Securities Law & Instruments

Headnote

Exemption for pooled funds from the requirement to file with the Commission interim financial statements under section 77(2) of the Act and comparative financial statements under section 78(1) of the Act, subject to conditions.

Statutes Cited

Securities Act, R.S.O. 1990, c. S.5 as am., s. 147.

National Instrument 13-101 -- System for Electronic Document Analysis and Retrieval (SEDAR), s. 2.1(1)1.

Regulations Cited

Regulation made under the Securities Act, R.R.O. Reg. 1015, as am.

IN THE MATTER OF

THE SECURITIES ACT (ONTARIO),

R.S.O. 1990, CHAPTER S.5 AS AMENDED (THE "ACT")

AND

IN THE MATTER OF

UBS GLOBAL ASSET MANAGEMENT (CANADA) CO.

AND

UBS (CANADA) AMERICAN EQUITY FUND

UBS (CANADA) BALANCED (CAPPED) FUND

UBS (CANADA) BALANCED FUND

UBS (CANADA) BOND FUND

UBS (CANADA) CANADA PLUS EQUITY FUND

UBS (CANADA) CANADIAN EQUITY (CAPPED) FUND

UBS (CANADA) CANADIAN EQUITY FUND

UBS (CANADA) CASH IN ACTION FUND

UBS (CANADA) CASH MANAGEMENT FUND

UBS (CANADA) DIVERSIFIED FUND

UBS (CANADA) EMERGING MARKETS EQUITY FUND

UBS (CANADA) EMERGING TECHNOLOGIES FUND

UBS (CANADA) GLOBAL BOND FUND - (CAD)

UBS (CANADA) GLOBAL EQUITY FUND

UBS (CANADA) GLOBAL LARGE CAP EQUITY FUND

UBS (CANADA) GOVERNMENT OF CANADA MONEY MARKET FUND

UBS (CANADA) INTERNATIONAL EQUITY FUND

UBS (CANADA) INTERNATIONAL LARGE CAP EQUITY FUND

UBS (CANADA) LONG TERM BOND FUND

UBS (CANADA) MONEY MARKET FUND

UBS (CANADA) SHORT TERM BOND FUND

UBS (CANADA) SMALL CAPITALIZATION FUND

UBS (CANADA) U.S. $ CASH MANAGEMENT SERIES A

UBS (CANADA) U.S. EQUITY FUND

UBS (CANADA) U.S. LARGE/MID CAP EQUITY FUND

(collectively, the "UBS (CANADA) POOLED FUNDS")

 

ORDER

(Section 147 of the Act)

UPON the application (the "Application") of UBS Global Asset Management (Canada) Co. ("UBS"), the manager of the UBS (Canada) Pooled Funds and other pooled funds established and managed by UBS from time to time (collectively, the "Pooled Funds"), to the Ontario Securities Commission (the "Commission") for an order pursuant to subsection 147 of the Act exempting the Pooled Funds from filing with the Commission the interim and comparative financial statements prescribed by subsections 77(2) and 78(1), respectively, of the Act;

AND UPON considering the Application and the recommendation of the staff of the Commission;

AND UPON UBS having represented to the Commission that:

1. UBS is a corporation existing under the laws of Nova Scotia with its head office in Toronto, Ontario. UBS is, or will be, the manager of the Pooled Funds. UBS is registered with the Commission as a Limited Market Dealer and as an Investment Counsel & Portfolio Manager.

2. Each of the Pooled Funds is, or will be, an open-end mutual fund trust established under the laws of the Province of Ontario. The Pooled Funds are not and will not be reporting issuers in any province or territory of Canada. Units of the Pooled Funds are, or will be, distributed in each of the provinces and territories of Canada without a prospectus pursuant to exemptions from the registration and prospectus delivery requirements of applicable securities legislation.

3. The Pooled Funds are an administratively efficient construction that is designed to permit UBS to build larger investment models rather than reproduce those same models in individual segregated accounts.

4. Each of the Pooled Funds is a "mutual fund in Ontario" as defined in subsection 1(1) of the Act and are required to file with the Commission interim financial statements under subsection 77(2) of the Act and comparative financial statements under subsection 78(1) of the Act (collectively, the "Financial Statements").

5. Unitholders of the Pooled Funds receive the Financial Statements for the Pooled Funds they hold. The Financial Statements are prepared and delivered to unitholders in the form and for the periods required under the Act and the regulation or rules made thereunder (the "Regulation").

6. Subsection 2.1(1)1 of National Instrument 13-101 -- System for Electronic Document Analysis and Retrieval (SEDAR) ("Rule 13-101") requires that every issuer required to file a document under securities legislation make its filing through SEDAR. The Financial Statements filed with the Commission therefore become publicly available.

AND UPON the Commission being satisfied that to do so would not be prejudicial to the public interest,

IT IS ORDERED by the Commission pursuant to section 147 of the Act that the Pooled Funds be exempted from the requirements in subsections 77(2) and 78(1) of the Act to file the Financial Statements with the Commission provided:

(a) The Pooled Funds prepare and deliver to the unitholders of the Pooled Funds the Financial Statements, in the form and for the periods required under the Act and the Regulation, as if the Financial Statements are required to be filed with the Commission;

(b) The Pooled Funds retain the Financial Statements indefinitely;

(c) The Pooled Funds provide the Financial Statements to the Commission or any member, employee or agent of the Commission immediately upon request of the Commission or any member, employee or agent of the Commission;

(d) UBS provides a list of the Pooled Funds relying on this Order to the Investment Funds Branch of the Commission on an annual basis;

(e) Unitholders of the Pooled Funds are notified that the Pooled Funds are exempted from the requirements in subsections 77(2) and 78(1) of the Act to file the Financial Statements with the Commission;

(f) In all other aspects, the Pooled Funds comply with the requirements in Ontario securities law for financial statements; and

(g) This decision, as it relates to the Commission, will terminate after the coming into force of any legislation or rule of the Commission dealing with the matters regulated by subsections 77(2) and 78(1) of the Act.

February 27, 2004.

"Paul M. Moore"
"Theresa McLeod"