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THE MANtTDIIA IJECURITIES COMMl■■ION

THE SECURITIES ACT Section 31.1

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Order No. 7594 Date: July 27, 2022

THE MUTUAL FUND DEALERS ASSOCIATION OF CANADA

WHEREAS: (A) Section 31.1 of the Act provides the Manitoba Securities Commission (Commission) may recognize in writing the self-regulatory organization if the Commission is satisfied that to do so would be in the public interest.

(B) The Commission recognized the Mutual Fund Dealers Association of Canada (the MFDA) as a self-regulatory organization for mutual fund dealers by an order dated May 31, 2007, as amended on September 12, 2008, November 28, 2008, October 22, 2014, March 21, 2018 and February 25, 2021, subject to terms and conditions (the MFDA Recognition Order).

(C) On August 3, 2021, the Canadian Securities Administrators (the CSA) published the CSA Position Paper 25-404 New Self-Regulatory Organization Framework (the CSA Position Paper) recommending amalgamation of the MFDA with the Investment Industry Regulatory Organization of Canada (IIROC); and the MFDA and IIROC commenced the process of amalgamation to create a new single self-regulatory organization (New SRO).

(D) On October 18, 2021, the Commission received an application from the MFDA (Application) seeking approval to use unallocated monies from the

MFDA Discretionary Fund1 to pay for external advisor costs incurred by the MFDA related to the creation of the New SRO (the New SRO Integration Costs as described in Appendix A of Schedule 1 of this order) in accordance with subparagraph 10 (A)(v) of Schedule A of the MFDA Recognition Order2 .

1 The MFDA Discretionary Fund is an internally restricted fund established by the MFDA Board of Directors, which collects enforcement fines, imposed by order of an MFDA hearing panel, and related investment income. 2 Section 10 of the Terms and Conditions states that all fines collected by the MFDA and all payments

made under settlement agreements entered into with the MFDA may be used only as follows: (A) as approved by the MFDA's Board, (i) for funding the MFDA IPC

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