PEREGRINE FINANCIAL GROUP CANADA INC.

WHEREAS:

(A) Peregrine Financial Group Canada Inc. ("Peregrine") has applied to the Manitoba Securities Commission (the "Commission") pursuant to Section 66 (1) of the Act for an Order that Peregrine be exempted from the requirements of section 3.17 of the MSC Rule 2000-11 to be a member of a Commodity Futures Exchange registered under the Act;

(B) Peregrine has represented to the Commission that:

1. Peregrine is a corporation incorporated under the laws of Canada and has a business office at Suite 200, 1290 Parkway West, Mississauga, Ontario.

2. Peregrine has applied to the Commission to become registered as a Futures Commission Merchant under the Act.

3. Peregrine is currently registered, in Ontario as a Futures Commission Merchant, and in British Columbia, Alberta & Nova Scotia as an investment dealer trading in futures contracts/futures contract options.
4. Peregrine is a member of the Investment Dealers Association of Canada.

5. In connection with commodity futures contracts, Peregrine does not trade commodities or commodity futures contracts traded on The Winnipeg Commodity Exchange. Peregrine is not a member of The Winnipeg Commodity Exchange and does not contemplate in the near future to be a member of such an Exchange.

(C) The Commission is of the opinion that it would not be prejudicial to the public interest to grant the Order requested.

ITS IS ORDERED:

1. THAT pursuant to Section 66 (1) of the Act, Peregrine be exempt from the requirements of section 3.17 of the MSC Rule 2000-11 to be a member of a Commodity Futures Exchange registered under the Act provided that:

a) Peregrine is a member, in good standing, of the Investment Dealers Association of Canada.

b) Peregrine has a business office ("Business office") in another Canadian jurisdiction in which it is registered as a Futures Commission Merchant ("Home jurisdiction") with which Peregrine has, in the opinion of the Director, a substantial connection. The manager of the Business office is registered in Manitoba in a category similar to the registration held in the Home jurisdiction. All partners, directors, officers and salespeople of Peregrine who are required to be registered in Manitoba are registered in Manitoba in a category similar to the registration they hold in the Home jurisdiction.

c) Peregrine promptly notifies the Director if there are any terms, conditions or restrictions imposed at any time on the registration of Peregrine or its partners, directors, officers and salespeople who are registered in Manitoba, in any jurisdiction in which it is registered or by the Investment Dealers Association of Canada.

d) Peregrine promptly notifies the Director if it becomes a member of The Winnipeg Commodity Exchange, or intends to trade in contracts on The Winnipeg Commodity Exchange.

2. THAT the fee for this order shall be $650.00.

BY ORDER OF THE COMMISSION

Director - Legal