Securities Law & Instruments

Headnote

Applicant seeking registration as a non-resident investment counsel and portfolio manager is exempted from the electronic funds transfer requirement pursuant to subsection 6.1(1) of National Instrument 31-102 National Registration Database and activity fee contemplated under section 4.1 of Ontario Securities Commission Rule 13-502 -- Fees is waived in respect of this discretionary relief, subject to certain conditions.

Rules Cited

National Instrument 31-102 -- National Registration Database (2007) 30 OSCB 5430, s. 6.1.

Ontario Securities Commission Rule 13-502 -- Fees (2003) 26 OSCB 867, ss. 4.1, 6.1.

August 10, 2009

IN THE MATTER OF

THE SECURITIES ACT,

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

(the Act)

AND

IN THE MATTER OF

LINGOHR & PARTNER NORTH AMERICA, INC.

 

DECISION

(Subsection 6.1(1) of National Instrument 31-102

National Registration Database and Section 6.1 of

Ontario Securities Commission Rule 13-502 Fees

UPON the Director having received the application of Lingohr & Partner North America, Inc. (the Applicant) for a decision pursuant to subsection 6.1(1) of National Instrument 31-102 National Registration Database (NI 31-102) granting the Applicant an exemption from the Electronic Funds Transfer Requirement (as defined below) contemplated under NI 31-102 and for a decision pursuant to section 6.1 of Ontario Securities Commission Rule 13-502 Fees (Rule 13-502) granting the Applicant an exemption from the Activity Fee Requirement (as defined below) contemplated under section 4.1 of Rule 13-502 in respect of its application;

AND UPON considering the application and the recommendation of the staff of the Ontario Securities Commission (the Commission);

AND UPON the Applicant having represented to the Director as follows:

1. The Applicant is a corporation formed under the laws of the State of Oregon in the United States of America. The head office of the Applicant is located in Eugene, Oregon, United States of America.

2. The Applicant is registered as an investment adviser in the State of Oregon with the United States Securities and Exchange Commission.

3. The Applicant is not registered in any capacity under the Act and is not a reporting issuer in any province or territory of Canada. However, the Applicant has applied for registration under the Act as an adviser in the category of non-resident investment counsel and portfolio manager.

4. NI 31-102 requires that all registrants in Canada enrol with CDS Inc. (CDS) and use the national registration database (NRD) to complete certain registration filings. As part of the enrolment process, registrants are required to open an account with a member of the Canadian Payments Association from which fees may be paid with respect to NRD by electronic pre-authorized debit (the Electronic Funds Transfer Requirement or EFT Requirement). Part 4 of NI 31-102 sets out the EFT Requirement.

5. The Applicant anticipates encountering difficulties in setting up a Canadian based bank account for purposes of fulfilling the EFT Requirement.

6. The Applicant confirms that it is not registered in, and does not intend to register in, another category to which the EFT Requirement applies and that Ontario is the only jurisdiction in which it is seeking registration.

7. Staff of the Canadian Securities Administrators has indicated that, with respect to applications from international dealers and international advisers (or applicants in equivalent categories of registration) for relief from the EFT Requirement, it is prepared to recommend waiving the fee normally required to accompany applications for discretionary relief (the Application Fee).

8. For Ontario registrants, the requirement for payment of the Application Fee (the Application Fee Requirement) is set out in section 4.1 of Rule 13-502.

AND UPON the Director being satisfied that to do so would not be prejudicial to the public interest;

IT IS THE DECISION of the Director, pursuant to subsection 6.1(1) of NI 31-102 that the Applicant is exempted from the EFT Requirement for so long as the Applicant:

A. makes acceptable alternative arrangements with CDS for the payment of NRD fees and makes such payment within ten (10) business days of the date of the NRD filing or payment due date;

B. pays its participation fee under the Act to the Commission by cheque, draft, money order or other acceptable means at the time of filing its application for annual renewal, which shall be no later than the first day of December in each year;

C. pays any applicable activity fees, or other fees that the Act requires it to pay to the Commission, by cheque, draft, money order or other acceptable means at the appropriate time; and

D. is not registered under the securities legislation in any jurisdiction of Canada other than Ontario in another category to which the EFT Requirement applies, or has received an exemption from the EFT Requirement in each jurisdiction to which the EFT Requirement applies;

PROVIDED THAT the Applicant submits a similar application in any other Canadian jurisdiction where it becomes registered as an international dealer, international adviser or in an equivalent registration category;

AND IT IS THE FURTHER DECISION of the Director, pursuant to section 6.1 of Rule 13-502, that the Applicant is exempt from the Application Fee Requirement contemplated under section 4.1 of Rule 13-502 in respect of this application.

"Donna Leitch"
Assistant Manager, Registrant Regulation
Ontario Securities Commission