Securities Law & Instruments

Headnote

Multilateral Instrument 11-102 Passport System -- National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- National Instrument 33-109 Registration Information (NI 33-109) -- relief from certain filing requirements of NI 33-109 on an individual basis for numerous dealing representatives -- relief to effect the same change to each individual's Form 33-109F4 on a bulk basis -- relief similar to that contemplated in section 3.4 of Companion Policy 33-109CP to NI 33-109.

Applicable Legislative Provisions

Multilateral Instrument 11-102 Passport System.

National Instrument 33-109 Registration Information.

Companion Policy 33-109CP.

National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions.

April 11, 2013


IN THE MATTER OF
THE SECURITIES LEGISLATION OF
ONTARIO
(the Jurisdiction)

AND

IN THE MATTER OF
THE PROCESS FOR EXEMPTIVE RELIEF
APPLICATIONS IN MULTIPLE JURISDICTIONS

AND

IN THE MATTER OF
QUADRUS INVESTMENT SERVICES LTD.
(the Filer)

DECISION



Background

The principal regulator in the Jurisdiction has received an application from the Filer (the Application) for a decision (the Exemption Sought) under the securities legislation of the Jurisdiction of the principal regulator (the Legislation) exempting the Filer from the deadline in section 4.1 of National Instrument 33-109 to report the change in immediate supervisor of the Quadrus dealing representatives within 10 days of the change, and to allow the change to be made by the National Registration Database (NRD) Administrator, CDS Inc., on a "bulk" basis.

Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a passport application):

(a) he Ontario Securities Commission is the principal regulator for this Application; and

(b) the Filer has provided notice that section 4.7(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in all of the other provinces and territories of Canada (the Passport Jurisdictions, and together with the Jurisdiction, the Jurisdictions).

Interpretation

Terms defined in National Instrument 14-101 Definitions and MI 11-102 have the same meaning if used in this decision, unless otherwise defined.

Representations

This decision is based on the following facts represented by the Filer:

1. The Filer's head office is located in London, Ontario.

2. The Filer is registered as a dealer in the category of mutual fund dealer in each Jurisdiction.

3. The Filer has approximately 4,188 dealing representatives.

4. Effective as of March 28, 2013, Anne Traczuk retired as the Filer's Chief Compliance Officer, and Lesley Duffy was appointed as the Filer's new Chief Compliance Officer.

5. The Filer's former Chief Compliance Officer, Anne Traczuk, is currently shown as the "immediate supervisor" in the Schedule G of the Forms 33-109F4 on the NRD for each of the Filer's dealing representatives.

6. As a consequence of the change in the Filer's Chief Compliance Officer, it will be necessary to change the "immediate supervisor" from Ms. Traczuk to Ms. Duffy for each of the Filer's dealing representatives, a considerable undertaking given their number, that will likely require more than 10 days to be completed.

7. As this is the only change to be made to the Forms 33-109F4 of the Filer's dealing representatives, the Filer is exploring with the NRD Administrator, CDS Inc., and the principal regulator, whether it can be effected on a "bulk" basis, rather than by making individual submissions on the NRD.

8. CDS Inc. believes that a "bulk" basis approach is feasible and is willing to do so in the limited circumstances of this case.

Decision

The principal regulator is satisfied that the decision meets the test set out in the Legislation for the principal regulator to make the decision.

The decision of the principal regulator under the Legislation is that the Exemption Sought is granted, provided that the Filer:

(a) makes acceptable arrangements with CDS Inc. for the payment of the costs associated with making the change on a bulk basis, and makes such payment in advance; and

(b) completes the change of immediate supervisor for the Filer's dealing representatives on or before June 1, 2013.

"Erez Blumberger"
Deputy Director,
Compliance and Registrant Regulation
Ontario Securities Commission