Securities Law & Instruments

IN THE MATTER OF

THE SECURITIES ACT,

R.S.O. 1990, c. S.5, AS AMENDED

AND

IN THE MATTER OF

MAGNA INTERNATIONAL INC.

AND

IN THE MATTER OF

THE STRONACH TRUST

AND 446 HOLDINGS INC.

ORDER GRANTING INTERVENOR STATUS TO

GOODMAN & CO. INVESTMENT COUNSEL LTD.

(Application for standing in the hearing

on the merits in the matter of Magna International Inc.

under section 127)

WHEREAS the Ontario Securities Commission (the "Commission") has convened a hearing pursuant to a Notice of Hearing dated June 15, 2010 (the "Hearing") to consider an application brought by Staff of the Commission pursuant to section 127 of the Ontario Securities Act, R.S.O. 1990, c.S.5, as amended (the "Application");

AND WHEREAS the Hearing is scheduled to be heard by the Commission on June 23 and 24, 2010;

AND WHEREAS Goodman & Co. Investment Counsel Ltd. ("Goodman") filed a notice of motion for an order that it be granted limited standing in the hearing on the merits of the Application to make oral and written submissions before the Commission but not to tender any evidence, cross-examine any witnesses or otherwise become a party to the proceeding (such limited standing being referred to as "Torstar standing");

AND UPON considering the submissions made by counsel at the motion hearing held on June 18, 2010;

AND UPON being satisfied that it is in the public interest in the circumstances to grant Torstar standing to Goodman at the hearing on the merits of the Application;

IT IS ORDERED THAT:

Goodman is granted Torstar standing at the hearing on the merits of the Application, provided Goodman abides by the timetable agreed to by the other parties to this proceeding or imposed by the Commission, including by delivering any written submissions or factums they intend to rely upon in accordance with that timetable.

DATED at Toronto this 18th day of June, 2010.

"James Turner"