 10,000


Deferred Trust Units Valentini, George 7 16/02/2016 56 7.47 34,776 10,000

East Coast Investment Grade Income Fund

Units Arrow Capital Management Inc.

7 18/05/2012 00



7 12/02/2016 10 8.3383 1,200 1,200



7 16/02/2016 10 8.25 3,200 2,000



7 17/02/2016 10 8.25 4,200 1,000



7 18/02/2016 10 8.36 9,200 5,000

Eco Oro Minerals Corp.

Common Shares Amber Capital LP 3 11/02/2016 10 0.315 5,245,462 -1,000

Eco Oro Minerals Corp.

Common Shares Amber Capital LP 3 12/02/2016 10 0.36 5,235,962 -9,500

Edgefront Real Estate Investment Trust

Trust Units Forgione, Mario 4 11/02/2016 10 1.5 405,024 5,000

Eguana Technologies Inc.

Common Shares Carten, Michael Anthony

4 16/02/2016 11 779,253 70,025


Common Shares Carten, Michael Anthony

4 16/02/2016 11 6,289 -70,025


Warrants Carten, Michael Anthony

4 16/02/2016 11 200,000


Warrants Carten, Michael Anthony

4 16/02/2016 11 200,000

Element Financial Corporation

Performance Share Units

Webb, Kristi 5 15/10/2015 00


Options Laverdiere, Yves 5 15/02/2016 00 37,503


Options Laverdiere, Yves 5 15/02/2016 50 50,859 13,356


Rights PSU (Performance Share Units)

Laverdiere, Yves 5 15/02/2016 00 5,115


Rights PSU (Performance Share Units)

Laverdiere, Yves 5 15/02/2016 56 9,122 4,007


Rights Sobeys Phantom Performance Options

Laverdiere, Yves 5 15/02/2016 00 7,931

Enertopia Corp. Options Bhullar, Baljinder 4, 5 16/02/2016 52 0.15 1,350,000 -300,000

Enertopia Corp. Warrants Bhullar, Baljinder 4, 5 13/02/2014 11 0.15 100,000

Enertopia Corp. Warrants Bhullar, Baljinder 4, 5 13/02/2014 11 0.15 100,000 100,000

Enertopia Corp. Options McAllister, Robert 4, 5 14/02/2016 52 1,850,000 -255,000

Enertopia Corp. Options McAllister, Robert 4, 5 16/02/2016 52 1,350,000 -500,000

Enterprise Group, Inc. Common Shares JAROSZUK, LEONARD

4, 5 18/02/2016 10 0.24 2,688,777 30,000

Epsilon Energy Ltd. Common Shares Epsilon Energy Ltd. 1 17/02/2016 30 2.6499 14,400 7,200

eQube Gaming Limited

Common Shares janko, andrew charles 4 17/02/2016 10 0.25 2,868,671 500


Common Shares Thorkelsson, Danielle Marie

5 17/02/2016 10 0.25 253,500 500


Common Shares TONG, KIN ON KENT 4, 5 12/02/2016 10 0.25 301,000 1,000

Equity Financial Holdings Inc. (formerly, Grey Horse Corporation)

Options BOURASSA, JEAN 5 08/02/2016 00

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1855


T/O Unit Price


Acquired/ Disposed


Options BOURASSA, JEAN 5 12/02/2016 50 7.9 40,000 40,000


Options Bowers, Paul Edward 5 12/02/2016 50 7.9 53,360 6,000


Rights Deferred Share Units

Bowers, Paul Edward 5 10/02/2014 00



Bowers, Paul Edward 5 12/02/2016 56 7.9 2,447 2,447


Options Gill, Rachhpal 5 12/02/2016 50 7.9 30,640 6,000



Gill, Rachhpal 5 25/06/2014 00



Gill, Rachhpal 5 12/02/2016 56 7.9 855 855


Options Johnson, Douglas John Miles

5 12/02/2016 50 7.9 49,000 6,000



Johnson, Douglas John Miles

5 18/08/2014 00



Johnson, Douglas John Miles

5 12/02/2016 56 7.9 1,632 1,632


Common Shares Jones, Michael Rhoderick

4, 5 12/02/2016 10 7.9 30,929 300



4, 5 12/02/2016 10 7.9 31,629 700



4, 5 12/02/2016 10 7.95 32,629 1,000



4, 5 12/02/2016 10 8 33,629 1,000



4, 5 12/02/2016 10 8.17 34,629 1,000



4, 5 12/02/2016 10 7.84 35,629 1,000


Options Jones, Michael Rhoderick

4, 5 12/02/2016 50 7.9 378,750 43,750



Jones, Michael Rhoderick

4, 5 12/02/2016 56 7.9 23,580 6,126

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1856


T/O Unit Price


Acquired/ Disposed



Jones, Michael Rhoderick

4, 5 12/02/2016 56 7.9 29,706 6,126


Options Reusing, Josh 5 12/02/2016 50 7.9 76,300 26,300



Reusing, Josh 5 30/01/2007 00



Reusing, Josh 5 12/02/2016 56 7.9 2,525 2,525


Common Shares Rounthwaite, Frederic David

4 12/02/2016 10 7.49 1,500 1,000


Options SATO, Lorraine Michiko

5 12/02/2016 50 7.9 49,360 6,000



SATO, Lorraine Michiko

5 28/07/2014 00



SATO, Lorraine Michiko

5 12/02/2016 56 7.9 1,651 1,651


Common Shares Smoothwater Capital Corporation

3 16/02/2016 10 7.6 1,887,211 23,000


Common Shares Smoothwater Capital Corporation

3 17/02/2016 10 7.6 1,924,711 37,500

Everton Resources Inc.

Options Audet, André 4, 5 15/02/2016 52 680,000 -120,000

Everton Resources Inc.

Options Farrant, Michael Hugh 4 15/02/2016 52 1.6 230,000 -20,000

exactEarth Ltd. Options Browning, Margaret 5 04/02/2016 00

exactEarth Ltd. Options Browning, Margaret 5 17/02/2016 50 6.5 92,813 92,813

exactEarth Ltd. Options Browning, Margaret 5 17/02/2016 50 6.5 121,667 28,854

exactEarth Ltd. Options Davis, Anita Carole 5 04/02/2016 00

exactEarth Ltd. Options Davis, Anita Carole 5 17/02/2016 50 6.5 109,866

exactEarth Ltd. Options Davis, Anita Carole 5 17/02/2016 50 6.5 109,866

exactEarth Ltd. Options Davis, Anita Carole 5 17/02/2016 50 6.5 66,585 66,585

exactEarth Ltd. Options Davis, Anita Carole 5 17/02/2016 50 6.5 109,866 43,281

exactEarth Ltd. Options Dorcas, Peter Dow 5 04/02/2016 00

exactEarth Ltd. Options Dorcas, Peter Dow 5 17/02/2016 50 6.5 89,524

exactEarth Ltd. Options Dorcas, Peter Dow 5 17/02/2016 50 6.5 89,524

exactEarth Ltd. Options Dorcas, Peter Dow 5 17/02/2016 50 6.5 72,211 72,211

exactEarth Ltd. Options Dorcas, Peter Dow 5 17/02/2016 50 6.5 89,524 17,313

exactEarth Ltd. Options Mabson, Peter Kenneth

4, 5 04/02/2016 00

exactEarth Ltd. Options Mabson, Peter Kenneth

4, 5 17/02/2016 50 6.5 271,111 271,111

exactEarth Ltd. Options Martin, David 5 04/02/2016 00

exactEarth Ltd. Options Martin, David 5 17/02/2016 50 6.5 123,381

exactEarth Ltd. Options Martin, David 5 17/02/2016 50 6.5 123,381

exactEarth Ltd. Options Martin, David 5 17/02/2016 50 6.5 80,100 80,100

exactEarth Ltd. Options Martin, David 5 17/02/2016 50 6.5 123,381 43,281

exactEarth Ltd. Options Maybee, Sean 5 04/02/2016 00

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1857


T/O Unit Price


Acquired/ Disposed

exactEarth Ltd. Options Maybee, Sean 5 17/02/2016 50 6.5 143,290 143,290

exactEarth Ltd. Options Miller, Philip Leo 5 04/02/2016 00

exactEarth Ltd. Options Miller, Philip Leo 5 17/02/2016 50 6.5 79,880 79,880

exactEarth Ltd. Options Miller, Philip Leo 5 17/02/2016 50 6.5 123,161 43,281

exactEarth Ltd. Options Stickler, Graham John 5 04/02/2016 00

exactEarth Ltd. Options Stickler, Graham John 5 17/02/2016 50 6.5 119,794

exactEarth Ltd. Options Stickler, Graham John 5 17/02/2016 50 6.5 119,794

exactEarth Ltd. Options Stickler, Graham John 5 17/02/2016 50 6.5 79,948 79,948

exactEarth Ltd. Options Stickler, Graham John 5 17/02/2016 50 6.5 119,794 39,846

Exeter Resource Corporation

Common Shares Zerb, Wendell Miles 5 18/02/2016 10 0.71 195,500 10,000

EXPLOR RESOURCES INC.

Common Shares CONCEPT CAPITAL MANAGEMENT LTD

3 17/02/2016 54 0.05 7,638,000 2,400,000


Common Shares CONCEPT CAPITAL MANAGEMENT LTD

3 17/02/2016 36 0.05 13,238,000 5,600,000


Convertible Debentures

CONCEPT CAPITAL MANAGEMENT LTD

3 18/06/2014 00 $5,600,000




3 17/02/2016 36 0.05 $5,600,000




3 17/02/2016 36 0.05 $5,600,000




3 17/02/2016 36 0.05 $0 -$5,600,000


Warrants CONCEPT CAPITAL MANAGEMENT LTD

3 17/02/2016 54 0.05 0 -2,400,000



Merkel, Gerhard 4 10/02/2016 11 $12,500



Merkel, Gerhard 4 10/02/2016 16 $27,500 $12,500

Ferrum Americas Mining Inc.

Common Shares Goodman, Jonathan Carter

4 29/01/2016 00

Ferrum Americas Mining Inc.

Common Shares Goodman, Jonathan Carter

4 18/02/2016 56 43,100,000 43,100,000

First Capital Realty Inc.

Common Shares Burton, Gareth 5 12/02/2016 00

First Mexican Gold Corp.

Common Shares Voisin, James Arthur Robert

4 11/02/2016 10 0.025 7,250,313 -42,000

First Mexican Gold Corp.

Common Shares Voisin, James Arthur Robert

4 11/02/2016 10 0.03 7,242,313 -8,000

FIRSTSERVICE CORPORATION

Options Calder, Brendan 4 12/02/2016 50 35.96 18,000 3,000


Options Cooke, Douglas G. 5 12/02/2016 50 35.96 100,000 37,500


Options Ghert, Bernard I. 4 12/02/2016 50 35.96 18,000 3,000


Options Nguyen, Alex 5 12/02/2016 50 35.96 70,750 37,500


Options Patterson, D. Scott 4, 5 12/02/2016 51 12.78 240,000 -60,000


Options Patterson, D. Scott 4, 5 12/02/2016 50 35.96 365,000 125,000


Subordinate Voting Shares

Patterson, D. Scott 4, 5 12/02/2016 51 12.78 765,262 60,000


Options Rakusin, Jeremy Alan 5 12/02/2016 50 35.96 200,000 50,000


Options Reichheld, Frederick 4 12/02/2016 50 35.96 13,000 3,000


Options Stein, Michael 4 12/02/2016 50 35.96 13,000 3,000


Options Wallace, Erin Joy 4 12/02/2016 50 35.96 13,000 3,000



Wallace, Erin Joy 4 10/09/2015 00 650



Wallace, Erin Joy 4 17/02/2016 10 38.24 1,310 660

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1858


T/O Unit Price


Acquired/ Disposed

Fission Uranium Corp. Common Shares Randhawa, Devinder 5 17/02/2016 10 0.61 4,087,719 20,000

Flaherty & Crumrine Investment Grade Fixed Income Fund

Trust Units Kikuchi, Craig 8, 4, 7, 5

31/12/2015 30 12.93 4,075 315

Foraco International SA

Common Shares Foraco International SA

1 04/01/2016 38 0.29 504,879 2,000



1 04/01/2016 38 29 504,951 72



1 05/01/2016 38 0.29 506,951 2,000



1 05/01/2016 38 0.29 507,023 72



1 06/01/2016 38 0.29 509,023 2,000



1 06/01/2016 38 0.29 509,095 72



1 07/01/2016 38 0.29 511,167 2,072



1 20/01/2016 38 0.29 513,239 2,072

Foran Mining Corporation

Options March, Roger Bursell 5 13/02/2016 52 1.25 525,000 -250,000


Options Morcombe, Darren James

4 02/02/2016 52 525,000 -500,000


Options Soares, Patrick 5 02/02/2016 52 750,000 -500,000


Warrants Soares, Patrick 5 29/08/2013 55 1,000,000 -17,500


Warrants Soares, Patrick 5 02/12/2015 55 0 -1,000,000

Fortis Inc. Options Bennett, David 5 16/02/2016 50 47,451 16,752

Fortis Inc. Performance Share Unit

Bennett, David 5 16/02/2016 56 37.723 7,778 3,312

Fortis Inc. Restricted Share Units

Bennett, David 5 16/02/2016 56 37.723 3,016 1,656

Fortis Inc. Options Craig, Janet 5 01/10/2015 00

Fortis Inc. Options Craig, Janet 5 16/02/2016 50 8,716 8,716


Craig, Janet 5 01/10/2015 00


Craig, Janet 5 16/02/2016 56 37.723 1,723 1,723


Craig, Janet 5 01/10/2015 00


Craig, Janet 5 16/02/2016 56 37.723 861 861

Fortis Inc. Options Dall’Antonia, Roger Attilio

7 16/02/2016 50 37.3 81,540 14,732


Dall’Antonia, Roger Attilio

7 11/02/2016 56 6,945 2,913


Dall’Antonia, Roger Attilio

7 11/02/2016 56 4,526 1,457

Fortis Inc. Options Duke, Nora 5 16/02/2016 50 307,854 42,060


Duke, Nora 5 16/02/2016 56 37.723 21,691 12,475

Fortis Inc. Options Gosse, Karen J. 5 16/02/2016 56 37,142 8,716


Gosse, Karen J. 5 01/11/2015 00


Gosse, Karen J. 5 16/02/2016 56 37.723 1,723 1,723


Gosse, Karen J. 5 01/11/2015 00


Gosse, Karen J. 5 16/02/2016 56 37.723 861 861


Hynes, Madonna G. 5 16/02/2016 56 37.723 2,916 815

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1859


T/O Unit Price


Acquired/ Disposed


London, Paige 5 16/02/2016 56 37.723 2,821 835

Fortis Inc. Options Lorimer, Ian Gordon 7 16/02/2016 50 37.3 65,402 10,020


Lorimer, Ian Gordon 7 07/06/2008 00


Lorimer, Ian Gordon 7 11/02/2016 56 1,982 1,982


Lorimer, Ian Gordon 7 07/06/2008 00


Lorimer, Ian Gordon 7 11/02/2016 56 991 991

Fortis Inc. Options Ludlow, Earl 5 16/02/2016 50 284,840 44,236


Ludlow, Earl 5 16/02/2016 56 37.723 35,744 13,122

Fortis Inc. Options Mulcahy, Michael A. 7 16/02/2016 50 37.3 145,504 37,000


Mulcahy, Michael A. 7 11/02/2016 56 17,411 7,317


Mulcahy, Michael A. 7 11/02/2016 56 6,698 3,658


O’Dea, Regan 5 16/02/2016 56 37.723 2,157 815

Fortis Inc. Options Perry, Barry 4, 5 16/02/2016 50 733,604 258,044


Perry, Barry 4, 5 16/02/2016 56 37.723 188,070 76,545

Fortis Inc. Options Roberts, Jamie 7 16/02/2016 50 47,637 12,468


Roberts, Jamie 7 16/02/2016 56 37.723 5,811 2,465


Roberts, Jamie 7 16/02/2016 56 37.723 2,099 1,232

Fortis Inc. Options Sam, Doyle 7 16/02/2016 50 37.3 70,081 15,484


Sam, Doyle 7 11/02/2016 56 9,470 3,062


Sam, Doyle 7 11/02/2016 56 4,689 1,531

Fortis Inc. Options Smith, Karl W. 5 16/02/2016 50 394,588 71,180


Smith, Karl W. 5 16/02/2016 56 37.723 57,582 21,114

Fortis Inc. Options Spinney, James 5 16/02/2016 50 37,755 13,072


Spinney, James 5 16/02/2016 56 37.723 1,292


Spinney, James 5 16/02/2016 56 37.723 5,930 2,584


Spinney, James 5 16/02/2016 56 37.723 2,159 1,292

Frankly Inc. (formerly WB III Acquisition Corp.)

Options Chung, Steve 4, 5 10/02/2016 50 1 1,535,170 700,000


Rights RSU Plan Chung, Steve 4, 5 10/02/2016 38 0 -247,676


Options Park, Jungsoo 5 10/02/2016 50 1 247,745 115,000


Options Schwartz, Louis Craig 5 10/02/2016 50 1 497,745 350,000


Options Shih, Harrison 5 10/02/2016 50 1 497,745 350,000

Fundamental Applications Corp.

Common Shares Helmel, Alexander 4 15/02/2016 11 0.22 666,666 -333,334

Gamehost Inc. Common Shares WILL, DARCY 4, 6, 5 12/02/2016 10 7.95 15,100 600

Gazit-Globe Ltd. Common Shares Norstar Holdings Inc. 3 17/01/2016 10 32.754 98,211,214 45,973



Insider Reporting

February 25, 2016

(2016), 39 OSCB 1860


T/O Unit Price


Acquired/ Disposed















Genovation Capital Corp. (formerly, Asean Energy Corp.)

Common Shares Binder, John 3 12/02/2016 16 0.08 2,250,000 1,250,000


Common Shares Doyle Family Trust 3 12/02/2016 00


Common Shares Doyle Family Trust 3 12/02/2016 00 1,187,200


Common Shares Doyle Family Trust 3 12/02/2016 16 0.08 3,841,900 2,654,700


Common Shares van Santen, Robert Jacob

4, 5 12/02/2016 16 0.08 3,863,755 3,306,250

Genworth MI Canada Inc.


Pinto, Jonathan 5 17/02/2016 56 23.71 1,934 1,123

Genworth MI Canada Inc.


Piroli, Robert John 5 17/02/2016 56 23.71 2,977 1,146

Gibson Energy Inc. Common Shares Singh, Kiren Kaur 7 15/02/2016 00 3,572

Gibson Energy Inc. Options Singh, Kiren Kaur 7 15/02/2016 00 10,301

Gibson Energy Inc. Restricted Share Units

Singh, Kiren Kaur 7 15/02/2016 00

Gibson Energy Inc. Restricted Share Units

Singh, Kiren Kaur 7 15/02/2016 00 9,275

Global Healthcare Dividend Fund

Trust Units Global Healthcare Dividend Fund

1 12/02/2016 38 10.522 3,642,213 1,800

Global Healthcare Dividend Fund

Trust Units Global Healthcare Dividend Fund

1 18/02/2016 38 10.8 3,642,913 700

Global Infrastructure Dividend Fund

Trust Units Global Infrastructure Dividend Fund

1 18/02/2016 38 8 1,828,400 400

Global Real Estate Dividend Growers Corp.

Common Shares Equity Shares


1 12/02/2016 38 7.6921 390,700 1,400




1 16/02/2016 38 7.785 391,300 600

Globalance Dividend Growers Corp.


Globalance Dividend Growers Corp.

1 12/02/2016 38 8.04 208,300 500

goeasy Ltd. (formerly, easyhome Ltd.)


Appel, Jason 5 17/02/2016 30 17.09 10,766 10,766



Fiederer, Andrea 5 17/02/2016 30 17.09 11,094 11,094



Goertz, Steve 5 17/02/2016 30 17.09 25,980 25,980



Ingram, David 4, 5 17/02/2016 30 17.09 70,624 70,624



Mullins, Jason 5 17/02/2016 30 17.09 23,874 23,874



Pennell, Shane 5 17/02/2016 30 17.09 9,830 9,830

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1861


T/O Unit Price


Acquired/ Disposed



Yeilding, David 5 17/02/2016 30 17.09 10,298 10,298

GoGold Resources Inc.

Common Shares Rhodenizer, Scott 6, 7 10/02/2016 10 1.09 19,583,800 -91,200

GoGold Resources Inc.

Common Shares Rhodenizer, Scott 6, 7 11/02/2016 10 1.0698 19,463,800 -120,000

Gold Standard Ventures Corp.

Common Shares Awde, Jonathan Charles Timothy

4, 6, 5 10/02/2016 51 0.71 1,287,400 225,000


Common Shares Awde, Jonathan Charles Timothy

4, 6, 5 17/02/2016 10 1.05 2,234,000 20,000


Options Awde, Jonathan Charles Timothy

4, 6, 5 10/02/2016 51 0.71 1,872,000 -225,000


Common Shares Silas, Richard 4, 5 10/02/2016 51 0.71 512,900 75,000


Options Silas, Richard 4, 5 10/02/2016 51 0.71 -75,000


Options Silas, Richard 4, 5 10/02/2016 51 0.71 0 -75,000

Goldcorp Inc. PSUs BERGERON, BRENT 5 15/02/2016 35 60,605 844

Goldcorp Inc. PSUs BERGERON, BRENT 5 15/02/2016 97 14.54 48,210 -12,395

Goldcorp Inc. PSUs Burns, George Raymond

5 15/02/2016 35 14.54 134,696 2,331

Goldcorp Inc. PSUs Burns, George Raymond

5 15/02/2016 97 14.54 100,495 -34,201

Goldcorp Inc. Common Shares Ghuldu, Rishi 5 17/02/2016 00 2,591

Goldcorp Inc. Options Ghuldu, Rishi 5 17/02/2016 00 44,788

Goldcorp Inc. Rights Ghuldu, Rishi 5 17/02/2016 00 12,424

Goldcorp Inc. PSUs Hall, Lindsay Albert 5 15/02/2016 35 142,289 2,631

Goldcorp Inc. PSUs Hall, Lindsay Albert 5 15/02/2016 97 14.54 103,686 -38,603

Goldcorp Inc. PSUs Jeannes, Charles A. 5 15/02/2016 35 324,492 6,000

Goldcorp Inc. PSUs Jeannes, Charles A. 5 15/02/2016 97 14.54 236,458 -88,034

Goldcorp Inc. PSUs Ronkos, Charles Joseph

5 15/02/2016 35 60,062 1,156

Goldcorp Inc. PSUs Ronkos, Charles Joseph

5 15/02/2016 97 14.54 43,097 -16,965

Goldcorp Inc. PSUs Rustad, Colette 5 15/02/2016 35 38,817 822

Goldcorp Inc. PSUs Rustad, Colette 5 15/02/2016 97 14.54 26,755 -12,062

Goldcorp Inc. PSUs Ruus, Mark Adrian 5 15/02/2016 35 38,261 811

Goldcorp Inc. PSUs Ruus, Mark Adrian 5 15/02/2016 97 14.54 26,359 -11,902

Golden Dawn Minerals Inc.

Common Shares Wiese, Wolfgang 4, 5 15/02/2016 11 0.13 3,265,908 -200,000


Options Yuan, Ke Feng (Andrea)

5 01/12/2015 00


Options Yuan, Ke Feng (Andrea)

5 04/02/2016 50 300,000 300,000

Golden Leaf Holdings Ltd.

Common Shares Pillersdorf, Solomon (Sam) Joseph

4 18/02/2016 10 0.5 850,000 50,000

Golden Reign Resources Ltd.

Options Dennis, Leonard Charles

4 07/02/2016 52 0.25 315,000 -275,000


Options Evans, Diana Kim 4, 5 07/02/2016 52 0.25 600,000 -200,000


Options Meyer, William 4 07/02/2016 52 0.25 315,000 -375,000


Options Pudar, Zoran 5 07/02/2016 52 0.25 525,000 -60,000

Golden Valley Mines Ltd.

Options Groia, Joseph 4, 7 22/12/2015 52 875,000 -50,000


Options Karahissarian, Annie 5 22/12/2015 52 775,000 -75,000


Options Mullan, Glenn J 4, 7, 5 22/12/2015 52 924,025 -100,000


Options Rosatelli, Michael P. 5 22/12/2015 52 675,000 -75,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1862


T/O Unit Price


Acquired/ Disposed


Options Zinke, Jens 4, 7 22/12/2015 52 915,000 -100,000

Goldman Sachs U.S. Income Builder Trust

Units Class A Kikuchi, Craig 4, 5 31/12/2015 30 8.5 4,338 241

Gran Colombia Gold Corp.

2020 Debentures Miller, III, Lloyd I. 3 20/01/2016 36 $5,426,140


2020 Debentures Miller, III, Lloyd I. 3 20/01/2016 36 $5,426,141 $5,426,141


2020 Debentures Miller, III, Lloyd I. 3 20/01/2016 36 $520,743


2020 Debentures Miller, III, Lloyd I. 3 20/01/2016 36 $520,742 $520,742


Common Shares Volk, Peter Joseph 5 20/01/2016 36 0.13 3,146,883


Common Shares Volk, Peter Joseph 5 20/01/2016 36 0.13 3,169,929 3,146,900

Granite REIT Inc. Deferred Share Units

Brody, Michael Lawrence

4 16/02/2016 35 36.54 5,221 27

Granite REIT Inc. Restricted Share Units

De Aragon, John 5 16/02/2016 35 36.54 19,102 100


Dey, Peter James 4 16/02/2016 35 36.54 10,588 55


Forsayeth, Michael Peter

4, 5 16/02/2016 35 36.54 9,715 51


Gilbertson, Barry Gordon

4 16/02/2016 35 36.54 10,777 56


KUMER, LORNE 5 16/02/2016 35 36.54 4,859 25


Miller, Gerald 4 16/02/2016 35 36.54 5,221 27


Oran, Scott 4 16/02/2016 35 36.54 5,221 27


Tindale, Jennifer Sara 5 16/02/2016 35 36.54 4,859 25


Voorheis, George Wesley Thomas

4 16/02/2016 35 36.54 26,984 141


Wierzbinski, Stefan 5 16/02/2016 35 36.54 2,854 15

Great Panther Silver Limited

Common Shares Garnett, Robert Watt 4 12/02/2016 51 0.7 46,250 10,000

Great Panther Silver Limited

Options Garnett, Robert Watt 4 12/02/2016 51 756,500 -10,000

Great-West Lifeco Inc. Executive Performance Share Units

Corbett, S. Mark 7 31/12/2015 30 35.031 38,867 1,417


Corbett, S. Mark 7 19/02/2016 56 34.847 39,198 331


Corbett, S. Mark 7 19/02/2016 59 34.847 26,617 -12,581

Great-West Lifeco Inc. Common Shares McArthur, Susan J. 4 07/05/2015 00

Great-West Lifeco Inc. Common Shares McArthur, Susan J. 4 18/02/2016 10 34.93 1,000 1,000

GrowPros Cannabis Ventures Inc.

Common Shares Audet, André 4 16/02/2016 10 0.05 2,851,084 -1,200,000

Guardian Capital Group Limited

Common Shares Cidel Trust Company as Trustee of The Christodoulou 2004 Family Trust

3 12/10/2011 00



3 12/10/2011 10 2,394,930 2,394,930



3 22/05/2012 00

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1863


T/O Unit Price


Acquired/ Disposed


Non-Voting Shares Class A

Cidel Trust Company as Trustee of The Christodoulou 2004 Family Trust

3 12/10/2011 00 3,712,850


Non-Voting Shares Class A


1 17/02/2016 38 0 -81,850

Guyana Goldfields Inc. Common Shares Beatty, David Malcolm 4 16/02/2016 51 2.75 85,000 75,000

Guyana Goldfields Inc. Common Shares Beatty, David Malcolm 4 16/02/2016 10 4.29 10,000 -75,000

Guyana Goldfields Inc. Options Beatty, David Malcolm 4 16/02/2016 51 150,000 -75,000

Hamilton Thorne Ltd. (formerly Calotto Capital Inc.)

Options Bruns, Michael 5 11/02/2016 50 0.18 855,176 171,024


Options Douglas-Hamilton, Diarmaid Hugh

4, 5 11/02/2016 50 0.18 1,170,051 56,000


Options Wolf, David 4, 5 11/02/2016 50 0.18 2,510,356 120,000

Harte Gold Corp. Options Faucher, Richard Regis

4 17/02/2016 38 150,000 -200,000

Hawk Uranium Inc. Common Shares Frawley, Denis S. 5 19/02/2008 00

Hawk Uranium Inc. Common Shares Frawley, Denis S. 5 19/02/2008 00 185,000

Hawk Uranium Inc. Common Shares Frawley, Denis S. 5 15/04/2010 10 0.1 -100,000

Hawk Uranium Inc. Common Shares Frawley, Denis S. 5 20/04/2010 10 0.1 -100,000

Hawk Uranium Inc. Common Shares Frawley, Denis S. 5 20/04/2010 10 0.1 745,497 -100,000

Healthcare Leaders Income Fund

Units Healthcare Leaders Income Fund

1 17/02/2016 38 5,000 5,000

Healthcare Leaders Income Fund

Units Healthcare Leaders Income Fund

1 17/02/2016 38 0 -5,000

Hemisphere Energy Corporation

Options Arthur, Andrew John 5 11/02/2016 50 0.08 680,000 180,000


Options Arthur, Andrew John 5 12/02/2016 38 0.61 330,000 -350,000


Options Arthur, Andrew John 5 12/02/2016 38 0.55 280,000 -50,000


Options Borowicz, Frank Stephen

4 11/02/2016 50 0.08 245,000 50,000



4 12/02/2016 38 0.55 220,000 -25,000



4 12/02/2016 38 0.65 195,000 -25,000


Options Duncan, Ian 5 11/02/2016 50 0.08 700,000 200,000


Options Duncan, Ian 5 12/02/2016 38 0.55 650,000 -50,000


Options Duncan, Ian 5 12/02/2016 38 0.65 600,000 -50,000


Options Evancic, Dorlyn Robert 5 11/02/2016 50 0.08 645,000 225,000


Options Evancic, Dorlyn Robert 5 12/02/2016 38 0.55 595,000 -50,000


Options Evancic, Dorlyn Robert 5 12/02/2016 38 0.65 545,000 -50,000


Options McIntyre, Bruce Gregor 4 11/02/2016 50 0.08 245,000 50,000


Options McIntyre, Bruce Gregor 4 12/02/2016 38 0.55 220,000 -25,000


Options McIntyre, Bruce Gregor 4 12/02/2016 38 0.65 195,000 -25,000


Options O’Sullivan, Charles Noel

4, 5 11/02/2016 50 0.08 245,000 75,000


Options O’Sullivan, Charles Noel

4, 5 12/02/2016 38 0.55 220,000 -25,000


Options Ramsden-Wood, Ashley

5 11/02/2016 50 0.08 780,000 180,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1864


T/O Unit Price


Acquired/ Disposed



5 12/02/2016 38 0.5 530,000 -250,000



5 12/02/2016 38 0.55 480,000 -50,000



5 12/02/2016 38 0.65 280,000 -200,000


Options SIMMONS, DON 5 11/02/2016 50 0.08 1,100,000 250,000


Options SIMMONS, DON 5 12/02/2016 38 0.55 1,050,000 -50,000


Options SIMMONS, DON 5 12/02/2016 38 0.65 800,000 -250,000


Options Vernon, Gregg Kingsley

4 11/02/2016 50 0.08 245,000 50,000



4 12/02/2016 38 0.55 220,000 -25,000



4 12/02/2016 38 0.65 195,000 -25,000


Options Wyman, Richard 4 11/02/2016 50 0.08 300,000 50,000


Options Wyman, Richard 4 12/02/2016 38 0.61 100,000 -200,000

High Liner Foods Incorporated

Common Shares Dexter, Robert P. 4 19/02/2016 10 12.35 439,116 10,000


Options Milner, Charlene Kristen

5 18/01/2016 00


Options Milner, Charlene Kristen

5 17/02/2016 50 14.03 3,000 3,000


Common Shares van Schaayk, Frank Bernard Harry

4 19/02/2016 10 12.4 5,300 2,000

HNZ Group Inc. Common Shares Bergnach, Edward Peter

5 31/12/2015 30 581

HNZ Group Inc. Common Shares Bergnach, Edward Peter

5 31/12/2015 30 17.17 6,075 581

HNZ Group Inc. Common Shares Blakely, Robert George 5 31/12/2015 30 898 710

HNZ Group Inc. Common Shares MacKay, Robert Ian 5 31/12/2015 30 1,024

HNZ Group Inc. Common Shares MacKay, Robert Ian 5 31/12/2015 30 17.17 36,626 1,024

HNZ Group Inc. Common Shares variable voting shares

Manson, Hamish David 5 01/01/2015 00 29


Manson, Hamish David 5 31/12/2015 30 279


Manson, Hamish David 5 31/12/2015 30 17.17 308 279

HNZ Group Inc. Common Shares Morton, Simon William 5 31/12/2015 30 454

HNZ Group Inc. Common Shares Morton, Simon William 5 31/12/2015 30 17.17 14,350 454

HNZ Group Inc. Common Shares Mullett, Keith Woodrow 5 17/02/2016 99 0 -11,080


Mullett, Keith Woodrow 5 08/08/2011 00


Mullett, Keith Woodrow 5 31/12/2015 30 572


Mullett, Keith Woodrow 5 31/12/2015 30 17.17 572 572


Mullett, Keith Woodrow 5 17/02/2016 99 11,652 11,080

HNZ Group Inc. Common Shares Olson, Mark Lewis 5 31/12/2015 30 1,009

HNZ Group Inc. Common Shares Olson, Mark Lewis 5 31/12/2015 30 17.17 52,901 1,009

HNZ Group Inc. Common Shares Seguin, Sylvain 5 31/12/2015 30 894

HNZ Group Inc. Common Shares Seguin, Sylvain 5 31/12/2015 30 17.17 8,063 894

HNZ Group Inc. Common Shares Wall, Don Ed 4, 7, 5 24/11/2015 10 10.99 475,381 500

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1865


T/O Unit Price


Acquired/ Disposed

HNZ Group Inc. Common Shares Wall, Don Ed 4, 7, 5 25/11/2015 10 10.988 476,381 1,000

HNZ Group Inc. Common Shares Wall, Don Ed 4, 7, 5 26/11/2015 10 11 479,181 1,000

HNZ Group Inc. Common Shares Wall, Don Ed 4, 7, 5 08/12/2015 10 11.1 486,081 500

HNZ Group Inc. Common Shares Wall, Don Ed 4, 7, 5 31/12/2015 30 1,353

HNZ Group Inc. Common Shares Wall, Don Ed 4, 7, 5 31/12/2015 30 17.17 506,734 1,353

HNZ Group Inc. Common Shares Catégorie B

Wall, Don Ed 4, 7, 5 31/12/2010 00


Wall, Don Ed 4, 7, 5 31/12/2010 00


Wall, Don Ed 4, 7, 5 24/11/2015 10 10.99 500


Wall, Don Ed 4, 7, 5 25/11/2015 10 10.98 1,000


Wall, Don Ed 4, 7, 5 25/11/2015 10 10.988 1,000


Wall, Don Ed 4, 7, 5 26/11/2015 10 11 1,000


Wall, Don Ed 4, 7, 5 08/12/2015 10 11.1 500

HNZ Group Inc. Common Shares Wright, Matthew 5 31/12/2015 30 262

HNZ Group Inc. Common Shares Wright, Matthew 5 31/12/2015 30 17.17 271 262

Home Capital Group Inc.


Beaurivage, Jacqueline 4 17/02/2016 56 31.75 4,496 787



Blowes, Robert 4 17/02/2016 56 31.75 491 197



Falk, William 4 17/02/2016 56 31.75 10,442 787



Graham, Diana Lynn 4 17/02/2016 56 31.75 6,177 787


Common Shares Home Capital Group Inc.

1 12/02/2016 38 27.3 1,700 1,700



1 12/02/2016 38 27.3 0 -1,700



1 12/02/2016 38 27.291 4,000 4,000



1 12/02/2016 38 27.291 0 -4,000



1 12/02/2016 38 27.25 4,300 4,300



1 12/02/2016 38 27.25 0 -4,300



1 12/02/2016 38 27.3 3,300 3,300



1 12/02/2016 38 27.3 0 -3,300



Marsh, John M. 4 17/02/2016 56 31.75 10,298 413



Smith, Kevin 4 17/02/2016 56 31.75 35,789 2,815

HUSKY ENERGY INC.

Deferred Share Unit Glynn, Martin John Gardner

4 02/01/2015 30 27.43 12,982 141

HUSKY ENERGY INC.


4 30/03/2015 30 25.68 14,296 1,314

HUSKY ENERGY INC.


4 01/04/2015 30 25.95 14,446 150

HUSKY ENERGY INC.


4 25/06/2015 30 24.47 15,825 1,379

HUSKY ENERGY INC.


4 02/07/2015 30 23.92 16,006 181

HUSKY ENERGY INC.


4 14/09/2015 30 21.41 17,583 1,577

HUSKY ENERGY INC.


4 01/10/2015 30 20.75 17,815 232

HUSKY ENERGY INC.


4 18/12/2015 30 14.24 20,185 2,370

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1866


T/O Unit Price


Acquired/ Disposed

HUSKY ENERGY INC.

Deferred Share Unit KWOK, EVA LEE 4 02/01/2015 30 27.43 38,028 395

HUSKY ENERGY INC.

Deferred Share Unit KWOK, EVA LEE 4 30/03/2015 30 25.68 39,294 1,266

HUSKY ENERGY INC.


HUSKY ENERGY INC.


HUSKY ENERGY INC.


HUSKY ENERGY INC.


HUSKY ENERGY INC.


HUSKY ENERGY INC.


HUSKY ENERGY INC.

Deferred Share Unit Magnus, George Colin 4 02/01/2015 30 27.43 22,259 225

HUSKY ENERGY INC.

Deferred Share Unit Magnus, George Colin 4 30/03/2015 30 25.68 23,549 1,290

HUSKY ENERGY INC.


HUSKY ENERGY INC.


HUSKY ENERGY INC.


HUSKY ENERGY INC.


HUSKY ENERGY INC.


HUSKY ENERGY INC.


HUSKY ENERGY INC.

Deferred Share Unit RUSSEL, COLIN STEVENS

4 02/01/2015 30 25.68 14,692 159

HUSKY ENERGY INC.


4 01/04/2015 30 24.47 14,862 170

HUSKY ENERGY INC.


4 02/07/2015 30 21.41 15,048 186

HUSKY ENERGY INC.


4 01/10/2015 30 14.24 15,266 218

HUSKY ENERGY INC.

Deferred Share Unit Shaw, Wayne Edward 4 02/01/2015 30 25.68 27,876 301

HUSKY ENERGY INC.


HUSKY ENERGY INC.


HUSKY ENERGY INC.


HUSKY ENERGY INC.

Common Shares Shurniak, William 4, 5 27/03/2015 30 25.68 26,624 979

HUSKY ENERGY INC.

Common Shares Shurniak, William 4, 5 24/06/2015 30 24.47 27,645 1,021

HUSKY ENERGY INC.


HUSKY ENERGY INC.


IAMGOLD Corporation Common Shares Banducci, Carol 5 31/12/2015 30 2.48 193,379 25,203

iCo Therapeutics Inc. Options Barker, Richard William 4 17/02/2016 50 0.05 315,000 125,000

iCo Therapeutics Inc. Options Hnik, Peter 5 17/02/2016 50 0.05 735,000 100,000

iCo Therapeutics Inc. Options Jarosz, William Wasyl 4 17/02/2016 50 0.05 500,000 200,000

iCo Therapeutics Inc. Options Meekison, William John

5 17/02/2016 50 0.05 475,000 100,000

iCo Therapeutics Inc. Options Rae, Andrew Rae 4, 5 17/02/2016 50 0.05 990,000 150,000

Icon Exploration Inc. Common Shares Fia, Roberto 3, 4, 5 17/02/2016 10 0.01 1,944,210 -100,000

Icon Exploration Inc. Common Shares Fia, Roberto 3, 4, 5 18/02/2016 10 0.015 1,894,210 -50,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1867


T/O Unit Price


Acquired/ Disposed

Igen Networks Corp. Common Shares Chan, Neil 4 09/02/2016 10 0.174 2,282,611 10,000



Imperial Metals Corporation

Common Shares Anglin, Carolyn Diane 5 19/02/2016 30 6.8 1,182 515


Common Shares Deepwell, Andre Henry 5 15/02/2016 30 6.8 269,016 676


Common Shares Keevil, Gordon 5 15/02/2016 30 6.8 3,778 513


Common Shares KYNOCH, J. BRIAN 4, 5 15/02/2016 30 6.8 1,053,975 860


Common Shares Parsons, Donald Frazer

5 15/02/2016 30 6.8 159,156 683


Common Shares Robertson, Stephen Blake

5 15/02/2016 30 6.8 25,977 539

Imperial Oil Limited Common Shares Gillis, Randy Douglas 7 31/08/2012 30 45.21 -1












































Insider Reporting

February 25, 2016

(2016), 39 OSCB 1868


T/O Unit Price


Acquired/ Disposed














































Imperial Oil Limited Common Shares Gillis, Randy Douglas 7 31/01/2015 30 46.82 1,548 21





Imperial Oil Limited Common Shares Merkel, Bradley Guy 7 31/01/2012 30 45.89 -1








Insider Reporting

February 25, 2016

(2016), 39 OSCB 1869


T/O Unit Price


Acquired/ Disposed



























































Insider Reporting

February 25, 2016

(2016), 39 OSCB 1870


T/O Unit Price


Acquired/ Disposed







Imperial Oil Limited Common Shares Merkel, Bradley Guy 7 31/01/2015 30 46.83 6,960 20





Imperial Oil Limited Common Shares Redburn, Theresa B. 7 15/02/2016 00 3,173

Imperial Oil Limited Rights Redburn, Theresa B. 7 15/02/2016 00

Imperial Oil Limited Rights Redburn, Theresa B. 7 15/02/2016 00 75,100

Industrial Alliance Insurance and Financial Services inc.

unités d’actions différées (uda)-differed shared units (dsa)

Chabot, René 5 11/02/2016 56 39.16 10,650 2,966



Charest, Yvon 4, 5 11/02/2016 56 39.16 92,184 6,834



Daneau, Guy 5 11/02/2016 56 39.16 5,926 723



Gervais, Normand 5 11/02/2016 56 39.16 2,005 296



Laflamme, Renée 5 11/02/2016 56 39.16 6,113 894



Michaud, Bruno 5 11/02/2016 56 39.16 7,779 577



Parent, Jacques 5 11/02/2016 56 39.16 2,154 212



Pépin, Normand 5 11/02/2016 56 39.16 64,930 5,763



Ricard, Denis 5 11/02/2016 56 39.16 26,515 4,670

Innergex Renewable Energy Inc.

Common Shares Baribeault, Yves 5 31/12/2015 35 11.22 1,145 16






Common Shares Baribeault, Yves 5 12/02/2016 57 11.94 2,209 1,030


Rights d’actions liées au rendement /Performance Share Rights

Baribeault, Yves 5 12/02/2016 57 11.94 6,655 -1,030



Baribeault, Yves 5 12/02/2016 38 5,685 -970


Common Shares Blanchet, Richard 5 31/12/2015 35 11.22 199,631 47

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1871


T/O Unit Price


Acquired/ Disposed






Common Shares Blanchet, Richard 5 12/02/2016 57 11.94 202,562 2,832



Blanchet, Richard 5 12/02/2016 57 11.94 15,175 -2,832



Blanchet, Richard 5 12/02/2016 38 12,507 -2,668


Common Shares Chartrand, Claude 5 14/05/2012 00


Common Shares Chartrand, Claude 5 12/02/2016 57 11.94 1,153 1,153



Chartrand, Claude 5 12/02/2016 57 11.94 6,532 -1,153



Chartrand, Claude 5 12/02/2016 38 5,685 -847


Common Shares Cliche, Anne 5 31/12/2015 35 11.22 2,576 35






Common Shares Cliche, Anne 5 12/02/2016 57 11.94 4,968 2,317



Cliche, Anne 5 12/02/2016 57 11.94 12,416 -2,317



Cliche, Anne 5 12/02/2016 38 10,233 -2,183


Common Shares de Batz de Trenquelléon, Renaud

5 12/02/2016 57 11.94 74,546 3,172



de Batz de Trenquelléon, Renaud

5 12/02/2016 57 11.94 14,835 -3,172



de Batz de Trenquelléon, Renaud

5 12/02/2016 38 12,507 -2,328


Common Shares Grover, Peter 5 31/12/2015 35 11.22 73,308 43






Common Shares Grover, Peter 5 12/02/2016 57 11.94 76,231 2,832



Grover, Peter 5 12/02/2016 57 11.94 15,175 -2,832



Grover, Peter 5 12/02/2016 38 12,507 -2,668

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1872


T/O Unit Price


Acquired/ Disposed


Common Shares Hébert, François 5 12/02/2016 57 11.94 222,013 2,832



Hébert, François 5 12/02/2016 57 11.94 15,175 -2,832



Hébert, François 5 12/02/2016 38 12,507 -2,668


Common Shares Kennedy, Matthew Grant

5 12/02/2016 57 11.94 2,971 1,442



Kennedy, Matthew Grant

5 12/02/2016 57 11.94 6,743 -1,442



Kennedy, Matthew Grant

5 12/02/2016 38 5,685 -1,058


Common Shares Letellier, Michel 4, 5 31/12/2015 35 11.22 617,168 141






Common Shares Letellier, Michel 4, 5 12/02/2016 57 11.94 626,787 9,319



Letellier, Michel 4, 5 12/02/2016 57 11.94 49,940 -9,319



Letellier, Michel 4, 5 12/02/2016 57 -8,781



Letellier, Michel 4, 5 12/02/2016 38 41,159 -8,781


Common Shares Perron, Jean 5 31/12/2015 35 11.22 120,385 55






Common Shares Perron, Jean 5 12/02/2016 57 11.94 124,106 3,604



Perron, Jean 5 12/02/2016 57 11.94 19,314 -3,604



Perron, Jean 5 12/02/2016 38 15,918 -3,396


Common Shares Théberge, Nathalie 5 12/02/2016 57 11.94 2,514 1,030



Théberge, Nathalie 5 12/02/2016 57 11.94 6,655 -1,030



Théberge, Nathalie 5 12/02/2016 38 5,685 -970


Common Shares Trudel, Jean 5 31/12/2015 35 11.22 143,193 55



Insider Reporting

February 25, 2016

(2016), 39 OSCB 1873


T/O Unit Price


Acquired/ Disposed




Common Shares Trudel, Jean 5 12/02/2016 57 11.94 146,914 3,604



Trudel, Jean 5 12/02/2016 57 11.94 19,314 -3,604



Trudel, Jean 5 12/02/2016 38 15,918 -3,396

InnVest Real Estate Investment Trust

Trust Units Irwin, Heather-Ann 4 16/02/2016 35 5.03 10,440 70


Trust Units Nappert, Chantal 5 15/01/2016 35 4.95 129


Trust Units Nappert, Chantal 5 15/01/2016 35 4.95 18,177 130


Trust Units Nappert, Chantal 5 16/02/2016 35 5.03 18,298 121


Trust Units Wolf, Robert Thomas 4 16/02/2016 35 5.03 53,089 359

Interfor Corporation Rights Performance Share Units

Bender, Barton 5 10/02/2016 56 25,003 14,936


Davies, Duncan Kenneth

4, 5 11/02/2016 56 260,074 80,014


FILLINGER, IAN 5 10/02/2016 56 55,162 17,070


Hofer, Joseph Steven 5 10/02/2016 56 58,929 14,936


Horning, John Allen 5 10/02/2016 56 136,608 32,006


Juravsky, Martin Leb 5 10/02/2016 56 40,388 14,936

Interfor Corporation Options Kritsos, Xenia 5 10/02/2016 56 14,295 8,417

Interfor Corporation Common Shares Milroy, Thomas Voysey 4 11/02/2016 00

Interfor Corporation Common Shares Milroy, Thomas Voysey 4 17/02/2016 10 9.68 800 800

Interfor Corporation Common Shares Milroy, Thomas Voysey 4 17/02/2016 10 9.69 7,000 6,200

Interfor Corporation Common Shares Milroy, Thomas Voysey 4 17/02/2016 10 9.7 12,000 5,000

Interfor Corporation Common Shares Milroy, Thomas Voysey 4 17/02/2016 10 10 15,000 3,000


Stock, Mark 5 10/02/2016 56 48,833 12,802

InterRent Real Estate Investment Trust

Deferred Units Stone, Victor Reginald 4 19/02/2016 57 91,103 -7,712

InterRent Real Estate Investment Trust

Trust Units Stone, Victor Reginald 4 19/02/2016 57 79,092 3,856

Inventus Mining Corp. (formerly Ginguro Exploration Inc.)

Common Shares Hall, Mark 4 21/05/2015 00

Inventus Mining Corp. (formerly Ginguro Exploration Inc.)

Common Shares Hall, Mark 4 21/05/2015 00 334,000

Irving Resources Inc. Common Shares Levinson, Akiko 4 12/02/2016 10 0.12 556,579 5,000

iSIGN Media Solutions Inc.

Common Shares Sultan, Asad 4 16/02/2016 10 0.145 223,333 -10,000





Ivanhoe Mines Ltd. Options Friedland, Robert Martin

3, 4, 6, 5

17/02/2016 52 3,800,000 -6,000,000

Just Energy Group Inc.

Common Shares BARRINGTON-FOOTE, RYAN

4 12/02/2016 10 7.78 17,500 3,000


Common Shares LEWIS, JAMES 5 31/12/2015 30 308,809 994

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1874


T/O Unit Price


Acquired/ Disposed


Common Shares MCCULLOUGH, PATRICK

5 31/12/2015 30 16,864 197

Keyera Corp. Common Shares Hathaway, Suzanne 5 31/12/2015 30 39.2 18,966 523

Keyera Corp. Deferred Share Units

Haughey, Douglas J. 4 07/05/2013 00

Keyera Corp. Common Shares Hunter, James Richard 5 31/12/2015 30 39.32 41,580 1,238

Keyera Corp. Common Shares Koshman, Richard N 5 17/02/2016 10 36.387 7,500 4,000


Laird, Nancy M. 4 01/01/2011 00

Keyera Corp. Common Shares Nelson, Donald J. 4 31/12/2015 30 39.2 70,929 857

Keyera Corp. Common Shares Nelson, Donald J. 4 31/12/2015 30 39.2 6,059 203


Nelson, Donald J. 4 01/01/2011 00


Nichols, H. Neil 4 01/01/2011 00


Norris, Michael John 4 07/05/2013 00


O’Connor, Thomas C. 4 06/01/2014 00


Stedman, William Richard

4 01/01/2011 00


Woodruff, Janet Patricia

4 09/06/2015 00

Khalkos Exploration Inc.

Common Shares Dupuis, Gilles 6 08/12/2015 00


Common Shares Dupuis, Gilles 6 08/12/2015 00


Common Shares Dupuis, Gilles 6 08/12/2015 00 350


Common Shares Dupuis, Gilles 6 08/12/2015 00 73,000

Killam Apartment Real Estate Investment Trust

Rights Restricted Units

Buckle-McIntosh, Ruth Mary

5 18/02/2016 57 10.84 5,912 -1,606


Trust Units Buckle-McIntosh, Ruth Mary

5 18/02/2016 57 10.84 15,393 803



Cleveland, Erin Nicole 5 18/02/2016 57 10.84 2,901 -1,516


Trust Units Cleveland, Erin Nicole 5 18/02/2016 57 10.84 3,057 758



Crowell, Pamela Florence

5 18/02/2016 57 10.84 5,066 -1,604


Trust Units Crowell, Pamela Florence

5 01/01/2016 00



5 01/01/2016 00 24,418



5 18/02/2016 57 10.84 1,604



5 01/01/2016 00



5 01/01/2016 00 3,701



5 18/02/2016 57 10.84 5,305 1,604



Jackson, Jeremy Winston

5 18/02/2016 57 10.84 4,037 -1,456

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1875


T/O Unit Price


Acquired/ Disposed


Trust Units Jackson, Jeremy Winston

5 18/02/2016 57 10.84 6,428 728



McLean, Mike 5 19/02/2016 57 11.08 4,859 -1,476


Trust Units McLean, Mike 5 19/02/2016 57 11.08 3,418 738



Noseworthy, Dale 5 18/02/2016 57 10.84 4,613 -1,440


Trust Units Noseworthy, Dale 5 18/02/2016 57 10.84 3,817 720

Kincora Copper Limited

Common Shares Zurrin, Eric Frederick 4 15/02/2016 30 0.02 359,324 -12,330





Kingsway Financial Services Inc.

Common Shares Baqar, Hassan Raza 5 12/02/2016 10 4.5259 31,234 156


Common Shares Hickey, William A. 5 12/02/2016 10 4.5259 62,084 330


Common Shares Swets, Jr., Larry Gene 3, 4, 5 12/02/2016 10 4.5259 672,323 460

Kinross Gold Corporation

Common Shares Elliott, Thomas Ballantyne

5 16/02/2016 57 4.14 90,401 5,918



5 16/02/2016 10 4.14 90,393 -8



5 18/02/2016 57 3.9 94,256 3,863



5 18/02/2016 10 3.9 94,248 -8


Options Elliott, Thomas Ballantyne

5 15/02/2016 50 4.17 229,359 23,459


Restricted Shares Elliott, Thomas Ballantyne

5 15/02/2016 56 4.17 171,690 59,726



5 16/02/2016 59 4.14 164,873 -6,817



5 16/02/2016 57 4.14 158,955 -5,918



5 18/02/2016 59 3.9 154,503 -4,452



5 18/02/2016 57 3.9 150,640 -3,863


Common Shares Etter, Gregory Van 5 16/02/2016 57 4.14 48,878 16,890


Common Shares Etter, Gregory Van 5 18/02/2016 57 3.9 56,338 7,460


Options Etter, Gregory Van 5 15/02/2016 50 4.17 286,487 47,480


Restricted Shares Etter, Gregory Van 5 15/02/2016 56 4.17 426,920 120,403


Restricted Shares Etter, Gregory Van 5 16/02/2016 57 4.14 410,030 -16,890


Restricted Shares Etter, Gregory Van 5 18/02/2016 57 3.9 402,570 -7,460


Common Shares Giardini, Tony Serafino 5 16/02/2016 57 4.14 274,765 30,232


Common Shares Giardini, Tony Serafino 5 16/02/2016 10 4.14 274,757 -8


Common Shares Giardini, Tony Serafino 5 18/02/2016 57 3.9 290,418 15,661


Common Shares Giardini, Tony Serafino 5 18/02/2016 10 3.9 290,410 -8

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1876


T/O Unit Price


Acquired/ Disposed


Options Giardini, Tony Serafino 5 15/02/2016 50 4.17 828,517 174,843


Restricted Shares Giardini, Tony Serafino 5 15/02/2016 56 4.17 920,000 308,442


Restricted Shares Giardini, Tony Serafino 5 16/02/2016 59 4.14 885,174 -34,826








Common Shares Gold, Geoffrey Peters 5 16/02/2016 57 4.14 261,933 33,886


Common Shares Gold, Geoffrey Peters 5 16/02/2016 10 4.14 261,925 -8


Common Shares Gold, Geoffrey Peters 5 18/02/2016 57 3.9 278,873 16,948


Common Shares Gold, Geoffrey Peters 5 18/02/2016 10 3.9 278,865 -8


Options Gold, Geoffrey Peters 5 15/02/2016 50 4.17 1,263,022 174,405


Restricted Shares Gold, Geoffrey Peters 5 15/02/2016 56 4.17 1,042,978 307,670


Restricted Shares Gold, Geoffrey Peters 5 16/02/2016 57 4.14 1,009,092 -33,886


Restricted Shares Gold, Geoffrey Peters 5 16/02/2016 59 4.14 970,056 -39,036






Common Shares Guerard, Sylvain 5 16/02/2016 57 4.14 49,606 9,812


Common Shares Guerard, Sylvain 5 16/02/2016 10 4.14 43,873 -5,733


Common Shares Guerard, Sylvain 5 18/02/2016 57 3.9 50,765 6,892


Common Shares Guerard, Sylvain 5 18/02/2016 10 3.9 47,016 -3,749


Options Guerard, Sylvain 5 15/02/2016 50 4.17 74,025 16,945


Restricted Shares Guerard, Sylvain 5 15/02/2016 56 4.17 123,765 42,971


Restricted Shares Guerard, Sylvain 5 16/02/2016 57 4.14 113,953 -9,812


Restricted Shares Guerard, Sylvain 5 18/02/2016 57 3.9 107,061 -6,892


Common Shares Hayduk, Nicholas James

5 16/02/2016 57 4.14 41,478 5,980



5 16/02/2016 10 4.14 41,470 -8



5 18/02/2016 57 3.9 44,286 2,816



5 18/02/2016 10 3.9 44,278 -8


Options Hayduk, Nicholas James

5 15/02/2016 50 4.17 247,921 26,587


Restricted Shares Hayduk, Nicholas James

5 15/02/2016 56 4.17 183,854 67,420



5 16/02/2016 57 4.14 177,874 -5,980



5 16/02/2016 59 4.14 170,985 -6,889



5 18/02/2016 59 3.9 167,741 -3,244

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1877


T/O Unit Price


Acquired/ Disposed



5 18/02/2016 57 3.9 164,925 -2,816


Options Jardine, Gina Maree 5 15/02/2016 50 4.17 263,959 76,885


Restricted Shares Jardine, Gina Maree 5 15/02/2016 56 4.17 420,023 135,633


Common Shares Morley-Jepson, Warwick

5 16/02/2016 57 4.14 230,143 71,493



5 16/02/2016 10 4.14 188,417 -41,726



5 18/02/2016 57 3.9 196,902 8,485



5 18/02/2016 10 3.9 196,894 -8


Options Morley-Jepson, Warwick

5 15/02/2016 50 4.17 716,361 172,679


Restricted Shares Morley-Jepson, Warwick

5 15/02/2016 56 4.17 796,584 304,626



5 16/02/2016 57 4.14 725,091 -71,493



5 18/02/2016 57 3.9 716,606 -8,485


Common Shares Roberts, Lauren Martin 5 16/02/2016 57 4.14 83,789 11,563


Common Shares Roberts, Lauren Martin 5 16/02/2016 10 4.14 83,781 -8


Common Shares Roberts, Lauren Martin 5 18/02/2016 57 3.9 90,280 6,499


Common Shares Roberts, Lauren Martin 5 18/02/2016 10 3.9 90,272 -8


Options Roberts, Lauren Martin 5 15/02/2016 50 4.17 421,043 62,266


Restricted Shares Roberts, Lauren Martin 5 15/02/2016 56 4.17 382,080 157,899


Restricted Shares Roberts, Lauren Martin 5 16/02/2016 59 4.14 368,760 -13,320








Common Shares Rollinson, Jonathon Paul

4, 5 16/02/2016 57 4.14 604,507 62,291



4, 5 16/02/2016 10 4.14 604,499 -8



4, 5 18/02/2016 57 3.9 664,173 59,674



4, 5 18/02/2016 10 3.9 664,165 -8


Options Rollinson, Jonathon Paul

4, 5 15/02/2016 50 4.17 2,633,521 404,577


Restricted Shares Rollinson, Jonathon Paul

4, 5 15/02/2016 56 4.17 2,634,194 713,720



4, 5 16/02/2016 59 4.14 2,562,437 -71,757



4, 5 16/02/2016 57 4.14 2,500,146 -62,291



4, 5 18/02/2016 59 3.9 2,431,405 -68,741



4, 5 18/02/2016 57 3.9 2,371,731 -59,674


Common Shares Schimper, Claude J.S. 5 16/02/2016 57 4.14 67,888 11,823


Common Shares Schimper, Claude J.S. 5 16/02/2016 10 4.14 56,065 -11,823

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1878


T/O Unit Price


Acquired/ Disposed


Common Shares Schimper, Claude J.S. 5 18/02/2016 57 3.9 60,765 4,700


Common Shares Schimper, Claude J.S. 5 18/02/2016 10 3.9 56,065 -4,700


Options Schimper, Claude J.S. 5 15/02/2016 50 4.17 233,509 24,686


Restricted Shares Schimper, Claude J.S. 5 15/02/2016 56 4.17 169,505 62,601


Restricted Shares Schimper, Claude J.S. 5 16/02/2016 57 4.14 157,682 -11,823


Restricted Shares Schimper, Claude J.S. 5 18/02/2016 57 3.9 152,982 -4,700


Common Shares Sims, John Lewis 5 16/02/2016 57 4.14 12,814 3,943


Common Shares Sims, John Lewis 5 16/02/2016 10 4.14 12,807 -7


Common Shares Sims, John Lewis 5 18/02/2016 57 3.9 15,361 2,554


Common Shares Sims, John Lewis 5 18/02/2016 10 3.9 15,354 -7


Options Sims, John Lewis 5 15/02/2016 50 4.17 59,693 14,857


Restricted Shares Sims, John Lewis 5 15/02/2016 56 4.17 103,993 37,826


Restricted Shares Sims, John Lewis 5 16/02/2016 57 4.14 100,050 -3,943








Options Sylvestre, Michel 5 15/02/2016 50 4.17 36,986 36,986


Restricted Shares Sylvestre, Michel 5 15/02/2016 56 4.17 193,461 93,793


Common Shares Tomory, Paul Botond Stilicho

5 16/02/2016 57 4.14 37,347 8,339



5 16/02/2016 10 4.14 37,339 -8



5 18/02/2016 57 3.9 40,653 3,314



5 18/02/2016 10 3.9 40,645 -8


Options Tomory, Paul Botond Stilicho

5 15/02/2016 50 4.17 306,753 40,841


Restricted Shares Tomory, Paul Botond Stilicho

5 15/02/2016 56 4.17 247,483 103,567



5 16/02/2016 59 4.14 237,876 -9,607



5 16/02/2016 57 4.14 229,537 -8,339



5 18/02/2016 59 3.9 225,718 -3,819



5 18/02/2016 57 3.9 222,404 -3,314

Kiska Metals Corporation

Options Miller, Jack H.L. 4 17/02/2016 52 1.35 560,000 -30,000

Knick Exploration Inc. Options Brunelle, Jacques 4, 5 22/01/2013 50 0.1 250,000

Knick Exploration Inc. Options Brunelle, Jacques 4, 5 22/01/2013 50 0.1 250,000

Knick Exploration Inc. Options Brunelle, Jacques 4, 5 22/01/2013 50 900,000 250,000

Knick Exploration Inc. Options Brunelle, Jacques 4, 5 09/11/2014 52 880,000 -120,000



Knick Exploration Inc. Options Brunelle, Jacques 4, 5 12/02/2016 50 1,250,000 900,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1879


T/O Unit Price


Acquired/ Disposed

Knick Exploration Inc. Options Bryce, Robert 4 12/01/2016 50 0.05 100,000

Knick Exploration Inc. Options Bryce, Robert 4 12/02/2016 50 0.05 350,000 100,000

Knick Exploration Inc. Options DELRUE, HUGO G 4 31/12/2015 00

Knick Exploration Inc. Options DELRUE, HUGO G 4 31/12/2015 00 100,000

Knick Exploration Inc. Options DELRUE, HUGO G 4 12/02/2016 50 400,000 300,000

Knick Exploration Inc. Options Jetté, Marc-Antoine 4 31/12/2015 00

Knick Exploration Inc. Options Jetté, Marc-Antoine 4 31/12/2015 00

Knick Exploration Inc. Options Jetté, Marc-Antoine 4 12/02/2016 50 200,000 200,000

Knick Exploration Inc. Options Thivierge, Alain 4 12/02/2016 50 0.05 300,000

Knick Exploration Inc. Options Thivierge, Alain 4 12/02/2016 50 0.05 550,000 300,000

Kobex Capital Corp. Common Shares Atkinson, Michael James

4 17/02/2016 10 0.56 55,500 5,500


4 19/02/2016 10 0.56 75,000 19,500


4 19/02/2016 10 0.55 150,000 75,000

Leo Acquisitions Corp. Options Brown, William Richard 4 02/02/2016 52 0 -129,266

Leo Acquisitions Corp. Options Brown, William Richard 4 17/02/2016 50 120,200 120,200

Leo Acquisitions Corp. Options Droznika, Philip 4 02/02/2016 52 0 -64,246

Leo Acquisitions Corp. Options Droznika, Philip 4 17/02/2016 50 60,100 60,100

Leo Acquisitions Corp. Options Goldberg, Gerald 4, 5 02/02/2016 52 0 -284,076

Leo Acquisitions Corp. Options Goldberg, Gerald 4, 5 17/02/2016 50 265,800 265,800

Leo Acquisitions Corp. Options Goldberg, Warren 4, 5 02/02/2016 52 0 -154,810

Leo Acquisitions Corp. Options Goldberg, Warren 4, 5 17/02/2016 50 145,750 145,750

Leo Acquisitions Corp. Options Lu, Rong Catherine 4 02/02/2016 52 0 -64,246

Leo Acquisitions Corp. Options Lu, Rong Catherine 4 17/02/2016 50 72,100 72,100

Leo Acquisitions Corp. Options Newman, G. Michael 4 02/02/2016 52 0 -77,405

Leo Acquisitions Corp. Options Newman, G. Michael 4 17/02/2016 50 60,100 60,100

Leucrotta Exploration Inc.

Common Shares Trudeau, Terry 5 12/09/2014 11 1.7 530,000




Common Shares Trudeau, Terry 5 12/09/2014 11 1.7 590,000 530,000






Common Shares Trudeau, Terry 5 12/09/2014 11 1.7 1,049,873 537,734

Lexam VG Gold Inc. Common Shares Dunbar, Robin Edward 4 19/02/2016 10 0.18 35,000 -150,000

Lexaria Corp. Common Shares Bunka, Christopher 4, 5 16/02/2016 10 0.1 6,955,314 12,000

Lexaria Corp. Common Shares Bunka, Christopher 4, 5 16/02/2016 10 0.09 6,960,314 5,000

Logistec Corporation Subordinate Voting Shares Class B

LOGISTEC CORPORATION

1 17/02/2016 38 36.66 180,900 600



1 18/02/2016 38 36.66 181,500 600



1 19/02/2016 38 37.437 181,800 300

Long Run Exploration Ltd.

Common Shares MILLER, DALE A. 4, 5 31/12/2015 30 0.5408 103,055

Long Run Exploration Ltd.

Common Shares MILLER, DALE A. 4, 5 31/12/2015 30 0.504 314,983 110,425

Maccabi Ventures Inc. Common Shares Penn, Richard Ryan 3, 5 16/02/2016 10 0.08 1,260,000 20,000

Mad Catz Interactive Inc.

Common Shares Marshall, Tyson Eliot 5 05/02/2016 00 120,000


Options Marshall, Tyson Eliot 5 05/02/2016 00 85,000


Options McKeon, David Sean 5 05/02/2016 00 60,000

Madison Pacific Properties Inc.

Non-Voting Shares Class C

Heung, Raymond 4 16/02/2016 47 3,400,000 400,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1880


T/O Unit Price


Acquired/ Disposed

Madison Pacific Properties Inc.

Non-Voting Shares Class C

Heung, Raymond 4 16/02/2016 47 6,850,517 -400,000

MAG Silver Corp. Options Colterjohn, Richard Mark

4 10/11/2015 52 9.92 130,000 -50,000

MAG Silver Corp. Common Shares MacInnis, Daniel Thomas

4 12/02/2016 51 9.15 281,300 20,000

MAG Silver Corp. Common Shares MacInnis, Daniel Thomas

4 12/02/2016 10 9.15 261,300 -20,000

MAG Silver Corp. Options MacInnis, Daniel Thomas

4 10/11/2015 52 9.92 400,000 -70,000

MAG Silver Corp. Options MacInnis, Daniel Thomas

4 12/02/2016 51 9.15 380,000 -20,000

MAG Silver Corp. Options Megaw, Peter 4 10/11/2015 52 9.92 187,500 -50,000

MAG Silver Corp. Options White, Derek Christopher

4 10/11/2015 52 9.92 160,000 -50,000

Magellan Minerals Ltd. Common Shares Kiernan, John Gerard 5 20/08/2012 00

Magellan Minerals Ltd. Common Shares Kiernan, John Gerard 5 12/02/2016 46 0.05 2,917,140 2,917,140

Majescor Resources Inc.

Common Shares Barrie, C. Tucker 4, 5 19/02/2016 10 0.03 940,000 4,000

Majescor Resources Inc.

Common Shares Barrie, C. Tucker 4, 5 19/02/2016 10 0.035 941,000 1,000

Mandalay Resources Corporation

Restricted Share Unit

Doyle, Robert Emmet 4 18/02/2016 56 141,192 1,428



Jones, Peter Rhys 4 18/02/2016 56 141,284 1,430



Jonker, Abraham 4 18/02/2016 56 141,284 1,430

Manitok Energy Inc. Common Shares Spoletini, Tumasino 4 16/02/2016 16 0.13 682,750 500,000

Manitok Energy Inc. Common Shares Spoletini, Tumasino 4 12/02/2016 10 0.125 513,600 6,500

Manitou Gold Inc. Common Shares Arnold, Ronald, Francis 4 10/02/2016 10 0.025 99,000

Manitou Gold Inc. Common Shares Arnold, Ronald, Francis 4 10/02/2016 10 0.025 99,000

Manitou Gold Inc. Common Shares Arnold, Ronald, Francis 4 18/02/2016 10 0.03 991,000 78,000

Manulife Financial Corporation

Common Shares Conkey, Christopher Paul

5 11/02/2016 00 4,551


Options Conkey, Christopher Paul

5 11/02/2016 00 77,826


Rights Performance Share Units (PSU)

Conkey, Christopher Paul

5 11/02/2016 00 6,059


Rights Restricted Share Units (RSU)

Conkey, Christopher Paul

5 11/02/2016 00 18,177


Common Shares Dabarno, Susan Fay 4 16/02/2016 10 16.38 42,000 12,000


Common Shares Prieur, Claude. James 4 16/02/2016 10 11.913 100,000 80,000

Maple Leaf Foods Inc. Rights Deferred Share Units settled with cash or shares

Boland, Gregory Alan 4 31/03/2015 30 21.72 28,770 106


Boland, Gregory Alan 4 15/04/2015 30 23.08 30,102 1,332











Insider Reporting

February 25, 2016

(2016), 39 OSCB 1881


T/O Unit Price


Acquired/ Disposed



Maple Leaf Foods Inc. Common Shares Huffman, Randall 5 01/10/2015 30 22.106 19,012 236

Marapharm Ventures Inc.

Options Turner, James A. 4 15/12/2015 00 100,000

Matica Enterprises Inc.

Options Ziger, Boris Ivan 4 12/02/2016 50 0.02 2,600,000 1,500,000

MATRRIX Energy Technologies Inc.

Options Schab, Jeffrey 5 17/02/2016 52 0.69 325,000 -25,000

MCAN Mortgage Corporation

Common Shares Doré, Raymond 3 06/01/2016 30 11.62 147,117 3,581


Common Shares Doré, Raymond 3 06/01/2016 30 11.62 3,581


Common Shares Doré, Raymond 3 06/01/2016 30 11.62 3,323 80


Common Shares Doré, Susan 4 06/01/2016 30 11.62 141,930 3,455


Common Shares Doré, Susan 4 06/01/2016 30 11.62 3,351 81

McChip Resources Inc Common Shares McCloskey, Richard Duncan

4, 5 17/02/2016 10 0.56 408,200 1,000

Medical Facilities Corporation

Common Shares Medical Facilities Corporation

1 16/02/2016 38 14.057 31,046,944 -1,000

Mega Uranium Ltd. Common Shares Patricio, Richard J 5 16/02/2016 10 0.07 3,400,000 400,000



Melcor Real Estate Investment Trust

Trust Units Melton, Andrew John 6 17/11/2015 10 7.65 87,500 2,000

Melcor Real Estate Investment Trust

Trust Units Melton, Andrew John 6 18/11/2015 10 7.65 89,500 2,000

Metalcorp Limited Common Shares Gagne, Pierre 4 18/02/2016 10 0.005 14,273,442 20,000

Metanor Resources Inc.

Common Shares Bryce, Robert 4 12/02/2016 10 0.055 296,000 10,000

Metanor Resources Inc.

Common Shares Coffin, Tristram 4 19/02/2016 10 0.06 1,869,260 185,000

Mettrum Health Corp. Common Shares Herriott, Gregory Scott 7 17/11/2015 10 2 1,990,000 -10,000

Mettrum Health Corp. Common Shares Herriott, Gregory Scott 7 22/12/2015 10 1.8 1,980,000 -10,000



Mexigold Corp. Options Pinto, Mervyn John 4 12/06/2013 52 0.44 50,000 -18,750

Mexigold Corp. Options VARSHNEY, HARI 5 12/06/2013 52 0.44 100,000 -125,000

Mexigold Corp. Options Varshney, Peeyush Kumar

4, 5 12/06/2013 52 0.44 100,000 -125,000

Mexigold Corp. Options Varshney, Praveen 4, 5 12/06/2013 52 0.44 100,000 -125,000

Midas Gold Corp. Warrants Quin, Stephen Paul 4, 5 14/02/2016 55 0.48 0 -1,333,334

Middlefield Can-Global REIT Income Fund

Trust Units Middlefield Can-Global REIT Income Fund

1 17/02/2016 10 10.8 3,292,748 -5,000

Middlefield Can-Global REIT Income Fund

Trust Units Middlefield Can-Global REIT Income Fund

1 18/02/2016 10 10.823 3,262,748 -30,000

Minera Alamos Inc. Common Shares Durham, Robert Bruce 4 12/02/2016 10 0.105 130,000 30,000

Minera Alamos Inc. Common Shares Durham, Robert Bruce 4 12/02/2016 10 0.11 170,000 40,000

Minera Alamos Inc. Common Shares Frostad, Christopher John

4, 5 12/02/2016 10 0.11 1,157,283 15,000

MINT Income Fund Trust Units MINT Income Fund 1 12/02/2016 38 5.96 63,197,282 500

MINT Income Fund Trust Units MINT Income Fund 1 17/02/2016 10 6.35 63,196,882 -400

Mogo Finance Technology Inc.

Common Shares Medeiros, Carlos 5 12/02/2016 00 4,500

Mogo Finance Technology Inc.

Options Medeiros, Carlos 5 12/02/2016 00 50,000

Mooncor Oil & Gas Corp. (formerly DVD Investments Limited)

Common Shares LONE, ALLEN 4, 5 18/02/2016 10 0.005 6,670,000 30,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1882


T/O Unit Price


Acquired/ Disposed

Morguard Real Estate Investment Trust

Units McLean, Pamela, Julie 5 17/02/2016 30 1,215 66

Mosaic Capital Corporation

Common Shares Mosaic Capital Corporation

1 16/02/2016 38 4.5 17,100 2,500



1 17/02/2016 38 4.5 18,600 1,500



1 17/02/2016 38 4.25 21,800 3,200

Murchison Minerals Ltd.

Common Shares Johnson, Donald Kenneth

3, 4 18/02/2016 97 0 -1

Murchison Minerals Ltd.

Warrants Johnson, Donald Kenneth

3, 4 16/05/2015 55 20,000,000 -15,000,000

Namaste Technologies Inc.

Common Shares Barr, Harry 4, 6, 5 12/02/2016 37 0 -235,889


Common Shares Barr, Harry 4, 6, 5 12/02/2016 37 78,630 78,630






Common Shares Barr, Harry 4, 6, 5 12/02/2016 37 0 -1,251,333






Common Shares Barr, Harry 4, 6, 5 12/02/2016 37 1,289,315 1,289,315














Warrants Barr, Harry 4, 6, 5 12/02/2016 37 0 -1,025,000


Warrants Barr, Harry 4, 6, 5 12/02/2016 37 341,666 341,666


Common Shares Guanzon, Robert 5 12/02/2016 37 0 -32,000


Common Shares Guanzon, Robert 5 12/02/2016 37 10,666 10,666


Options Guanzon, Robert 5 12/02/2016 37 0 -105,000


Options Guanzon, Robert 5 12/02/2016 37 35,000 35,000


Common Shares Pacific North West Capital Corp.

3 12/02/2016 37 0 -3,867,945


Common Shares Pacific North West Capital Corp.

3 12/02/2016 37 1,289,315 1,289,315

Natcore Technology Inc.

Options Common Shares

Meekison, William John

4 13/01/2016 50 0.4 950,000 350,000

Natcore Technology Inc.

Options Common Shares

Meekison, William John

4 07/02/2016 52 0.97 650,000 -300,000

National Bank of Canada

Common Shares Bachand, Raymond 4 02/02/2016 35 38.692 13





Insider Reporting

February 25, 2016

(2016), 39 OSCB 1883


T/O Unit Price


Acquired/ Disposed




Common Shares Bachand, Raymond 4 02/02/2016 35 38.692 1,031 15


Unités d’actions différées (UAD) / (DSU)

Bachand, Raymond 4 01/02/2016 35 1,514 20



Bachand, Raymond 4 12/02/2016 56 846



Bachand, Raymond 4 12/02/2016 56 846



Bachand, Raymond 4 12/02/2016 56 2,363 849


Unités d’actions assujetties à des restrictions (UAR) /(RSU)

Bertrand, Luc 5 01/02/2016 35 11,793 158


Common Shares Bertrand, Maryse 4 02/02/2016 35 38.692 43


Common Shares Bertrand, Maryse 4 02/02/2016 35 38.692 43


Common Shares Bertrand, Maryse 4 02/02/2016 35 38.692 4,915 47



Bertrand, Maryse 4 01/02/2016 35 5,972 80



Bertrand, Maryse 4 12/02/2016 56 982



Bertrand, Maryse 4 12/02/2016 56 982



Bertrand, Maryse 4 12/02/2016 56 6,958 986


Common Shares Bloomberg, Lawrence S.

4, 7 12/02/2016 10 36.613 4,760 189


Common Shares Boivin, Pierre 4 02/02/2016 35 38.692 30


Common Shares Boivin, Pierre 4 02/02/2016 35 38.692 30


Common Shares Boivin, Pierre 4 02/02/2016 35 38.692 14,464 34



Boivin, Pierre 4 01/02/2016 35 957 12



Boivin, Pierre 4 12/02/2016 56 1,018



Boivin, Pierre 4 12/02/2016 56 1,018



Boivin, Pierre 4 12/02/2016 56 1,978 1,021


Unités d’actions assujetties à un critère de performance

Bonnell, William 5 01/02/2016 35 37,087 499



Bonnell, William 5 01/02/2016 35 19,110 256


Common Shares Caillé, André 4 01/02/2016 35 38.692 187



Insider Reporting

February 25, 2016

(2016), 39 OSCB 1884


T/O Unit Price


Acquired/ Disposed










Common Shares Caillé, André 4 02/02/2016 35 38.692 13,527 187



Caillé, André 4 01/02/2016 35 456



Caillé, André 4 01/02/2016 35 456



Caillé, André 4 01/02/2016 35 33,945 456



Caillé, André 4 12/02/2016 35 456



Caillé, André 4 12/02/2016 35 456



Caillé, André 4 12/02/2016 56 1,087



Caillé, André 4 12/02/2016 56 1,087



Caillé, André 4 12/02/2016 56 35,032 1,087



Dagenais, Jean 5 01/02/2016 35 3,034 41



Dagenais, Jean 5 01/02/2016 35 17,693 238



Davis, Brian A. 7 01/02/2016 35 89,831 1,207



Davis, Brian A. 7 01/02/2016 35 2,100 28



Denham, Gillian H. (Jill)

4 01/02/2016 35 1




4 01/02/2016 35 1




4 01/02/2016 35 142 2




4 12/02/2016 56 337




4 12/02/2016 56 337




4 12/02/2016 56 482 340

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1885


T/O Unit Price


Acquired/ Disposed



Fagnoule, Dominique 5 01/02/2016 35 1,840 25









Fortin, Richard 4 01/02/2016 35 57



Fortin, Richard 4 01/02/2016 35 57



Fortin, Richard 4 01/02/2016 35 57



Fortin, Richard 4 01/02/2016 35 57



Fortin, Richard 4 01/02/2016 35 4,326 58



Fortin, Richard 4 12/02/2016 56 1,197



Fortin, Richard 4 12/02/2016 56 1,197



Fortin, Richard 4 12/02/2016 56 5,525 1,199



Giard, Diane 5 01/02/2016 35 74,804 1,005



Giard, Diane 5 09/12/2015 56 3,379



Giard, Diane 5 09/12/2015 56 25,063 3,379



Giard, Diane 5 01/02/2016 35 25,405 342



Hanczakowski, Jean-François

5 01/02/2016 35 2,311 31



Hanczakowski, Jean-François

5 01/02/2016 35 7,727 104



Hébert, Brigitte 5 01/02/2016 35 8,752 117



Hébert, Brigitte 5 04/08/2015 35 13,605 153



Hébert, Brigitte 5 01/02/2016 35 15,578 209


Common Shares Houde, Jean 4 01/02/2016 35 38.692 53



Insider Reporting

February 25, 2016

(2016), 39 OSCB 1886


T/O Unit Price


Acquired/ Disposed






Common Shares Houde, Jean 4 02/02/2016 35 38.692 14,397 53



Houde, Jean 4 01/02/2016 56 339



Houde, Jean 4 01/02/2016 56 339



Houde, Jean 4 12/02/2016 56 339 339



Jeanniot, Lynn 5 01/02/2016 35 28,435 382



Jeanniot, Lynn 5 01/02/2016 35 10,650 143



Kinsley, Karen 4 01/02/2016 35 1,225 16



Kinsley, Karen 4 12/02/2016 56 847



Kinsley, Karen 4 12/02/2016 56 847



Kinsley, Karen 4 12/02/2016 56 2,075 850



Laflamme, Louise 4 01/02/2016 35 157



Laflamme, Louise 4 01/02/2016 35 157



Laflamme, Louise 4 01/02/2016 35 11,740 158



Laflamme, Louise 4 12/02/2016 56 390



Laflamme, Louise 4 12/02/2016 56 390



Laflamme, Louise 4 12/02/2016 56 12,131 391



Leggett, Karen 5 01/02/2016 35 41,167 553



Leggett, Karen 5 01/02/2016 35 11,258 152



Legris, Alain 5 01/02/2016 35 2,567 34



Legris, Alain 5 01/02/2016 35 18,507 249



Marchand, Elaine 5 01/02/2016 35 1,116 15

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1887


T/O Unit Price


Acquired/ Disposed



Marchand, Elaine 5 01/02/2016 35 2,634 36



Paiement, Luc 5 01/02/2016 35 74,804 1,005



Paiement, Luc 5 01/02/2016 35 63,738 858



Parent, Ghislain 5 01/02/2016 35 37,087 499



Parent, Ghislain 5 01/02/2016 35 24,146 324



Pascoe, Ricardo 5 01/02/2016 35 122,063 1,641



Pascoe, Ricardo 5 01/02/2016 35 68,822 925


Common Shares Payette, Julie 4 12/02/2016 10 36.613 257


Common Shares Payette, Julie 4 12/02/2016 10 36.613 257


Common Shares Payette, Julie 4 12/02/2016 10 36.613 1,470 259



Payette, Julie 4 01/02/2016 35 1,727 23



Payette, Julie 4 12/02/2016 56 388



Payette, Julie 4 12/02/2016 56 388



Payette, Julie 4 12/02/2016 56 2,118 391


Common Shares Runte, Roseann 4 02/02/2016 35 38.692 15,083 150


Common Shares Runte, Roseann 4 12/02/2016 10 36.613 15,538 455



Runte, Roseann 4 01/02/2016 35 40,126 539


Common Shares Saputo, Lino Anthony 4 02/02/2016 35 38.692 44


Common Shares Saputo, Lino Anthony 4 02/02/2016 35 38.692 44


Common Shares Saputo, Lino Anthony 4 02/02/2016 35 38.692 5,419 46



Saputo, Lino Anthony 4 01/02/2016 35 5,048 67



Saputo, Lino Anthony 4 12/02/2016 56 747



Saputo, Lino Anthony 4 12/02/2016 56 747



Saputo, Lino Anthony 4 12/02/2016 56 5,797 749

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1888


T/O Unit Price


Acquired/ Disposed


Common Shares Savoie, Andrée 4 02/02/2016 35 38.692 11


Common Shares Savoie, Andrée 4 02/02/2016 35 38.692 11


Common Shares Savoie, Andrée 4 02/02/2016 35 38.692 986 13



Savoie, Andrée 4 15/04/2015 00



Savoie, Andrée 4 12/02/2016 56 747 747


Common Shares Thabet, Pierre 4 02/02/2016 35 38.692 53


Common Shares Thabet, Pierre 4 02/02/2016 35 38.692 53


Common Shares Thabet, Pierre 4 02/02/2016 35 38.692 5,036 55



Thabet, Pierre 4 01/02/2016 35 88



Thabet, Pierre 4 01/02/2016 35 88



Thabet, Pierre 4 01/02/2016 35 6,608 89



Thabet, Pierre 4 12/02/2016 56 745



Thabet, Pierre 4 12/02/2016 56 745



Thabet, Pierre 4 12/02/2016 56 7,356 748



Vachon, Louis 4, 5 01/02/2016 35 214,752 2,887

Nemaska Lithium Inc. Common Shares Nadeau, Steve 5 16/02/2016 10 0.375 107,355 5,568

Nevada Copper Corp. Common Shares McKnight, Robert Thomas

5 01/02/2016 10 0.54 16,000 9,290

Nevada Exploration Inc.

Common Shares Higgs, Dennis 4 11/02/2016 10 0.4065 3,763,472 -13,688




Common Shares Higgs, Dennis 4 17/02/2016 10 0.3839 3,759,522 -450



Nevada Sunrise Gold Corporation

Common Shares Sweatman, Michael 4 11/02/2016 10 0.185 98,500 -80,000

Nevada Zinc Corporation (formerly Goldspike Exploration Inc.)

Common Shares Parnham, Duane 4 16/02/2016 10 0.26 3,799,000 25,000

Nexus Gold Corp. Common Shares Humphreys, Dean 4 30/07/2015 10 0.11 21,000

Nexus Gold Corp. Common Shares Humphreys, Dean 4 10/11/2015 10 0.115 -5,000









Insider Reporting

February 25, 2016

(2016), 39 OSCB 1889


T/O Unit Price


Acquired/ Disposed



Nexus Gold Corp. Common Shares Humphreys, Dean 4 09/02/2016 10 0.055 785,000 -5,000

Nexus Gold Corp. Common Shares Klenman, Alexander 4 16/02/2016 10 0.06 1,584,549 5,000

NGEx Resources Inc. Common Shares Lorito Holdings S.à.r.l. 3 19/02/2016 16 0.6 18,000,000 2,973,771

NGEx Resources Inc. Common Shares Zebra Holdings and Investments S.à.r.l.

3 17/02/2016 11 0.6 14,645,571 -1,552,500

NGEx Resources Inc. Common Shares Zebra Holdings and Investments S.à.r.l.

3 19/02/2016 16 0.6 21,755,133 7,109,562

Niagara Ventures Corporation

Common Shares Anderson, Scott Cameron

4, 5 18/02/2016 11 0.06 954,579 888,579


Common Shares Anderson, Scott Cameron

4, 5 19/02/2016 11 0.06 1,761,780 620,000


Options Anderson, Scott Cameron

4, 5 18/02/2016 50 0.06 340,000 150,000


Common Shares McEachern, Ronald 4, 5 16/02/2016 10 0.06 797,555 14,000


Common Shares McEachern, Ronald 4, 5 17/02/2016 11 0.05 3,731,866 2,934,311


Options McEachern, Ronald 4, 5 17/02/2016 50 0.06 440,000 250,000


Options Mores, Jeffrey John 4 17/02/2016 50 0.06 465,000 50,000


Common Shares Stratton, Kevin Norman 3, 4, 5 18/02/2016 11 0.05 1,508,579 -2,934,311


Common Shares Stratton, Kevin Norman 3, 4, 5 18/02/2016 11 0.05 888,579 -620,000


Common Shares Stratton, Kevin Norman 3, 4, 5 18/02/2016 11 0.05 0 -888,579

Nobilis Health Corp. (formerly Northstar Healthcare Inc.)

Options Ganley, Richard 4 29/01/2016 50 1.97 425,000 25,000


Options Hauser, Jennifer 4 11/06/2013 00


Options Hauser, Jennifer 4 29/01/2016 50 1.97 25,000 25,000


Common Shares Kramer, Donald L. 3 10/02/2016 57 1,875,800 1,800,000


Common Shares Kramer, Donald L. 3 12/02/2016 10 1.9711 15,814,482 20,000


Restricted Stock Units

Kramer, Donald L. 3 17/05/2007 00



Kramer, Donald L. 3 01/10/2014 56 6.82 2,000,000 2,000,000



Kramer, Donald L. 3 10/02/2016 57 200,000 -1,800,000


Options Ozonian, Steven 4 29/01/2016 50 1.97 245,000 45,000

Noble Mineral Exploration Inc. (formerly Ring of Fire Resources Inc.)

Options Frawley, Denis S. 5 14/04/2014 52 992,000 -50,000

Noble Mineral Exploration Inc. (formerly Ring of Fire Resources Inc.)

Options Frawley, Denis S. 5 26/04/2014 52 792,000 -200,000

Northern Blizzard Resources Inc.

Common Shares NGP IX Northern Blizzard S.A. R.L.

3 15/02/2016 35 46,027,819 561,516

Northern Blizzard Resources Inc.

Common Shares R/C Canada Cooperatief U.A.

3 16/02/2016 35 31,311,666 381,986

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1890


T/O Unit Price


Acquired/ Disposed

Northern Empire Resources Corp.

Common Shares Hurst, Douglas 4 17/02/2016 16 0.1 670,000 170,000


Warrants Hurst, Douglas 4 17/02/2016 16 0.15 335,000 85,000


Common Shares Paterson, James R. 4 17/02/2016 16 0.1 1,437,000 150,000


Warrants Paterson, James R. 4 17/02/2016 16 0.15 175,000 75,000


Common Shares Robins, John Edward 4, 5 17/02/2016 16 0.1 1,050,000 550,000


Warrants Robins, John Edward 4, 5 17/02/2016 16 0.15 525,000 275,000

Northern Frontier Corp. (formerly Frontier Acquisition Corp.)

Common Shares Balderston, Monty 5 18/02/2016 57 0.3 85,133 10,833



Balderston, Monty 5 18/02/2016 57 0.3 33,667 -10,833


Common Shares Clarke Inc. 3 16/02/2016 10 0.28 4,084,200 7,000


Common Shares Yellowega, Chris 4, 5 18/02/2016 57 0.3 144,317 27,333



Yellowega, Chris 4, 5 18/02/2016 57 0.3 78,667 -27,333

Northland Power Inc. Common Shares Dougall, David George 5 31/12/2014 30 16.82 981

Northland Power Inc. Common Shares Dougall, David George 5 31/12/2014 30 16.82 12,566 847

Northland Power Inc. Common Shares Dougall, David George 5 31/12/2015 30 15.799 13,447 881

Northland Power Inc. Common Shares Dougall, David George 5 31/12/2014 30 16.82 2,078

Northland Power Inc. Common Shares Dougall, David George 5 31/12/2014 30 16.82 361,171 2,212

Northland Power Inc. Common Shares Dougall, David George 5 31/12/2015 30 15.799 365,517 3,159

Northland Power Inc. Common Shares Gilmour, Barry Kenneth 4 31/12/2015 30 15.799 3,111 150

Northland Power Inc. Deferred Share Units (DSU)

Gilmour, Barry Kenneth 4 31/12/2015 30 15.799 11,249 455

Northland Power Inc. Common Shares Goodman, Russell Andrew

4 31/12/2015 30 15.799 195

Northland Power Inc. Common Shares Goodman, Russell Andrew

4 31/12/2015 30 15.799 195


Goodman, Russell Andrew

4 31/12/2015 30 17.95 4,938 195


Harder, Vernon Peter 4 31/12/2015 30 15.799 26,982 1,456


Turner, John, Napier 4 31/12/2015 30 15.799 8,803 421

NorthWest Healthcare Properties Real Estate Investment Trust

Deferred Units Crotty, Bernard W. 4 16/02/2016 38 8.59 194,715 -1,048

NRG Metals Inc. Common Shares hobkirk, adrian frederick

4, 5 12/02/2016 10 0.035 3,022,722 -36,000

NRG Metals Inc. Common Shares hobkirk, adrian frederick

4, 5 12/02/2016 10 0.03 3,016,564 -6,158

NSX Silver Inc. Common Shares Nicoll, James David 3 17/02/2016 10 0.05 801,000 10,000

Oceanus Resources Corporation

Common Shares Gordon, Richard Basil 4, 5 19/02/2016 10 0.22 1,808,622 5,000

Olympia Financial Group Inc.

Common Shares Keogh, Willem 5 04/03/2013 00

Olympia Financial Group Inc.

Common Shares Keogh, Willem 5 04/03/2013 00

Open Text Corporation

Common Shares OTEX Common

Jackman, Brian 4 16/02/2016 51 24000 48,000 24,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1891


T/O Unit Price


Acquired/ Disposed



Jackman, Brian 4 16/02/2016 10 24,000 -24,000


Options All OTEX Option Plans

Jackman, Brian 4 16/02/2016 51 42.21 36,600 -24,000



Murphy, Stephen Francis

5 11/02/2016 50 47.01 169,680 150,000



Weiss, Gary 5 16/02/2016 51 3252 7,815 3,252



Weiss, Gary 5 16/02/2016 10 48.43 4,563 -3,252



Weiss, Gary 5 16/02/2016 51 48.43 50,378 -3,252

Orbit Garant Drilling Inc.

Common Shares Stuart, Edmund Joseph 4 17/02/2016 10 0.69 35,000 5,000

Orbit Garant Drilling Inc.

Common Shares Stuart, Edmund Joseph 4 17/02/2016 10 0.7 50,000 15,000

Orla Mining Ltd. Common Shares Robertson, Paul Harold 5 10/06/2015 00

Orla Mining Ltd. Common Shares Robertson, Paul Harold 5 15/02/2016 16 0.08 375,000 375,000

Orla Mining Ltd. Warrants Robertson, Paul Harold 5 10/06/2015 00

Orla Mining Ltd. Warrants Robertson, Paul Harold 5 15/02/2016 16 0.1 375,000 375,000

Pacgen Life Science Corporation

Common Shares YIP, CHRISTINA 5 09/02/2016 10 0.04 4,554,821 15,000

Pacgen Life Science Corporation

Common Shares YIP, CHRISTINA 5 12/02/2016 10 0.05 4,556,821 2,000

Pacific Insight Electronics Corp.

Common Shares McKinney, J. Cowan 4 19/02/2016 11 7.5 1,551 733


Common Shares McKinney, J. Cowan 4 29/12/2015 11 5.9 79,892 -4,236


Common Shares McKinney, J. Cowan 4 18/02/2016 11 7.55 77,244 -2,648


Common Shares McKinney, J. Cowan 4 19/02/2016 11 7.5 76,511 -733


Common Shares Sutherland, Gary B. 4 17/02/2016 11 4.12 87,500 10,000


Common Shares Sutherland, Gary B. 4 17/02/2016 11 4.12 52,500 10,000


Options Sutherland, Gary B. 4 15/02/2016 11 4.12 100,000 -10,000


Options Sutherland, Gary B. 4 17/02/2016 51 4.12 -20,000


Options Sutherland, Gary B. 4 17/02/2016 51 4.12 90,000 -10,000


Options Sutherland, Gary B. 4 24/04/2006 00


Options Sutherland, Gary B. 4 15/02/2016 11 4.12 10,000 10,000


Options Sutherland, Gary B. 4 17/02/2016 51 4.12 0 -10,000

Painted Pony Petroleum Ltd.

Common Shares Hanbury, Edwin Stewart

5 01/02/2016 30 4.06 1,045

Painted Pony Petroleum Ltd.

Common Shares Hanbury, Edwin Stewart

5 01/02/2016 30 4.06 1,045

Parkland Fuel Corporation

Common Shares Pantelidis, James 4 18/02/2016 30 20.54 203,305 197

Parkland Fuel Corporation

Common Shares PILLA, DOMENICO 4 18/02/2016 30 21.15 5,062 22

Parlane Resource Corp.

Common Shares Arca, Gary Vittorio 3, 4 08/01/2016 10 0.07 374,200 4,000

Parlane Resource Corp.

Common Shares Arca, Gary Vittorio 3, 4 13/01/2016 10 0.07 429,200 55,000

Pelangio Exploration Inc.

Warrants Crossgrove, Peter Alexander

4 15/02/2016 55 0 -250,000


Warrants Eaton, Thor 4 15/02/2016 55 1,750,000 -1,125,000


Warrants Hibbard, Ingrid Jo-Ann 4, 5 15/02/2016 55 0 -1,125,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1892


T/O Unit Price


Acquired/ Disposed


Warrants Nurmi, Carl 4 15/02/2016 55 85,000 -625,000

People Corporation Common Shares Anderson, Scott Cameron

4 18/02/2016 10 2.55 1,456,763 -8,500

Pepcap Resources, Inc.

Common Shares Andrup, Claus Erik 4 16/02/2016 10 0.015 784,537 2,000







Perk.com Inc. Common Shares Nolan, Sheffield Simmons

7 05/02/2016 22 365,615 8,303

Petrolympic Ltd. Options Szweras, Adam Kelley 5 25/06/2013 50 666,667

Petrolympic Ltd. Options Szweras, Adam Kelley 5 25/06/2013 50 866,667 666,667

Petrus Resources Inc. (formerly Phoscan Chemical Corp.)

Options Wheeler, Mark Fraser 5 02/02/2016 38 0 -350,000

Pine Cliff Energy Ltd. Common Shares Disbrow, Robert 3 18/02/2016 10 0.798 18,030,050 125,750




Pine Cliff Energy Ltd. Common Shares Hodge, Philip Blake 4, 5 17/02/2016 10 0.8 6,327,100 20,000

Plaza Retail REIT RSUs Penney, Stephen 5 15/02/2016 30 4.42 870 3

Plaza Retail REIT RSUs Penney, Stephen 5 15/02/2016 57 4.42 867 -3

Plaza Retail REIT Trust Units Penney, Stephen 5 15/02/2016 57 4.42 6,924 3

Plaza Retail REIT RSUs Salsberg, Kevin 5 15/02/2016 30 4.42 3,350 16

Plaza Retail REIT RSUs Salsberg, Kevin 5 15/02/2016 59 4.42 3,334 -16

POET Technologies Inc.

Common Shares Taylor, Geoff 4 18/02/2016 10 987,748 -10,000

POET Technologies Inc.

Common Shares Taylor, Geoff 4 19/02/2016 10 977,748 -10,000

Potash Corporation of Saskatchewan Inc.

Common Shares Madere, Consuelo 4 16/02/2016 10 15.67 16,500 6,500


Common Shares Martell, Keith 4 18/02/2016 10 23 11,000 7,200


Common Shares Martell, Keith 4 19/02/2016 10 22.1 13,100 2,100

Precision Drilling Corporation

PSUs Espeland, Niels 5 03/11/2011 00


PSUs Espeland, Niels 5 10/02/2016 56 132,100 132,100


PSUs Evasiuk, Douglas Brian 7 01/06/2010 00


PSUs Evasiuk, Douglas Brian 7 10/02/2016 56 94,400 94,400


PSUs Foley, Veronica H. 5 09/01/2015 00


PSUs Foley, Veronica H. 5 10/02/2016 56 30,300 30,300


RSUs Foley, Veronica H. 5 09/01/2015 00


RSUs Foley, Veronica H. 5 10/02/2016 56 13,800 13,800


PSUs FORD, CAREY THOMAS

7 22/07/2011 00


PSUs FORD, CAREY THOMAS

7 10/02/2016 56 56,700 56,700


PSUs Gambles, Leonard C. 7 01/06/2010 00


PSUs Gambles, Leonard C. 7 10/02/2016 56 40,000 40,000


Common Shares Hughes, Catherine Jeanne

4 12/02/2016 10 3.95 25,250 12,550

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1893


T/O Unit Price


Acquired/ Disposed


PSUs Hunter, Grant MacLeod 7 01/06/2010 00


PSUs Hunter, Grant MacLeod 7 10/02/2016 56 94,400 94,400


PSUs Marks, Roland H. 7 01/06/2010 00


PSUs Marks, Roland H. 7 10/02/2016 56 66,600 66,600


PSUs McNally, Robert Joseph

5 19/07/2010 00


PSUs McNally, Robert Joseph

5 10/02/2016 56 188,700 188,700


PSUs Neveu, Kevin A. 4, 5 01/06/2010 00


PSUs Neveu, Kevin A. 4, 5 10/02/2016 56 442,500 442,500


PSUs Pickering, William Ross 7 01/06/2010 00


PSUs Pickering, William Ross 7 10/02/2016 56 66,600 66,600


PSUs Ruhr, Darren 5 01/06/2010 00


PSUs Ruhr, Darren 5 10/02/2016 56 66,600 66,600


PSUs Stahl, Gene 5 01/06/2010 00


PSUs Stahl, Gene 5 10/02/2016 56 132,100 132,100


PSUs Stickland, Wane Jacob 7 01/06/2010 00


PSUs Stickland, Wane Jacob 7 10/02/2016 56 43,300 43,300


RSUs Stickland, Wane Jacob 7 01/06/2010 00


RSUs Stickland, Wane Jacob 7 10/02/2016 56 19,700 19,700

Premier Gold Mines Limited

Common Shares Downie, Ewan Stewart 4 19/02/2016 51 1.79 3,829,778 175,000


Common Shares Downie, Ewan Stewart 4 19/02/2016 10 3.23 3,654,778 -175,000


Options Downie, Ewan Stewart 4 19/02/2016 51 1,575,000 -175,000

Pro Real Estate Investment Trust

Deferred Units Aghar, Peter 3, 4, 6 18/02/2016 56 23,110 15,500


Deferred Units Beckerleg, James Walter

4, 5 18/02/2016 56 329,249 60,000


Deferred Units Chiara, Vincent 4 18/02/2016 56 23,110 15,500


Deferred Units Côté, Martin 4 18/02/2016 56 23,110 15,500


Deferred Units Lawlor, Gordon G. 5 18/02/2016 56 219,476 40,000


Deferred Units Levitt, John 4 18/02/2016 56 64,148 17,750


Deferred Units Limoges, Gérard A. 4 18/02/2016 56 64,148 17,750


Deferred Units Santoro, Vitale A. 4, 5 18/02/2016 56 55,556 15,500


Deferred Units Smith, Ronald 4 18/02/2016 56 55,556 15,500

Prophecy Development Corp.

Common Shares without par value

Hall, Greg 4 12/01/2016 10 0.025 0 -400,000


Options Hall, Greg 4 10/02/2016 38 2,550,000 -550,000


Options Kasimov, Bekzod 5 11/02/2016 38 1,300,000 -80,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1894


T/O Unit Price


Acquired/ Disposed


Options Lee, John 4, 5 11/02/2016 38 0.28 10,420,000 -1,100,000


Options Lee, John 4, 5 11/02/2016 38 0.18 8,990,000 -1,430,000


Options Plavutska, Irina 5 10/02/2016 38 950,000 -180,000

Prospero Silver Corp. Common Shares Soto Moran, Martin 5 12/02/2016 97 0.05 424,000 250,000

PUDO Inc. Common Shares Arnold, Kurtis 4 14/07/2015 00

PUDO Inc. Common Shares Arnold, Kurtis 4 12/02/2016 16 2.5 4,000 4,000

PUDO Inc. Warrants Arnold, Kurtis 4 14/07/2015 00

PUDO Inc. Warrants Arnold, Kurtis 4 12/02/2016 16 2,000 2,000

PUDO Inc. Common Shares Bijou, Thomas Frank 4 12/02/2016 16 2.5 123,160 11,160

PUDO Inc. Common Shares Bijou, Thomas Frank 4 12/02/2016 51 173,160 50,000

PUDO Inc. Options Bijou, Thomas Frank 4 12/02/2016 51 165,000 -50,000

PUDO Inc. Warrants Bijou, Thomas Frank 4 14/07/2015 00

PUDO Inc. Warrants Bijou, Thomas Frank 4 12/02/2016 16 5,580 5,580

PUDO Inc. Common Shares McDougall, Ian Alexander

4 14/07/2015 00

PUDO Inc. Common Shares McDougall, Ian Alexander

4 12/02/2016 16 2.5 10,000 10,000

PUDO Inc. Warrants McDougall, Ian Alexander

4 14/07/2015 00

PUDO Inc. Warrants McDougall, Ian Alexander

4 12/02/2016 16 5,000 5,000

PUDO Inc. Common Shares Westerman, Howard 4 12/02/2016 16 2.5 878,009 11,160

PUDO Inc. Warrants Westerman, Howard 4 14/07/2015 00

PUDO Inc. Warrants Westerman, Howard 4 12/02/2016 16 5,580 5,580

Pulse Seismic Inc. Common Shares Pulse Seismic Inc. 1 10/02/2016 38 2.31 45,800 800

Pulse Seismic Inc. Common Shares Pulse Seismic Inc. 1 11/02/2016 38 2.2032 50,800 5,000

Pulse Seismic Inc. Common Shares Pulse Seismic Inc. 1 12/02/2016 38 2.19 53,000 2,200

Puma Exploration Inc. Common Shares Cordick, Arness William Ross

3, 4 12/02/2016 10 0.04 11,739,000 80,000


3, 4 12/02/2016 10 0.04 11,810,000 71,000


3, 4 12/02/2016 10 0.045 11,814,000 4,000

Puma Exploration Inc. Common Shares Robillard, Marcel 4, 5 18/02/2016 10 0.05 1,125,750 4,000

Pure Technologies Ltd.

Common Shares Budianto, Robert 5 16/10/2015 30 5.82 18,422 590












Common Shares Elliott, John Francis 5 16/10/2015 30 5.82 108,976 982




Common Shares Elliott, John Francis 5 09/11/2015 30 5.61 110,089 1,018








Common Shares Higgins, Michael 5 16/10/2015 30 5.82 31,770 810

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1895


T/O Unit Price


Acquired/ Disposed






Common Shares Higgins, Michael 5 16/12/2015 30 4.26 40,870 1,179




Common Shares Higgins, Michael 5 19/01/2016 30 4.27 45,145 1,191


Common Shares Holley, Mark William 5 16/10/2015 30 5.82 215,161 812






Common Shares Holley, Mark William 5 16/12/2015 30 4.26 217,244 1,109




Common Shares Holley, Mark William 5 19/01/2016 30 4.27 218,527 1,106


Common Shares Krause, Geoffrey Dean 5 16/10/2015 30 5.82 8,948 738






Common Shares Krause, Geoffrey Dean 5 16/12/2015 30 4.26 10,762 1,008




Common Shares Krause, Geoffrey Dean 5 19/01/2016 30 4.27 11,828 1,005


Common Shares Paulson, James Edward

4, 6, 5 16/10/2015 30 5.82 67,901 864



4, 6, 5 20/10/2015 30 5.65 68,131 230



4, 6, 5 09/11/2015 30 5.61 69,027 896



4, 6, 5 16/12/2015 30 4.26 121,008 1,181



4, 6, 5 13/01/2016 30 4.55 121,306 298



4, 6, 5 19/01/2016 30 4.27 122,484 1,178


Common Shares Paulson, Peter Osborne

4, 6, 5 16/10/2015 30 5.82 219,872 864



4, 6, 5 20/10/2015 30 5.65 220,102 230



4, 6, 5 09/11/2015 30 5.61 220,998 896



4, 6, 5 16/12/2015 30 4.26 272,179 1,181



4, 6, 5 13/01/2016 30 4.55 272,477 298



4, 6, 5 19/01/2016 30 4.27 273,655 1,178


Common Shares Springer, Nicole 5 20/10/2015 30 5.65 2,302 12







Insider Reporting

February 25, 2016

(2016), 39 OSCB 1896


T/O Unit Price


Acquired/ Disposed






















Common Shares WRIGGLESWORTH, MICHAEL ROBERT

5 16/10/2015 30 5.82 32,951 616



5 20/10/2015 30 5.65 32,954 3



5 09/11/2015 30 5.61 33,592 638



5 16/12/2015 30 4.26 34,434 842



5 13/01/2016 30 4.55 34,446 12



5 19/01/2016 30 4.27 35,285 839

Range Energy Resources Inc.

Common Shares Gulf LNG America, LLC

3 19/02/2016 16 0.035 516,365,647 29,700,000

Range Energy Resources Inc.

Warrants Gulf LNG America, LLC

3 19/02/2016 16 0.05 385,965,647 29,700,000

RDM Corporation Common Shares Matheson, Joseph Lee Grant

4 17/02/2016 10 4.08 469,500 2,600


4 11/02/2016 10 4.1 12,300 900


4 18/02/2016 10 4.07 14,800 2,500

Redknee Solutions Inc.

Common Shares GRANOVSKY, DAHRA 4 15/07/2015 00 6,023


Common Shares GRANOVSKY, DAHRA 4 07/12/2015 10 2.98 12,023 6,000


Common Shares GRANOVSKY, DAHRA 4 15/07/2015 00 7,270


Common Shares Thexton, Kent Paul 4 18/02/2016 10 1.35 928,485 50,000

Relentless Resources Ltd.

Common Shares Kolias, Ike Sotiris 3 16/02/2016 10 0.07 10,089,213 100,000


Common Shares Kolias, Ike Sotiris 3 17/02/2016 10 0.06 10,189,213 100,000


Common Shares Peshke, Ronald John 4 18/02/2016 10 0.06 7,977,000 200,000

Reliant Gold Corp. Options Ahmed, Kabir (Shah Alam Ahmed Kabir)

3, 4, 5 17/02/2016 50 0.05 425,000 100,000

Renforth Resources Inc.

Common Shares Simard, Denis 4 16/02/2016 10 0.025 281,000 -15,000

Reservoir Capital Corp.

Common Shares Mann, Lee P 3 29/01/2016 10 0.2214 1,498,750 -40,000

Reservoir Capital Corp.

Common Shares Mann, Lee P 3 08/02/2016 10 0.2212 1,473,750 -25,000

Richelieu Hardware Ltd.

Unités d’actions différées

Chicoyne, Denyse 4 18/02/2016 56 67.2 17,185 41

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1897


T/O Unit Price


Acquired/ Disposed



Courteau, Robert 4, 5 18/02/2016 56 67.2 17,263 41



DOUVILLE, Jean R. 4 18/02/2016 56 67.2 17,692 42



Gauvin, Mathieu 4 18/02/2016 56 67.2 19,609 47


Common Shares Grenier, Guy 5 16/02/2016 10 67 9,497 -1,000



Poulin, Marc 4 18/02/2016 56 67.2 3,074 7



Proteau, Jocelyn 4 18/02/2016 56 67.2 9,745 12

Ring of Fire Resources Inc. (formerly Hawk Uranium Inc.)

Common Shares Frawley, Denis S. 5 22/12/2011 11 0.11 181,818


Common Shares Frawley, Denis S. 5 22/12/2011 11 0.11 181,818 181,818


Options Frawley, Denis S. 5 27/04/2011 50 200,000


Options Frawley, Denis S. 5 27/04/2011 50 492,000 200,000

RMP Energy Inc. Common Shares Baker, Douglas N 4 14/04/2015 30 3.55 83,424 704

RMP Energy Inc. Common Shares Baker, Douglas N 4 14/07/2015 30 2.08 84,626 1,202



RMP Energy Inc. Common Shares Brussa, John Albert 4 31/12/2015 30 2.2 832,681 5,124

RMP Energy Inc. Common Shares Hogg, Andrew Lowden 4 14/04/2015 30 3.55 151,408 704

RMP Energy Inc. Common Shares Hogg, Andrew Lowden 4 14/07/2015 30 2.08 152,610 1,202



RMP Energy Inc. Common Shares SAUNDERS, JAMES MACLEO

4 14/04/2015 30 3.55 258,765 704


4 14/07/2015 30 2.08 259,967 1,202


4 14/10/2015 30 1.83 261,333 1,366


4 14/12/2015 30 1.35 263,185 1,852

RMP Energy Inc. Common Shares Swift, Lloyd Charles 4 14/04/2015 30 3.55 169,270 704

RMP Energy Inc. Common Shares Swift, Lloyd Charles 4 14/07/2015 30 2.08 170,472 1,202



Rockex Mining Corporation (formerly Enviropave International Ltd.)

Common Shares Garofalo, Sam 4, 5 01/02/2016 16 0.07 143,611 63,611


Common Shares Lehtinen, Tammy Marie

5 01/02/2016 16 0.08 283,333 163,333


Options Tremblay, Jean-Sebastien

5 10/02/2016 00


Options Tremblay, Jean-Sebastien

5 10/02/2016 50 0.15 50,000 50,000

Rosita Mining Corporation

Common Shares Dudek, Don 4 12/02/2016 10 0.025 1,006,102 50,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1898


T/O Unit Price


Acquired/ Disposed

Royal Bank of Canada Common Shares - Share Purchase Plans (RESSOP, DSSP, DSPP etc.)

Anderson, Robert James

5 31/12/2015 30 5,329 386


Fukakusa, Janice Rose 5 31/12/2015 30 21,202 2,071


guzman, douglas antony

5 31/12/2015 30 3,367 35

Royal Bank of Canada Common Shares Hirji-Nowaczynski, Zabeen

5 31/12/2015 30 7,403 287


Hirji-Nowaczynski, Zabeen

5 31/12/2015 30 12,658 1,068

Royal Bank of Canada Common Shares Hughes, Mark Richard 5 31/12/2015 30 148,014 5,777


Hughes, Mark Richard 5 31/12/2015 30 12,943 503

Royal Bank of Canada Rights - RBC 401K Hughes, Mark Richard 5 31/12/2015 30 138 5


McGregor, Alex Douglas

5 31/12/2015 30 3,899 321


McKay, David Ian 4, 5 31/12/2015 30 21,557 2,334


Ross, Bruce Washington

5 31/12/2015 30 1,238 646


Tory, Jennifer Anne 5 31/12/2015 30 31,215 2,019

Royalty North Partners Ltd.

Common Shares BUSS, CHRISTOPHER A.

4, 5 17/02/2016 16 0.05 492,100 292,100


Common Shares BUSS, CHRISTOPHER A.

4, 5 18/02/2016 11 0.063 631,861 139,761


Warrants BUSS, CHRISTOPHER A.

4, 5 17/02/2016 16 492,100 292,100


Warrants BUSS, CHRISTOPHER A.

4, 5 18/02/2016 11 577,841 85,741


Common Shares CURRIE, JUSTIN LENNOX

4, 5 17/02/2016 16 0.05 840,000 840,000



4, 5 01/02/2016 00



4, 5 18/02/2016 11 0.063 593,333 593,333


Warrants CURRIE, JUSTIN LENNOX

4, 5 01/02/2016 00



4, 5 17/02/2016 16 840,000 840,000



4, 5 01/02/2016 00



4, 5 18/02/2016 11 364,000 364,000


Common Shares Krause, Steven Karl 5 17/02/2016 16 0.05 210,000 200,000


Warrants Krause, Steven Karl 5 01/02/2016 00


Warrants Krause, Steven Karl 5 17/02/2016 16 0.1 200,000 200,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1899


T/O Unit Price


Acquired/ Disposed


Common Shares Smith, Gregory 4 01/02/2016 00


Common Shares Smith, Gregory 4 17/02/2016 16 0.05 387,500 387,500


Common Shares Smith, Gregory 4 18/02/2016 11 0.063 572,917 185,417


Warrants Smith, Gregory 4 01/02/2016 00


Warrants Smith, Gregory 4 17/02/2016 16 387,500 387,500


Warrants Smith, Gregory 4 18/02/2016 11 501,250 113,750

Rugby Mining Limited Common Shares Roxburgh, Bryce 4 09/02/2016 10 0.05 787,500 100,000

Russel Metals Inc. Options Britton, Marion Eleanor 5 16/02/2016 50 18.11 498,466 97,222

Russel Metals Inc. Common Shares Dinning, James Francis 4 19/02/2016 10 17.95 18,500 1,500

Russel Metals Inc. Options Hedges, Brian Robie 5 16/02/2016 50 18.11 660,526 162,037

Russel Metals Inc. Options Reid, John Gregory 5 16/02/2016 50 18.11 304,527 115,741

Sandspring Resources Ltd.

Common Shares Crichton, Jeremy 5 11/02/2016 54 0.15 84,000 50,000


Common Shares Crichton, Jeremy 5 11/02/2016 10 0.21 34,000 -50,000


Warrants Crichton, Jeremy 5 11/02/2016 54 0 -50,000

Santacruz Silver Mining Ltd.

Warrants Préstamo Elizondo, Arturo

3, 4, 5 09/02/2016 70 0.15 -2,000,000

Santacruz Silver Mining Ltd.

Warrants Préstamo Elizondo, Arturo

3, 4, 5 09/02/2016 70 0.15 1,000,000 -2,000,000

Saputo Inc. Common Shares Corney, Paul 7, 5 17/02/2016 51 10.7 8,295 2



Saputo Inc. Common Shares Corney, Paul 7, 5 17/02/2016 51 21.48 16,663 6,852


Saputo Inc. Common Shares Corney, Paul 7, 5 17/02/2016 10 37.62 8,293 -14,312


Saputo Inc. Common Shares Corney, Paul 7, 5 18/02/2016 10 38.005 14,893 -400

Saputo Inc. Common Shares Corney, Paul 7, 5 18/02/2016 10 38 8,293 -6,600

Saputo Inc. Options Corney, Paul 7, 5 17/02/2016 51 10.7 167,621 -2



Saputo Inc. Options Corney, Paul 7, 5 17/02/2016 51 21.48 159,253 -6,852



Saputo Inc. Common Shares Palombaro, Gabriel 5 17/02/2016 51 14.66 19,743 4,094



Saputo Inc. Common Shares Palombaro, Gabriel 5 17/02/2016 10 38 27,309 -19,458

Saputo Inc. Common Shares Palombaro, Gabriel 5 17/02/2016 10 38.02 15,649 -11,660

Saputo Inc. Options Palombaro, Gabriel 5 17/02/2016 51 14.66 106,290 -4,094



Saputo Inc. Common Shares Wagner, Gaétane 5 18/02/2016 51 21.61 27,207 12,000

Saputo Inc. Common Shares Wagner, Gaétane 5 18/02/2016 10 38 25,006 -2,201

Saputo Inc. Common Shares Wagner, Gaétane 5 18/02/2016 10 37.99 23,806 -1,200


Saputo Inc. Common Shares Wagner, Gaétane 5 18/02/2016 10 37.98 21,506 -400





Saputo Inc. Common Shares Wagner, Gaétane 5 18/02/2016 51 21.61 32,018 13,912

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1900


T/O Unit Price


Acquired/ Disposed







Saputo Inc. Common Shares Wagner, Gaétane 5 18/02/2016 10 38 18,106 -1,700

Saputo Inc. Options Wagner, Gaétane 5 18/02/2016 51 21.61 248,184 -12,000

Saputo Inc. Options Wagner, Gaétane 5 18/02/2016 51 21.61 234,272 -13,912

Savary Gold Corp. Common Shares Dudek, Don 4, 5 17/02/2016 10 0.05 1,554,000 5,000

Savary Gold Corp. Options Lostritto, Paolo 4 17/02/2016 50 0.05 400,000 150,000

Savary Gold Corp. Common Shares Pearman, Craig 4 16/02/2016 50 0.05 300,000 150,000

Search Minerals Inc. Common Shares Saunders, Raymond James

4 18/02/2016 10 0.05 17,039,000 30,000

Search Minerals Inc. Common Shares Saunders, Raymond James

4 18/02/2016 10 0.055 17,109,000 70,000

Secure Energy Services Inc.

Common Shares Employee Share Ownership Plan

Amirault, Rene 3, 4, 5 19/02/2016 30 6.39 34,313 288



Gransch, Allen Peter 5 19/02/2016 30 6.39 16,427 139



Higham, Corey Ray 5 19/02/2016 30 6.39 18,396 126



McGurk, Brian Kenneth Stanley

5 19/02/2016 30 6.39 9,186 78



Steinke, Daniel 5 19/02/2016 30 6.39 16,627 107



WADSWORTH, GEORGE

7 19/02/2016 30 6.39 12,744 152

SecureCom Mobile Inc.

Common Shares Comeau, Sean Gordon 4, 5 27/08/2015 37 1,075,000 -3,225,000

SecureCom Mobile Inc.

Common Shares Wilson, Peter Grant 4, 5 17/02/2016 11 0.15 947,180 606,680

Sherritt International Corporation

Common Shares Vydra, Martin 5 16/02/2016 10 0.66 35,000 6,720

Shopify Inc. Subordinate Voting Shares Class A Subordinate Voting Shares

Finkelstein, Harley Michael

5 16/02/2016 30 20.544 31,130 -11,000

Shopify Inc. Subordinate Voting Shares Class A Subordinate Voting Shares

Lutke, Tobias Albin 4, 5 16/02/2016 30 20.543 232,000 -4,500

Sierra Metals Inc. (formerly Dia Bras Exploration Inc.)

Common Shares Arias, J. Alberto 4, 6 02/03/2015 57 1.39 289,979 131,764

Sierra Wireless, Inc. Options Aasen, Gregory D. 4 08/02/2016 50 14.28 16,998 5,457

Sierra Wireless, Inc. Restricted Share Units

Aasen, Gregory D. 4 08/02/2016 56 11,600 2,030

Sierra Wireless, Inc. Options Abrams, Robin Ann 4 08/02/2016 50 10.26 21,886 5,457


Abrams, Robin Ann 4 08/02/2016 56 4,786 2,030

Sierra Wireless, Inc. Options Cataford, Paul G. 4 08/02/2016 50 14.28 13,488 5,457


Cataford, Paul G. 4 08/02/2016 56 6,601 2,030

Sierra Wireless, Inc. Options Cohenour, Jason W. 4, 5 08/02/2016 50 10.26 216,961 90,382


Cohenour, Jason W. 4, 5 08/02/2016 56 102,847 33,629

Sierra Wireless, Inc. Common Shares Dodson, Bill Gary 5 16/02/2016 51 16,656 4,815

Sierra Wireless, Inc. Common Shares Dodson, Bill Gary 5 16/02/2016 10 14.5 11,841 -4,815

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1901


T/O Unit Price


Acquired/ Disposed

Sierra Wireless, Inc. Options Dodson, Bill Gary 5 08/02/2016 50 14.28 55,806 17,053

Sierra Wireless, Inc. Options Dodson, Bill Gary 5 16/02/2016 51 50,991 -4,815


Dodson, Bill Gary 5 08/02/2016 56 27,963 6,345

Sierra Wireless, Inc. Options Guillemette, Philippe Frederic Joel Rene

5 08/02/2016 50 14.28 46,677 17,053


Guillemette, Philippe Frederic Joel Rene

5 08/02/2016 56 21,748 6,345

Sierra Wireless, Inc. Options Krause, Jason Lawrence

5 08/02/2016 50 14.28 49,565 17,053


Krause, Jason Lawrence

5 08/02/2016 56 44,213 6,345

Sierra Wireless, Inc. Common Shares Levine, Charles E. 4 12/02/2016 10 9.88 47,157 10,000

Sierra Wireless, Inc. Options Levine, Charles E. 4 08/02/2016 50 10.26 29,764 5,457


Levine, Charles E. 4 08/02/2016 56 4,786 2,030

Sierra Wireless, Inc. Options McLennan, David Gordon

5 08/02/2016 50 14.28 96,592 40,928


McLennan, David Gordon

5 08/02/2016 56 87,932 15,228

Sierra Wireless, Inc. Options Schieler, August Daniel 7 08/02/2016 50 10.26 57,012 21,146


Schieler, August Daniel 7 08/02/2016 56 28,971 7,867

Sierra Wireless, Inc. Options Sieber, Thomas 4 08/02/2016 50 10.26 10,904 5,457


Sieber, Thomas 4 08/02/2016 56 5,836 2,030

Sierra Wireless, Inc. Common Shares Sierra Wireless, Inc. 1 12/02/2016 38 176,500 -50,683

Sierra Wireless, Inc. Common Shares Sierra Wireless, Inc. 1 16/02/2016 10 10.932 45,400

Sierra Wireless, Inc. Common Shares Sierra Wireless, Inc. 1 16/02/2016 10 10.932 45,400

Sierra Wireless, Inc. Common Shares Sierra Wireless, Inc. 1 16/02/2016 10 10.932 221,900 45,400




Sierra Wireless, Inc. Common Shares Sierra Wireless, Inc. 1 19/02/2016 38 125,000 -221,900

Sierra Wireless, Inc. Options Teyssier, Pierre Jean Benoit

5 08/02/2016 50 10.26 46,483 17,053


Teyssier, Pierre Jean Benoit

5 08/02/2016 56 16,364 6,345

Sierra Wireless, Inc. Options Thexton, Kent Paul 4 08/02/2016 50 14.28 15,851 5,457


Thexton, Kent Paul 4 08/02/2016 56 11,600 2,030

Sierra Wireless, Inc. Common Shares Walckenaer, Emmanuel

5 19/02/2016 10 11.75 30,463 -26,114


Walckenaer, Emmanuel

5 08/02/2016 56 24,993 12,690

SnipGold Corp. Common Shares Cook, Steven Mark 4 23/12/2015 16 0.065 507,500 80,000

SnipGold Corp. Warrants Cook, Steven Mark 4 02/01/2016 55 500,000 -322,500

SnipGold Corp. Warrants Cook, Steven Mark 4 20/01/2016 55 0 -180,165

Solarvest BioEnergy Inc.

Common Shares Greenham, Garth Percival

5 18/02/2016 10 0.23 1,744,500 2,000

Solarvest BioEnergy Inc.

Options Greenham, Gerri Joseph

4 16/02/2016 52 0 -70,000

Solegear Bioplastic Technologies Inc. (formerly Rodeo Capital III Corp.)

Common Shares Antoniadis, Paul John 4 17/02/2016 10 0.17 544,284 9,000

Solegear Bioplastic Technologies Inc. (formerly Rodeo Capital III Corp.)

Common Shares Antoniadis, Paul John 4 17/02/2016 10 0.185 549,284 5,000

Sonoro Metals Corp. Common Shares MacLeod, Kenneth 4, 5 19/02/2016 10 0.045 1,847,667 65,000

Spartan Energy Corp. (formerly Alexander Energy Ltd.)

Common Shares Boreen, Thomas Dale 5 12/02/2016 30 2.3999 888,826 1,042

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1902


T/O Unit Price


Acquired/ Disposed


Common Shares KALANTZIS, FOTIS 5 12/02/2016 30 2.3999 1,967,660 1,042


Common Shares MacDonald, Adam David

5 12/02/2016 30 2.3999 76,083 1,042


Common Shares McHardy, Richard Francis

4, 5 12/02/2016 30 2.3999 3,701 1,146


Common Shares Stark, Albert Jason 5 12/02/2016 30 2.3999 4,308,493 1,042


Common Shares Wong, Eddie 5 12/02/2016 30 2.3999 1,757,910 1,042

Sparton Resources Inc.

Options Williams, Richard David

4 20/06/2015 52 0 -650,000

Spectral Medical Inc. Common Shares Bihl, Anthony Phillip 4 18/02/2016 15 0.7 475,000 100,000

Spectral Medical Inc. Common Shares Giese, Kevin Arnold 4 18/02/2016 15 0.7 2,876,336 71,500

Spectral Medical Inc. Common Shares Herrera, Guillermo Alfonso

4 18/02/2016 15 0.7 425,000 150,000

Spectral Medical Inc. Common Shares Stevens, William Charles

4 18/02/2016 15 0.7 171,500 71,500

Spectral Medical Inc. Common Shares Toray Industries, Inc. 3 12/02/2016 11 0.7 45,630,105 2,857,000

Spot Coffee (Canada) Ltd.

Common Shares Lorenzo, John Michael 4 16/02/2016 10 0.035 4,593,324 20,000

Sprott Resource Corp. EPSP Designation Einav, Arthur Avi 5 12/02/2016 56 0.4 129,368 12,376

Sprott Resource Corp. EPSP Designation Staresinic, Michael 5 12/02/2016 56 0.4 138,533 12,376

Sprott Resource Corp. EPSP Designation Stronach, Andrew James

5 12/02/2016 56 0.4 129,368 12,376

Sprott Resource Corp. EPSP Designation Yuzpe, Stephen Mark 5 12/02/2016 56 0.4 271,064 10,321

Spruce Ridge Resources Ltd.

Common Shares Ryan, John 6 19/02/2016 10 0.01 8,313,722 84,000

SQI Diagnostics Inc. Common Shares Connor, Gerald R. 4 18/02/2016 10 0.3 -10,000

SQI Diagnostics Inc. Common Shares Connor, Gerald R. 4 18/02/2016 10 0.3 3,654,400 -10,000

Stella-Jones Inc. Common Shares Bunze, George J. 4 12/02/2016 10 43.75 51,500 -5,000

Storm Resources Ltd. Common Shares Conboy, Jamie Peter 5 09/02/2016 10 4.33 19,955

Storm Resources Ltd. Common Shares Conboy, Jamie Peter 5 09/02/2016 10 4.33 594,908 14,931

Storm Resources Ltd. Common Shares Evans, Hayden Darren 5 31/12/2015 10 4.12 7,789

Storm Resources Ltd. Common Shares Evans, Hayden Darren 5 31/12/2015 30 4.12 615,065 7,789

Strategic Oil & Gas Ltd.

Common Shares Wright, Douglas McRae

5 16/02/2016 30 0.1568 316,550 6,150

Striker Exploration Corp. (formerly Elkwater Resources Ltd.)

Common Shares Davis-Rea Ltd. 3 12/02/2016 10 1 1,141,656 -1,385

Striker Exploration Corp. (formerly Elkwater Resources Ltd.)

Common Shares O’Connell, John 3, 8, 4, 6

12/02/2016 10 1 1,141,656 -1,385

STT Enviro Corp. (formerly Semcan Inc.)

Common Shares Snowden, David William

4 11/02/2016 51 0.13 654,927 80,000


Common Shares Snowden, David William

4 11/02/2016 51 0.16 679,927 25,000


Options Snowden, David William

4 11/02/2016 51 0.13 335,000 -80,000


Options Snowden, David William

4 11/02/2016 51 0.16 310,000 -25,000

Student Transportation Inc. (formerly, Student Transportation of America Ltd.)

Common Shares Gallagher, Denis Joseph

4, 5 17/02/2016 10 4.1 798,722 700

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1903


T/O Unit Price


Acquired/ Disposed


Common Shares Gallagher, Denis Joseph

4, 5 17/02/2016 10 4.11 803,022 4,300


Common Shares Student Transportation Inc

1 16/02/2016 38 4.0111 25,100 25,100


Common Shares Student Transportation Inc

1 16/02/2016 38 0 -25,100

Sun Life Financial Inc. Common Shares Clappison, John 4 16/02/2016 90 -500

Sun Life Financial Inc. Common Shares Clappison, John 4 16/02/2016 90 -500

Sun Life Financial Inc. Common Shares Clappison, John 4 16/02/2016 90 38 -500

Sun Life Financial Inc. Common Shares Clappison, John 4 01/01/2006 00

Sun Life Financial Inc. Common Shares Clappison, John 4 16/02/2016 90 500

Sun Life Financial Inc. Common Shares Clappison, John 4 16/02/2016 90 500

Sun Life Financial Inc. Common Shares Clappison, John 4 16/02/2016 90 500 500

Suncor Energy Inc. Options - Suncor Energy Option Plan (Post August 1, 2009)

Axford, Eric Charles 5 15/02/2016 50 30.21 210,000


Axford, Eric Charles 5 15/02/2016 50 30.21 210,000


Axford, Eric Charles 5 15/02/2016 50 30.21 799,000 210,000

Suncor Energy Inc. Performance Share Units

Axford, Eric Charles 5 15/02/2016 56 30.21 144,452 35,700


Cowan, Alister 5 15/02/2016 50 30.21 592,800 230,000


Cowan, Alister 5 15/02/2016 56 30.21 119,846 39,100


Gardner, Paul Douglas 5 15/02/2016 50 30.21 504,000 150,000


Gardner, Paul Douglas 5 15/02/2016 56 30.21 96,485 25,500


Little, Mark Stephen 5 15/02/2016 50 30.21 1,068,000 250,000


Little, Mark Stephen 5 15/02/2016 56 30.21 188,156 42,500


MacSween, Michael Roderick

5 15/02/2016 50 30.21 845,000 240,000


MacSween, Michael Roderick

5 15/02/2016 56 30.21 163,673 40,800


Odegaard, Janice 5 15/02/2016 50 30.21 539,000 155,000


Odegaard, Janice 5 15/02/2016 56 30.21 97,335 26,350

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1904


T/O Unit Price


Acquired/ Disposed


Reynish, Stephen David Lile

5 15/02/2016 50 30.21 682,934 230,000


Reynish, Stephen David Lile

5 15/02/2016 56 30.21 158,973 39,100


Smith, Kristopher Peter 5 15/02/2016 50 30.21 755,000 230,000


Smith, Kristopher Peter 5 15/02/2016 56 30.21 154,862 39,100


Williams, Steven Walter

5 15/02/2016 50 30.21 3,023,000 795,000



5 15/02/2016 56 30.21 547,593 135,150



5 18/02/2016 59 36.9 -156,297



5 18/02/2016 59 36.9 -156,297

Super Nova Petroleum Corp.

Common Shares Wiese, Wolfgang 4, 6, 5 16/02/2016 10 0.05 339,205 1,000

Supremex Inc. Deferred Share Units

Gauvin, Mathieu 4 02/06/2011 00


Gauvin, Mathieu 4 15/02/2016 56 4.52 2,349 2,349


Kobrynsky, Georges 4 21/02/2013 00


Kobrynsky, Georges 4 15/02/2016 56 1,409 1,409


Paradis, Dany 4 21/02/2013 00


Paradis, Dany 4 15/02/2016 56 1,175 1,175


White, Warren Joseph 4 08/12/2014 00


White, Warren Joseph 4 15/02/2016 56 4.52 1,175 1,175

Syncordia Technologies and Healthcare Solutions, Corp.

Options Davis, Lawrence E. 5 29/06/2015 00


Options Davis, Lawrence E. 5 16/02/2016 50 95,000


Options Davis, Lawrence E. 5 16/02/2016 50 95,000


Options Davis, Lawrence E. 5 16/02/2016 50 95,000 95,000


Options Franks, Michael 4, 5 29/06/2015 00


Options Franks, Michael 4, 5 16/02/2016 50 160,000


Options Franks, Michael 4, 5 16/02/2016 50 160,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1905


T/O Unit Price


Acquired/ Disposed


Options Franks, Michael 4, 5 16/02/2016 50 160,000 160,000


Options Martin, Christoper 4, 5 29/06/2015 00


Options Martin, Christoper 4, 5 16/02/2016 50 160,000


Options Martin, Christoper 4, 5 16/02/2016 50 160,000


Options Martin, Christoper 4, 5 16/02/2016 50 160,000 160,000

TAG Oil Ltd Common Shares Guidi, Alex P. 4 12/02/2016 10 0.52 3,780,439 5,000

Taiga Building Products Ltd.

Common Shares Sali, Grant 5 24/03/2010 00

Taiga Building Products Ltd.

Common Shares Sali, Grant 5 24/03/2010 00 15,500

Takara Resources Inc. Common Shares Basa, Elaine Margaret 3 19/02/2016 10 0.035 3,036,000 51,000

Taylor North American Equity Opportunities Fund

Units Kikuchi, Craig 4, 7, 5 31/12/2015 30 11.54 3,557 179

Taylor North American Equity Opportunities Fund

Units Kikuchi, Craig 4, 7, 5 31/12/2015 30 11.51 648 26

Tech Achievers Growth & Income Fund

Units Tech Achievers Growth & Income Fund

1 17/02/2016 38 7,600 7,600

Tech Achievers Growth & Income Fund

Units Tech Achievers Growth & Income Fund

1 17/02/2016 38 0 -7,600

Teck Resources Limited


Lindsay, Donald Richard

5 16/02/2016 56 5.326 927,721 396,855


Class B Subordinate Voting Shares

Watson, Tim 5 17/02/2016 10 8.61 12,300 -7,700


Class B Subordinate Voting Shares

Watson, Tim 5 17/02/2016 10 8.6 0 -12,300

Telesta Therapeutics Inc. (formerly known as, Bioniche Life Sciences Inc.)

Common Shares Boudreau, Mathieu 5 31/12/2015 30 0.34 40,992 20,426


Common Shares Champagne, Monique 5 31/12/2015 30 0.339 322,207 60,596


Common Shares Ford, Brian Douglas 5 31/12/2015 30 0.338 33,057 13,753


Common Shares Gratton, André 5 31/12/2015 30 0.338 107,249 44,620


Common Shares Olds, Donald John 5 31/12/2015 30 0.339 106,503 46,774


Common Shares Taillefer, Myriam 5 31/12/2015 30 0.338 37,866 32,045

TELUS Corporation Common Shares Blair, Joshua Andrew 5 16/02/2016 30 66,688 890

TELUS Corporation Common Shares Blair, Joshua Andrew 5 16/02/2016 30 67,017 329

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1906


T/O Unit Price


Acquired/ Disposed

TELUS Corporation Common Shares Blair, Joshua Andrew 5 16/02/2016 30 39.07 69,356 2,339

TELUS Corporation Restricted Share Units

Blair, Joshua Andrew 5 16/02/2016 30 113,551 1,303


Blair, Joshua Andrew 5 16/02/2016 30 38.98 109,071 -4,480

TELUS Corporation Common Shares Day, Stockwell 4 16/02/2016 30 4,341 50

TELUS Corporation Common Shares Day, Stockwell 4 16/02/2016 30 39.07 4,593 252

TELUS Corporation Common Shares Entwistle, Darren 4, 5 12/02/2016 10 39.221 245,140 11,275

TELUS Corporation Common Shares Fuller, David 5 16/02/2016 30 1,493 278

TELUS Corporation Common Shares Fuller, David 5 16/02/2016 30 1,784 291

TELUS Corporation Common Shares Fuller, David 5 16/02/2016 30 39.07 2,338 554


Fuller, David 5 16/02/2016 30 76,307 822


Fuller, David 5 16/02/2016 30 38.98 75,107 -1,200

TELUS Corporation Common Shares Gossling, John Richard 5 16/02/2016 35 17,768 205

TELUS Corporation Common Shares Gossling, John Richard 5 16/02/2016 30 18,059 291

TELUS Corporation Common Shares Gossling, John Richard 5 16/02/2016 30 39.07 19,093 1,034


Gossling, John Richard 5 16/02/2016 30 38.98 62,912 -1,986

TELUS Corporation Common Shares Mercier, Monique 5 29/01/2016 90 0 -1,032

TELUS Corporation Common Shares Mercier, Monique 5 29/01/2016 90 20,359 1,032

TELUS Corporation Common Shares Mercier, Monique 5 16/02/2016 30 20,596 237

TELUS Corporation Common Shares Mercier, Monique 5 16/02/2016 30 20,862 266

TELUS Corporation Common Shares Mercier, Monique 5 16/02/2016 30 39.07 21,403 541


Mercier, Monique 5 16/02/2016 30 38.98 52,537 -1,057

Tenth Avenue Petroleum Corp.

Common Shares Leia, Gregory 4, 5 16/02/2016 10 984,255 22,000

TerraVest Capital Inc. Common Shares TerraVest Capital Inc. 1 28/01/2016 38 0 -31,700

TerraVest Capital Inc. Convertible Debentures

TerraVest Capital Inc. 1 28/01/2016 38 $0 -$100,000

The Jean Coutu Group (PJC) Inc.

Subordinate Voting Shares Catégorie A

Le Groupe Jean Coutu (PJC) Inc.

1 12/02/2016 38 19.46 626,787 400




1 12/02/2016 38 19.48 627,187 400




1 12/02/2016 38 19.5 636,687 9,500




1 12/02/2016 38 19.51 639,987 3,300




1 12/02/2016 38 19.52 641,087 1,100




1 12/02/2016 38 19.53 644,830 3,743




1 12/02/2016 38 19.55 660,430 15,600




1 12/02/2016 38 19.56 661,430 1,000




1 12/02/2016 38 19.57 674,530 13,100




1 12/02/2016 38 19.59 674,830 300




1 12/02/2016 38 19.6 682,330 7,500




1 12/02/2016 38 19.61 684,230 1,900




1 12/02/2016 38 19.62 686,530 2,300




1 12/02/2016 38 19.64 688,230 1,700




1 12/02/2016 38 19.65 688,630 400




1 12/02/2016 38 19.66 690,430 1,800

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1907


T/O Unit Price


Acquired/ Disposed




1 12/02/2016 38 19.67 690,930 500




1 12/02/2016 38 19.69 691,430 500




1 12/02/2016 38 19.7 692,130 700




1 12/02/2016 38 19.71 692,930 800




1 12/02/2016 38 19.73 695,530 2,600




1 12/02/2016 38 19.75 695,730 200




1 12/02/2016 38 19.76 695,930 200




1 12/02/2016 38 19.78 696,530 600




1 12/02/2016 38 19.79 696,630 100




1 12/02/2016 38 19.8 697,830 1,200




1 12/02/2016 38 19.82 700,730 2,900




1 16/02/2016 38 19.45 701,330 600




1 16/02/2016 38 19.47 702,030 700




1 16/02/2016 38 19.475 702,430 400




1 16/02/2016 38 19.5 706,430 4,000




1 16/02/2016 38 19.51 712,030 5,600




1 16/02/2016 38 19.515 712,230 200




1 16/02/2016 38 19.52 714,030 1,800




1 16/02/2016 38 19.53 724,130 10,100




1 16/02/2016 38 19.54 725,130 1,000




1 16/02/2016 38 19.545 725,530 400




1 16/02/2016 38 19.55 745,330 19,800




1 16/02/2016 38 19.555 745,630 300




1 16/02/2016 38 19.57 748,330 2,700




1 16/02/2016 38 19.58 754,030 5,700




1 16/02/2016 38 19.585 755,830 1,800




1 16/02/2016 38 19.59 759,573 3,743




1 16/02/2016 38 19.595 759,973 400




1 16/02/2016 38 19.6 771,273 11,300




1 16/02/2016 38 19.61 773,773 2,500




1 16/02/2016 38 19.62 774,773 1,000




1 16/02/2016 38 19.63 774,873 100




1 16/02/2016 38 19.64 775,073 200

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1908


T/O Unit Price


Acquired/ Disposed




1 16/02/2016 38 19.6 343




1 16/02/2016 38 19.73 775,773 700




1 16/02/2016 38 19.75 800




1 16/02/2016 38 19.755 300




1 16/02/2016 38 19.76 900




1 16/02/2016 38 19.77 800




1 16/02/2016 38 19.78 1,900




1 16/02/2016 38 19.8 2,700




1 16/02/2016 38 19.84 300




1 16/02/2016 38 19.85 500




1 16/02/2016 38 19.86 400




1 16/02/2016 38 19.87 900




1 16/02/2016 38 19.89 3,100




1 16/02/2016 38 19.91 1,300




1 16/02/2016 38 19.92 600




1 16/02/2016 38 19.93 2,000




1 16/02/2016 38 19.94 2,600




1 16/02/2016 38 19.95 2,500




1 16/02/2016 38 19.96 3,500




1 16/02/2016 38 19.98 2,300




1 16/02/2016 38 20 5,700




1 16/02/2016 38 20.02 300




1 16/02/2016 38 20.05 3,000




1 16/02/2016 38 20.07 90




1 16/02/2016 38 20.07 900




1 16/02/2016 38 20.09 3,300




1 16/02/2016 38 20.1 500




1 16/02/2016 38 20.12 2,900




1 16/02/2016 38 20.14 10,300




1 16/02/2016 38 20.15 1,600




1 16/02/2016 38 20.16 3,900




1 16/02/2016 38 20.23 2,300




1 16/02/2016 38 20.26 2,100

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1909


T/O Unit Price


Acquired/ Disposed




1 16/02/2016 38 20.26 2,100




1 16/02/2016 38 20.27 4,600




1 16/02/2016 38 20.27 4,600




1 16/02/2016 38 20.29 300




1 16/02/2016 38 20.3 4,200




1 17/02/2016 38 19.6 776,116 343




1 17/02/2016 38 19.75 776,916 800




1 17/02/2016 38 19.755 777,216 300




1 17/02/2016 38 19.76 778,116 900




1 17/02/2016 38 19.77 778,916 800




1 17/02/2016 38 19.78 780,816 1,900




1 17/02/2016 38 19.8 783,516 2,700




1 17/02/2016 38 19.84 783,816 300




1 17/02/2016 38 19.85 784,316 500




1 17/02/2016 38 19.86 784,716 400




1 17/02/2016 38 19.87 785,616 900




1 17/02/2016 38 19.89 788,716 3,100




1 17/02/2016 38 19.91 790,016 1,300




1 17/02/2016 38 19.92 790,616 600




1 17/02/2016 38 19.93 792,616 2,000




1 17/02/2016 38 19.94 795,216 2,600




1 17/02/2016 38 19.95 797,716 2,500




1 17/02/2016 38 19.96 801,216 3,500




1 17/02/2016 38 19.98 803,516 2,300




1 17/02/2016 38 20 809,216 5,700




1 17/02/2016 38 20.02 809,516 300




1 17/02/2016 38 20.05 812,516 3,000




1 17/02/2016 38 20.07 813,416 900




1 17/02/2016 38 20.09 816,716 3,300




1 17/02/2016 38 20.1 817,216 500




1 17/02/2016 38 20.12 820,116 2,900




1 17/02/2016 38 20.14 830,416 10,300




1 17/02/2016 38 20.15 832,016 1,600

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1910


T/O Unit Price


Acquired/ Disposed




1 17/02/2016 38 20.16 835,916 3,900




1 17/02/2016 38 20.23 838,216 2,300




1 17/02/2016 38 20.26 840,316 2,100




1 17/02/2016 38 20.27 844,916 4,600




1 17/02/2016 38 20.29 845,216 300




1 17/02/2016 38 20.3 849,416 4,200




1 18/02/2016 38 20.07 859,516 10,100




1 18/02/2016 38 20.085 860,816 1,300




1 18/02/2016 38 20.09 861,816 1,000




1 18/02/2016 38 20.1 866,016 4,200




1 18/02/2016 38 20.12 868,016 2,000




1 18/02/2016 38 20.14 870,716 2,700




1 18/02/2016 38 20.16 872,416 1,700




1 18/02/2016 38 20.18 872,716 300




1 18/02/2016 38 20.185 873,216 500




1 18/02/2016 38 20.19 878,116 4,900




1 18/02/2016 38 20.205 878,516 400




1 18/02/2016 38 20.23 886,416 7,900




1 18/02/2016 38 20.25 894,116 7,700




1 18/02/2016 38 20.255 894,616 500




1 18/02/2016 38 20.26 899,616 5,000




1 18/02/2016 38 20.28 902,516 2,900




1 18/02/2016 38 20.29 902,916 400




1 18/02/2016 38 20.3 904,016 1,100




1 18/02/2016 38 20.32 907,116 3,100




1 18/02/2016 38 20.34 907,816 700




1 18/02/2016 38 20.35 909,116 1,300




1 18/02/2016 38 20.37 910,616 1,500




1 18/02/2016 38 20.39 914,559 3,943




1 18/02/2016 38 20.4 915,259 700




1 18/02/2016 38 20.41 917,159 1,900




1 18/02/2016 38 20.42 917,859 700




1 18/02/2016 38 20.43 917,959 100

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1911


T/O Unit Price


Acquired/ Disposed




1 18/02/2016 38 20.44 920,459 2,500




1 18/02/2016 38 20.45 922,859 2,400




1 18/02/2016 38 20.49 923,759 900



Mussely Tsouflidou, Cora

4 10/07/2012 00



Mussely Tsouflidou, Cora

4 18/02/2016 10 20.2 10,000 10,000

The Tinley Beverage Company Inc. (formerly Quia Resources Inc.)

Options Szweras, Adam Kelley 4, 5 18/02/2016 52 725,000 -20,000

Thomson Reuters Corporation

Options Beaumont, Stewart 7 11/02/2016 00 17,000



Beaumont, Stewart 7 11/02/2016 00 45,642


Common Shares King, Richard Harrison 7, 5 11/02/2016 97 7,433 7,033



King, Richard Harrison 7, 5 11/02/2016 97 3,466 1,785


Options King, Richard Harrison 7, 5 11/02/2016 97 124,223 47,465



King, Richard Harrison 7, 5 11/02/2016 97 66,436 720


Common Shares Masterson, Neil Thomas

7, 5 11/02/2016 00 1,906



Masterson, Neil Thomas

7, 5 11/02/2016 00 2,782


Options Masterson, Neil Thomas

7, 5 11/02/2016 00 190,433



Masterson, Neil Thomas

7, 5 11/02/2016 00 82,997


Common Shares Murphy, Joanna Louise 7 11/02/2016 00 1,002



Murphy, Joanna Louise 7 11/02/2016 00 5,208


Common Shares Scanlon, Brian Louis 5 11/02/2016 00 1,895


Options Scanlon, Brian Louis 5 11/02/2016 00 116,170



Scanlon, Brian Louis 5 11/02/2016 00 30,980


Common Shares Sider, Vance A. 5 09/12/2015 97 284 233


Common Shares Sider, Vance A. 5 15/12/2015 30 38.72 285 1



Sider, Vance A. 5 09/12/2015 97 53,517 43,505



Sider, Vance A. 5 15/12/2015 57 463



Sider, Vance A. 5 15/12/2015 57 463



Sider, Vance A. 5 15/12/2015 30 53,980 463


Options Sider, Vance A. 5 09/12/2015 97 141,040 40,820



Sider, Vance A. 5 09/12/2015 97 41,641 14,690



Sider, Vance A. 5 15/12/2015 30 42,001 360



Smith, James Clifton 5 16/03/2015 99 520,874 -3,698

Tidewater Midstream and Infrastructure Ltd.

Common Shares Vorra, Joel Kyle 5 16/02/2016 10 1.37 203,650 3,650

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1912


T/O Unit Price


Acquired/ Disposed

Titanium Corporation Inc.

Options Kadey, Moss 4 16/02/2016 50 100,000 100,000


Options Kaufield, Jennifer Ann 5 16/02/2016 50 350,000 200,000


Options Macdonald, David Charles Wray

4 16/02/2016 50 175,000 100,000


Options Moran, Kevin Leslie Murray

5 16/02/2016 50 700,000 400,000


Options Nelson, Scott Eugene 5 16/02/2016 50 1,100,000 600,000


Options Sangster, Brant G. 4 16/02/2016 50 100,000 100,000


Options Slavens, Eric W. 4 16/02/2016 50 100,000 100,000

TitanStar Properties Inc. (formerly DPVC Inc.)

Common Shares Turner, Thomas Richard

4, 5 12/02/2016 11 0.015 466,737 -5,000,000



4, 5 12/02/2016 11 0.015 0 -1,846,153



4, 5 17/10/2008 00



4, 5 12/02/2016 11 0.015 1,846,153 1,846,153



4, 5 17/10/2008 00



4, 5 12/02/2016 11 0.015 5,000,000 5,000,000

TMX Group Limited Rights Deferred Share Units

Chicoyne, Denyse 4 31/12/2015 56 49.88 11,728 1,318

TMX Group Limited Common Shares Desgagne, Jean 5 16/02/2016 10 38 4,000 2,000


Heath, Jeffrey Charles 4 31/12/2015 56 43.83 1,585 692


Jaako, Harry 4 31/12/2015 56 49.88 31,141 1,943


Lachapelle, Lise 4 31/12/2015 56 48.73 3,119 1,864


Linton, William 4 31/12/2015 56 48.73 7,717 2,100


Martel, Jean 4 31/12/2015 56 48.73 37,275 2,944

TMX Group Limited Common Shares Oosterbaan, James Nicholas

5 16/02/2016 10 38.15 7,000 2,000


5 16/02/2016 10 38.25 8,000 1,000


5 16/02/2016 10 38.05 10,000 2,000


5 16/02/2016 10 38.54 10,700 700


5 16/02/2016 10 37.95 12,000 1,300


5 16/02/2016 10 38.63 14,000 2,000


5 16/02/2016 10 38.59 15,000 1,000


5 17/02/2016 10 40.034 15,700 700


Sinclair, Geraldine Bonnie

4 31/12/2015 56 48.73 38,566 3,589


Sullivan, Kevin M. 4 31/12/2015 56 48.73 6,266 1,723


Walsh, Anthony P. 4 31/12/2015 56 48.73 6,649 1,831

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1913


T/O Unit Price


Acquired/ Disposed


Winograd, Charles 4 31/12/2015 56 48.73 19,221 6,099

TORC Oil & Gas Ltd. Common Shares Canada Pension Plan Investment Board

3 16/02/2016 35 19,839,676 391,013

Toromont Industries Ltd.

Rights Deferred Share Units (cash settled)

Casson, Randall 7, 2 11/02/2016 56 29.13 20,729 1,862



Cochrane, Jennifer 5 11/02/2016 56 29.13 5,992 697


Common Shares Gill, James Wendell 4 03/11/2015 00


Common Shares Gill, James Wendell 4 12/02/2016 10 28.5 10,000 10,000


Common Shares Gill, James Wendell 4 12/02/2016 10 28 20,000 10,000


Common Shares Jewer, Paul Randolph 5 11/02/2016 10 28.5 11,619 70







Jewer, Paul Randolph 5 11/02/2016 56 29.13 36,411 1,905



Malinauskas, David Allan

5 11/02/2016 56 29.13 2,324 1,631

Touchstone Exploration Inc.

Common Shares Baay, Paul Raymond 4, 5 17/02/2016 30 0.1566 1,064,886 12,372






Common Shares Budau, Christopher Scott

5 17/02/2016 30 0.1566 166,833 3,924



5 17/02/2016 30 0.1566 170,757 3,924



5 19/02/2016 30 0.15 174,853 4,096


Common Shares McKINNON, KENNETH RICHARD

4 17/02/2016 30 0.1566 191,404 5,321


Common Shares McKINNON, KENNETH RICHARD

4 19/02/2016 30 0.15 196,959 5,555


Common Shares Ruttan, Corey Christopher

4, 5 17/02/2016 30 0.1566 256,192 5,321


Common Shares Ruttan, Corey Christopher

4, 5 19/02/2016 30 0.15 261,747 5,555


Common Shares Shipka, James 5 17/02/2016 30 0.1566 194,741 7,317





TransAlta Renewables Inc.

Common Shares Drinkwater, David William

4 18/02/2016 10 11.28 2,500 500

TransCanada Corporation

Executive Share Units

Bowman, Norm Russell 7 01/03/2015 56 11,622 2,800


Common Shares Lamb, Garry 5 31/12/2015 30 49.74 12,317 246


Common Shares Lamb, Garry 5 31/12/2015 30 51.35 12,807 490


Common Shares MacGregor, Paul F. 5 31/12/2015 30 49.74 7,550 387


Common Shares MacGregor, Paul F. 5 31/12/2015 30 51.31 7,844 294

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1914


T/O Unit Price


Acquired/ Disposed


Common Shares Marchand, Donald R. 5 31/12/2015 30 49.66 11,227 569


Common Shares Marchand, Donald R. 5 31/12/2015 30 51.31 11,665 438


Common Shares MEIER, VERN J. 7 31/12/2015 30 49.21 2,170 -13


Common Shares MEIER, VERN J. 7 31/12/2015 30 51.39 2,257 87


Common Shares Menuz, G. Glen 5 31/12/2015 30 49.74 2,991 281


Common Shares Menuz, G. Glen 5 31/12/2015 30 51.24 3,105 114


Common Shares Miller, Paul E. 7 31/12/2015 30 49.58 6,331 463


Common Shares Miller, Paul E. 7 31/12/2015 30 51.27 6,574 243


Common Shares Moneta, David B. 7 31/12/2015 30 49.74 8,892 157


Common Shares Moneta, David B. 7 31/12/2015 30 51.36 9,246 354



Moneta, David B. 7 01/03/2015 56 12,963 3,050



Murray, Geoff 7 01/03/2015 56 13,194 3,111


Common Shares Palmer, Anthony M. 5 31/12/2015 30 49.74 3,342 322


Common Shares Palmer, Anthony M. 5 31/12/2015 30 51.24 3,468 126



Palmer, Anthony M. 5 01/03/2015 56 18,178 4,294


Common Shares Patry, Dean C. 7 31/12/2015 30 49.74 323 301


Common Shares Patry, Dean C. 7 31/12/2015 30 48.18 329 6



Patry, Dean C. 7 01/03/2015 56 17,080 4,209


Common Shares Poirier, Francois Lionel 7 31/12/2015 30 49.74 284 176


Common Shares Poirier, Francois Lionel 7 31/12/2015 30 49.92 291 7



Poirier, Francois Lionel 7 01/03/2015 56 24,537 5,337


Common Shares Pourbaix, Alex 5 31/12/2015 30 49.74 20,418 965


Common Shares Pourbaix, Alex 5 31/12/2015 30 51.31 21,216 798



Pourbaix, Alex 5 01/03/2015 56 117,065 29,282



RAMSAY, Norrie Carson

7 01/03/2015 56 9,559 3,690



Robinson, Tracy 7 01/03/2015 56 8,494 3,303



Samuel, Murray J. 5 01/03/2015 56 17,249 3,825



Scheibelhut, Edward L 5 01/03/2015 56 13,031 3,111



Schmidgall, Randall W. 7 01/03/2015 56 7,955 1,784



Schultz, Dave 5 01/03/2015 56 10,268 2,696



SOINI, JOHN F. 7 01/03/2015 56 13,114 3,459



Tarvydas, Robert 7 01/03/2015 56 9,868 2,540



Tatarchuk, Eric W. 7 01/03/2015 56 11,402 3,013

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1915


T/O Unit Price


Acquired/ Disposed



Taylor, William C. 5 01/03/2015 56 33,159 10,706



Van der Put, Jan 7 01/03/2015 56 10,535 2,385



White, Jay J. 7 01/03/2015 56 6,896 1,476



Wilson, Stephanie 7 01/03/2015 56 10,394 2,592



Yeomans, Mark 7 01/03/2015 56 8,500 2,196

TransForce Inc. Common Shares Bédard, Alain 4, 5 16/02/2016 10 20.4 4,007,852 11,571

TransForce Inc. Common Shares Bédard, Alain 4, 5 17/02/2016 10 20.988 4,057,852 50,000

Traverse Energy Ltd. Common Shares Erickson, David Henry 3, 4, 5 18/02/2016 10 0.32 3,046,239 20,000

Traverse Energy Ltd. Common Shares Erickson, David Henry 3, 4, 5 18/02/2016 10 0.32 622,000 15,000

Traverse Energy Ltd. Common Shares smith, laurie james 3, 4, 5 16/02/2016 10 0.32 6,154,300 6,000



Treasury Metals Inc. Common Shares Henderson, Marc Charles

4 18/02/2016 10 0.44 4,719,148 25,000


4 18/02/2016 10 0.46 4,729,148 10,000


4 19/02/2016 10 0.47 4,744,148 15,000

Tricon Capital Group Inc.


Baldridge, Kevin 7 15/02/2016 56 7.78 73,555 15,647


Common Shares Berman, David 3, 4, 6, 5

16/02/2016 57 7.78 903,973 29,978



Berman, David 3, 4, 6, 5

15/02/2016 56 7.78 254,062 72,377



Berman, David 3, 4, 6, 5

16/02/2016 57 7.78 189,552 -64,510



Berman, Gary 4, 5 15/02/2016 56 7.78 350,645 163,909



Ellenzweig, Jonathan 5 15/02/2016 56 7.78 101,008 26,330



Francis, Wissam 5 15/02/2016 56 7.78 44,138 30,366



MATUS, GEOFFREY 3, 4, 6, 5

14/05/2010 00



MATUS, GEOFFREY 3, 4, 6, 5

15/02/2016 56 7.78 67,808 67,808



Mode, Craig 5 15/02/2016 56 7.78 87,250 27,828



Quesnel, Douglas Paul 5 15/02/2016 56 7.78 3,397 2,995



Rocca, Adrian 5 15/02/2016 56 7.78 35,178 8,985



Scheetz, Jeremy 5 15/02/2016 56 7.78 89,646 35,279



Veneziano, David 5 15/02/2016 56 7.78 24,155 16,363

TriStar Gold Inc. Common Shares Jones, III, Mark E. 4 15/02/2016 54 0.13 8,196,384 400,000

TriStar Gold Inc. Warrants Jones, III, Mark E. 4 15/02/2016 54 0.13 2,441,067 -400,000

TSO3 inc. Options Rumble, Richard Mark 4, 5 15/02/2016 50 2,500,000 650,000

Ucore Rare Metals Inc.

Common Shares Johnson, Randy T. 3 12/02/2016 10 0.2311 12,228


Common Shares Johnson, Randy T. 3 12/02/2016 10 0.2311 34,503,593 12,228







Insider Reporting

February 25, 2016

(2016), 39 OSCB 1916


T/O Unit Price


Acquired/ Disposed




Common Shares Orca Holdings, LLC 3 12/02/2016 10 0.2311 12,228


Common Shares Orca Holdings, LLC 3 12/02/2016 10 0.2311 34,503,593 12,228









UEX Corporation Common Shares Boney, Edward 5 16/02/2016 10 0.145 173,000 10,500

UGE International Ltd. Common Shares Steinman, Alison 3, 7 08/02/2016 00 4,444,444

UGE International Ltd. Common Shares Steinman, Daniel Cameron

3, 4, 6, 7, 5

08/02/2016 00 4,444,444

Uni-Sélect Inc. Unités actions de Performace /Performance Share Unit

Arndt, Steve 5 18/02/2016 38 58.838 10,509 -3,253

Uni-Sélect Inc. Common Shares Hall, Jeffrey 4 30/04/2015 00

Uni-Sélect Inc. Common Shares Hall, Jeffrey 4 16/02/2016 10 58.7 1,000 1,000


Hotte, Annie 5 18/02/2016 38 58.838 7,482 -3,111


Juneau, Louis 5 18/02/2016 38 58.838 7,621 -3,033


Labrecque, Martin 5 18/02/2016 38 58.838 6,414 -2,866


O’Connor, Gary 5 18/02/2016 38 58.838 8,731 -3,786

Uni-Sélect Inc. Common Shares Uni-Sélect Inc. 1 16/02/2016 38 57.329 5,500 5,500

Uni-Sélect Inc. Common Shares Uni-Sélect Inc. 1 16/02/2016 38 57.329 0 -5,500





United Corporations Limited

Common Shares E-L Financial Corporation Limited

3 12/02/2016 10 88.5 6,289,259 500

Veresen Inc. Common Shares Jang, Theresa 5 31/12/2015 35 12.25 9,668 289

Veresen Inc. Common Shares Jang, Theresa 5 31/12/2015 30 11.75 14,477 4,809

Veresen Inc. Performance Share Units

Jang, Theresa 5 31/12/2015 56 17.023 14,592 830


Jang, Theresa 5 31/12/2015 56 15.67 39,583 24,991

Veresen Inc. Restricted Share Units

Jang, Theresa 5 31/12/2015 56 17.023 3,649 208


Jang, Theresa 5 31/12/2015 56 15.67 9,897 6,248

Veresen Inc. Deferred Share Units

King, Kevan Scott 5 31/12/2015 56 16.696 6,115 30


King, Kevan Scott 5 31/12/2015 56 17.023 15,203 865


King, Kevan Scott 5 31/12/2015 56 15.67 31,476 16,273


King, Kevan Scott 5 31/12/2015 56 17.023 3,801 216

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1917


T/O Unit Price


Acquired/ Disposed


King, Kevan Scott 5 31/12/2015 56 15.67 7,870 4,069

Vermilion Energy Inc. 6.50% Senior Unsecured Notes due 2016

Donadeo, Lorenzo 4, 5 10/02/2016 38 $0 -$5,000,000


Engbloom, Robert John

5 10/02/2016 38 $0 -$120,000


Engbloom, Robert John

5 10/02/2016 38 $0 -$120,000

Vermilion Energy Inc. Bonds Ghersinich, Claudio 4 10/02/2016 38 $0 -$100,000


Hicks, Curtis W. 5 10/02/2016 38 $0 -$375,000


Hicks, Curtis W. 5 10/02/2016 38 $0 -$125,000


KILLI, Joseph F. 4 10/02/2016 38 $0 -$1,000,000


Reinhart, Kevin Jerome 4 10/02/2016 38 $0 -$30,000

VIQ Solutions Inc. Rights DSU Gordon, Harvey 4 12/02/2016 56 0.105 666,666 66,666

VIQ Solutions Inc. Rights DSU Kempff, George Peter 4 12/02/2016 56 0.105 666,666 66,666

VIQ Solutions Inc. Options Pare, Sebastien 5 11/02/2016 50 0.105 4,033,333 700,000

VIQ Solutions Inc. Common Shares Taylor, Larry Douglas 4 16/02/2016 10 0.1 3,082,300 5,000

VIQ Solutions Inc. Rights DSU Taylor, Larry Douglas 4 12/02/2016 56 0.105 666,666 66,666

Vista Gold Corp. RSU Clark, John 4 08/01/2016 58 - Expiration of rights

159,400 -4,800

West Fraser Timber Co. Ltd.

Common Shares Balkwill, Brian Allen 5 15/02/2016 00 160


Common Shares Balkwill, Brian Allen 5 15/02/2016 00 892


Options Balkwill, Brian Allen 5 15/02/2016 00 11,090


Rights Balkwill, Brian Allen 5 15/02/2016 00 3,560


Options Carter, Keith Darren 5 15/02/2016 00 8,700


Rights Carter, Keith Darren 5 15/02/2016 00 3,075


Common Shares Ferris, Raymond William

5 16/02/2016 10 42 9,000 2,700


Options Ferris, Raymond William

5 15/02/2016 50 99,620 22,435


Rights Ferris, Raymond William

5 15/02/2016 56 15,707 107



5 15/02/2016 59 12,404 -3,303



5 15/02/2016 59 9,050 -3,354



5 15/02/2016 56 17,140 8,090


Common Shares Gardner, Larry Earl 5 15/02/2016 00 1,800


Common Shares Gardner, Larry Earl 5 15/02/2016 00 128


Options Gardner, Larry Earl 5 15/02/2016 00 9,966


Rights Gardner, Larry Earl 5 15/02/2016 00 2,870


Options Gorman, James William

5 19/05/2015 00

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1918


T/O Unit Price


Acquired/ Disposed


Options Gorman, James William

5 15/02/2016 50 10,275 10,275


Rights Gorman, James William

5 15/02/2016 56 5,210 3,710


Options Hughes, Larry Sanford 5 15/02/2016 50 205,130 18,645


Rights Hughes, Larry Sanford 5 15/02/2016 56 14,661 101


Rights Hughes, Larry Sanford 5 15/02/2016 59 11,561 -3,100


Rights Hughes, Larry Sanford 5 15/02/2016 59 8,410 -3,151


Rights Hughes, Larry Sanford 5 15/02/2016 56 15,130 6,720


Common Shares Hutchinson, Rodger 5 19/03/2003 00


Common Shares Hutchinson, Rodger 5 16/02/2016 10 41.64 1,000 1,000


Options Hutchinson, Rodger 5 15/02/2016 50 41,810 10,375


Rights Hutchinson, Rodger 5 15/02/2016 56 8,217 57


Rights Hutchinson, Rodger 5 15/02/2016 59 6,489 -1,728


Rights Hutchinson, Rodger 5 15/02/2016 59 4,710 -1,779


Rights Hutchinson, Rodger 5 15/02/2016 56 3,740


Rights Hutchinson, Rodger 5 15/02/2016 56 8,450 3,740


Rights KETCHAM, HENRY HOLMAN III

4, 5 15/02/2016 56 12,074 94



4, 5 15/02/2016 59 9,228 -2,846



4, 5 15/02/2016 59 6,280 -2,948


Options Kuper, Maureen Faye 5 15/02/2016 50 11,850 2,565


Rights Kuper, Maureen Faye 5 15/02/2016 56 2,125 15


Rights Kuper, Maureen Faye 5 15/02/2016 59 1,210 -915


Rights Kuper, Maureen Faye 5 15/02/2016 56 2,130 920


Options Lehane, David Patrick 5 15/02/2016 50 85,790 11,700


Rights Lehane, David Patrick 5 15/02/2016 56 9,142 62


Rights Lehane, David Patrick 5 15/02/2016 59 7,211 -1,931


Rights Lehane, David Patrick 5 15/02/2016 59 5,280 -1,931


Rights Lehane, David Patrick 5 15/02/2016 56 9,490 4,210


Options McIver, Christopher Daryl

5 15/02/2016 50 90,420 15,565


Rights McIver, Christopher Daryl

5 15/02/2016 56 12,315 85



5 15/02/2016 59 9,703 -2,612



5 15/02/2016 59 7,060 -2,643



5 15/02/2016 56 12,670 5,610


Options McLaren, Sean Peter 5 15/02/2016 50 68,720 12,240

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1919


T/O Unit Price


Acquired/ Disposed


Rights McLaren, Sean Peter 5 15/02/2016 56 9,586 66


Rights McLaren, Sean Peter 5 15/02/2016 59 7,553 -2,033


Rights McLaren, Sean Peter 5 15/02/2016 59 5,520 -2,033


Rights McLaren, Sean Peter 5 15/02/2016 56 9,930 4,410


Options Rippon, Peter Arthur 5 15/02/2016 50 53,680 12,240


Rights Rippon, Peter Arthur 5 15/02/2016 56 9,586 66


Rights Rippon, Peter Arthur 5 15/02/2016 59 7,553 -2,033


Rights Rippon, Peter Arthur 5 15/02/2016 59 5,520 -2,033


Rights Rippon, Peter Arthur 5 15/02/2016 56 9,930 4,410


Common Shares Seraphim, Edward 4 16/02/2016 10 42.5 16,504 12,500


Options Seraphim, Edward 4 15/02/2016 50 225,005 54,745


Rights Seraphim, Edward 4 15/02/2016 56 38,895 245


Rights Seraphim, Edward 4 15/02/2016 59 31,373 -7,522


Rights Seraphim, Edward 4 15/02/2016 59 23,800 -7,573


Rights Seraphim, Edward 4 15/02/2016 56 43,530 19,730


Options Watkins, Jr., Charles Henry

5 15/02/2016 00 10,845


Rights Watkins, Jr., Charles Henry

5 15/02/2016 00 5,480


Options Wiggins, Russell Lewis 5 15/02/2016 50 24,170 9,460


Rights Wiggins, Russell Lewis 5 15/02/2016 56 3,765 15


Rights Wiggins, Russell Lewis 5 15/02/2016 59 2,850 -915


Rights Wiggins, Russell Lewis 5 15/02/2016 56 6,250 3,400

Western Energy Services Corp.

Common Shares Bowers, Jeffrey Keith 5 31/12/2015 30 22,429 8,323


Common Shares Harrison, Richard Merle

5 31/12/2015 30 18,191 6,267


Common Shares Reinboldt, Darcy Donald

5 18/12/2013 00


Common Shares Reinboldt, Darcy Donald

5 31/12/2015 30 2,476 2,476


Common Shares Sebastian, Timothy John

5 31/12/2015 30 6,817 4,766


Common Shares Trann, David George 5 31/12/2015 30 26,439 5,428


Common Shares Vathje, Jeffery Allen 5 31/12/2015 30 1,607 1,255

Western Potash Corp. Common Shares Western Potash Corp. 1 16/02/2016 38 0.18 2,293,500 53,000



Western Uranium Corporation (formerly known as Homeland Uranium Inc.)

Common Shares Skutezky, Ernest Michael Rhodes

4 17/02/2016 10 1.99 2,500 500

Whitecap Resources Inc.

Common Shares Armstrong, Joel Maxwell

5 18/02/2016 10 7.18 163,568 7,000

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1920


T/O Unit Price


Acquired/ Disposed


Common Shares Dunlop, Darin Roy 5 18/02/2016 10 7.1 181,920 6,700


Common Shares Dunlop, Darin Roy 5 18/02/2016 10 7.09 182,220 300


Common Shares Fagerheim, Grant Bradley

4, 5 16/02/2016 10 6.37 1,932,240 20,000


Common Shares Kang, Thanh Chan 5 18/02/2016 10 6.92 52,178 1,200




Common Shares Kang, Thanh Chan 5 18/02/2016 10 6.91 456,752 850




Common Shares Lebsack, Peter Gary 5 18/02/2016 10 6.85 78,978 4,700


Common Shares Lebsack, Peter Gary 5 18/02/2016 10 6.84 259,582 2,600


Common Shares Mombourquette, David Michael

5 19/02/2016 10 6.65 719,705 7,500


Common Shares Zdunich, Jeffery Byron 5 18/02/2016 10 7.09 78,622 5,100

Wi-LAN Inc. Common Shares Wi-LAN Inc. 1 12/02/2016 10 1.783 141,000 141,000





X-Terra Resources Inc.

Common Shares Champagne, Sylvain 4, 5 11/02/2016 10 0.09 95,500 30,000

X-Terra Resources Inc.

Common Shares Champagne, Sylvain 4, 5 11/02/2016 10 0.105 100,000 4,500

Yellow Pages Limited Performance Share Unit

Billot, Julien 4, 5 11/02/2016 56 15.485 146,541 56,506

Yellow Pages Limited Restricted Share Unit

Billot, Julien 4, 5 11/02/2016 56 15.485 56,053 22,602


Blundell, Jamie 5 11/02/2016 56 15.485 22,668 8,427


Blundell, Jamie 5 11/02/2016 56 15.485 11,813 3,358

Yellow Pages Limited Common Shares Clarke, Douglas 5 16/02/2016 57 17.5 20,918

Yellow Pages Limited Common Shares Clarke, Douglas 5 16/02/2016 57 17.5 20,971 20,918

Yellow Pages Limited Common Shares Clarke, Douglas 5 16/02/2016 10 17.5 53 -20,918


Clarke, Douglas 5 11/02/2016 56 15.485 58,591 17,436


Clarke, Douglas 5 16/02/2016 57 17.5 44,064 -14,527


Clarke, Douglas 5 11/02/2016 56 15.485 16,856 6,974


Gowett, Alexandre 5 11/02/2016 00 395


Gowett, Alexandre 5 11/02/2016 00 395

Yellow Pages Limited Common Shares Maillé, Ginette 5 16/02/2016 57 17.5 9,825 9,588


Maillé, Ginette 5 11/02/2016 56 15.485 62,881 18,889


Maillé, Ginette 5 16/02/2016 57 17.5 48,354 -14,527


Maillé, Ginette 5 11/02/2016 56 15.485 18,502 7,555


Paradis, Dany 5 11/02/2016 56 15.485 18,512 7,555


Paradis, Dany 5 11/02/2016 56 15.485 7,395 3,035

Yellow Pages Limited Common Shares Ramsay, François 5 16/02/2016 57 17.5 9,407 8,806

Insider Reporting

February 25, 2016

(2016), 39 OSCB 1921


T/O Unit Price


Acquired/ Disposed


Ramsay, François 5 11/02/2016 56 15.485 52,167 14,271


Ramsay, François 5 16/02/2016 57 17.5 38,826 -13,341


Ramsay, François 5 11/02/2016 56 15.485 14,837 5,715


Robillard, Sophie 5 11/02/2016 56 15.485 9,919 5,327


Robillard, Sophie 5 11/02/2016 56 15.485 3,968 2,131


Sciannamblo, Franco 5 11/02/2016 56 15.485 11,330 4,455


Sciannamblo, Franco 5 11/02/2016 56 15.485 10,841 4,455


Thomas, Pascal 5 11/02/2016 56 15.485 17,375 9,622


Thomas, Pascal 5 11/02/2016 56 15.485 6,943 3,842

Zephyr Minerals Ltd. Common Shares Felderhof, David Hugh 3, 4, 5 19/02/2016 10 0.14 1,028,500 4,000

Zephyr Minerals Ltd. Common Shares Tufford, Sean Alfred 5 15/02/2016 00 15,900

Zephyr Minerals Ltd. Options Tufford, Sean Alfred 5 15/02/2016 00

Zephyr Minerals Ltd. Options Tufford, Sean Alfred 5 16/02/2016 50 0.15 100,000 100,000



Insider Reporting

February 25, 2016

(2016), 39 OSCB 1922


February 25, 2016

(2016), 39 OSCB 1923

Chapter 11

IPOs, New Issues and Secondary Financings Issuer Name: Algonquin Power & Utilities Corp. Principal Regulator - Ontario Type and Date: Preliminary Short Form Prospectus dated February 15, 2016 NP 11-202 Receipt dated February 16, 2016 Offering Price and Description: $1,000,000,000.00 - 5.00% Convertible Unsecured Subordinated Debentures represented by Instalment Receipts Price: $1,000 per Debenture to yield 5.00% per annum (each Debenture is convertible into Common Shares at a Conversion Price of $10.60) Underwriter(s) or Distributor(s): CIBC WORLD MARKETS INC. SCOTIA CAPITAL INC. BMO NESBITT BURNS INC. NATIONAL BANK FINANCIAL INC. RBC DOMINION SECURITIES INC. TD SECURITIES INC. DESJARDINS SECURITIES INC. RAYMOND JAMES LTD. J.P. MORGAN SECURITIES CANADA INC. WELLS FARGO SECURITIES CANADA, LTD. INDUSTRIAL ALLIANCE SECURITIES INC. CANACCORD GENUITY CORP. CORMARK SECURITIES INC. Promoter(s): - Project #2442267 _______________________________________________ Issuer Name: Alternate Health Corp. Type and Date: Preliminary Long Form Prospectus dated February 11, 2016 Receipted on February 17, 2016 Offering Price and Description: - Underwriter(s) or Distributor(s): - Promoter(s): - Project #2443553 _______________________________________________

Issuer Name: Cardiome Pharma Corp. Principal Regulator - British Columbia Type and Date: Preliminary Shelf Prospectus dated February 19, 2016 NP 11-202 Receipt dated February 19, 2016 Offering Price and Description: U.S. $250,000,000.00 - Common Shares, Preferred Shares, Debt Securities, Warrants, Subscription Receipts, Units Underwriter(s) or Distributor(s): - Promoter(s): - Project #2445266 _______________________________________________ Issuer Name: CI G5|20 2041 Q2 Fund Principal Regulator - Ontario Type and Date: Preliminary Simplified Prospectus dated February 12, 2016 NP 11-202 Receipt dated February 16, 2016 Offering Price and Description: Class A, F, and O Units Underwriter(s) or Distributor(s): - Promoter(s): CI Investments Inc. Project #2443363 _______________________________________________ Issuer Name: Commerce Resources Corp. Principal Regulator - British Columbia Type and Date: Amendment dated February 18, 2016 to Preliminary Short Form Prospectus dated August 31, 2015 NP 11-202 Receipt dated February 18, 2016 Offering Price and Description: Minimum Offering: $1,000,000.00 - 10,000,000 Units Maximum Offering: $3,000,000.00 - 30,000,000 Units Price: $0.10 per Unit Underwriter(s) or Distributor(s): Secutor Capital Management Corporation Promoter(s): - Project #2394910 _______________________________________________

IPOs, New Issues and Secondary Financings

February 25, 2016

(2016), 39 OSCB 1924

Issuer Name: IA Clarington Montage Balanced Portfolio IA Clarington Montage Conservative Portfolio IA Clarington Montage Growth Portfolio IA Clarington Montage Maximum Growth Portfolio IA Clarington Montage Moderate Portfolio Principal Regulator - Quebec Type and Date: Preliminary Simplified Prospectus dated February 9, 2016 NP 11-202 Receipt dated February 16, 2016 Offering Price and Description: Series A, B, B5, E, E5, F, F5, FE, FE5, L, L5 and T5 Underwriter(s) or Distributor(s): - Promoter(s): IA Clarington Investments Inc. Project #2442951 _______________________________________________ Issuer Name: Mercal Capital Corp. Principal Regulator - Ontario Type and Date: Preliminary CPC Prospectus dated February 16, 2016 NP 11-202 Receipt dated February 19, 2016 Offering Price and Description: $500,000.00 - 5,000,000 common shares Price: $0.10 per common share Underwriter(s) or Distributor(s): INDUSTRIAL ALLIANCE SECURITIES INC. Promoter(s): - Project #2444848 _______________________________________________ Issuer Name: Roxgold Inc. Principal Regulator - Ontario Type and Date: Preliminary Short Form Prospectus dated February 19, 2016 NP 11-202 Receipt dated February 19, 2016 Offering Price and Description: $20,000,000.00 - 25,000,000 Common Shares Price: $0.80 per Common Share Underwriter(s) or Distributor(s): CORMARK SECURITIES INC. MACQUARIE CAPITAL MARKETS CANADA LTD. RAYMOND JAMES LTD. RBC DOMINION SECURITIES INC. CANACCORD GENUITY CORP. HAYWOOD SECURITIES INC. Promoter(s): - Project #2443397 _______________________________________________

Issuer Name: Willoughby Investment Pool Principal Regulator - British Columbia Type and Date: Preliminary Simplified Prospectus dated February 16, 2016 NP 11-202 Receipt dated February 17, 2016 Offering Price and Description: Series A and Series F Units Underwriter(s) or Distributor(s): Harbourfront Wealth Management Inc. Promoter(s): Willoughby Asset Management Inc. Project #2444350 _______________________________________________ Issuer Name: Allbanc Split Corp. II Principal Regulator - Ontario Type and Date: Final Short Form Prospectus dated February 17, 2016 NP 11-202 Receipt dated February 17, 2016 Offering Price and Description: $17,649,845.00 - 687,567 Class B Preferred Shares, Series 2 Price: $25.67 per Class B Preferred Share, Series 2 Underwriter(s) or Distributor(s): Scotia Capital Inc. National Bank Financial Inc. CIBC World Markets Inc. BMO Nesbitt Burns Inc. Promoter(s): Scotia Managed Companies Administration Inc. Project #2437867 _______________________________________________ Issuer Name: Fidelity Global Intrinsic Value Class Principal Regulator - Ontario Type and Date: Amendment #1 dated February 12, 2016 to Final Simplified Prospectus dated December 16, 2015 NP 11-202 Receipt dated February 19, 2016 Offering Price and Description: - Underwriter(s) or Distributor(s): Fidelity Investments Canada ULC Promoter(s): FIDELITY INVESTMENTS CANADA ULC Project #2318045 _______________________________________________


February 25, 2016

(2016), 39 OSCB 1925

Issuer Name: Fidelity North American Equity Class Principal Regulator - Ontario Type and Date: Amendment #1 dated February 12, 2016 to Final Simplified Prospectus dated December 16, 2015 NP 11-202 Receipt dated February 19, 2016 Offering Price and Description: - Underwriter(s) or Distributor(s): Fidelity Investments Canada ULC Promoter(s): Fidelity Investments Canada ULC Project #2398086 _______________________________________________ Issuer Name: GreenSpace Brands Inc. (formerly Aumento IV Capital Corporation) Principal Regulator - Ontario Type and Date: Final Short Form Prospectus dated February 22, 2016 NP 11-202 Receipt dated February 22, 2016 Offering Price and Description: Up to $8,383,500.00 - 9,315,000 Units @ $0.90 per Unit Underwriter(s) or Distributor(s): Canaccord Genuity Corp. GMP Securities L.P. Beacon Securities Limited Dundee Securities Ltd. Promoter(s): Matthew von Teichman Project #2429700 _______________________________________________ Issuer Name: OSISKO GOLD ROYALTIES LTD Principal Regulator - Quebec Type and Date: Final Short Form Prospectus dated February 19, 2016 NP 11-202 Receipt dated February 19, 2016 Offering Price and Description: $150,094,000.00 - 9,940,000 Units at a price of $15.10 per Unit Underwriter(s) or Distributor(s): BMO NESBITT BURNS INC. RBC DOMINION SECURITIES INC. NATIONAL BANK FINANCIAL INC. MACQUARIE CAPITAL MARKETS CANADA LTD. CIBC WORLD MARKETS INC. HAYWOOD SECURITIES INC. SCOTIA CAPITAL INC. TD SECURITIES INC. CORMARK SECURITIES INC. DUNDEE SECURITIES LTD. PARADIGM CAPITAL INC. Promoter(s): - Project #2442148 _______________________________________________

Issuer Name: VidWRX Inc. (previously SoMedia Networks Inc.) Principal Regulator - British Columbia Type and Date: Final Short Form Prospectus dated February 19, 2016 NP 11-202 Receipt dated February 19, 2016 Offering Price and Description: - Underwriter(s) or Distributor(s): Euro Pacific Canada Inc. Promoter(s): George Fleming Project #2419771 _______________________________________________


February 25, 2016

(2016), 39 OSCB 1926


February 25, 2016

(2016), 39 OSCB 1927

Chapter 12

Registrations 12.1.1 Registrants

Type Company Category of Registration Effective Date

Name Change From: Brix Exchange Inc. To: Brix RCR Inc.

Exempt Market Dealer February 12, 2016

Voluntary Surrender Morguard Financial Corp. Investment Fund Manager, Portfolio Manager, and Exempt Market Dealer

February 17, 2016

Change in Registration Category

Vision Wealth Management Ltd

From: Portfolio Manager To: Portfolio Manager and Investment Fund Manager

February 17, 2016

Registrations

February 25, 2016

(2016), 39 OSCB 1928


February 25, 2016

(2016), 39 OSCB 1929

Chapter 13

SROs, Marketplaces, Clearing Agencies and Trade Repositories

13.1 SROs 13.1.1 IIROC – Proposed Amendments Respecting the Audit Requirement to Send Second Positive Confirmation

Requests – Request for Comment

REQUEST FOR COMMENT

INVESTMENT INDUSTRY REGULATORY ORGANIZATION OF CANADA (IIROC)

PROPOSED AMENDMENTS RESPECTING THE AUDIT REQUIREMENT TO SEND SECOND POSITIVE CONFIRMATION REQUESTS

IIROC is publishing for public comment proposed amendments to Dealer Member Rule 300.2(a)(vii) regarding the audit requirement to send second positive confirmation requests (“proposed amendments”). The primary objective of the proposed amendments is to provide independent auditors with a practical solution to address their concern that the current IIROC audit requirement to send second positive confirmation requests to all of a Dealer Member’s clients, who did not reply to the initial positive confirmation request, is onerous and redundant. The proposed amendments would give an independent auditor the option (rather than it being a requirement) to send second positive confirmation requests to the Dealer Member’s clients, who did not reply to the initial positive confirmation request, and would require the independent auditor use appropriate alternative verification procedures to obtain relevant and reliable audit evidence where second positive confirmation requests are not sent. A copy of the IIROC Notice including the amended documents is also published on our website at www.osc.gov.on.ca. The comment period ends on May 25, 2016.


February 25, 2016

(2016), 39 OSCB 1930

13.2 Marketplaces 13.2.1 Canadian Securities Exchange – Variation of Recognition Order – Notice

CANADIAN SECURITIES EXCHANGE

VARIATION OF RECOGNITION ORDER

NOTICE 1. INTRODUCTION The Canadian Securities Exchange (CSE or the Exchange) is a recognized exchange pursuant to section 21 of the Securities Act (Ontario) (the Act). OSC staff (Staff or we) are publishing this notice to give an update on a number of initiatives aimed at strengthening listings requirements. These initiatives include a variation to the CSE’s recognition order (Recognition Order), which is also published today. 2. BACKGROUND The CSE was recognized as an exchange in 2004. It has a unique model for listing issuers in Canada, as it is restricted to listing only reporting issuers and it is intended that the Exchange relies on the review by a Canadian securities regulatory authority of documents associated with initial public offerings and ongoing disclosure. This restriction is reflected in its Recognition Order, which states that only reporting issuers may be listed on the Exchange. The CSE’s Recognition Order also has other requirements relating to CSE’s listing function, including: • a requirement that it maintain its ability to regulate and discipline issuers; • a requirement that the CSE carry out appropriate review procedures to monitor and enforce issuer compliance with its

rules; and • certain reporting requirements pertaining to listing activities.

The CSE also has policies setting out listing requirements, which include: • Policy 2 – Qualification for Listing, which sets out the minimum standards for listing on the Exchange; and • Policy 8 – Fundamental Changes, which covers fundamental changes to a listed issuer’s business, such that the issuer

effectively changes to a different issuer. 3. DISCUSSION Recently, there has been an increase in the number of issuers listed on the CSE, with a relatively small percentage arising by way of an initial public offering. Where an issuer seeks to list on the CSE without concurrently filing a prospectus with a securities regulatory authority, the CSE will not have the benefit of the issuer having been concurrently reviewed by another regulator. To address this issue within the regulatory framework for the CSE’s listing function, a number of steps have been taken, including the following: • On January 23, 2015, the CSE published Notice 2015-003 Regulatory Guidance on Plans or Arrangement and Capital

Structure, where it set out its expectations for issuers that become reporting issuers through a statutory plan of arrangement;

• The Commission has amended the CSE’s Recognition Order to (i) specifically reference the CSE’s public interest

mandate, (ii) reinforce that the CSE’s rules will not be contrary to the public interest and they address risks associated with the listing and continued listing of issuers, (iii) require the CSE to ensure that it takes into consideration the public interest and risks associated with the listing and continued listing of issuers when it carries out its listing function, and (iv) establish additional reporting requirements; and

• Concurrent with this staff notice, the CSE is publishing for comment proposed amendments to enhance its initial listing

requirements and add restrictions on listed issuers undergoing fundamental changes in their business.


February 25, 2016

(2016), 39 OSCB 1931

4. CONCLUSION Staff are of the view that the amendments to the CSE’s Recognition Order, together with the upcoming amendments to the CSE’s requirements applicable to listed issuers, are important steps in establishing a regulatory framework that addresses risks associated with the increasing number of issuers that access the Exchange through listing avenues other than initial public offerings. We will continue to monitor additional enhancements that CSE will make to its listing standards to ensure they align with how the Exchange has grown over the past several years and may continue to grow in the future.


February 25, 2016

(2016), 39 OSCB 1932

13.2.2 CNSX Markets Inc. – Proposed Amendments to Policy 2 Qualifications for Listing – OSC Staff Notice of Proposed Changes and Request for Comment

CNSX MARKETS INC.

OSC STAFF NOTICE OF PROPOSED CHANGES AND REQUEST FOR COMMENT

CNSX Markets Inc. (CSE) is publishing for comment proposed amendments to Policy 2 Qualifications for Listing in accordance with the Process for the Review and Approval of Rules and the Information Contained in Form 21-101F1 and the Exhibits Thereto. The changes relate to revisions to the minimum requirements that must be met as a pre-requisite of listing securities on the CSE. A copy of the CSE notice including the proposed changes is published on our website at www.osc.gov.on.ca.


February 25, 2016

(2016), 39 OSCB 1933

13.2.3 CNSX Markets Inc. – Proposed Amendments to Policy 8 Fundamental Changes – OSC Staff Notice of Proposed Changes and Request for Comment

CNSX MARKETS INC.

OSC STAFF NOTICE OF PROPOSED CHANGES AND REQUEST FOR COMMENT

CNSX Markets Inc. (CSE) is publishing for comment proposed amendments to Policy 8 Fundamental Changes in accordance with the Process for the Review and Approval of Rules and the Information Contained in Form 21-101F1 and the Exhibits Thereto. A copy of the CSE notice including the proposed changes is published on our website at www.osc.gov.on.ca.


February 25, 2016

(2016), 39 OSCB 1934


February 25, 2016 (2016), 39 OSCB 1935

Index

Advantaged Canadian High Yield Bond Fund Decision .................................................................... 1678 AMTE Services Inc. Notice from the Office of the Secretary ..................... 1672 Order – s. 127(8) ....................................................... 1720 Angel Immigration Inc. Notice from the Office of the Secretary ..................... 1673 Order – ss. 127, 127.1 .............................................. 1722 Aon Hewitt Investment Management Inc. Decision .................................................................... 1684 Boomerang Oil, Inc. Cease Trading Order ................................................ 1743 Brix Exchange Inc. Name Change ........................................................... 1927 Brix RCR Inc. Name Change ........................................................... 1927 Canadian National Railway Company Order – s. 104(2)(c) .................................................. 1723 Canadian Securities Exchange Marketplaces – Variation of Recognition Order – Notice ........................................................................ 1930 Canamax Energy Ltd. Decision – s. 1(10)(a)(ii) ............................................ 1677 Cenith Air Inc., Notice from the Office of the Secretary ..................... 1673 Order – ss. 127, 127.1 .............................................. 1722 Cenith Energy Corporation Notice from the Office of the Secretary ..................... 1673 Order – ss. 127, 127.1 .............................................. 1722 Central GoldTrust Decision – s. 1(10)(a)(ii) ............................................ 1681 Cerro Grande Mining Corporation Cease Trading Order ................................................ 1743 Chaggares, Robert Notice of Hearing with Related Statement of Allegations – s. 127, 127.1 ........................................ 1667 Notice from the Office of the Secretary ..................... 1671 Notice from the Office of the Secretary ..................... 1672 Order with Related Settlement Agreement – ss. 127, 127.1 ....................................................... 1730

CI Investments Inc. Notice from the Office of the Secretary ..................... 1673 OSC Reasons: Oral Ruling and Reasons ................. 1739 CNSX Markets Inc. Marketplaces – Proposed Amendments to Policy 2 Qualifications for Listing – OSC Staff Notice of Proposed Changes and Request for Comment .................................................................. 1932 Marketplaces – Proposed Amendments to Policy 8 Fundamental Changes – OSC Staff Notice of Proposed Changes and Request for Comment .................................................................. 1933 CNSX Markets Inc. Order – s. 144........................................................... 1700 Colbert, Phillip Notice from the Office of the Secretary ..................... 1672 Order – s. 127(8) ...................................................... 1720 Companion Policy 43-101CP Standards of Disclosure for Mineral Projects Rules and Policies .................................................... 1791 Companion Policy 55-104CP Insider Reporting Requirements and Exemptions Supplement #1 ............................................................... 1 Companion Policy 61-101CP Protection of Minority Security Holders in Special Transactions Supplement #1 ............................................................... 1 Companion Policy 94-101CP Mandatory Central Counterparty Clearing of Derivatives Request for Comments ............................................. 1797 Danier Leather Inc. Cease Trading Order ................................................ 1743 Downing, Sharon Notice from the Office of the Secretary ..................... 1671 Order – ss. 127(1), 127(10) ...................................... 1698 Dunbar, Glenn Francis Notice from the Office of the Secretary ..................... 1674 Order ........................................................................ 1729 Enerdynamic Hybrid Technologies Corp. Cease Trading Order ................................................ 1743 Form 94-101F1 Intragroup Exemption Request for Comments ............................................. 1797 Form 94-101F2 Derivatives Clearing Services Request for Comments ............................................. 1797

Index

February 25, 2016 (2016), 39 OSCB 1936

Future Solar Developments Inc. Notice from the Office of the Secretary ..................... 1673 Order – ss. 127, 127.1 .............................................. 1722 Grewal, Ranjit Notice from the Office of the Secretary ..................... 1672 Order – s. 127(8) ....................................................... 1720 IIROC SROs – Proposed Amendments Respecting the Audit Requirement to Send Second Positive Confirmation Requests – Request for Comment .................................................................. 1929 Invesco Canada Ltd. Decision .................................................................... 1694 Killam Properties Inc. Decision – s. 1(10)(a)(ii) ............................................ 1680 Liahona Administration Inc. Notice of Hearing with Related Statement of Allegations – s. 127, 127.1 ........................................ 1667 Notice from the Office of the Secretary ..................... 1671 Notice from the Office of the Secretary ..................... 1672 Order with Related Settlement Agreement – ss. 127, 127.1 ....................................................... 1730 Liahona Mortgage Investment Corp. Notice of Hearing with Related Statement of Allegations – s. 127, 127.1 ........................................ 1667 Notice from the Office of the Secretary ..................... 1671 Notice from the Office of the Secretary ..................... 1672 Order with Related Settlement Agreement – ss. 127, 127.1 ....................................................... 1730 MI 11-102 Passport System Supplement #1 ................................................................ 1 MI 13-102 System Fees for SEDAR and NRD Supplement #1 ................................................................ 1 MI 51-105 Issuers Quoted in the U.S. Over-the-Counter Markets Supplement #1 ................................................................ 1 MI 61-101 Protection of Minority Security Holders in Special Transactions Supplement #1 ................................................................ 1 MI 62-104 Take-Over Bids and Issuer Bids Rules and Policies .................................................... 1745 Supplement #1 ................................................................ 1 Morguard Financial Corp. Voluntary Surrender .................................................. 1927 NI 43-101 Standards of Disclosure for Mineral Projects Supplement #1 ................................................................ 1

NI 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues Rules and Policies .................................................... 1745 Supplement #1 ............................................................... 1 NI 62-104 Take-Over Bids and Issuer Bids Supplement #1 ............................................................... 1 NI 94-101 Mandatory Central Counterparty Clearing of Derivatives Request for Comments ............................................. 1797 NP 62-203 Take-Over Bids and Issuer Bids Rules and Policies .................................................... 1745 Supplement #1 ............................................................... 1 OSC Rule 13-502 Fees Supplement #1 ............................................................... 1 OSC Rule 14-501 Definitions Supplement #1 ............................................................... 1 OSC Rule 48-501 Trading During Distributions, Formal Bids and Share Exchange Transactions Supplement #1 ............................................................... 1 OSC Rule 62-504 Take-Over Bids and Issuer Bids Supplement #1 ............................................................... 1 OSC Rule 71-801 Implementing the Multijurisdictional Disclosure System Supplement #1 ............................................................... 1 OSC Rule 71-802 Implementing National Instrument 71-102 Continuous Disclosure and Other Exemptions Relating to Foreign Issuers Supplement #1 ............................................................... 1 OSC Rule 91-502 Trades in Recognized Options Supplement #1 ............................................................... 1 Osler Energy Corporation Notice from the Office of the Secretary ..................... 1672 Order – s. 127(8) ...................................................... 1720 Ozga, Edward Notice from the Office of the Secretary ..................... 1672 Order – s. 127(8) ...................................................... 1720 Perimeter Markets Inc. Decision .................................................................... 1675 Order – s. 6.1 of OSC Rule 13-502 Fees ................. 1697 Petroamerica Oil Corp. Decision – s. 1(10)(a)(ii) ........................................... 1693 Petrus Resources Inc. Decision – s. 1(10)(a)(ii) ........................................... 1682

Index

February 25, 2016 (2016), 39 OSCB 1937

Qin, Sam Notice from the Office of the Secretary ..................... 1673 Order – ss. 127, 127.1 .............................................. 1722 Qin, Xundong Notice from the Office of the Secretary ..................... 1673 Order – ss. 127, 127.1 .............................................. 1722 Rumley, Aaron Notice of Hearing with Related Statement of Allegations – s. 127, 127.1 ........................................ 1667 Notice from the Office of the Secretary ..................... 1671 Notice from the Office of the Secretary ..................... 1672 Order with Related Settlement Agreement – ss. 127, 127.1 ....................................................... 1730 Rumley, Robert Notice of Hearing with Related Statement of Allegations – s. 127, 127.1 ........................................ 1667 Notice from the Office of the Secretary ..................... 1671 Notice from the Office of the Secretary ..................... 1672 Order with Related Settlement Agreement – ss. 127, 127.1 ....................................................... 1730 Scotia Managed Companies Administration Inc. Decision .................................................................... 1678 Starrex International Ltd. Cease Trading Order ................................................ 1743 Tango Mining Limited Cease Trading Order ................................................ 1743 TD Split Inc. Order – s. 1(6) of the OBCA ...................................... 1719 Vision Wealth Management Ltd. Change in Registration Category .............................. 1927 West Red Lake Gold Mines Inc. Cease Trading Order ................................................ 1743 West Red Lake Gold Mines Ltd. Cease Trading Order ................................................ 1743

Index

February 25, 2016 (2016), 39 OSCB 1938


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