News Release

Released: December 9, 1996  Contact: Barbara J. Barry  775-0339 or (BC only) 1-800-373-6393

CALGARY - The Securities Commissions of British Columbia and Alberta today announced a significant agreement designed to improve the efficiency and the effectiveness of securities regulation in British Columbia and Alberta. They also invited industry and public comment on the initiative and said those comments will be taken into account in the implementation of the agreement.

Douglas M. Hyndman, Chair, British Columbia Securities Commission and William L. Hess, Q.C., Chair, Alberta Securities Commission, made the joint announcement at a news conference that incorporated a formal signing of a Letter of Accord. This Accord commits the two Commissions to increased coordination and cooperation on regulatory initiatives, policy development, and securities enforcement in the two provinces.

"Our Commissions and our capital markets," Hyndman said, "are very similar". "The Commissions are the only two in Canada that, through the support of their governments, have obtained self-funding status and have rule-making power. The venture capital markets in the two provinces both have a growing number of senior issuers and a dynamic and competitive securities industry."

"We are both committed to improving the effectiveness and operational efficiency of securities regulation and we believe we can achieve that in our respective provinces by better managing and coordinating resources and addressing further harmonization of policy and legislative developments."

"This accord is important to the securities industry and to investors in Alberta and British Columbia," Hess said. "Our Commissions have a long history of effective cooperation, but we believe we can find additional ways to harmonize regulation and achieve operational efficiencies without impeding investor protection. This accord commits us both to move immediately to implement joint regulatory initiatives to achieve that end."

The Letter of Accord sets out that the two Commissions are committed to a coordinated approach to securities regulation "having full regard for the regional characteristics of the markets within their jurisdictions".

It notes that neither Commission intends to surrender any jurisdiction nor power and that both Commissions continue to support the efforts of the Canadian Securities Administrators to enhance the fairness and efficiency of the Canadian capital markets.

Joint regulatory initiatives to be addressed under the accord include: coordination of policy, rule-making and legislative processes to enhance uniformity in these areas; joint technology development and implementation; joint investor education initiatives; joint and reciprocal enforcement activities; single Commission review of filings; and joint Commission meetings as well as staff exchanges.

The Commissions will establish a joint operations committee to manage the implementation of the accord. This committee will report to the Commissions before March 1 in each year, starting in 1997, setting out priorities and implementation procedures and timelines.

Copies of the Letter of Accord are available on request from either Commission and the full text is posted to the British Columbia Securities Commission's Web site: http//www.bcsc.bc.ca

The British Columbia and Alberta Securities Commissions are self-funded government agencies responsible for the administration and enforcement of their respective Securities Acts.

For further information contact:

William L. Hess, Q.C. ,Chair Douglas M. Hyndman, Chair
Alberta Securities Commission B.C. Securities Commission
Suite 400 - 300 5th Avenue S.W. 1100- 865 Hornby Street
Calgary, Alberta T2P 3C4 Vancouver, B.C. V6Z 2H4

Tel: (403) 297-4280 Tel: (604) 660-4800
Fax: (403) 297-4486 Fax: (604) 660-2688

E-Mail: E-Mail:

bill.hess@gov.ab.ca doug_m_hyndman@email.bcse.gov.bc.ca

BETWEEN

WHEREAS the ASC and the BCSC are committed to improving the effectiveness and operational efficiency of securities regulation in their respective provinces through better management and coordination of resources, increased harmonization of policy and legislative development and reduced duplication of effort; and

WHEREAS neither the ASC nor the BCSC intends to surrender or abandon any jurisdiction, right, power, privilege, prerogative or immunity by virtue of this Accord or any other agreement resulting therefrom; and

WHEREAS the ASC and the BCSC continue to support the efforts of the
Canadian Securities Administrators to enhance the fairness and efficiency of the Canadian capital markets.

The ASC and the BCSC agree as follows:

1. The Commissions are committed to a coordinated approach to securities regulation, having full regard for the regional characteristics of the markets within their jurisdictions, and will move immediately to implement joint regulatory initiatives including:

2. The Commissions shall establish a joint operations committee (the "Joint Committee") to manage the implementation of this Accord consisting of commission members and senior staff members.

3. Each of the Commissions shall invite designated members of the other to attend Commission meetings.

4. Prior to March 1 in each year, commencing March 1, 1997, the Joint Committee will bring forward to the Commissions a report setting forth priorities and implementation procedures (including timelines). Subject to amendment and approval by the Commissions, the report will be reflected in the business plan of each Commission for the ensuing years.

5. While steps to implement this Accord will be formulated immediately, it is agreed that this Letter of Accord will be published for public comment so that such input may be reflected as specific initiatives are implemented.

DATED the 9th day of December 1996.

William L. Hess Doug M. Hyndman
Alberta Securities Commission British Columbia Securities Commission
William L Hess, Q.C., Chair Douglas M. Hyndman, Chair
William L. Hess, Q.C.

We are here today to announce the details of a Letter of Accord that has been signed by the Alberta Securities Commission and the British Columbia Securities Commission.

This is an important initiative for all securities market participants in Alberta and British Columbia. It is also a positive move for securities regulation in Canada generally.

Our decision to proceed with this initiative has been prompted by several factors:

· One is the determination of both the Alberta and British Columbia securities commissions to achieve as much harmony as possible in our regulatory environments without impairing the ability to respond to local market initiatives.

· Another is our recognition of the common factors that exist in our respective jurisdictions. We both have active, effective and internationally competitive securities markets with a strong focus on venture capital formation.

· A third factor is our mutual desire to maintain investor protection while making the regulatory function less costly and more responsive to those we regulate, so as to encourage capital formation that stimulates economic growth and provides investment opportunities.

Our Commissions have a long history of effective cooperation, but we are convinced that we can find additional ways to harmonize regulation and to achieve operational efficiencies that will improve both efficiency and investor protection. This accord commits us both to move immediately to implement joint regulatory initiatives to achieve that end.

As the text of the Letter of Accord sets out, neither Commission will surrender any jurisdiction or power. The Letter of Accord also spells out that both Commissions support the efforts of the Canadian Securities Administrators to enhance the fairness and efficiency of the Canadian capital markets.

Within the framework of the Accord, the two commissions will act to improve the efficiency and effectiveness of securities regulation in our provinces through better management and coordination of resources, greater harmonization of policy and legislation, and reduced duplication of effort.

The staff of both Commissions have already begun to work together to implement the Accord. They have identified a number of potential regulatory initiatives and the Commissions will be setting priorities for completing the initiatives.

We are also inviting public comment on the Accord in the expectation that market participants will provide input on the areas they see as highest priorities for better harmonization and cooperation.

We expect early initiatives will include setting up systems to coordinate policy and legislative developments and to establish a process that will lead us to uniform prospectus forms and uniform objectives and guidelines for prospectus review.

The goal will be to facilitate a single filing and a single review to serve the needs of both commissions. The benefits include cost savings to both the Commissions and issuers through greater efficiency, including faster turn-around times, in the filing and review process. Investors will also benefit from the improved quality of information available as a result of uniform disclosure and review standards specifically designed for our junior markets.

I would simply add this comment on behalf of the Alberta Securities Commission: We are pleased to be able to enhance the long standing cooperation with the British Columbia Securities Commission, knowing that this Accord will generate benefits for all participants in the securities markets in our respective jurisdictions.

Now let me invite Mr. Hyndman to make a few comments.



Douglas M. Hyndman

As Mr. Hess has said, the British Columbia and Alberta Securities Commissions have much in common.

Ours are, at this time, the only two commissions in Canada that, through the support of our governments, have obtained both self-funding status and rule-making power. Legislation passed in both provinces in 1995, while differing in some respects, has given us the tools to move forward more quickly on a number of fronts to improve the regulatory system.

The Alberta and British Columbia capital markets also have a great deal in common. Both have a growing number of senior issuers and a dynamic and competitive securities industry. Both jurisdictions are also firmly committed to an effective system for venture capital formation and each regulates an active and prominent venture capital exchange.

In addition, both commissions are strongly committed to improving the effectiveness and operational efficiency of securities regulation. We both believe we can achieve that in our respective provinces by better managing and coordinating resources and by bringing greater harmony to our policy and legislative developments

We have enjoyed excellent cooperation and collaboration between our two commissions over the years. We have found occasion to jointly voice our views on the need for regional sensitivities within a national securities regulatory system that recognizes the nature of the securities industry in Canada and in the global market place.

The Letter of Accord gives us a focused and formal foundation upon which to proceed as Mr. Hess has described.

Our two commissions are establishing a joint operations committee to manage the implementation of the Accord. The committee will report to the commissions before March 1 in each year, starting in 1997, and will set out priorities and implementation procedures and timelines.

Discussions to date have identified a number of potential initiatives. They include:

· Moving toward a single jurisdiction review of prospectuses and applications for relief from legislative requirements;

· Developing uniform filing requirements, prospectus forms, escrow policies and vetting procedures;

· Moving toward concurrent registration of dealers, advisers, and salespersons in BC and Alberta through a single filing in one jurisdiction;

· Increasing coordination at the Commissioner level, through cross attendance at commission meetings, common protocols for administrative hearings, a shared decisions database, and possibly more joint hearings;

· Increasing use of reciprocal enforcement orders, within the limits of the law, to improve the effectiveness of enforcement actions;

· Developing a common position on the application of the legislation to offshore distributions, to address a serious area of non-uniformity;

· Assessing how our two commissions can share technology and resources to develop common management information systems; and

· Seeking ways to jointly develop, publish and distribute information aimed at educating investors and other market participants.

We at the British Columbia Securities Commission are excited about the potential results to be achieved from this Accord. Our task as a regulator is to develop and maintain a fair and efficient securities market that warrants public confidence, and to support a dynamic and competitive securities industry that contributes to economic development in our province.

We are confident that the initiatives to be taken under the Accord we have signed today with the Alberta Securities Commission will enable both the Alberta and the British Columbia Securities Commissions to more efficiently and effectively achieve this purpose.