Exemption granted under section 8.2 of National Instrument 81-105 Mutual Fund SalesPractices allowing mutual funds to prepare the required equity interest disclosure intheir prospectus or simplified prospectus based on certain assumptions.
National Instrument 81-105 Mutual Fund Sales Practices.
IN THE MATTER OF
THE MUTUAL RELIANCE REVIEW SYSTEM FOR EXEMPTIVE RELIEF APPLICATIONS
IN THE MATTER OF
HARTFORD INVESTMENTS CANADA CORP.
MRRS DECISION DOCUMENT
WHEREAS the local securities regulatory authority or regulator (the "DecisionMaker") in each of the provinces of British Columbia, Alberta, Saskatchewan, Manitobaand Ontario (the "Jurisdictions") has received an application from Hartford InvestmentsCanada Corp. ("HICC"), on behalf of The Hartford Canada Funds, for a decision pursuantto section 9.1 of National Instrument 81-105 Mutual Fund Sales Practices (the "NationalInstrument") to permit equity interests in The Hartford Financial Services Group, Inc.("HFSG") to be calculated and disclosed for the purposes of the National Instrument as ifHFSG is a reporting issuer, the securities of which are listed on a Canadian stockexchange;
AND WHEREAS pursuant to the Mutual Reliance Review System for ExemptiveRelief Applications (the "System"), the Ontario Securities Commission is the principalregulator for this application;
AND WHEREAS HICC has represented to the Decision Makers that:
1. HICC is the manager, trustee and principal adviser of The Hartford Canada Funds(which consist of The Hartford Canadian Stock Fund, The Hartford Advisors Fund,The Hartford Bond Fund, The Hartford Money Market Fund, The Hartford U.S.Capital Appreciation Fund, The Hartford Global Leaders Fund and The HartfordU.S. Stock Fund) (the "Hartford Funds"), the units of which are qualified fordistribution in the Jurisdictions pursuant to a simplified prospectus and annualinformation form dated April 24, 2000 for which receipts were issued by theapplicable Decision Makers on April 26, 2000 and the sale of units of the HartfordFunds is subject to the requirements of the National Instrument.
2. HICC is an indirect, wholly-owned subsidiary of HFSG such that HFSG isconsidered to be a member of the organization of the Hartford Funds for purposesof the National Instrument.
3. Section 8.2 of the National Instrument requires, among other things, that a mutualfund disclose in its prospectus or simplified prospectus the amount of any "equityinterest" that either a member of the organization of the mutual fund has in aparticipating dealer, or the "equity interest" that a participating dealer, itsassociates, any representatives of the participating dealer or any associates of therepresentative has in any member of the organization of the mutual fund.
4. The term "equity interest" is a defined term in the National Instrument and has adifferent meaning depending on whether the relevant member of the organizationof a mutual fund is a reporting issuer whose securities are listed on a Canadianstock exchange or not.
5. For a member of the organization of a mutual fund that is a reporting issuer in anyjurisdiction and whose securities are listed on a Canadian stock exchange, thethreshold for disclosure of an equity interest by a participating dealer or arepresentative of a participating dealer or their respective associates is more thanten percent (10%) of any class of securities of that member whereas for all otherissuers, any equity interest by a participating dealer or a representative of aparticipating dealer or their respective associates of any class of securities of thatmember must be disclosed.
6. While HFSG is not a reporting issuer in any jurisdiction, and none of its securitiesare listed on a Canadian stock exchange, HFSG is a corporation incorporatedunder the laws of the State of Connecticut in the United States of America (the"U.S.") and is subject to the requirements of the Securities Exchange Act of 1934of the U.S. (the "1934 Act") and is not exempt from the requirements of the 1934 Actpursuant to Rule 129, 3-2 made under the 1934 Act.
7. The common shares of HFSG are listed on The New York Stock Exchange.
8. The common shares of HFSG are widely held with no single shareholder owning10% or more of its issued shares. HFSG currently has approximately 215,000,000common shares issued and outstanding with a current market capitalization ofapproximately U.S. $12 billion.
9. HFSG is a substantial financial services corporation with many subsidiariesincluding, indirectly, HICC. The operations of HICC do not currently and will not inthe foreseeable future have any material impact or effect on HFSG or the value ofits securities.
AND WHEREAS pursuant to the System, this MRRS Decision Document evidencesthe decision of each Decision Maker (collectively, the "Decision");
AND WHEREAS each of the Decision Makers is satisfied that the test contained inthe National Instrument that provides the Decision Makers with the jurisdiction to make theDecision has been met;
THE DECISION of the Decision Makers pursuant to the National Instrument is that,for the purposes of the National Instrument, equity interests in HFSG may be calculatedand disclosed as if HFSG is a reporting issuer, the securities of which are listed on aCanadian stock exchange.
September 12th, 2000.
"J. A. Geller" "Stephen N. Adams"