CI Investments Inc et al.

January 5, 2021

Decision

Headnote

National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- Relief granted from certain provisions of NI 81-101, NI 41-101, NI 81-102 and NI 81-106 to permit the ETF series of new alternative mutual funds to use the past performance, financial data, start date, trading and pricing information, and ETF expenses of corresponding Terminating ETFs in their sales communications, simplified prospectus, ETF facts document and management reports of fund performance, and use the past performance of the Terminating ETFs to determine their risk level -- New alternative mutual funds having dual class structure under which a single fund offers both mutual fund series units and ETF Series units -- Terminating ETFs being reorganized into corresponding ETF series of corresponding alternative mutual fund -- ETF series of new alternative mutual funds having the same investment objectives, strategies and fees as the corresponding Terminating ETFs -- Unitholders of Terminating ETFs becoming unitholders of the ETF Series of the corresponding new alternative mutual funds further to reorganization.

Applicable Legislative Provisions

National Instrument 81-102 Investment Funds, ss. 15.3(2), 15.6(1)(a)(i), 15.6(1)(b), 15.6(1)(d), 15.8(2)(a), 15.8(2)(a.1), 15.8(3)(a), 15.8(3)(a.1), 15.1.1(a), 15.1.1(b), and 19.1.

Items 2 and 4 of Appendix F Investment Risk Classification Methodology to National Instrument 81-102 Investment Funds.

National Instrument 81-101 Mutual Fund Prospectus Disclosure, ss 2.1 and 6.1.

National Instrument 41-101 General Prospectus Requirements, ss. 3.1(2), 3B.2, and 19.1.

Item 2, Item 4(2)(a), Instructions of Item 4, and Item 5 of Part I, and Item 1.3 of Part II, of Form 41-101F4 Information Required in an ETF Facts Document.

Items 5(b), 9.1(b) and 13.2 of Part B of Form 81-101F1 Contents of Simplified Prospectus.

Item 17.2 of Form 41-101F2 Information Required in an Investment Fund Prospectus.

National Instrument 81-106 Investment Fund Continuous Disclosure, ss. 2.1, 2.3, 4.4 and 17.1.

Items 3.1(1), 3.1(7), 3.1(8), 3.1(13), 4.1(1), 4.1(2), 4.2(1), 4.2(2), 4.3(1)(a) and 4.3(1)(b) of Part B, and Items 3(1) and 4 of Part C, of Form 81-106F1 Contents of Annual and Interim Management Report of Fund Performance.

January 5, 2021

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 CI LAWRENCE PARK ALTERNATIVE INVESTMENT GRADE CREDIT ETF CI MARRET ALTERNATIVE ABSOLUTE RETURN BOND ETF CI MUNRO ALTERNATIVE GLOBAL GROWTH ETF (the Terminating ETFs) CI LAWRENCE PARK ALTERNATIVE INVESTMENT GRADE CREDIT FUND CI MARRET ALTERNATIVE ABSOLUTE RETURN BOND FUND CI MUNRO ALTERNATIVE GLOBAL GROWTH FUND (the Continuing Funds, and together with the Terminating ETFs, the Funds)

DECISION

Background

The principal regulator in the Jurisdiction has received an application (the Application) from the Filer on behalf of the Continuing Funds for a decision under the securities legislation of the regulator (the Legislation) exempting the Continuing Funds from:

(a) Sections 15.3(2), 15.6(1)(a)(i), 15.6(1)(b), 15.6(1)(d), 15.8(2)(a), 15.8(2)(a.1), 15.8(3)(a) and 15.8(3)(a.1) of National Instrument 81-102 Investment Funds (NI 81-102) to permit each ETF series of each Continuing Fund (the ETF Series) to include past performance data of each corresponding series of each Terminating ETF in sales communications and reports to unitholders of each ETF Series of each Continuing Fund (collectively, the Fund Communications);

(b) Section 15.1.1(a) of NI 81-102 and Items 2 and 4 of Appendix F Investment Risk Classification Methodology to NI 81-102 (Appendix F) to permit each ETF Series of each Continuing Fund to include the past performance data of each corresponding series of the corresponding Terminating ETF in determining its investment risk level in accordance with Item 3 of Appendix F;

(c) Section 2.1 of National Instrument 81-101 Mutual Fund Prospectus Disclosure (NI 81-101) for the purposes of the relief requested herein from Form 81-101F1 Contents of Simplified Prospectus (Form 81-101F1);

(d) Sections 3.1(2) and 3B.2 of NI 41-101 General Prospectus Requirements (NI 41-101) for the purposes of the exemptions sought from Form 41-101F2 Information Required in an Investment Fund Prospectus (Form 41-101F2) and Form 41-101F4 Information Required in an ETF Facts Document (Form 41-101F4);

(e) Section 15.1.1(b) of NI 81-102 and Item 4(2)(a) and the Instructions of Item 4 of Part I of Form 41-101F4 to permit each ETF Series of each Continuing Fund to disclose its investment risk level as determined by including the past performance data of each corresponding series of the corresponding Terminating ETF in accordance with Item 3 of Appendix F, as amended by the requested exemptive relief;

(f) Items 5(b) and 9.1(b) of Part B of Form 81-101F1 to permit each ETF Series of each Continuing Fund to disclose the series start date of the corresponding series of the corresponding Terminating ETF as its series start date in the simplified prospectus and to permit each ETF Series of each Continuing Fund to use the corresponding series of the corresponding Terminating ETF's past performance data to calculate that ETF Series' investment risk rating when complying with Item 4 of Appendix F;

(g) Item 13.2 of Part B of Form 81-101F1 to permit each ETF Series of each Continuing Fund to use the financial data of each corresponding series of the corresponding Terminating ETF in making the calculation required under the subheading "Fund Expenses Indirectly Borne by Investors" in the Simplified Prospectus;

(h) Item 17.2 of Form 41-101F2 to permit each ETF Series of each Continuing Fund to disclose the trading price and volume information required thereunder of the corresponding series of the corresponding Terminating ETF as their trading price and volume information;

(i) Item 2 of Part I of Form 41-101F4 to permit each ETF Series of each Continuing Fund to disclose the Date Series Started, Management Expense Ratio, Average Daily Volume, Number of Days Traded, Market Price, Net Asset Value and Average Bid-Ask Spread of the corresponding series of the corresponding Terminating ETF as their information in the applicable ETF facts document of each ETF Series of each Continuing Fund (the ETF Facts);

(j) Item 5 of Part I of Form 41-101F4 to permit each ETF Series of each Continuing Fund to use the past performance data of the corresponding series of the corresponding Terminating ETF in the Year-By-Year Returns, Best and Worst 3-month Returns and Average Return sections in the applicable ETF Facts;

(k) Item 1.3 of Part II of Form 41-101F4 to permit each ETF Series of each Continuing Fund to disclose the information about the ETF expenses of the corresponding series of the corresponding Terminating ETF in the ETF Facts;

(l) Sections 2.1 and 2.3 of NI 81-106 Investment Fund Continuous Disclosure (NI 81-106) to permit the Continuing Funds to use the information required to be included in the financial statements of the Continuing Funds regarding each applicable ETF Series, that is derived from the Terminating ETFs' annual and interim financial statements regarding each corresponding series;

(m) Section 4.4 of NI 81-106 for the purposes of the relief requested herein from Form 81-106F1 Contents of Annual and Interim Management Report of Fund Performance (Form 81-106F1) for the ETF Series of the Continuing Funds;

(n) Items 3.1(1), 3.1(7), 3.1(8) and 3.1(13) of Part B of Form 81-106F1to permit each ETF Series of each Continuing Fund to use the financial highlights of each corresponding series of the corresponding Terminating ETF in its Form 81-106F1;

(o) Items 4.1(1), 4.1(2), 4.2(1), 4.2(2), 4.3(1)(a) and 4.3(1)(b) of Part B of Form 81-106F1 to permit each ETF Series of each Continuing Fund to use the past performance data of each corresponding series of the corresponding Terminating ETF in its Form 81-106F1; and

(p) Items 3(1) and 4 of Part C of Form 81-106F1 to permit each ETF Series of each Continuing Fund to use the financial highlights and past performance data of each corresponding series of the corresponding Terminating ETF in its Form 81-106F1,

(collectively, the Exemption Sought).

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 Filer has provided notice that section 4.7(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in each of the other provinces and territories of Canada (together with Ontario, the Jurisdictions).

Interpretation

Terms defined in National Instrument 14-101 Definitions, MI 11-102, NI 41-101, NI 81-101, NI 81-102 and NI 81-106 have the same meanings if used in this decision, unless otherwise defined.

Representations

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

1. The Filer is a corporation amalgamated under the laws of Ontario. The Filer is registered as follows:

(a) under the securities legislation of all provinces and territories as a portfolio manager;

(b) under the securities legislation of Ontario, Quebec and Newfoundland and Labrador as an investment fund manager;

(c) under the securities legislation of all provinces and territories as an exempt market dealer; and

(d) under the Commodity Future Act (Ontario) as a commodity trading counsel and a commodity trading manager.

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

3. The Filer is the investment fund manager and portfolio manager of the Funds.

4. Neither the Filer nor the Funds are in default of securities legislation in any of the Jurisdictions.

5. Each Terminating ETF is an open-ended exchange-traded "alternative mutual fund" trust (as defined under NI 81-102) created under the laws of the Province of Ontario and governed by an amended and restated declaration of trust dated October 19, 2020, as may be supplemented, amended and/or restated from time to time.

6. Each series of each Terminating ETF is currently listed on the Toronto Stock Exchange (the TSX).

7. Each Continuing Fund is an open-ended "alternative mutual fund" trust (as defined under NI 81-102) created under the laws of the Province of Ontario and governed by an amended and restated master declaration of trust dated April 21, 2020, as supplemented and amended from time to time.

8. Each Fund is a reporting issuer in the Jurisdictions in which its securities are distributed.

9. Subject to any exemptions that have been or may be granted by the applicable securities regulatory authorities, each Fund is an open-ended mutual fund subject to NI 81-102.

10. Securities of each Terminating ETF are qualified for sale in the Jurisdictions under a prospectus and ETF facts documents dated January 20, 2020 (as amended), prepared in accordance with NI 41-101.

11. The ETF Series of each Continuing Fund are qualified for sale in the Jurisdictions under an amended and restated simplified prospectus, annual information form and ETF facts documents dated October 22, 2020, prepared in accordance with NI 81-101 and Form 41-101F4. The Filer and the Continuing Funds rely on an exemption granted December 19, 2019 from the disclosure provisions of NI 81-101 and NI 41-101 to prepare its prospectus and ETF series "fund facts" disclosure.

12. Neither the Filer nor the Funds are in default of securities legislation in any of the Jurisdictions.

The Mergers

13. The Filer is streamlining and modernizing its product lineup and launching certain new funds and amending the structure of certain existing funds, so that such funds will have a "dual class" structure. The dual class structure means that a single fund will offer both mutual fund series units and ETF series units, being units listed for trading on a Canadian stock exchange.

14. As a part of its modernization efforts, the Filer will be merging each Terminating ETF, currently offering only ETF series units, into each corresponding Continuing Fund, which offers both mutual fund series units and the ETF Series units.

15. Up until the completion of the Mergers, each series of each Terminating ETF will be in continuous distribution and listed on the TSX. Upon completion of the Mergers, each ETF Series of each Continuing Fund will assume the ticker symbol of the corresponding series of the corresponding Terminating ETF and will immediately be listed on the TSX under that ticker symbol. The ETF Series will also have the same CUSIP number as the corresponding series of each corresponding Terminating ETF. The Filer has obtained approvals of the TSX and CDS for this approach. The ETF Series of each Continuing Fund are expected to be listed for trading on or about January 18, 2021.

16. The Filer plans to merge the Funds in the following manner (the Mergers, and each a Merger) on or about the Merger Date:

Series of the Terminating ETF

Series of the Continuing Fund

CI Lawrence Park Alternative Investment Grade Credit ETF (Common Units -- CRED)

CI Lawrence Park Alternative Investment Grade Credit Fund (ETF C$ Series -- CRED)

CI Lawrence Park Alternative Investment Grade Credit ETF (US$ Common Units -- CRED.U)

CI Lawrence Park Alternative Investment Grade Credit Fund (ETF US$ Hedged Series -- CRED.U)

CI Marret Alternative Absolute Return Bond ETF (Common Units -- CMAR)

CI Marret Alternative Absolute Return Bond Fund (ETF C$ Series -- CMAR)

CI Marret Alternative Absolute Return Bond ETF (US$ Common Units -- CMAR.U)

CI Marret Alternative Absolute Return Bond Fund (ETF US$ Hedged Series -- CMAR.U)

CI Munro Alternative Global Growth ETF (Common Units -- CMAG)

CI Munro Alternative Global Growth Fund (ETF C$ Series -- CMAG)

17. Each Merger will be carried out pursuant to the "pre-approved" merger conditions set out in section 5.6 of NI 81-102. The Filer has obtained the approval of the IRC for the Mergers and gave notice to investors in the Terminating ETFs of the Mergers. The press release of the Filer was filed on SEDAR on October 2, 2020. The Filer does not consider that the Mergers will be a "material change" for the Continuing Funds.

18. Each Terminating ETF will be terminated on or about the Merger Date and will be wound up as soon as reasonably possible following the Merger Date.

19. Each ETF Series of each Continuing Fund was created for the purpose of the applicable Merger, and therefore:

(a) upon completion of the Mergers, the unitholders of each Terminating ETF will have rights as investors in the Continuing Funds that are substantially similar in all material aspects to the rights they had as investors in the Terminating ETFs prior to the Mergers;

(b) each Continuing Fund has an investment objective and investment strategies that are identical to the investment objective and investment strategies of each corresponding Terminating ETF;

(c) the portfolio manager and sub-adviser of each Continuing Fund is the same as the corresponding Terminating ETF;

(d) each Continuing Fund has valuation procedures that are identical to the valuation procedures of each corresponding Terminating ETF; and

(e) the management fees attached to each ETF Series of each Continuing Fund are the same as the management fees for the corresponding series of the corresponding Terminating ETF. The ETF Series of the Continuing Funds pay fixed administration fees in exchange for the Filer bearing most operating expenses. The fixed administration fee charged to each ETF Series of each Continuing Fund will be the same as or lower than the operating expenses currently paid by each series of the corresponding Terminating ETF.

20. The Filer considers that each Continuing Fund is and will be managed in a manner which is substantially similar in all material respects to the manner in which each corresponding Terminating ETF has been managed.

21. The Filer is seeking to make the Mergers as seamless as possible for investors of each Terminating ETF. The past performance data and financial information of each series of each Terminating ETF is significant information which can assist investors in determining whether to purchase and/or to continue to hold securities of the corresponding ETF Series of the corresponding Continuing Fund. The ETF Series of each Continuing Fund were created on May 7, 2020, however, the Filer has not yet commenced distribution of these ETF Series and will not do so until the completion of the Mergers. As a result, as at the effective date of the Mergers, in the absence of the relief requested herein, the ETF Series will not have their own past performance or series specific financial data on which investors can base an investment decision.

22. The Filer submits that treating the ETF Series of each Continuing Fund as fungible with each corresponding series of each Terminating ETF for purposes of the past performance data and financial information of the Continuing Funds would be beneficial to investors and that to do otherwise would cause unnecessary confusion among investors concerning the difference between each series of each Terminating ETF and each corresponding ETF Series of the corresponding Continuing Fund.

23. The Exemption Sought will allow each Continuing Fund to disclose information to investors in each ETF Series that is based on the same type of information that was applicable to the corresponding series of the corresponding Terminating ETF, that is:

(a) The ETF Facts for each ETF Series will contain information (as listed in the Exemption Sought) that is based on the information disclosed in the ETF Facts for the corresponding series of the corresponding Terminating ETF, until such time as each Continuing Fund has information regarding the ETF Series based on its own operations for the applicable periods.

(b) The Simplified Prospectus for each Continuing Fund will contain information (as listed in the Exemption Sought) about each ETF Series that is based on the information disclosed in the Prospectus for the corresponding series of the corresponding Terminating ETF, until such time as the Continuing Fund has information regarding the ETF Series based on its own operations for the applicable periods.

(c) The risk level for each ETF Series of each Continuing Fund will be based on, and calculated in accordance with, the performance of the corresponding series of the corresponding Terminating ETF, until such time as the ETF Series has the requisite 10-years of performance history. In this regard, the Filer considers that it is appropriate that each ETF Series' have its own investment risk level, as contemplated in Item 3 of Appendix F of NI 81-102.

(d) The management reports of fund performance (the MRFPs) and financial statements for each Continuing Fund will contain information (as listed in the Exemption Sought) about each ETF Series that is based on the information disclosed in the past MRFPs and financial statements, as applicable, for the corresponding series of the corresponding Terminating ETF, until such time as the Continuing Fund has information regarding the ETF Series based on its own operations for the applicable periods.

(e) The Fund Communications for each ETF Series of each Continuing Fund will include the applicable past performance data of the corresponding series of the corresponding Terminating ETF prepared in accordance with Part 15 of NI 81-102.

24. The Filer will include disclosure about the Mergers in each of the documents listed in paragraph 23, to the extent the Filer considers appropriate for the type of document.

25. The Filer submits that investors will not be misled if each of the documents listed in paragraph 23 contains the applicable information about the applicable series of the applicable Terminating ETF and rather will have more complete and accurate information about whether to invest or to continue to hold investments in the ETF Series of the Continuing Funds.

26. On the basis of the foregoing, the Filer submits that it would not be contrary or prejudicial to the public interest to grant the Exemption Sought.

Series of the Terminating ETF	Series of the Continuing Fund

CI Lawrence Park Alternative Investment Grade Credit ETF (Common Units -- CRED)	CI Lawrence Park Alternative Investment Grade Credit Fund (ETF C$ Series -- CRED)

CI Lawrence Park Alternative Investment Grade Credit ETF (US$ Common Units -- CRED.U)	CI Lawrence Park Alternative Investment Grade Credit Fund (ETF US$ Hedged Series -- CRED.U)

CI Marret Alternative Absolute Return Bond ETF (Common Units -- CMAR)	CI Marret Alternative Absolute Return Bond Fund (ETF C$ Series -- CMAR)

CI Marret Alternative Absolute Return Bond ETF (US$ Common Units -- CMAR.U)	CI Marret Alternative Absolute Return Bond Fund (ETF US$ Hedged Series -- CMAR.U)

CI Munro Alternative Global Growth ETF (Common Units -- CMAG)	CI Munro Alternative Global Growth Fund (ETF C$ Series -- CMAG)

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 Exemption Sought is granted provided that:

(a) the Fund Communications for each ETF Series of each Continuing Fund include the applicable past performance data of the corresponding series of the corresponding Terminating ETF prepared in accordance with Part 15 of NI 81-102;

(b) the Simplified Prospectus and ETF Facts for each ETF Series of each Continuing Fund disclose the applicable Merger and state that the series start date for each ETF Series of each Continuing Fund is the series start date of the corresponding series of the corresponding Terminating ETF;

(c) the ETF Facts of each ETF Series of each Continuing Fund include the past performance data of the corresponding series of the corresponding Terminating ETF prepared in accordance with Part 15 of NI 81-102;

(d) the ETF Facts for each ETF Series of each Continuing Fund contain information (as listed in the Exemption Sought) that is based on the information disclosed in the ETF Facts for the corresponding series of the corresponding Terminating ETF and prepared in accordance with Form 41-101F4 and discloses that this information is the information of the corresponding series of the corresponding Terminating ETF, until such time as each Continuing Fund has information regarding the ETF Series based on its own operations for the applicable periods; and

(e) the MRFPs and financial statements for each of the Continuing Funds include the financial information of the corresponding series of the corresponding Terminating ETF as set out in the Exemption Sought and each disclose the applicable Merger until such time as the applicable Continuing Fund has information regarding the ETF Series based on its own operations for the applicable periods.

"Darren McKall"

Manager, Investment Funds and Structured Products

Ontario Securities Commission