Comment Letter to the Canadian Securities Administrators, Responding to Proposed Amendments to National Instrument 31-103, Registration of non-Canadian Investment Fund Managers

January 13, 2011

From: MFA, Richard Baker


John Stevenson, Ontario Securities Commission
Anne-Marie Beaudoin, Autorit des marchs financiers
British Columbia Securities Commission, Alberta Securities Commission, Saskatchewan Financial Services Commission, Manitoba Securities Commission, Ontario Securities Commission, Autorit des marchs financiers, New Brunswick Securities Commission, Register of Securities, Prince Edward Island, Nova Scotia Securities Commission, Superintendent of Securities, Newfoundland and Labrador, Register of Securities, Northwest Territories, Register of Securities, Yukon Territory, Register of Securities, Nunavut

On January 13, MFA filed a comment letter with the Canadian Securities Administrators in response to the CSAs proposed amendments to National Instrument 31-103, which would require many non-Canadian investment fund managers to register with the CSA if they actively solicit Canadian investors, even if the manager has no place of business in Canada. In the letter, MFA encouraged the CSA to consider providing exemptions or tailored application of regulatory requirements to investment fund managers with no place of business in Canada and which are subject to registration or regulation by their home jurisdiction regulator. We also encouraged the CSA to modify their proposed de minimis thresholds to better account for the size and nature of investments in private funds.