Barometer Capital Management Corp. - s. 213(3)(b) of the LTCA

Approval

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).

November 3, 2006

Fasken Martineau
66 Wellington St. W.
Box 20, Toronto Dominion Centre
Toronto, ON
M5K 1N6

Attention: Munier Saloojee

Dear Sirs:

RE:
Barometer Capital Management Corp. (the Applicant)
Application pursuant to clause 213(3)(b) of the Loan and Trust Corporations Act (Ontario) for approval to act as trustee
Application #2006/0766

Further to your application dated October 4, 2006, filed on behalf of the Applicant, and based on the facts set out in the Application and the representations by the Applicant that the assets of the unit trusts established under the laws of Ontario and managed by the Applicant from time to time (the Pools) 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 Pools, the securities of which will be offered pursuant to a prospectus exemption.

Yours truly,

"Robert Davis"

"Robert L. Shirriff"