Securities Law & Instruments

Headnote

Mutual Reliance Review System for ExemptiveRelief Applications - Issuer became a reporting issuer as aresult of a plan of arrangement, but only has one security holder- issuer deemed to have ceased to be a reporting issuer.

Applicable Ontario Statutory Provisions

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

IN THE MATTER OF

THE SECURITIES LEGISLATIONOF

ALBERTA, SASKATCHEWAN, ANDONTARIO

AND

IN THE MATTER OF

THE MUTUAL RELIANCE REVIEWSYSTEM

FOR EXEMPTIVE RELIEF APPLICATIONS

AND

IN THE MATTER OF

PARKLAND INVESTMENT TRUST

 

MRRS DECISION DOCUMENT

1. WHEREAS the local securities regulatoryauthority or regulator (the "Decision Maker") ineach of Alberta, Saskatchewan, and Ontario (the "Jurisdictions")has received an application from Parkland Investment Trust(the "Trust") for a decision under the securitieslegislation of the Jurisdictions (the "Legislation")that the Trust be deemed to have ceased to be a reportingissuer under the Legislation;

2. AND WHEREAS under the Mutual Reliance ReviewSystem for Exemptive Relief Application (the "System"),the Alberta Securities Commission is the principal regulatorfor the application;

3. AND WHEREAS, unless otherwise defined,the terms herein have the meaning set out in National Instrument14-101 Definitions or in Québec Commission Notice 14-101;

4. AND WHEREAS the Trust has represented tothe Decision Makers that:

4.1 the Trust is an unincorporated open-endedlimited purpose trust established under the laws of Albertaand governed by an amended and restated declaration of trustdated June 28, 2002;

4.2 the Trust is currently a reporting issuerin the Jurisdictions and became a reporting issuer in theJurisdictions following an exchange of securities in connectionwith a statutory arrangement (the "Arrangement")that occurred on June 28, 2002 under section 193 of theBusiness Corporations Act (Alberta) involving theTrust, Parkland Income Fund (the "Fund"), ParklandIndustries Ltd. ("Parkland"), Parkland HoldingsLimited Partnership, and the shareholders of Parkland;

4.3 the Trust is not in default of any requirementsof the Legislation;

4.4 the head office of the Trust is locatedin Red Deer, Alberta;

4.5 the Trust is authorized to create andissue an unlimited number of units ("Trust Units")of the Trust of which 5,683,098 Trust Units were outstandingas of August 30, 2002;

4.6 in addition, the Trust is authorizedto issue notes ("Trust Notes") in the Trust undera Trust Note Indenture dated June 28, 2002 between the Trustand Computershare Trust Company of Canada, as trustee, ofwhich there were 5,683,098 Trust Notes outstanding as ofAugust 30, 2002;

4.7 the Fund is an unincorporated open-endedlimited purpose trust established under the laws of Albertaand governed by an amended and restated declaration of trustdated June 28, 2002;

4.8 the head office of the Fund is locatedin Red Deer, Alberta;

4.9 the Fund is a reporting issuer in theJurisdictions, and in British Columbia and Manitoba, andis not in default of any of the requirements of the Legislation;

4.10 as a result of the Arrangement, allof the outstanding Trust Units and outstanding Trust Notesare held by the Fund;

4.11 no securities of the Trust are now,or have ever been, listed or quoted on any exchange or market;

4.12 other than the outstanding Trust Unitsand the outstanding Trust Notes, the Trust has no securities,including debt securities, outstanding; and

4.13 the Trust does not intend to seek publicfinancing by way of an offering of its securities;

5. AND WHEREAS under the System, this MRRSDecision Document evidences the decision of each DecisionMaker (collectively, the "Decision");

6. AND WHEREAS each of the Decision Makersis satisfied that the test contained in the Legislation thatprovides the Decision Maker with the Jurisdiction to makethe Decision has been met;

7. THE DECISION of the Decision Makers underthe Legislation is that the Trust is deemed to have ceasedto be a reporting issuer under the Legislation.

September 30, 2002.

"Patricia M. Johnston"