Frank Russell Canada Limited

Headnote

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PublishedDocuments Cited

INTHE MATTER OF

THESECURITIES ACT

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

AND

ONTARIOSECURITIES COMMISSION

RULE31-506 SRO MEMBERSHIP - MUTUAL FUND DEALERS (the "Rule")

AND

INTHE MATTER OF

FRANKRUSSELL CANADA LIMITED

DECISION

(Section5.1 of the Rule)

UPONThe Director having received an application (the "Application)from Frank Russell Canada Limited (the "Registrant") for a decision,pursuant to section 5.1 of the Rule, exempting the Registrantfrom the requirements in sections 2.1 and 3.1 of the Rule, whichwould otherwise require that the Registrant be a member of theMutual Fund Dealers Association (the "MFDA") on and after July2, 2002, and file with the MFDA, no later than May 23, 2001,an application and corresponding fees for membership; UPONconsidering the Application and the recommendation of staffof the Ontario Securities Commission; AND UPONthe Registrant having represented to the Director that: 1. the Registrantis registered under the Act as a dealer in the category of mutualfund dealer and as investment counsel and portfolio adviser; 2. the Registrantis the manager of the Russell Group of Funds, the LifepointsPortfolios and the Sovereign Pools families of mutual fundsthat it has established and will be the manager of other mutualfunds it expects to establish in the future; 3. the securitiesof the mutual funds managed by the Registrant are generallysold to the public through other registered dealers; 4. the Registrant'strading activities as a mutual fund dealer currently representand will continue to represent activities that are incidentalto its principal business activities; 5. the Registranthas agreed to the imposition of the terms and conditions onthe Registrant's registration as a mutual fund dealer set outin the attached Schedule "A", which outlines the activitiesthe Registrant has agreed to adhere to in connection with itsapplication for this Decision; 6. any person orcompany that is not currently a client of the Registrant onthe effective date of this Decision, will, before they are acceptedas a client of the Registrant, receive prominent written noticefrom the Registrant that: The Registrantis not currently a member, and does not intend to become a memberof the Mutual Fund Dealers Association; consequently, clientsof the Registrant will not have available to them investor protectionbenefits that would otherwise derive from membership of theRegistrant in the MFDA, including coverage under any investorprotection plan for clients of members of the MFDA; 7. upon the nextgeneral mailing to its account holders and in any event beforeMay 23, 2002, the Registrant shall provide, to any client thatwas a client of the Registrant on the effective date of thisDecision, the prominent written notice referred to in paragraph6, above; AND UPONthe Director being satisfied that to do so would not be prejudicialto the public interest; IT IS THEDECISION of the Director, pursuant to section 5.1 ofthe Rule, that, effective May 23, 2001, the Registrant is exemptfrom the requirements in sections 2.1 and 3.1 of the Rule; PROVIDEDTHAT: The Registrant complieswith the terms and conditions on its registration under theAct as a mutual fund dealer set out in the attached Schedule"A". June 1, 2001. "Peggy Dowdall-Logie"

SCHEDULE"A"

TERMSAND CONDITIONS OF REGISTRATION

OF

FRANKRUSSELL CANADA LIMITED

ASA MUTUAL FUND DEALER

(ii) an Adviser to a mutual fund that is managed by the Registrantor an affiliated entity of the Registrant; or