Alpha ATS LP -- s. 15.1 of NI 21-101 Marketplace Operation

Headnote

Section 15.1 of National Instrument 21-101 Marketplace Operation (21-101) -- exemption granted from the requirement in paragraph 6.4(2) of 21-101 to file an amendment to Form 21-101F2 (Form F2) 45 days prior to the implementation of changes made to Form 21-101F2 regarding Exhibit G (changes to Trading Policies).

IN THE MATTER OF

THE SECURITIES ACT,

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

AND

IN THE MATTER OF

ALPHA ATS LP

ORDER

(Section 15.1 of National Instrument 21-101

(NI 21-101))

UPON the application (the "Application") of Alpha ATS LP (the "Applicant") to the Director for an order pursuant to section 15.1 of NI 21-101 exempting the Applicant from the requirement in paragraph 6.4(2) to file an amendment to the information previously provided in Form 21-101F2 (the "Form F2") regarding Exhibit G (changes to Trading Policies) 45 days before implementation of the changes (the "45 day filing requirement");

AND UPON the Applicant filing an amended Form F2 on August 11, 2009, describing changes to Exhibit G (the Amendments);

AND UPON considering the Application and the recommendation of staff of the Commission;

AND UPON the Applicant having represented to the Director as follows.

1. Alpha ATS LP is carrying on business as an alternative trading system and is registered as a dealer with the Ontario Securities Commission. It has received an exemption from registration in Alberta, British Columbia, Manitoba, New Brunswick, Newfoundland, Nova Scotia, Prince Edward Island, Quebec, and Saskatchewan.

2. The Applicant filed the Amendments, which described the following changes (Changes) to its Trading Policies:

a. amendments to Part 6 of the Alpha ATS Odd Lot Dealer Trading Policies regarding the administration of odd lot dealer assignments;

b. amendments to the time period the Alpha opening and closing call occurs;

c. amendments clarifying the process for handling erroneous trades.

3. These Changes are being implemented after consultation with subscribers of Alpha ATS and the 30 days notice required in the Subscriber Agreement.

4. The Applicant intends to implement the Changes on September 10, 2009 or soon thereafter.

5. The current multi-market trading environment requires flexibility in being able to clarify practices set out in the trading policies and it has become unduly burdensome to delay 45 days before responding to participants' needs and/or competitors' initiatives.

AND UPON staff having reviewed the Changes;

AND UPON the Director being satisfied to do so would not be prejudicial to the public interest;

IT IS ORDERED by the Director pursuant to section 15.1 of NI 21-101 that the Applicant is exempted from the 45 day filing requirement for the changes as described in the Amendment.

DATED this 10th day of September, 2009.