1832 Asset Management L.P.
Headnote
National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- Relief granted to two mutual funds for extension of lapse date of respective prospectuses for 52 and 72 days, respectively -- Filer will incorporate offering of the two mutual funds under the same offering documents as related family of funds when they are renewed -- Extension of lapse date will not affect the currency or accuracy of the information contained in the respective prospectuses.
Applicable Legislative Provisions
Securities Act, R.S.O. 1990, c. S. 5, as amended, s. 62(5).
August 26, 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 1832 ASSET MANAGEMENT L.P. (the Filer)
DECISION
Background
The principal regulator in the Jurisdiction has received an application from the Filer on behalf of Dynamic U.S. Value Balanced Fund and Dynamic Premium Yield Fund (each, a Fund, and collectively, the Funds) for a decision (the Exemption Sought) under the securities legislation of the Jurisdiction of the principal regulator (the Legislation) that the time limits for the renewal of the simplified prospectus of each Fund be extended to those time limits that would be applicable as if the lapse date of each simplified prospectus and annual information form dated September 20, 2013 and October 8, 2013, respectively, was November 29, 2014.
Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a passport application):
(a) the Ontario Securities Commission (OSC) 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 each of the other provinces and territories of Canada (together with Ontario, the Jurisdictions).
Interpretation
Terms defined in National Instrument 14-101 -- Definitions and MI 11-102 have the same meaning if used in this decision, unless otherwise defined.
Representations
This decision is based on the following facts represented by the Filer:
1. Each of the Funds is an open-ended mutual fund trust established under the laws of the Province of Ontario and is a reporting issuer as defined in the securities legislation of each of the Jurisdictions.
2. Dynamic U.S. Value Balanced Fund currently distributes its securities in the Jurisdictions pursuant to a simplified prospectus dated September 20, 2013.
3. Dynamic Premium Yield Fund currently distributes its securities in the Jurisdictions pursuant to a simplified prospectus dated October 8, 2013.
4. Amended fund facts that incorporate the requirements of Form 81-101F3 that came into effect on January 13, 2014 (the Fund Facts) were supposed to be filed on behalf of each of the Funds on or before May 13, 2014. Due to an administrative oversight, amended Fund Facts were not filed on behalf of each of the Funds until August 19, 2014. The Filer will send to each investor that purchased units of the Funds between June 13, 2014 and August 19, 2014 a notice that will include a copy of the amended Fund Facts that were filed on August 19, 2014.
5. The lapse date of the simplified prospectus of Dynamic U.S. Value Balanced Fund under the Legislation is September 20, 2014. Accordingly, under the Legislation, the distribution of securities of Dynamic U.S. Value Balanced Fund would have to cease on September 20, 2014 unless: (i) Dynamic U.S. Value Balanced Fund files a pro forma simplified prospectus at least 30 days prior to September 20, 2014; (ii) the final simplified prospectus is filed no later than 10 days after September 20, 2014; and (iii) a receipt for the final simplified prospectus is obtained within 20 days of September 20, 2014.
6. The lapse date of the simplified prospectus of Dynamic Premium Yield Fund under the Legislation is October 8, 2014. Accordingly, under the Legislation, the distribution of securities of Dynamic Premium Yield Fund would have to cease on October 8, 2014 unless: (i) Dynamic Premium Yield Fund files a pro forma simplified prospectus at least 30 days prior to October 8, 2014; (ii) the final simplified prospectus is filed no later than 10 days after October 8, 2014; and (iii) a receipt for the final simplified prospectus is obtained within 20 days of October 8, 2014.
7. The Filer is the manager of the Funds. The Filer is also the manager of 102 other Dynamic mutual funds (collectively, the Other Funds) that are offered under a simplified prospectus, the lapse date of which is November 29, 2014.
8. The Filer is an Ontario limited partnership, which is wholly-owned, indirectly, by the Bank of Nova Scotia (BNS). The general partner of the Filer is 1832 Asset Management G.P. Inc., an Ontario corporation wholly-owned directly by BNS with its head office in Ontario.
9. The Filer is registered as (i) a portfolio manager in all of the provinces of Canada and in the Northwest Territories and the Yukon; (ii) an exempt market dealer in all of the provinces of Canada (except Prince Edward Island and Saskatchewan); (iii) an investment fund manager in Ontario, Quebec, Newfoundland and Labrador and the Northwest Territories; and (iv) a commodity trading manager in Ontario.
10. Except as provided for in paragraph 4 above, neither the Filer nor any of the Funds is in default of securities legislation in any of the Jurisdictions.
11. The Filer wishes to combine the simplified prospectuses of the Funds with the simplified prospectus of the Other Funds in order to reduce the cost of renewing the simplified prospectuses of the Funds and on-going printing and related costs. Offering the Funds under the same offering documents as the Other Funds would facilitate the distribution of the Funds in the Jurisdictions under the same simplified prospectus and would also assist in disseminating information with respect to the Funds and the Other Funds in such matters such as switching between the Funds and the Other Funds. The Other Funds share many common operational and administrative features with the Funds and combining them in the same simplified prospectus will allow investors to more easily compare the features of the Other Funds and the Funds.
12. It would be impractical to alter and modify all the dedicated systems, procedures and resources required to prepare the renewal simplified prospectus, annual information form and fund facts of the Other Funds, and unreasonable to incur the costs and expenses associated therewith, so that the renewal simplified prospectus of the Other Funds can be filed earlier with the renewal simplified prospectus of Dynamic U.S. Value Balanced Fund. As the simplified prospectus of the Other Funds is a very large document and there is an in-depth internal review process that the Filer undertakes when renewing that document, the Filer would not have sufficient time to finalize and file the pro forma simplified prospectus of the Other Funds by at least 30 days prior to September 20, 2014.
13. The Filer may make minor changes to the features of the Other Funds as part of the process of renewing the Other Funds' simplified prospectus in November 2014. The ability to file the simplified prospectuses of the Funds with those of the Other Funds will ensure that the Filer can make the operational and administrative features of the Funds and the Other Funds consistent with each other.
14. If the Exemption Sought is not granted, it will be necessary to renew the simplified prospectuses of the Funds twice within a short period of time in order to consolidate those simplified prospectuses with the simplified prospectus of the Other Funds.
15. There have been no material changes in the affairs of Dynamic U.S. Value Balanced Fund since the date of the simplified prospectus of Dynamic U.S. Value Balanced Fund. Accordingly, the simplified prospectus of Dynamic U.S. Value Balanced Fund represents current information of Dynamic U.S. Value Balanced Fund. In addition, the Fund Facts filed on August 19, 2014 provide even more current information to investors regarding Dynamic U.S. Value Balanced Fund.
16. There have been no material changes in the affairs of Dynamic Premium Yield Fund since the date of the simplified prospectus of Dynamic Premium Yield Fund. Accordingly, the simplified prospectus of Dynamic Premium Yield Fund represents current information of Dynamic Premium Yield Fund. In addition, the Fund Facts filed on August 19, 2014 provide even more current information to investors regarding Dynamic Premium Yield Fund.
17. Given the disclosure obligations of the Funds, should any material changes be proposed, the respective simplified prospectus of each of the Funds will be amended accordingly.
18. New investors of each of the Funds will receive delivery of the respective Fund Facts dated August 19, 2014 of each of the Funds. The respective simplified prospectus of each of the Funds will still be available upon request.
19. The Exemption Sought will not affect the accuracy of the information contained in the respective simplified prospectus or Fund Facts of each of the Funds, and therefore will not be prejudicial to the public interest.
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.