Securities Law & Instruments

Headnote

Issuerdeemed to have ceased to be reporting issuer under the Act.

ApplicableOntario Statutory Provisions

Securities Act, R.S.O.1990, c.S.5, as am, s. 83


INTHE MATTER OF

THESECURITIES LEGISLATION OF

ALBERTA,SASKATCHEWAN, ONTARIO, QUEBEC

NOVASCOTIA AND NEWFOUNDLAND

AND

INTHE MATTER OF

THEMUTUAL RELIANCE REVIEW SYSTEM FOR

EXEMPTIVERELIEF APPLICATIONS

AND

INTHE MATTER OF

DRAYTONVALLEY POWER INCOME FUND

MRRSDECISION DOCUMENT

WHEREAS the local securities regulatory authority orregulator (the "Decision Maker") in each of the Provinces ofAlberta, Saskatchewan, Ontario, Quebec, Nova Scotia and Newfoundland(the "Jurisdictions") has received an application from DraytonValley Power Income Fund (the "Filer") for a decision underthe securities legislation of each of the Jurisdictions (the"Legislation") that the Filer be deemed to have ceased to bea reporting issuer or the equivalent thereof under the Legislation;

AND WHEREAS under the Mutual Reliance Review Systemfor Exemptive Relief Applications (the "System"), the OntarioSecurities Commission is the principal regulator for this application;

AND WHEREAS the Filer has represented to the DecisionMaker that:


1.the Filer is an open-ended trust established under the lawsof the Province of Alberta pursuant to an amended and restatedtrust indenture effective January 2, 1997, as amended by a firstsupplemental trust indenture to the amended and restated trustindenture effective June 15, 1998, and as further amended bythe second supplemental trust indenture to the amended and restatedtrust indenture effective July 27, 2001 (as amended, the "TrustIndenture"), is a reporting issuer in each of the Jurisdictionsand, with the exception of not having filed the confirmationof mailing for the interim financial statements for the quarterended June 30, 2001, is not in default of any of the requirementsof the Legislation ;

2.the Filer's head office is located at Suite 210, 2085 HurontarioStreet, Mississauga, Ontario;


3.the aggregate number of trust units (the "Trust Units") whichthe Filer may be authorized to issue is unlimited. 7,991,120Trust Units are currently issued and outstanding;


4.as a result of an offer dated June 15, 2001 by Algonquin AcquisitionInc. ("Algonquin") to purchase all of the outstanding TrustUnits of the Filer, and a subsequent compulsory acquisitionof the remaining Trust Units pursuant to the provisions of theTrust Indenture, Algonquin owns all of the Trust Units;


5.the Trust Units of the Filer were delisted from The TorontoStock Exchange on August 23, 2001 and no securities, includingdebt securities, of the Filer are listed or quoted on any exchangeor market;


6.the registers of the Filer are not open for the transfer ofits Trust Units;


7.other than the Trust Units, the Filer has no securities, includingdebt securities, outstanding; and

8.the Filer does not intend to seek public financing by way ofan offering of its securities.

AND WHEREAS under the System, this MRRS Decision Documentevidences the decision of each Decision Maker (collectively,the "Decision");

AND WHEREAS each Decision Maker is of the opinion thetest contained in the Legislation that provides the DecisionMaker with the jurisdiction to make the Decision has been met;

THE DECISION of the Decision Makers pursuant to theLegislation is that the Filer is deemed to have ceased to bea reporting issuer or the equivalent thereof under the Legislation,effective as of the date of this decision.

December6, 2001.

"JohnHughes"