Gemini Asset Management Inc. - s. 213(3)(b) of the LTCA

Approval

Headnote

Clause 213(3)(b) of the Loan and Trust Corporations Act -- application by manager, with no prior track record acting as trustee, for approval to act as trustee of pooled funds and future pooled funds to be established and managed by the applicant and offered pursuant to a prospectus exemption.

Statutes Cited

Loan and Trust Corporations Act, R.S.O. 1990, c. L.25, as am., s. 213(3)(b).

June 27th, 2006

Ogilvy Renault LLP
Suite 3800
Royal Bank Plaza, South Tower
200 Bay Street
P.O. Box 84
Toronto, ON
M5J 2Z4

Attention: Angela Salmon

Dear Sirs/Medames:

RE:
Gemini Asset 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 No. 471/06

Further to your application dated June 16, 2006, as supplemented by correspondence dated June 22, 2006 (collectively 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 the assets of Gemini Financial Services Opportunities Fund and such other funds as the Applicant may establish from time to time will be held in the custody of a bank listed in Schedule I, II or III of the Bank Act (Canada) or an affiliate of such bank, 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 Gemini Financial Services Opportunities Fund and such other funds which may be established and managed by the Applicant from time to time, the securities of which will be offered pursuant to a prospectus exemption.

Yours truly,

"Paul Bates"

"Paul Moore"