Ontario Financial Services Inc. - s. 5.1 of Rule 31-506

November 27, 2002

Order

Headnote

Section 5.1 - OSC Rule 31-506 - exemption tomutual fund dealer from the requirement to be a member of theMutual Fund Dealers Association of Canada - exemption for alimited period of time.

Applicable Ontario Securities CommissionRule

Rule 31-506 - SRO Membership - Mutual Fund Dealers.

IN THE MATTER OF

THE SECURITIES ACT

R.S.O. 1990, C. S.5, AS AMENDED(the "Act")

AND

IN THE MATTER OF

ONTARIO SECURITIES COMMISSIONRULE 31-506

SRO MEMBERSHIP B MUTUAL FUNDDEALERS (the "Rule")

AND

IN THE MATTER OF

ONTARIO FINANCIAL SERVICESINC.

EXEMPTION

(Section 5.1 of the Rule)

UPON the Director having received anapplication (the "Application") from Ontario FinancialServices Inc. ("OFS") seeking a decision pursuantto section 5.1 of the Rule, to exempt OFS from the applicationof section 2.1 of the Rule, which would require OFS to be amember of the Mutual Fund Dealers Association of Canada (the"MFDA") from and after July 2, 2002 on the conditionthat OFS is a member of the MFDA by April 1, 2003;

AND UPON considering the Applicationand the recommendation of staff of the Commission;

AND UPON OFS having represented to theDirector that:

1. OFS is registered under the Act as a mutualfund dealer and has its head office in Ontario;

2. OFS filed a membership application (the"MFDA Application") with the MFDA;

3. OFS has complied, on a timely basis, withall requests by the MFDA for information and/or documentspertaining to its MFDA Application;

4. OFS is not aware of any issues which remainunresolved between it and the MFDA in respect of its MFDAApplication;

5. OFS is not, to its knowledge, in breachof any requirements of the Act or the regulations or rulesmade thereunder; and

6. OFS received an exemption from section2.1 of the Rule prior to July 2, 2002 ("the Initial Exemption")on the condition that OFS is a member of the MFDA by December1, 2002; and

7. OFS will not be a member of the MFDA byDecember 1, 2002.

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

IT IS THE DECISION of the Director, pursuantto section 5.1 of the Rule, that OFS is exempt from the requirementof section 2.1 of the Rule, as modified by the Initial Exemption,to be a member of the MFDA by December 1, 2002 on the conditionthat from and after April 1, 2003, so long as OFS is registeredas a mutual fund dealer under the Act, it is a member of theMFDA.

November 27, 2002.

"David M. Gilkes"