TW and Company Investment Management Inc

Approval

April 25, 2006

TW & Company Investment Management Inc.
Commerce Court North, Suite 2505
25 King Street West
Toronto, ON M5L 1E2

Attention: John Wood

Dear Sirs/Mesdames:

RE:
TW & Company Investment Management Inc. (the "Applicant")
Application pursuant to clause 213(3)(b) of the Loan and Trust Corporations Act (Ontario) for approval to act as trustee
Application #0213/06

Further to your application dated March 22, 2006 (the "Application") filed on behalf of the Applicant, and based on the facts set out in the Application, and the representation by the Applicant that assets of future mutual fund trusts to be established and managed by the Applicant from time to time (the "Future Trusts") will be held in the custody of a trust company incorporated under the laws of Canada and licensed or registered under the laws of Canada, and that has shareholders' equity, as reported in its most recent audited financial statements, of not less than $10,000,000, the Ontario Securities Commission (the "Commission") makes the following order. Pursuant to the authority conferred on the Commission in clause 213(3)(b) of the Loan and Trust Corporations Act (Ontario), the Commission approves the proposal that the Applicant act as trustee of the Future Trusts, the securities of which will be offered pursuant to a prospectus exemption.

Yours truly,

"Robert Davis"
 
"Susan Wolburgh Jenah"