Securities Law & Instruments

Headnote

Housekeeping revocation of Prior Decision of the Commission dated June 19, 2012, In the Matter of Capital International, Inc. (the Lead Filer) and Persons or Companies Acting as an Investment Manager in Ontario Without a Head Office in a Jurisdiction of Canada at the Date of this Decision, (2012) 35 OSCB 6295 -- Prior Decision provided to certain persons and companies a transitional exemption from the investment fund manager registration requirement -- The Prior Decision is now redundant because the transitional exemption in the Prior Decision is, according to its terms, no longer applicable to any person or company.

Applicable Legislative Provisions

Securities Act, R.S.O. 1990, c. S.5, as am., s. 144.

Decisions Cited

In the Matter of Capital International, Inc. (the Lead Filer) and Persons or Companies Acting as an Investment Manager in Ontario Without a Head Office in a Jurisdiction of Canada at the Date of this Decision, (2012) 35 OSCB 6295.

IN THE MATTER OF THE SECURITIES ACT, R.S.O. 1990, c. S.5, AS AMENDED (the "Act" ) AND IN THE MATTER OF A PREVIOUS DECISION OF THE COMMISSION IN THE MATTER OF CAPITAL INTERNATIONAL, INC. (THE LEAD FILER) AND PERSONS OR COMPANIES ACTING AS AN INVESTMENT FUND MANAGER IN ONTARIO WITHOUT A HEAD OFFICE IN A JURISDICTION OF CANADA AT THE DATE OF THAT DECISION

COMMISSION ORDER (Section 144 of the Act)

Interpretation

Unless otherwise defined in this Order or the context otherwise requires, terms used in this Order that are defined in National Instrument 14-101 Definitions or National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations (NI 31-103) have the same meaning.

Background

1. On June 19, 2012, the Commission issued a decision In the Matter of Capital International, Inc. (the Lead Filer) and persons or companies acting as an investment fund manager in Ontario without a head office in a jurisdiction of Canada at the date of this decision (the Prior Decision).

2. The full text of the Prior Decision is set out in the attached Schedule.

3. The Prior Decision, which came into effect on September 28, 2012, provided to certain persons and companies a transitional exemption from the investment fund manager registration requirement.

4. Staff of the Commission have confirmed that the transitional exemption, which is set out in paragraph 9 of the Prior Decision, is, according to its terms, no longer available to any person or company, as there are no remaining applications for registration under the Act as an investment fund manager that were made by December 31, 2012 that have not also been either accepted or refused by the regulator.

5. Accordingly, the Executive Director has applied to the Commission to revoke the Prior Decision on the basis that the Prior Decision is now redundant because the exemptive relief provided for in the Prior Decision is no longer applicable to any person or company.

Commission Order

In the opinion of the Commission it is not prejudicial to the public interest to make this Order.

It is ordered by the Commission, pursuant to section 144 of the Act, that the Prior Decision is revoked.

Dated at Toronto, Ontario, this 7th day of July, 2015.

"Janet Leiper"
"William J. Furlong"
____________________
____________________
Commissioner
Commissioner
Ontario Securities Commission
Ontario Securities Commission

 

Schedule

IN THE MATTER OF MULTILATERAL INSTRUMENT 32-102 REGISTRATION EXEMPTIONS FOR NON-RESIDENT INVESTMENT FUND MANAGERS AND COMPANION POLICY 32-102CP REGISTRATION EXEMPTIONS FOR NON-RESIDENT INVESTMENT FUND MANAGERS AND IN THE MATTER OF CAPITAL INTERNATIONAL, INC. (THE LEAD FILER) AND PERSONS OR COMPANIES ACTING AS AN INVESTMENT FUND MANAGER IN ONTARIO WITHOUT A HEAD OFFICE IN A JURISDICTION OF CANADA AT THE DATE OF THIS DECISION

DECISION

Interpretation

1. Terms defined in the Securities Act (Ontario), National Instrument 14-101 Definitions, or National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations (NI 31-103) or have the same meaning in this order.

Background

2. Section 16.6 of NI 31-103 provides a temporary exemption from the investment fund manager registration requirement for investment fund managers that do not have a head office in Canada.

3. This temporary exemption expires on September 28, 2012.

4. On July 5, 2012, the Ontario Securities Commission will publish for adoption (effective September 28, 2012), subject to Ministry of Finance approval, Multilateral Instrument 32-102 Registration Exemptions for Non-Resident Investment Fund Managers (MI 32-102) and Companion Policy 32-102CP Registration Exemptions for Non-Resident Investment Fund Managers, relating to the investment fund manager registration requirement.

5. The Ontario Securities Commission is extending this temporary exemption so that investment fund managers who do not have a head office in Canada and are required to become registered in the category of investment fund manager under MI 32-102 will have until December 31, 2012 to apply for registration.

Application

6. The Lead Filer has applied to the Commission, under subsection 74(1) of the Securities Act (Ontario) (the "Act"), to extend the transitional relief from the requirement to register as an investment fund manager under subsection 25(4) of the Act to December 31, 2012 (the "Requested Relief"), for itself and each person or company acting as an investment fund manager in Ontario without a head office in a jurisdiction of Canada as of the date of this decision under section 16.6 of NI 31-103, subject to the terms and conditions set out in this decision.

7. The Lead Filer represents that if it were required to comply with section 16.6 of NI 31-103 in its current form and become registered as an investment fund manager in Ontario by September 28, 2012, it would not have sufficient time to do so.

Decision

8. The Commission is satisfied that it would not be prejudicial to the public interest for it to grant the Requested Relief.

9. A person or company that is acting as an investment fund manager in Ontario and whose head office is not in a jurisdiction of Canada is not required to register as an investment fund manager in Ontario:

a. until December 31, 2012, or

b. if the person or company applies for registration as an investment fund manager by December 31, 2012, until the regulator has accepted or refused the registration.

10. This decision comes into effect on September 28, 2012.

Dated this 19th day of June, 2012.

"Christopher Portner"
"James D. Carnwath"
____________________
____________________
Commissioner
Commissioner
Ontario Securities Commission
Ontario Securities Commission