Document Sub-category:	Exemption Orders (Discretionary)
Document No.:	2012/03/29
Subject:	Alpha Exchange Inc. and Alpha Trading Systems L.P. [Exemption Order]
Amendments:
Published Date:	03/30/2012
Effective Date:	03/29/2012

Background
1. Alpha Exchange applied on April 7, 2011 for relief from the requirement that it be recognized as an exchange.

2. The Ontario Securities Commission recognized each of Alpha Exchange and Alpha Trading Systems L.P. as an exchange, by order dated December 8, 2011.

3. All other Canadian securities regulatory authorities, except the Commission, have exempted Alpha Exchange and Alpha LP from recognition, effective when the operations of Alpha ATS Limited Partnership (Alpha ATS) have been legally transferred to Alpha Exchange.  

(a) venture exchange means any one of the TSX Venture Exchange Inc., the Canadian National Stock Exchange, and Alpha Venture Plus; and           

Representations
Alpha Exchange Inc. represents that:

1.   it will operate two separate and distinct listing markets known as Alpha Main and Alpha Venture Plus;

2.   its head office is in Toronto, Ontario and it does not have offices in any other jurisdiction;

3.   it will be subject to the OSC’s oversight program and it agrees to comply with the terms and conditions of the OSC order; and

4.   it is not in default of securities legislation in BC or any other Canadian jurisdiction.

1.   Alpha Exchange must ensure fair, meaningful, and diverse representation on its Board of Directors and any Board committees, including:

(a)        appropriate representation of independent directors;

(b)        a proper balance among the interests of the different persons using the services and facilities of the exchange, including regional interests; and

(c)        appropriate representation by persons that have expertise in or are associated with the Canadian public venture market.      

(a)        establish and maintain a venture market advisory committee (advisory committee) to obtain stakeholder feedback on material changes to Alpha Venture Plus’s operations (including, but not limited to, listing and trading);

(b)        ensure the advisory committee is comprised of a proper balance of persons representing the interests of the different persons using the services and facilities of Alpha Venture Plus, including regional interests; and

(c)        promptly report to the Commission, in writing, any material opposition to the advisory committee’s views or recommendations, together with          reasons for that opposition.

      (a)        provide to the Commission copies of all documents relating to Alpha Venture Plus at the same time it files them with the OSC;  and

      (b)        promptly provide the Commission with any other information relating to Alpha Exchange that the Commission requests.

5. Alpha Exchange Inc. must monitor the following criteria and, if any one threshold is crossed, promptly apply to the Commission for recognition as an exchange:

(a) the number of venture issuers listed on Alpha Exchange Inc. equals or exceeds 2% of the total number of venture issuers;

(b) the number of venture issuers listed on Alpha Exchange Inc., and which have the Commission as the principal regulator, equals or exceeds 1% of the total number of venture issuers; or

(c) for two out of three preceding calendar months, the total dollar value of the trading volume of all venture issuers listed on Alpha Exchange Inc. is equal to or greater than 3% of the total dollar value of the trading volume of all venture issuers for those months.