Exemption from the fees otherwise due under subsection 14(1) of Schedule 1 of theRegulation to the Securities Act on a distribution of units made by an "underlying" funddirectly (i ) to a "clone" fund, (ii) to the "clone" fund's counterparties for hedgingpurposes and (iii) on the reinvestment of redistributions on such units.
Regulation made under the Securities Act, R.R.O 1990, Reg, 1015, as am., Schedule 1,ss. 14(1), 14(4) and 59(1).
IN THE MATTER OF
DYNAMIC HEALTH SCIENCES FUND DYNAMIC GLOBAL TECHNOLOGY FUND
(Subsection 59(1) of Schedule I of the Regulation made under
the above statute (the "Regulation"))
UPON the application of Dynamic Mutual Funds Ltd. ("Dynamic"), the managerof the Dynamic RSP Health Sciences Fund and Dynamic RSP Global Technology Fundand other mutual funds established from time to time, (collectively, the "RSP Funds")and Dynamic Health Sciences Fund and Dynamic Global Technology Fund and othermutual funds established by Dynamic from time to time (collectively, the "UnderlyingFunds") to the Ontario Securities Commission (the "Commission") for an order pursuantto subsection 59(1) of Schedule I of the Regulation exempting the Underlying Fundsfrom paying duplicate filing fees on an annual basis in respect of the distribution ofunits of the Underlying Funds to (i) counterparties with whom the RSP Funds haveentered into forward contracts in respect of units purchased to hedge their exposure toRSP Funds (the "Hedge Units") and (ii) the RSP Funds (including in both cases thereinvestment of distributions) (the "Reinvested Units");
AND UPON considering the application and the recommendation of the staff ofthe Commission;
AND UPON Dynamic having represented to the Commission that:
1. Dynamic is the trustee and manager of the RSP Funds and the UnderlyingFunds. Dynamic is a corporation incorporated under the laws of Ontario.
2. Each of the RSP Funds and the Underlying Funds is or will be an open-endedmutual fund trust established under the laws of Ontario.
3. The units of the RSP Funds and the Underlying Funds are or will be qualified fordistribution pursuant to simplified prospectuses and annual information formsfiled across Canada.
4. Each of the RSP Funds and Underlying Funds is or will be a reporting issuerunder the securities laws of each of the provinces and territories of Canada.None of the existing RSP Funds or Underlying Funds is in default of anyrequirements of the securities legislation, regulations or rules applicable in eachof the provinces and territories of Canada.
5. As part of its investment strategy, each RSP Fund may purchase units of theUnderlying Funds (the "Fund on Fund Investments").
6. In addition, as part of their investment strategy, the RSP Funds enter intoforward contracts or other derivative instruments (the "Forward Contracts") withone or more financial institutions (the "Counterparties") that link the returns tothe applicable Underlying Funds.
7. A Counterparty may hedge its obligations under a Forward Contract by investingin Hedge Units of the applicable Underlying Fund.
8. Applicable securities regulatory approvals for the Fund on Fund Investments andthe RSP Funds' investment strategies have been obtained.
9. Annually, each RSP Fund will be required to pay filing fees to the Commission inrespect of the distribution of its units in Ontario pursuant to section 14 ofSchedule I of the Regulation and will similarly be required to pay fees based onthe distribution of its units in other relevant Canadian jurisdictions pursuant tothe applicable securities legislation in each of those jurisdictions.
10. Annually, each Underlying Fund will be required to pay filing fees to theCommission in respect of the distribution of its units in Ontario, including unitsissued to the RSP Funds and Counterparties, pursuant to section 14 ofSchedule I of the Regulation and will similarly be required to pay fees based onthe distribution of its units in other relevant Canadian jurisdictions pursuant tothe applicable securities legislation in each of those jurisdictions.
11. A duplication of filing fees pursuant to Section 14 of Schedule I of the Regulationmay result when: (a) assets of the RSP Funds are invested in an UnderlyingFund; (b) the Counterparties invest in an Underlying Fund; and (c) a distributionis paid by an Underlying Fund on units of the Underlying Fund held by a RSPFund or Counterparty which is reinvested in additional units of the UnderlyingFund ("Reinvested Units").
AND UPON the Commission being satisfied that to do so would not beprejudicial to the public interest;
IT IS ORDERED by the Commission pursuant to subsection 59(1) of Schedule Iof the Regulation that the Underlying Funds are exempt from the payment of duplicatefiling fees on an annual basis pursuant to section 14 of Schedule I of the Regulation inrespect of the distribution of units of the Underlying Funds to the RSP Funds, thedistribution of Hedge Units to Counterparties and the distribution of Reinvested Units,provided that each Underlying Fund shall include in its notice filed under subsection14(4) of Schedule I of the Regulation a statement of the aggregate gross proceedsrealized in Ontario as a result of the issuance by the Underlying Funds of: (1) unitsdistributed to the RSP Funds; (2) Hedge Units; and (3) Reinvested Units; together witha calculation of the fees that would have been payable in the absence of this order.
October 6th, 2000.
"Morley P. Carscallen" "Robert W. Korthals"