National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- Relief granted to mutual fund for extension of lapse date of prospectus for 33 days -- Lapse date extended to permit updating of the disclosure across the fund family -- Extension of lapse date will not affect the currency or accuracy of the information contained in the prospectus -- Securities Act (Ontario).
Applicable Legislative Provisions
Securities Act, R.S.O. 1990, c. S.5, as am., s. 62(5).
May 7, 2014
IN THE MATTER OF THE SECURITIES LEGISLATION OF ONTARIO (the Jurisdiction) AND IN THE MATTER OF THE PROCESS FOR EXEMPTIVE RELIEF APPLICATIONS IN MULTIPLE JURISDICTIONS AND IN THE MATTER OF MANULIFE ASSET MANAGEMENT LIMITED (the Manager) AND IN THE MATTER OF MANULIFE GLOBAL TACTICAL CREDIT FUND and MANULIFE U.S. TACTICAL CREDIT FUND (each a Fund and, collectively, the Funds and, together with the Manager, the Filers)
The principal regulator in the Jurisdiction has received an application from the Filers for a decision under the securities legislation of the Jurisdiction of the principal regulator (the Legislation) for an exemption that the time limits pertaining to filing the renewal prospectus of the Funds be extended as if the lapse date of the simplified prospectus and annual information form dated June 28, 2013 of the Funds (collectively, the Renewal Prospectus) is August 1, 2014 (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 Filers have provided notice that section 4.7(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in all of the provinces and territories of Canada other than the Jurisdiction (collectively with the Jurisdiction, the Jurisdictions).
Defined terms contained in National Instrument 14-101 Definitions and MI 11-102 have the same meaning if used in this decision, unless they are defined in this decision.
This decision is based on the following facts represented by the Filers:
1. Each Fund is a reporting issuer (or the equivalent) as defined in the securities legislation of each of the Jurisdictions.
2. The Filers are not in default of securities legislation in any of the Jurisdictions.
3. Each Fund currently distributes its securities in the Jurisdictions pursuant to a simplified prospectus dated June 28, 2013 (the Prospectus).
4. Amended fund facts that incorporate the requirements of Form 81-101F3 that came into effect on January 13, 2013 were filed on behalf of the Funds on April 24, 2014 (the Fund Facts).
5. The lapse date of the Prospectus under the Legislation is June 28, 2014. Accordingly, under the Legislation, the distribution of securities of the Funds would have to cease on June 28, 2014 unless (i) the Funds file a pro-forma simplified prospectus at least 30 days prior to June 28, 2014; (ii) the final simplified prospectus is filed no later than 10 days after June 28, 2014; and (iii) a receipt for the final simplified prospectus is obtained within 20 days of June 28, 2014.
6. The Manager is registered under the Securities Act (Ontario) as an investment fund manager and in other categories.
7. The Manager is the manager of the Funds and approximately 100 mutual funds (the Affiliated Funds) that currently distribute their securities to the public under a simplified prospectus and annual information form (filed on SEDAR under Project No. 2075524), which has August 1, 2014 as its lapse date under the Legislation.
8. The Affiliated Funds share many common operational and administrative features with the Funds and combining them in the same prospectus booklet will allow investors to more easily compare the features of the Affiliated Funds and the Funds.
9. It would be impractical to alter and modify all the dedicated systems, procedures and resources required to prepare the renewal prospectus, annual information form and fund facts for the approximately 100 Affiliated Funds, and unreasonable to incur the costs and expenses associated therewith (certain of which would be borne by investors in the Affiliated Funds), so that the renewal prospectus for the approximately 100 Affiliated funds can be filed earlier with the renewal prospectus for the two Funds.
10. The Manager may make minor changes to the features of the Affiliated Funds as part of the process of renewing the Affiliated Funds' prospectus in July 2014. The ability to file the Renewal Prospectus with those of the Affiliated Funds will ensure that the Manager can make the operational and administrative features of the Funds and the Affiliated Funds consistent with each other.
11. There have been no material changes in the affairs of the Funds since the date of the Prospectus. Accordingly, the Prospectus represents current information regarding the Funds. In addition, the Fund Facts filed on April 24, 2014 provides even more current information to investors regarding the Funds.
12. After June 13, 2014, new investors will receive delivery of the Fund Facts. The Prospectus will still be available upon request.
13. The Requested Relief will not affect the accuracy of the information in the Prospectus or the Fund Facts and therefore will not be prejudicial to the public interest.
The principal regulator is satisfied that the decision meets the test set out in the Legislation for the principal regulator to make the decision.
The decision of the principal regulator under the Legislation is that the Requested Relief is granted.