Mutual Reliance Review System for Exemptive Relief Applications -- Extension of lapse date for mutual fund prospectus to allow new management additional time to review business and affairs of the Funds further to a change of control of the Manager of the Funds.
Securities Act, R.S.O. 1990 c. S.5, as amended, ss. 62(1), 62(2) and 62(5).
IN THE MATTER OF
THE SECURITIES LEGISLATION OF
BRITISH COLUMBIA, ALBERTA, SASKATCHEWAN,
MANITOBA, ONTARIO, QUEBEC, NEW BRUNSWICK,
NOVA SCOTIA AND PRINCE EDWARD ISLAND
IN THE MATTER OF
THE MUTUAL RELIANCE REVIEW SYSTEM
FOR EXEMPTIVE RELIEF APPLICATIONS
IN THE MATTER OF
CARTIER MUTUAL FUNDS INC.
CARTIER MONEY MARKET FUND, CARTIER BOND FUND, CARTIER CDN. EQUITY FUND, CARTIER SMALL CAP CDN.
EQUITY FUND, CARTIER U.S. EQUITY FUND, CARTIER GLOBAL EQUITY FUND, CARTIER GLOBAL LEADERS RSP
FUND AND CARTIER MULTIMANAGEMENT PORTFOLIO
(collectively, the "Funds")
MRRS DECISION DOCUMENT
WHEREAS the Canadian securities regulatory authority or regulator (the "Decision Maker") in each of the Provinces of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec, New Brunswick, Nova Scotia and Prince Edward Island (the "Jurisdictions") has received an application (the "Application") from Cartier Mutual Funds Inc. (the "Manager") and the Funds for a decision pursuant to the securities legislation of the Jurisdictions (the "Legislation") that the lapse date for the renewal of the simplified prospectus and annual information form of the Funds dated March 5, 2003 (the "Prospectus') be extended to those time limits that would be applicable if the lapse date of the Prospectus was April 5, 2004.
AND WHEREAS pursuant to the Mutual Reliance Review System for Exemptive Relief Applications (the "System"), the Authorité de marchés financiers du Québec is the principal regulator for this application;
AND WHEREAS it has been represented by the Manager to the Decision Makers that:
(a) The Manager is a corporation established under the laws of Canada and is the manager of the Funds.
(b) The Funds are open-ended investment trusts established under the laws of Quebec.
(c) The Funds are currently qualified for distribution in all of the provinces and territories of Canada under the simplified prospectus of the Funds dated March 5, 2003, as amended (the "Prospectus").
(d) The Funds have filed a pro forma simplified prospectus and annual information form on February 4, 2004 (the "Pro Forma Prospectus") under SEDAR Project #610800.
(e) In each province in Canada other than New Brunswick, provided the Pro Forma Prospectus is filed 30 days prior to March 5, 2004, final versions of the Prospectus are filed by March 15, 2004, and a final receipt for the Prospectus is issued by the securities regulatory authorities by March 25, 2004, the units of the Funds may be distributed continuously without interruption throughout this prospectus renewal period.
(f) In New Brunswick, an exemption order dated march 10, 2004 was obtained to extend the expiry date of the certificate for the Prospectus to March 25, 2004.
(g) The Funds are reporting issuers under the Legislation. None of the Funds is in default of any of the requirements of the Legislation.
(h) On December 30, 2003, Dundee Wealth Management Inc. ("DWMI") indirectly acquired control of the Manager.
(i) As a result of this acquisition, DWMI has decided to merge the back office of Goodman & Company Investment Counsel Ltd. (formerly, Dynamic Mutual Funds Ltd.) ("Goodman") with the back office of the Manager.
(j) As stated in the cover letter to the Pro Forma Prospectus filing, many of the changes in the Pro Forma Prospectus are a result of the continuing harmonization of the back offices of Goodman and the Manager.
(k) Effective the date of this application, the Manager has been informed that the third-party administrator to its back office, may require an additional 6 weeks to complete its testing of the changes to be made to the Manager's back office.
(l) The changes to the Manager's back office include items such as changes to the redemption charge schedules of the Funds, which, if not made correctly, could adversely affect the accuracy of unitholder accounts and thereby have a detrimental impact upon unitholders of the Funds.
AND WHEREAS pursuant to the System this MRRS Decision Document evidences the decision of each Decision Maker (collectively, the "Decision");
AND WHEREAS each of the Decision Makers are satisfied that the test contained in the Legislation that provides the Decision Maker with the jurisdiction to make the Decision has been met;
THE DECISION of the Decision Makers pursuant to the Legislation is that the time limits provided by Legislation as they apply to a distribution of securities under a prospectus are hereby extended to the time limits that would be applicable if the lapse date for the distribution of securities under the Prospectus of the Funds was April 5, 2004 and that the offering of securities of the Funds may continue provided a final simplified prospectus and annual information form is filed no later than 10 days after April 5, 2004 and receipts for the simplified prospectus and annual information form are obtained no later than 20 days after April 5, 2004.
March 15, 2004.