CI Investments Inc. and CI Gold Bullion Fund

Headnote

NP 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- Exemptive relief granted to mutual funds that are now, or in the future will be, managed by the Filer or its affiliate and that offer, or will offer, securities that are, or will be, listed for trading on the TSX in order to permit the funds to accept a combination of cash and permitted precious metals as subscription proceeds for units of the funds.

Applicable Legislative Provisions

National Instrument 81-102 Investment Funds, ss. 9.4(2), and 19.1.

December 14, 2020

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 CI INVESTMENTS INC. (the Filer) AND IN THE MATTER OF CI GOLD BULLION FUND

DECISION

I. BACKGROUND

The principal regulator in the Jurisdiction has received an application (the Application) from the Filer on behalf of the Funds (as defined below) for a decision under the securities legislation of the Jurisdiction (the Legislation) that exempts the Funds from subsection 9.4(2) of National Instrument 81-102 Investment Funds (NI 81-102), to permit each Fund to accept a combination of cash and Baskets (as defined below) as subscription proceeds for units of the Funds (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 the Application; and

(b) the Filer has provided notice that subsection 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 Ontario (together with Ontario, the Jurisdictions).

II. INTERPRETATION

Terms defined in National Instrument 14-101 -- Definitions, NI 81-102 and MI 11-102 have the same meaning if used in this decision, unless otherwise defined. The following terms have the following meanings:

(a) Basket means, for each Fund, permitted precious metals in such kind as the Fund invests in accordance with its fundamental investment objective and in such amount as determined by the Filer in its discretion from time to time.

(b) Dealer means a dealer (that may or may not be a Designated Broker) that enters into a continuous distribution agreement with the Filer or an affiliate of the Filer on behalf of the Fund, pursuant to which the Dealer may subscribe for and purchase Units from the Fund.

(c) Designated Broker means a dealer that enters into a designated broker agreement with the Filer or an affiliate of the Filer on behalf of the Fund to perform certain duties in relation to the Fund.

(d) Units means, collectively, the securities of the Funds and Unit means any one of them.

(e) Exchange means the Toronto Stock Exchange or another stock exchange recognized by the Ontario Securities Commission.

(f) Funds means CI Gold Bullion Fund and each of the other precious metals funds now, or in the future, that is, or will be, managed by the Filer or its affiliate and that offers or will offer securities that are or will be listed for trading on an Exchange.

(g) Prescribed Number of Units means the number of Units determined from time to time for the purpose of subscription orders, exchanges, redemptions or for other purposes.

III. REPRESENTATIONS

This decision is based on the following facts represented by the Filer.

The Filer

1. The Filer is a corporation amalgamated under the laws of Ontario with its head office located in Toronto, Ontario.

2. The registered office of the Filer is located in Toronto, Ontario.

3. The Filer is registered:

(a) as an investment fund manager under the securities legislation in Ontario, Québec and Newfoundland and Labrador;

(b) as a portfolio manager and exempt market dealer under the securities legislation of each of the Jurisdictions; and

(c) as a commodity trading counsel and commodity trading manager under the Commodity Futures Act (Ontario).

4. The Filer or its affiliate will be the trustee and manager of each Fund.

5. The Filer is not in default of securities legislation in any of the Jurisdictions.

CI Gold Bullion Fund

6. CI Gold Bullion Fund will be a reporting issuer under the laws of all of the Jurisdictions.

7. CI Gold Bullion Fund filed a preliminary long form prospectus on November 23, 2020 with the securities regulatory authorities in each of the Jurisdictions to qualify the issuance of its Units in each of the Jurisdictions on a continuous basis.

8. CI Gold Bullion Fund is not in default of securities legislation in any of the Jurisdictions.

9. CI Gold Bullion Fund will be a precious metals fund. The investment objective of CI Gold Bullion Fund is to seek to provide a cost-effective and convenient way for investors to invest in gold. CI Gold Bullion Fund seeks to buy and hold substantially all of its assets in gold bullion.

Designated Broker and Dealer Agreements

10. Subsection 9.4(2) of NI 81-102 provides that a mutual fund may accept as subscription proceeds for its securities either cash or securities.

11. Each Fund will enter into a designated broker agreement with a Designated Broker and continuous distribution agreement(s) with one or more Dealers, the terms of which will provide that, for each Prescribed Number of Units issued, a Designated Broker or Dealer must deliver payment consisting of, in the Filer's discretion: (i) one Basket and cash in an amount sufficient so that the value of the Basket and the cash received is equal to the net asset value of the Units next determined following the receipt of the subscription order; or (ii) cash in an amount equal to the net asset value of the Units next determined following the receipt of the subscription order.

12. Accordingly, but for the Requested Relief, the Funds would be prohibited from accepting Baskets or a combination of Baskets and cash as payment for Units, as the permitted precious metals that comprise Baskets are not "securities" as defined in the Securities Act (Ontario).

DECISION

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, provided that the acceptance of any Baskets as payment for the issue price of Units is made in accordance with paragraph 9.4(2)(b).