Desjardins Société de placement Inc. / Desjardins Investments Inc. et al.

Headnote

National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- Relief granted to permit the extension of a prospectus' lapse date by 62 days to facilitate the consolidation of the funds' prospectus with the prospectus of different funds under common management.

Applicable Legislative Provisions

Securities Act, R.S.O. 1990, c. S.5, as am., s. 62(5).

SEDAR+ #: 06162223

September 18, 2024

IN THE MATTER OF THE SECURITIES LEGISLATION OF QUÉBEC AND ONTARIO (the Jurisdictions) AND IN THE MATTER OF THE PROCESS FOR EXEMPTIVE RELIEF APPLICATIONS IN MULTIPLE JURISDICTIONS AND IN THE MATTER OF DESJARDINS SOCIÉTÉ DE PLACEMENT INC. / DESJARDINS INVESTMENTS INC. (the Filer) AND IN THE MATTER OF DESJARDINS LOW VOLATILITY GLOBAL EQUITY FUND, DESJARDINS GLOBAL EQUITY GROWTH FUND AND DESJARDINS SUSTAINABLE DIVERSITY FUND (formerly Desjardins SocieTerra Diversity Fund) (the January Funds)

DECISION

Background

The securities regulatory authority or regulator in each of the Jurisdictions (the Decision Maker) has received an application from the Filer on behalf of the January Funds for a decision under the securities legislation of the Jurisdictions (the Legislation) that the time limits for the renewal of the simplified prospectus and fund facts for the January Funds dated January 25, 2024 (the January Prospectus) be extended to those time limits that would apply if the lapse date of the January Prospectus was March 28, 2025 (the Exemption Sought).

Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a dual application):

(i) the Autorité des marchés financiers is the principal regulator for this application;

(ii) the Filer has provided notice that subsection 4.7(1) of Multilateral Instrument 11-102 Passport System, which in Québec is a Regulation, RLRQ, c. V-1.1, r.1(Regulation 11-102), is intended to be relied upon in each province and territory of Canada (together with the Jurisdictions, the Canadian Jurisdictions); and

(iii) the decision is the decision of the principal regulator and evidences the decision of the securities regulatory authority or regulator in Ontario.

Interpretation

Terms defined in National Instrument 14-101 Definitions, which in Québec is a Regulation, RLRQ, c. V-1.1, r.3, Regulation 11-102, National Instrument 81-101 Mutual Fund Prospectus Disclosure, which in Québec is a Regulation, RLRQ, c. V-1.1, r.38 (Regulation 81-101), and National Instrument 81-102 Investment Funds, which in Québec is a Regulation, RLRQ, c. V-1.1, r.39 (Regulation 81-102) 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:

Background Facts

The Filer

1. The Filer is a corporation incorporated under the laws of Québec with its head office in Montréal, Québec.

2. The Filer is registered as an Investment Fund Manager in Québec, in Ontario and in Newfoundland and Labrador.

3. The Filer is the manager of each of the January Funds.

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

The January Funds

5. Each January Fund is: (a) an open-ended mutual fund trust established under the laws of Québec; (b) a reporting issuer as defined in the securities legislation of each of the Canadian Jurisdictions and (c); subject to Regulation 81-102.

6. Securities of each of the January Funds are currently distributed in the Canadian Jurisdictions pursuant to the January Prospectus.

Reasons for the Lapse Date Extension

7. Pursuant to subsection 2.5(2) of Regulation 81-101 and subsection 62(1) of the Securities Act (Ontario) (the Act), the lapse date of the January Prospectus is January 25, 2025. Accordingly, pursuant to subsections 2.5(3) and 2.5(4) of Regulation 81-101 and subsection 62(2) of the Act, the distribution of securities of each January Fund would have to cease on the current lapse date of the January Prospectus unless: (i) the January Funds file a pro forma simplified prospectus within 30 days before the current lapse date; (ii) the final simplified prospectus is filed within 10 days after the current lapse date; and (iii) a receipt for the final simplified prospectus is obtained within 20 days after the current lapse date.

8. The Filer is the investment fund manager of 88 other funds listed in Schedule A (the March Funds) that currently distribute their securities under a simplified prospectus and fund facts with a lapse date of March 28, 2025 (the March Prospectus).

9. The Filer wishes to combine the January Prospectus with the March Prospectus in order to reduce renewal, printing, and related costs.

10. Offering the January Funds and the March Funds under one prospectus would facilitate the distribution of the January Funds in the Canadian Jurisdictions and enable the Filer to streamline disclosure across the Filer's fund platform. The January Funds share many common operational and administrative features with the March Funds and combining them under one prospectus (as opposed to two) will allow investors to compare their features more easily.

11. It would be impractical to alter and modify all the dedicated systems, procedures, and resources required to prepare the March Prospectus and unreasonable to incur the costs and expenses associated therewith, so that the March Prospectus can be filed earlier with the January Prospectus.

12. If the Exemption Sought is not granted, it will be necessary to renew the January Prospectus twice within a short period of time in order to consolidate the January Prospectus with the March Prospectus.

13. The Filer may make minor changes to the features of the March Prospectus as part of its renewal. The ability to file the January Prospectus with the March Prospectus will ensure that the Filer can make the operational and administrative features of the respective funds consistent with each other, if necessary.

14. Except as otherwise disclosed in Amendment No.1 to the January Prospectus dated March 28, 2024, there have been no material changes in the affairs of the January Funds since the date of the January Prospectus. Accordingly, the current prospectus and fund facts represent the current information of the January Funds.

15. Given the disclosure obligations of the January Funds, should a material change in the affairs of any of the January Funds occur, the January Prospectus will be amended as required under the Legislation.

16. New investors of the January Funds will receive delivery of the most recently filed fund facts document(s) of the applicable January Fund(s). The January Prospectus will still be available upon request.

17. The Exemption Sought will not affect the accuracy of the information contained in the January Prospectus and therefore will not be prejudicial to the public interest.

Decision

Each of the Decision Makers is satisfied that the decision meets the test set out in the Legislation for the Decision Makers to make the decision.

The decision of the Decision Makers under the Legislation is that the Exemption Sought is granted.

SCHEDULE A

MARCH FUNDS

INCOME FUNDS

1. Desjardins Money Market Fund

2. Desjardins Short-Term Income Fund

3. Desjardins Sustainable Short-Term Income Fund (formerly Desjardins SocieTerra Short-Term Income Fund)

4. Desjardins Canadian Bond Fund

5. Desjardins Sustainable Canadian Bond Fund (formerly Desjardins SocieTerra Canadian Bond Fund)

6. Desjardins Enhanced Bond Fund

7. Desjardins Canadian Corporate Bond Fund

8. Desjardins Sustainable Canadian Corporate Bond Fund

9. Desjardins Global Government Bond Index Fund

10. Desjardins Global Total Return Bond Fund

11. Desjardins Sustainable Environmental Bond Fund (formerly Desjardins SocieTerra Environmental Bond Fund)

12. Desjardins Global Managed Bond Fund

13. Desjardins Sustainable Global Managed Bond Fund (formerly Desjardins SocieTerra Global Managed Bond Fund)

14. Desjardins Global Corporate Bond Fund

15. Desjardins Sustainable Global Corporate Bond Fund (formerly Desjardins SocieTerra Global Corporate Bond Fund)

16. Desjardins Sustainable Global Bond Fund (formerly Desjardins SocieTerra Global Bond Fund)

17. Desjardins Floating Rate Income Fund

18. Desjardins Global Tactical Bond Fund

19. Desjardins Canadian Preferred Share Fund

20. Desjardins Global High Yield Bond Fund

21. Desjardins Emerging Markets Bond Fund

22. Desjardins Sustainable Emerging Markets Bond Fund (formerly Desjardins SocieTerra Emerging Markets Bond Fund)

BALANCED FUNDS

23. Desjardins Global Balanced Growth Fund

24. Desjardins Québec Balanced Fund

25. Desjardins Global Balanced Strategic Income Fund

26. Desjardins Dividend Balanced Fund (formerly Desjardins Dividend Income Fund)

27. Desjardins Sustainable Global Balanced Fund (formerly Desjardins SocieTerra Global Balanced Fund)

CANADIAN EQUITY FUNDS

28. Desjardins Dividend Growth Fund

29. Desjardins Canadian Equity Income Fund

30. Desjardins Sustainable Canadian Equity Income Fund (formerly Desjardins SocieTerra Canadian Equity Income Fund)

31. Desjardins Low Volatility Canadian Equity Fund

32. Desjardins Canadian Equity Fund

33. Desjardins Canadian Equity Value Fund

34. Desjardins Sustainable Canadian Equity Fund (formerly Desjardins SocieTerra Canadian Equity Fund)

35. Desjardins Canadian Small Cap Equity Fund

AMERICAN EQUITY FUNDS

36. Desjardins American Equity Value Fund

37. Desjardins American Equity Growth Fund

38. Desjardins American Equity Growth Currency Neutral Fund

39. Desjardins Sustainable American Equity Fund9* (formerly Desjardins SocieTerra American Equity Fund)

40. Desjardins Sustainable American Small Cap Equity Fund (formerly Desjardins SocieTerra American Small Cap Equity Fund)

GLOBAL AND INTERNATIONAL EQUITY FUNDS

41. Desjardins Sustainable Low Volatility Global Equity Fund (formerly Desjardins SocieTerra Low Volatility Global Equity Fund)

42. Desjardins Overseas Equity Fund

43. Desjardins International Equity Value Fund

44. Desjardins Overseas Equity Growth Fund

45. Desjardins Sustainable International Equity Fund (formerly Desjardins SocieTerra International Equity Fund)

46. Desjardins Global Dividend Fund

47. Desjardins Sustainable Global Dividend Fund (formerly Desjardins SocieTerra Global Dividend Fund)

48. Desjardins Global Equity Fund

49. Desjardins Sustainable Global Opportunities Fund (formerly Desjardins SocieTerra Global Opportunities Fund)

50. Desjardins Sustainable Positive Change Fund (formerly Desjardins SocieTerra Positive Change Fund)

51. Desjardins Global Small Cap Equity Fund

52. Desjardins Sustainable International Small Cap Equity Fund (formerly Desjardins SocieTerra International Small Cap Equity Fund)

53. Desjardins Sustainable Cleantech Fund (formerly Desjardins SocieTerra Cleantech Fund)

54. Desjardins Emerging Markets Fund

55. Desjardins Emerging Markets Opportunities Fund

56. Desjardins Sustainable Emerging Markets Equity Fund (formerly Desjardins SocieTerra Emerging Markets Equity Fund)

ALTERNATIVE FUNDS

57. Desjardins Alt Long/Short Equity Market Neutral ETF Fund

SPECIALTY FUNDS

58. Desjardins Global Infrastructure Fund

INVESTMENT SOLUTIONS

59. Melodia Very Conservative Income Portfolio

60. Melodia Conservative Income Portfolio

61. Melodia Moderate Income Portfolio

62. Melodia Diversified Income Portfolio

63. Melodia Moderate Growth Portfolio

64. Melodia Diversified Growth Portfolio

65. Melodia Balanced Growth Portfolio

66. Melodia Maximum Growth Portfolio

67. Melodia 100% Equity Growth Portfolio

68. Desjardins Sustainable Fixed Income Portfolio (formerly SocieTerra Fixed Income Portfolio)

69. Desjardins Sustainable Conservative Portfolio (formerly SocieTerra Conservative Portfolio)

70. Desjardins Sustainable Moderate Portfolio (formerly SocieTerra Moderate Portfolio)

71. Desjardins Sustainable Balanced Portfolio (formerly SocieTerra Balanced Portfolio)

72. Desjardins Sustainable Growth Portfolio (formerly SocieTerra Growth Portfolio)

73. Desjardins Sustainable Maximum Growth Portfolio (formerly SocieTerra Maximum Growth Portfolio)

74. Desjardins Sustainable 100% Equity Portfolio (formerly SocieTerra 100% Equity Portfolio)

75. Chorus II Conservative Low Volatility Portfolio

76. Chorus II Moderate Low Volatility Portfolio

77. Chorus II Balanced Low Volatility Portfolio

78. Chorus II Growth Portfolio

79. Chorus II Aggressive Growth Portfolio

80. Chorus II Maximum Growth Portfolio

81. Chorus II 100% Equity Growth Portfolio

82. Wise Fixed Income ETF Portfolio

83. Wise Conservative ETF Portfolio

84. Wise Moderate ETF Portfolio (formerly Wise Balanced ETF Portfolio)

85. Wise Balanced 50 ETF Portfolio3

86. Wise Growth ETF Portfolio

87. Wise Aggressive ETF Portfolio (formerly Wise Maximum Growth ETF Portfolio)

88. Wise 100 % Equity ETF Portfolio3