Securities Law & Instruments

Headnote:

Clause 213(3)(b) of the Loan and Trust Corporations Act -- Application for approval to act as trustee of pooled funds to be established and managed by the applicant and offered pursuant to a prospectus exemption.

Applicable Legislative Provisions:

Loan and Trust Corporations Act, R.S.O. 1990, c. L. 25, as am., clause 213(3)(b).

December 15, 2006

Borden Ladner Gervais LLP
Scotia Plaza
40 King Street West
Toronto, Ontario
M5H 3Y4

Attention: Neda Bizzotto

Dear Sirs/Mesdames:

RE:
Sceptre Investment Counsel Limited (the "Applicant")
Application for approval to act as trustee pursuant to clause 213(3)(b) of the Loan and Trust Corporations Act (Ontario) (the "LTCA")
Application No. 2006/0870

Further to your application dated November 6, 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 the assets of Sceptre Small Cap Opportunities Fund and other mutual funds to be established by the Applicant from time to time (the "Funds) 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 Funds, the securities of which will be offered pursuant to a prospectus exemption.

Yours truly,

"Susan Wolburgh Jenah"
"David L. Knight"