Barclays Global Investors Services - s. 211

Order

IN THE MATTER OF

THE SECURITIES ACT,
R.S.O. 1990, CHAPTER S.5, AS AMENDED (the "Act")

AND

R.R.O. 1990, REGULATION 1015, AS AMENDED (the "Regulation")

MADE UNDER THE ACT

AND

IN THE MATTER OF

BARCLAYS GLOBAL INVESTORS SERVICES


ORDER

(Section 211 of the Regulation)

UPON the application (the "Application") of Barclays Global Investors Services (the "Applicant") to the Ontario Securities Commission (the "Commission") for an order pursuant to section 211 of the Regulation, exempting the Applicant from the requirement in subsection 208(2) of the Regulation that the Applicant carry on the business of an "underwriter" in a country other than Canada, in order for the Applicant to be registered under the Act as a dealer in the category of "international dealer";

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

AND UPON the Applicant having represented to the Commission that:

1. The Applicant has filed an application for registration as a dealer under the Act in the category of "international dealer" for the purpose of trading in securities in accordance with section 208 of the Regulation. The Applicant has not been registered under the Act.

2. Barclays Global Investors Canada Limited ("BGI Canada") and Barclays Capital, affiliates of the Applicant, are registrants. BGI Canada is registered under the Act as an adviser in the categories of "investment counsel" and "portfolio manager" and as a dealer in the category of "limited market dealer" and as "commodity trading adviser" under the Commodity Futures Act. Barclays Capital is registered as a dealer in the category of "international dealer".


3. Subsection 208(2) of the Regulation provides that:

No person or company may register as an international dealer unless the person or company carries on the business of a dealer and underwriter in a country other than Canada.

4. The Applicant is a California corporation having its principal place of business in San Francisco, California, United States of America ("USA"). The Applicant is registered in the USA with the Securities and Exchange Commission as a broker-dealer and is a member of the United States National Association of Securities Dealers. The Applicant is also registered as a broker-dealer in a number of states in the USA.

5. The Applicant does not currently act as an underwriter in the USA. The Applicant does not currently act as an underwriter in any other jurisdiction outside of the United States.

6. The Applicant currently has no plans to act as an underwriter in the USA.

7. The Applicant does not now act as an underwriter in Ontario and will not act as an underwriter in Ontario if it is registered under the Act as an "international dealer".


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

IT IS ORDERED, pursuant to section 211 of the Regulation, that, in connection with the registration of the Applicant as a dealer under the Act in the category of "international dealer", the Applicant is exempt from the provisions of subsection 208(2) of the Regulation requiring that the Applicant carry on the business of an underwriter in a country other than Canada, provided that, so long as the Applicant is registered under the Act as an "international dealer":

(A) the Applicant carries on the business of a dealer in a country other than Canada; and

(B) notwithstanding subsection 100(3) of the Regulation, the Applicant shall not act as an underwriter in Ontario.

April 3, 2001

Paul M. Moore, R. Stephen Paddon