Fidelity Investments Canada ULC

Headnote

National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- relief from subsection 62(5) of the Securities Act granting an extension of the lapse date of four prospectuses so that funds qualified for distribution by three prospectuses can be incorporated into a fourth prospectus when it is renewed and so that changes to the pricing program of the funds can be implemented.

Applicable Legislative Provisions

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

November 8, 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 FIDELITY INVESTMENTS CANADA ULC (the Filer) AND IN THE MATTER OF THE FUNDS LISTED IN SCHEDULE "A" HERETO (the September Funds), THE FUNDS LISTED IN SCHEDULE "B" HERETO (the October Funds), AND THE FUNDS LISTED IN SCHEDULE "C" HERETO (the Existing Alternative Funds) AND THE FUNDS LISTED IN SCHEDULE "D" HERETO (the November Funds, and together with the September Funds, the October Funds and the Existing Alternative Funds, the Funds and each a Fund)

DECISION

Background

The principal regulator in the Jurisdiction has received an application from the Filer on behalf of the Funds for a decision under the securities legislation of the Jurisdiction (the Legislation) that varies the decision dated July 13, 2021 extending the time limits for the renewal of each simplified prospectus, fund facts and annual information form of the Funds (each, a Renewal Prospectus) to those time limits that would apply if the lapse date was November 1, 2021 (the Original Lapse Date Extension) to further extend those time limits to that which would apply if the lapse date was November 30, 2021 and furthermore to extend the time limits for the renewal of the simplified prospectus, fund facts and annual information form of the November Funds be extended to those time limits that would apply if the lapse date was November 30, 2021 (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, and National Instrument 81-102 Investment Funds (NI 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:

Fidelity and the Funds

1. Fidelity is a corporation amalgamated under the laws of Alberta and has its head office in Toronto, Ontario.

2. Fidelity is registered as follows: (i) as a portfolio manager and mutual fund dealer in each of the Jurisdictions; (ii) as an investment fund manager in Ontario, Quebec, and Newfoundland and Labrador; and (iii) as a commodity trading manager under the Commodity Futures Act (Ontario).

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

4. Neither Fidelity nor the Funds are in default of the securities legislation of any Jurisdiction.

5. The Funds are open-end mutual fund trusts governed by a declaration of trust under the laws of the Province of Ontario. The Funds are reporting issuers under the securities legislation of each of the Jurisdictions and are governed by the provisions of National Instrument 81-102 Investment Funds ("NI 81-102").

The September Funds

6. Securities of the September Funds are currently distributed in the Jurisdictions pursuant to a simplified prospectus, fund facts and annual information form dated September 18, 2020, as amended from time to time (the "September Funds Prospectus"). Accordingly, the lapse date is September 18, 2021. This lapse date has been extended to November 1, 2021, by a Decision Document Dated July 13, 2021 (the "July Relief").

7. There have been no material changes in the affairs of the September Funds since the filing of the current simplified prospectus dated September 18, 2020, other than as described in the amendments to the current prospectus dated January 12, 2021 (the "September Funds Amendments").

8. In order to be deemed to remain continuously qualified to distribute their securities in the Jurisdictions, the September Funds are:

a. required by sections 62(2)(a) and 62(2)(b) of the Securities Act (Ontario) (the "OSA") and sections 2.5(4)(a) and 2.5(4)(b) of National Instrument 81-101 Mutual Fund Prospectus Disclosure ("NI 81-101"), as modified by the July Relief to file a pro forma version of a renewal prospectus by no later than October 2, 2021 and a final version of a renewal prospectus by no later than November 10, 2021; and

b. required by sections 62(2)(c) of the OSA and 2.5(4)(c) of NI 81-101, as modified by the July Relief, to receive a receipt for the final version of a renewal prospectus by no later than November 20, 2021.

The October Funds

9. Securities of the October Funds are currently distributed in the Jurisdictions pursuant to a simplified prospectus, fund facts and annual information form dated October 2, 2020, as amended from time to time (the "October Funds Prospectus"). Accordingly, the lapse date is October 2, 2021. This lapse date has been extended to November 1, 2021, by the July Relief.

10. There have been no material changes in the affairs of the October Funds since the filing of the current simplified prospectus dated October 2, 2020.

11. In order to be deemed to remain continuously qualified to distribute their securities in the Jurisdictions, the October Funds are:

a. required by sections 62(2)(a) and 62(2)(b) of the OSA and sections 2.5(4)(a) and 2.5(4)(b) of NI 81-101, as modified by the July Relief to file a pro forma version of a renewal prospectus by no later than October 2, 2021 and a final version of a renewal prospectus by no later than November 10, 2021; and

b. required by sections 62(2)(c) of the OSA and 2.5(4)(c) of NI 81-101 to receive a receipt for the final version of a renewal prospectus by no later than November 20, 2021.

The Existing Alternative Funds

12. The Existing Alternative Funds are alternative mutual funds under NI 81-102.

13. Securities of the Existing Alternative Funds are currently distributed in the Jurisdictions pursuant to a simplified prospectus, fund facts and annual information form dated October 5, 2020, as amended from time to time (the "Alternative Funds Prospectus"). Accordingly, the lapse date is October 5, 2021. This lapse date has been extended to November 1, 2021, by the July Relief.

14. There have been no material changes in the affairs of the Existing Alternative Funds since the filing of the current simplified prospectus dated October 5, 2021.

15. In order to be deemed to remain continuously qualified to distribute their securities in the Jurisdictions, the Existing Alternative Funds are:

a. required by sections 62(2)(a) and 62(2)(b) of the OSA and sections 2.5(4)(a) and 2.5(4)(b) of NI 81-101, as modified by the July Relief to file a pro forma version of a renewal prospectus by no later than October 2, 2021 and a final version of a renewal prospectus by no later than November 10, 2021; and

b. required by sections 62(2)(c) of the OSA and 2.5(4)(c) of NI 81-101 to receive a receipt for the final version of a renewal prospectus by no later than November 20, 2021.

The November Funds

16. Securities of the November Funds are currently distributed in the Jurisdictions pursuant to a simplified prospectus, fund facts and annual information form dated November 1, 2020, as amended from time to time (the "November Funds Prospectus"). Accordingly, the lapse date is November 1, 2021.

17. There have been no material changes in the affairs of the November Funds since the filing of the current simplified prospectus dated November 1, 2020, other than as described in the amendments to the current prospectus dated November 23, 2020, December 24, 2020, January 12, 2021, February 19, 2021, April 26, 2021, and June 25, 2021 (the "November Funds Amendments").

18. In order to be deemed to remain continuously qualified to distribute their securities in the Jurisdictions, the November Funds are:

a. required by sections 62(2)(a) and 62(2)(b) of the OSA and sections 2.5(4)(a) and 2.5(4)(b) of NI 81-101 to file a pro forma version of a renewal prospectus by no later than October 2, 2021 and a final version of a renewal prospectus by no later than November 10, 2021; and

b. required by sections 62(2)(c) of the OSA and 2.5(4)(c) of NI 81-101 to receive a receipt for the final version of a renewal prospectus by no later than November 20, 2021.

The Fidelity Funds Renewal Prospectus

19. Securities of the majority of the mutual funds currently managed by Fidelity (the "Fidelity Funds") are currently distributed to the public in the Jurisdictions pursuant to a simplified prospectus, fund facts and annual information form dated November 1, 2020, as amended from time to time.

20. Subject to obtaining the Exemption Sought, Fidelity intends to file on or about September 15, 2021 (and by no later than October 2, 2021, as required by sections 62(2)(a) of the OSA and 2.5(4)(a) of NI 81-101) a combined pro forma simplified prospectus, fund facts and annual information form (the "Fidelity Funds Renewal Prospectus") for the Fidelity Funds.

21. Consistent with the July Relief, Fidelity intends to combine the Fidelity Funds Renewal Prospectus with the renewal prospectuses for the September Funds, the October Funds and the Existing Alternative Funds. The July Relief specifically permits the Existing Alternative Funds to be combined into the renewal prospectus of the Fidelity Funds.

22. The purpose of the prospectus consolidation aspect of the July Relief was to:

c. reduce renewal, printing and related costs, and

d. facilitate the distribution of the Existing Alternative Funds in the Jurisdictions under the same prospectus disclosure and enable the Filer to streamline disclosure across the Filer's fund platform

These objectives can be best achieved if the September Funds, the October Funds and the Existing Alternative Funds join the other Fidelity Funds in the Fidelity Funds Renewal Prospectus by merging the renewal prospectuses of the Funds into the Fidelity Funds Renewal Prospectus filing.

23. Fidelity has recently determined that it is in the best interests of the Funds to modify the Fidelity Preferred Program ("FPP") which is a pricing program for investors invested in Series B, S5, F or F5 securities (collectively, the "Base Series") of the Funds. Under the FPP, securities of the Base Series are automatically switched into Tiered Series securities of the Fund as indicated in the following chart, based on asset levels, with each Tiered Series having a lower combined management and advisory fee and administration fee than the previously numbered series.

Base Series	Tiered Series
Series B	Series E1, E2, E3, E4 or E5
Series S5	Series E1T5, E2T5, E3T5, E4T5 or E5T5
Series F	Series P1, P2, P3, P4 or P5
Series F5	Series P1T5, P2T5, P3T5, P4T5 or P5T5

24. Dealers who distribute the Funds have provided feedback to Fidelity that the FPP is too complex operationally and creates too many fund series for the Dealer to properly administer. In response to this feedback, Fidelity is currently working on a project to convert the FPP from its current Tiered Securities structure to a tiered rebate structure. This would eliminate the need for Tiered Series securities, which comprise up to 20 more series per Fund.

25. Fidelity had planned to obtain board approval for this change in October 2021, and implement it with the filing of the Fidelity Funds Renewal Prospectus, with an effective date of November 1, 2021. This would permit the Tiered Series securities to be removed from the Fidelity Funds Renewal Prospectus.

26. During its recent planning discussions with participating dealers to implement the change to the FPP, Fidelity has determined that a November 1 date would cause complications for those dealers as it coincides with the financial year end of many of those dealers. Accordingly, Fidelity has revised its plan and will likely proceed with this change on or around November 12, 2021, but not later than November 30, 2021.

27. If the November 12, 2021 or a later date is chosen, in the absence of the Exemption Sought, Fidelity would have to file the Fidelity Funds Renewal Prospectus (including the September Funds, the October Funds and the Existing Alternative Funds) with Tiered Series securities, only to have them removed from distribution a couple of weeks later. Accordingly, Fidelity is applying to extend the time period during which the Funds may continue to distribute securities under their current prospectuses so that the September Funds, the October Funds and the Existing Alternative Funds can join and use the Fidelity Funds Renewal Prospectus as these Funds' offering document and not incur the unnecessary costs of renewing the Tiered Series securities.

28. The September Funds Prospectus, October Funds Prospectus, the Alternative Funds Prospectus, the November Funds Prospectus and current fund facts document of each Fund represent current information regarding the Funds. Given the disclosure obligations of the Funds, should a material change in the affairs of any of the Funds occur, the current simplified prospectus and fund facts document(s) of the applicable Fund(s) will be amended as required under the Legislation.

29. New investors of the Funds will receive delivery of the most recently filed fund facts document(s) of the applicable Fund(s). The September Funds Prospectus, the October Funds Prospectus, the Alternative Funds Prospectus and the November Funds Prospectus will still be available upon request.

30. The Exemption Sought will not affect the accuracy of the information contained in the September Funds Prospectus, the October Funds Prospectus, the Alternative Funds Prospectus or the November Funds Prospectus 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.

"Darren McKall"

Manager, Investment Funds & Structured Products Branch

Ontario Securities Commission

Application File #: 2021/0472

Schedule A

The September Funds

Fidelity Long-Term Leaders Fund

Fidelity Long-Term Leaders Currency Neutral Fund

Schedule B

The October Funds

Fidelity Canadian Core Equity Fund

Fidelity U.S. Core Equity Fund

Schedule C

The Existing Alternative Funds

Fidelity Global Value Long/Short Fund

Fidelity Long/Short Alternative Fund

Fidelity Market Neutral Alternative Fund

Schedule D

The November Funds

Fidelity Canadian Disciplined Equity® Fund

Fidelity Canadian Growth Company Fund

Fidelity Canadian Large Cap Fund

Fidelity Canadian Opportunities Fund

Fidelity Dividend Fund

Fidelity Greater Canada Fund

Fidelity Dividend Plus Fund

Fidelity Special Situations Fund

Fidelity True North® Fund

Fidelity Canadian Core Equity Fund

Fidelity American Disciplined Equity® Fund

Fidelity American Equity Fund

Fidelity American Equity Systematic Currency Hedged Fund

Fidelity U.S. Focused Stock Fund

Fidelity U.S. Focused Stock Systematic Currency Hedged Fund

Fidelity Small Cap America Fund

Fidelity Small Cap America Systematic Currency Hedged Fund

Fidelity U.S. Dividend Fund

Fidelity U.S. Dividend Currency Neutral Fund

Fidelity U.S. Dividend Systematic Currency Hedged Fund

Fidelity U.S. Dividend Registered Fund

Fidelity U.S. All Cap Fund

Fidelity Women's Leadership Fund

Fidelity Women's Leadership Systematic Currency Hedged Fund

Fidelity Insights Systematic Currency Hedged Fund

Fidelity U.S. Core Equity Fund

Fidelity AsiaStar® Fund

Fidelity China Fund

Fidelity Emerging Markets Fund

Fidelity Europe Fund

Fidelity Far East Fund

Fidelity Global Fund

Fidelity Global Disciplined Equity® Fund

Fidelity Global Dividend Fund

Fidelity Global Large Cap Fund

Fidelity Global Concentrated Equity Fund

Fidelity Global Concentrated Equity Currency Neutral Fund

Fidelity Global Small Cap Fund

Fidelity International Disciplined Equity® Fund

Fidelity International Concentrated Equity Fund

Fidelity International Concentrated Equity Currency Neutral Fund

Fidelity Japan Fund

Fidelity NorthStar® Fund

Fidelity International Growth Fund

Fidelity Long-Term Leaders Fund

Fidelity Long-Term Leaders Currency Neutral Fund

Fidelity Climate Leadership FundTM

Fidelity Global Intrinsic Value Fund

Fidelity Global Consumer Industries Fund

Fidelity Global Financial Services Fund

Fidelity Global Health Care Fund

Fidelity Global Natural Resources Fund

Fidelity Global Real Estate Fund

Fidelity Technology Innovators Fund

Fidelity Canadian Asset Allocation Fund

Fidelity Canadian Balanced Fund

Fidelity Monthly Income Fund

Fidelity Income Allocation Fund

Fidelity Global Asset Allocation Fund

Fidelity Global Monthly Income Fund

Fidelity Global Monthly Income Currency Neutral Fund

Fidelity Tactical Strategies Fund

Fidelity U.S. Monthly Income Fund

Fidelity U.S. Monthly Income Currency Neutral Fund

Fidelity Tactical High Income Fund

Fidelity Tactical High Income Currency Neutral Fund

Fidelity NorthStar® Balanced Fund

Fidelity NorthStar® Balanced Currency Neutral Fund

Fidelity American Balanced Fund

Fidelity American Balanced Currency Neutral Fund

Fidelity Conservative Income Fund

Fidelity Multi-Asset Innovation Fund

Fidelity Climate Leadership Balanced FundTM

Fidelity Income Portfolio

Fidelity Global Income Portfolio

Fidelity Balanced Portfolio

Fidelity Global Balanced Portfolio

Fidelity Growth Portfolio

Fidelity Global Growth Portfolio

Fidelity Balanced Managed Risk Portfolio

Fidelity Conservative Managed Risk Portfolio

Fidelity ClearPath® 2005 Portfolio

Fidelity ClearPath® 2010 Portfolio

Fidelity ClearPath® 2015 Portfolio

Fidelity ClearPath® 2020 Portfolio

Fidelity ClearPath® 2025 Portfolio

Fidelity ClearPath® 2030 Portfolio

Fidelity ClearPath® 2035 Portfolio

Fidelity ClearPath® 2040 Portfolio

Fidelity ClearPath® 2045 Portfolio

Fidelity ClearPath® 2050 Portfolio

Fidelity ClearPath® 2055 Portfolio

Fidelity ClearPath® 2060 Portfolio

Fidelity ClearPath® Income Portfolio

Fidelity Canadian Bond Fund

Fidelity Corporate Bond Fund

Fidelity Canadian Money Market Fund

Fidelity Canadian Short Term Bond Fund

Fidelity Tactical Fixed Income Fund

Fidelity American High Yield Fund

Fidelity American High Yield Currency Neutral Fund

Fidelity U.S. Money Market Fund

Fidelity Floating Rate High Income Fund

Fidelity Floating Rate High Income Currency Neutral Fund

Fidelity Multi-Sector Bond Fund

Fidelity Multi-Sector Bond Currency Neutral Fund

Fidelity Strategic Income Fund

Fidelity Strategic Income Currency Neutral Fund

Fidelity Investment Grade Total Bond Fund

Fidelity Investment Grade Total Bond Currency Neutral Fund

Fidelity Global Bond Fund

Fidelity Global Bond Currency Neutral Fund

Fidelity Climate Leadership Bond FundTM

Fidelity Canadian High Dividend Index ETF Fund

Fidelity Canadian High Quality Index ETF Fund

Fidelity Canadian Low Volatility Index ETF Fund

Fidelity U.S. Dividend for Rising Rates Index ETF Fund

Fidelity U.S. Dividend for Rising Rates Currency Neutral Index ETF Fund

Fidelity U.S. High Dividend Index ETF Fund

Fidelity U.S. High Dividend Currency Neutral Index ETF Fund

Fidelity U.S. High Quality Index ETF Fund

Fidelity U.S. High Quality Currency Neutral Index ETF Fund

Fidelity U.S. Low Volatility Index ETF Fund

Fidelity U.S. Low Volatility Currency Neutral Index ETF Fund

Fidelity International High Dividend Index ETF Fund

Fidelity International High Quality Index ETF Fund

Fidelity International Low Volatility Index ETF Fund

Fidelity Sustainable World ETF Fund

Fidelity Tactical Global Dividend ETF Fund

Fidelity Canadian Monthly High Income ETF Fund

Fidelity Global Monthly High Income ETF Fund

Fidelity All-in-One Balanced ETF Fund

Fidelity All-in-One Growth ETF Fund

Fidelity Canadian Short Term Corporate Bond ETF Fund

Fidelity Systematic Canadian Bond Index ETF Fund

Fidelity Systematic U.S. High Yield Bond ETF Fund

Fidelity Systematic U.S. High Yield Bond Currency Neutral ETF Fund

Fidelity Global Core Plus Bond ETF Fund

Fidelity Global Investment Grade Bond ETF Fund

Fidelity Global Value Long/Short Fund

Fidelity Long/Short Alternative Fund

Fidelity Market Neutral Alternative Fund

Fidelity U.S. Dividend Private Pool

Fidelity U.S. Growth and Income Private Pool

Fidelity Conservative Income Private Pool

Fidelity Global Asset Allocation Private Pool

Fidelity Global Asset Allocation Currency Neutral Private Pool

Fidelity Asset Allocation Private Pool Trust

Fidelity Balanced Private Pool Trust

Fidelity Balanced Income Private Pool Trust

Fidelity Premium Fixed Income Private Pool

Fidelity Premium Money Market Private Pool

Fidelity Premium Tactical Fixed Income Private Pool

Fidelity Canadian Equity Multi-Asset Base Fund

Fidelity Canadian Focused Equity Multi-Asset Base Fund

Fidelity Canadian Money Market Investment Trust

Fidelity Canadian Real Return Bond Index Multi-Asset Base Fund

Fidelity Canadian Short Term Fixed Income Multi-Asset Base Fund

Fidelity Concentrated Canadian Equity Multi-Asset Base Fund

Fidelity Concentrated Value Investment Trust

Fidelity Convertible Securities Multi-Asset Base Fund

Fidelity Dividend Multi-Asset Base Fund

Fidelity Emerging Markets Debt Multi-Asset Base Fund

Fidelity Emerging Markets Equity Multi-Asset Base Fund

Fidelity Emerging Markets Local Currency Debt Multi-Asset Base Fund

Fidelity Floating Rate High Income Multi-Asset Base Fund

Fidelity Founders Investment TrustTM

Fidelity Global Bond Currency Neutral Multi-Asset Base Fund

Fidelity Global Bond Multi-Asset Base Fund

Fidelity Global Credit Ex-U.S. Investment Trust

Fidelity Global Dividend Investment Trust

Fidelity Global Equity Investment Trust

Fidelity Global Growth and Value Investment Trust

Fidelity Global High Yield Multi-Asset Base Fund

Fidelity Global Innovators® Investment Trust

Fidelity Global Intrinsic Value Investment Trust

Fidelity Global Real Estate Multi-Asset Base Fund

Fidelity High Income Commercial Real Estate Multi-Asset Base Fund

Fidelity Insights Investment Trust

Fidelity International Equity Investment Trust

Fidelity International Growth Multi-Asset Base Fund

Fidelity North American Equity Investment Trust

Fidelity U.S. Bond Multi-Asset Base Fund

Fidelity U.S. Dividend Investment Trust

Fidelity U.S. Equity Investment Trust

Fidelity U.S. Money Market Investment Trust

Fidelity U.S. Small/Mid-Cap Equity Multi-Asset Base Fund

Fidelity International Equity Multi-Asset Base Fund

Fidelity Canadian Fundamental Equity Multi-Asset Base Fund

Fidelity Floating Rate High Income Currency Neutral Multi-Asset Base Fund

Fidelity Global Credit Ex-U.S. Currency Neutral Multi-Asset Base Fund

Fidelity High Income Commercial Real Estate Currency Neutral Multi-Asset Base Fund

Fidelity Insights Currency Neutral Multi-Asset Base Fund

Fidelity International Equity Currency Neutral Investment Trust

Fidelity International Growth Currency Neutral Multi-Asset Base Fund

Fidelity U.S. Bond Currency Neutral Multi-Asset Base Fund

Fidelity U.S. Growth Opportunities Investment Trust

Fidelity Canadian Government Long Bond Index Multi-Asset Base Fund

Fidelity Multi-Sector Bond Hedged Multi-Asset Base Fund