Alphapro Management Inc. and Horizons AlphaPro Fiera Tactical Bond ETF -- s. 19.1 of NI 41-101 General Prospectus Requirements

Headnote

National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- Exemption from section 2.3(1) of National Instrument 41-101 General Prospectus Requirements to permit filing of a final prospectus more than 90 days after the date of receipt for the preliminary prospectus -- 90-day extension granted.

Applicable Legislative Provisions

National Instrument 41-101 General Prospectus Requirements, ss. 2.3(1), 19.1.

September 24, 2010

Fasken Martineau Dumoulin LLP

Attention: Munier Saloojee

Dear Sir:

By letter dated September 16, 2010 (the Application), the Manager applied on behalf of the ETF to the Director of the Ontario Securities Commission (the Director) pursuant to section 19.1 of NI 41-101 for relief from the operation of subsection 2.3(1) of NI 41-101, which prohibits an issuer from filing a prospectus more than 90 days after the date of the receipt for the preliminary prospectus.

This letter confirms that, based on the information and representations made in the Application, and for the purposes described in the Application, the Director grants the requested exemption to be evidenced by the issuance of a receipt for the ETF's prospectus, provided the ETF's final prospectus is filed no later than December 20, 2010.

Yours very truly,