Application in connection with application forregistration as an international dealer, for an order pursuantto section 211 of Regulation 1015 exempting the applicant fromthe requirement in subsection 208(2) of the Regulation thatit carry on the business of an underwriter in a country otherthan Canada to be able to register in Ontario as an internationaldealer.
Securities Act, R.S.O. 1990, c. S.5, as am.,s. 1(1).
Regulation made under the Securities Act, R.R.O.,Reg. 1015, as am., ss. 100(3), 208(2) and 211.
IN THE MATTER OF
THE SECURITIES ACT, R.S.O.1990,
CHAPTER S. 5, AS AMENDED (the"Act")
IN THE MATTER OF
ONTARIO REGULATION 1015, R.R.O.1990,
AS AMENDED (the "Regulation")
IN THE MATTER OF
CARLIN EQUITIES CORP.
(Section 211 of the Regulation)
UPON the application (the "Application")of Carlin Equities Corp. (the "Applicant") to theOntario Securities Commission (the "Commission") foran order (the "Order"), pursuant to section 211 ofthe Regulation, exempting the Applicant from the requirementin subsection 208(2) of the Regulation that the Applicant carryon the business of an underwriter in a country other than Canada,in order for the Applicant to be registered under the Act asa dealer in the category of "international dealer";
AND UPON considering the Applicationand the recommendation of staff of the Commission;
AND UPON the Applicant having representedto the Commission that:
1. The Applicant has filed an applicationfor registration as a dealer under the Act in the categoryof "international dealer" in accordance with section208 of the Regulation. The Applicant is not presently registeredin any capacity under the Act.
2. The Applicant is a corporation formed underthe laws of the State of New York, United States of America,and has its principal place of business at 1270 Avenue ofthe Americas, New York, New York, USA.
3. The Applicant is registered as a broker-dealerwith the United States Securities and Exchange Commission(the "SEC"), and with the appropriate state securitiesauthority in state jurisdictions of the United States andthe District of Columbia. The Applicant is also a member ofthe National Association of Securities Dealers (the "NASD").
4. The Applicant's principal business is confinedprimarily to providing securities executions to customersand registered traders.
5. The Applicant does not currently act asan underwriter in the United States. The Applicant does notcurrently act as an underwriter in any other jurisdictionoutside of the United States.
6. In the absence of the relief requestedin this Application, the Applicant would not meet the requirementsof the Regulation for registration as a dealer in the categoryof "international dealer" as it does not carry onthe business of an underwriter in a country other than Canada.
7. The Applicant does not now act as an underwriterin Ontario and will not act as an underwriter in Ontario ifit is registered under the Act as an "international dealer",despite the fact that subsection 100(3) of the Regulationprovides that an "international dealer" is deemedto have been granted registration as an underwriter for thepurposes of permitted distributions.
AND UPON the Commission being satisfiedthat to do so would not be prejudicial to the public interest;
IT IS ORDERED, pursuant to section 211of the Regulation, that, in connection with the registrationof the Applicant as a dealer under the Act in the category of"international dealer", the Applicant is exempt fromthe provisions of subsection 208(2) of the Regulation requiringthat the Applicant carry on the business of an underwriter ina country other than Canada, provided that, so long as the Applicantis registered under the Act as an "international dealer":
(a) the Applicant carries on the businessof a dealer in a country other than Canada; and
(b) notwithstanding subsection 100(3) ofthe Regulation, the Applicant shall not act as an underwriterin Ontario.
October 18, 2002.
"Robert W. Korthals" "HaroldP. Hands"