Cockfield Porretti Cunningham Investment Counsel Inc. - s. 213(3)(b) of the LTCA

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 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 2, 2006

Attention: Tauna Staniland

Dear Sirs/Mesdames:

Further to your application dated May 17, 2006 (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 assets of the Athlone Global Resource Fund and the Athlone High Income Fund (together, the "Athlone Funds") and future mutual fund trusts to be established and managed by the Applicant from time to time (the "Future Trusts") 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 the Athlone Funds and Future Trusts, the securities of which will be offered pursuant to a prospectus exemption.

Yours truly,

"Robert Davis"

"Wendell Wigle"