National Policy 11-203 Process for Exemptive Relief Appli-cations in Multiple Jurisdictions – Relief granted to mutual fund for extension of lapse date to January 14, 2019 – Extension of lapse date will not affect the currency or accuracy of the information contained in the prospectus.
Applicable Legislative Provisions
Securities Act, R.S.O. 1990, c. S.5, as am., s. 62(5).
November 29, 2018
IN THE MATTER OF
THE SECURITIES LEGISLATION OF
IN THE MATTER OF
THE PROCESS FOR EXEMPTIVE RELIEF
APPLICATIONS IN MULTIPLE JURISDICTIONS
IN THE MATTER OF
(the “Filer” or the “Fund”)
The principal regulator in the Jurisdiction has received an application from the Filer for a decision under the securities legislation of the Jurisdiction of the principal regulator (“Legislation”) that the time limits pertaining to filing the renewal prospectus of the Filer dated September 29, 2017 (the “Current Prospectus”) be extended as if the lapse date was January 14, 2019 (the “Requested Relief”).
Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a passport application):
(a) the Ontario Securities Commission is the principal regulator for this application, and
(b) the Filer has provided notice that Section 4.7(1) of Multilateral Instrument 11-102 – Passport System is intended to be relied upon in each of British Columbia, Alberta, Saskatchewan, Manitoba, New Bruns-wick, Nova Scotia and Newfoundland & Labrador (together with Ontario, the “Jurisdictions”).
Terms defined in National Instrument 14-101 – Definitions have the same meaning if used in this decision, unless otherwise defined.
The decision is based on the following facts as represented by the Filer:
1. The Filer is a reporting issuer in each of the Jurisdictions and is not in default of securities legislation in any of the Jurisdictions.
2. Common shares of the Filer are qualified for distribution in each of the Jurisdictions on a continuous monthly basis under the Filer’s long-form prospectus on Form 41-101F2 dated September 29, 2017.
3. The Filer has been in discussions with OSC Staff relating to the terms and conditions of the Filer’s transition from oversight by the Investment Funds and Structured Products branch of the OSC as an investment fund issuer to oversight by the Corporate Finance branch of the OSC as a corporate issuer (the “Transition”). The Transition is expected to be completed by September 2019.
4. The lapse date of the Filer’s Current Prospectus was September 29, 2018. A pro forma prospectus of the Filer was filed on August 28, 2018. As the Filer had not concluded its discussions with OSC Staff regarding the terms and conditions of the Transition that would be reflected in the Fund’s 2018 renewal prospectus, the Filer was granted a lapse date extension to November 29, 2018.
5. Absent the Requested Relief, pursuant to the Legislation, the Filer’s final prospectus would have to be filed by December 9, 2018, being 10 days after the extended lapse date, and a receipt for the final prospectus obtained by December 19, 2018, being 20 days after the extended lapse date in order for the distribution of the common shares of the Filer to continue without interruption.
6. The Filer and OSC Staff are continuing to have discussions regarding the terms and conditions of the Transition and believe that such discussions will not be concluded within such time as to permit the Filer to file its final 2018 renewal prospectus by December 9, 2018.
7. The Filer is seeking the Requested Relief in order to allow it additional time to conclude its discussions with OSC Staff regarding the terms and conditions of the Transition and to reflect same in the Filer’s 2018 renewal prospectus without resulting in the Fund being forced to cease distribution of its common shares because the Current Prospectus has lapsed.