Standard Life Money Market Fund, et al. - MRRS Decision
Headnote
MutualReliance Review System for Exemptive Relief Applications - Extensionof the date by which a final receipt must be issued for the renewalprospectus in order to allow for incorporation of disclosure ofa reorganization.StatutesCited
SecuritiesAct, R.S.O., 1990 c. S5, as amended, ss. 62(5)INTHE MATTER OF
THECANADIAN SECURITIES LEGISLATION OF
ALBERTA,BRITISH COLUMBIA, MANITOBA,
NEWFOUNDLAND & LABRADOR, NOVA SCOTIA,
QUÉBEC,ONTARIO, PRINCE EDWARD ISLAND,
SASKATCHEWANAND YUKON TERRITORY
AND
INTHE MATTER OF
THEMUTUAL RELIANCE REVIEW SYSTEM
FOREXEMPTIVE RELIEF APPLICATIONS
AND
INTHE MATTER OF
STANDARDLIFE MONEY MARKET FUND
STANDARDLIFE BOND FUND
STANDARDLIFE CORPORATE HIGH YIELD BOND FUND
STANDARDLIFE INTERNATIONAL BOND FUND
STANDARDLIFE BALANCED FUND
STANDARDLIFE ACTIVE GLOBAL DIVERSIFIED INDEX RSP FUND
STANDARDLIFE CANADIAN DIVIDEND FUND
STANDARDLIFE EQUITY FUND
STANDARDLIFE GROWTH EQUITY FUND
STANDARDLIFE U.S. EQUITY FUND
STANDARDLIFE S&P 500® INDEX RSP FUND
STANDARDLIFE ACTIVE U.S. INDEX RSP FUND
STANDARDLIFE INTERNATIONAL EQUITY FUND
STANDARDLIFE ACTIVE GLOBAL INDEX RSP FUND
STANDARDLIFE CANADIAN HEALTHCARE & TECHNOLOGY FUND
STANDARDLIFE NATURAL RESOURCE FUND
MRRSDECISION DOCUMENT
WHEREASthe Canadian securities regulatory authority or regulator (the"Decision Maker") in each of Alberta, British Columbia, Manitoba,Newfoundland, Nova Scotia, Quebec, Ontario, Prince Edward Island,Saskatchewan and Yukon Territory (the "Jurisdictions") have receivedan application from Standard Life Mutual Funds Ltd. ("SLMF"),the manager of Standard Life Money Market Fund, Standard LifeBond Fund, Standard Life Corporate High Yield Bond Fund, StandardLife International Bond Fund, Standard Life Balanced Fund, StandardLife Active Global Diversified Index RSP Fund, Standard Life CanadianDividend Fund, Standard Life Equity Fund, Standard Life GrowthEquity Fund, Standard Life U.S. Equity Fund, Standard Life S&P500® Index RSP Fund, Standard Life Active U.S. Index RSP Fund,Standard Life International Equity Fund, Standard Life ActiveGlobal Index RSP Fund, Standard Life Canadian Healthcare &Technology Fund, Standard Life Natural Resource Fund (the "Funds"),for a decision pursuant to the securities legislation of the Jurisdictions(the "Legislation") that the times prescribed by the Legislationfor the filing of a final prospectus (the "Renewal Prospectus")of the Funds and for obtaining a receipt for the Renewal Prospectusbe extended to the time periods that would be applicable if thelapse date for distribution of these units pursuant to that currentprospectus was June 25, 2002; ANDWHEREAS pursuant to the Mutual Reliance Review Systemfor Exemptive Relief Applications (the "System"), the "Commissiondes valeurs mobilières du Québec" is the principalregulator for this application; ANDWHEREAS it has been represented by SLMF to the DecisionMakers that: TheFunds are open-ended, unincorporated mutual fund trust establishedunder a declaration of trust by Standard Life Trust Company datedOctober 1, 1992 as amended from time to time and are governedby the laws of the province of Ontario. SLMFis the manager of the Funds. SLMF is a corporation incorporatedunder Canada Business Corporations Act. StandardLife Trust Company is the trustee and custodian of the Funds.Standard Life Trust Company is a corporation incorporated underthe Trust and Loans Companies Act of Canada. SLMFhas appointed Standard Life Investment Inc. as the investmentadvisor of the Funds. Standard Life Investment Inc. is a corporationincorporated under Canada Business Corporations Act. SLMFand Standard Life Trust Company are wholly-owned subsidiariesof The Standard Life Assurance Company. Standard Life InvestmentInc. is an indirect wholly-owned subsidiary of The Standard LifeAssurance Company. TheFunds are reporting issuers under the Legislation and are notin default of any requirement of the Legislation. Unitsof the Funds are offered for sale on a continuous basis in eachof the provinces and territories of Canada except the NunavutTerritory pursuant to a simplified prospectus (the "Prospectus")and annual information form each dated May 23, 2001 and for whicha decision document was issued by the Commission des valeurs mobilièresdu Québec on behalf of the Jurisdictions on May 25, 2001. Pursuantto the Legislation of the Jurisdictions except Ontario and Quebec,the lapse date for the distribution of units of the Funds underthe Prospectus is May 23, 2002. The lapse date for the distributionof units under the Prospectus in Ontario and Quebec is May 25,2002. Inaddition to the Funds, SLMF is the manager of ten additional mutualfunds known as the Legend Money Market Pool, Legend Bond Pool,Legend Global Income Pool, Legend Canadian Dividend Pool, LegendCanadian Equity Pool, Legend U.S. Equity Pool, Legend U.S. GrowthEquity Pool, Legend Global Equity Pool, Legend G7 Equity Pooland Legend European Equity Pool (the "Legend Funds"). The LegendsFunds are offered in each of the Jurisdictions under a simplifiedprospectus and annual information form each dated December 17,2001 for which a decision document was issued by the Commissiondes valeurs mobilières du Québec on behalf of theJurisdictions on December 19, 2001. TheFunds and the Legend Funds have similar management structuresunder which SLMF is the manager, Standard Life Investment Inc.is the investment advisor and Standard Life Trust Company is thetrustee and custodian. SLMFproposes to reorganise most of the Legend Funds into certain ofthe Funds which have similar evaluation methods and will havesimilar fundamental objectives following the unitholders meeting. Inaddition, SLMF also proposes to reorganise the Legend G7 EquityPool into the Legend Global Equity Pool. Thefee structure between the Funds and the Legend Funds differ asfollows: (i)the Funds' structure provides for a management fee rebate; (ii)the operating expenses are always paid out of the management feein the Legend Funds structure, whereas the Funds provide thatthe manager or The Standard Life Assurance Company may absorboperating expenses; (iii)there are no sales charges payable upon buying, switching or redeemingunits of the Legend Funds; and (iv)the Legend Funds provide for a professional services fee. Itis expected that the fees structure of the Series L units to becreated under the Funds will be similar to the Legend Funds feestructure. Thus, there would be no impact to unitholders as theywould now own Series L units of the Funds with the same fees asbefore the reorganisations.| TerminatingFunds | ContinuingFunds |
| LegendMoney Market Pool | StandardLife Money Market Fund |
| LegendCanadian Bond Pool | StandardLife Bond Fund |
| LegendGlobal Income Pool | StandardLife International Bond Fund |
| LegendCanadian Dividend Pool | StandardLife Canadian Dividend Fund |
| LegendCanadian Equity Pool | StandardLife Equity Fund |
| LegendUS Equity Pool | StandardLife US Equity Fund |
| LegendG7 Equity Pool | LegendGlobal Equity Pool |
Inthe process of effecting these reorganisations, the declarationof trust of certain merging funds will be amended to change theirinvestment strategies, and, in certain cases, investment objectives. Concurrentlywith the reorganisations, SLMF will arrange to create new seriesof units within most SLMF Funds continuing after the reorganisationsand to change the names of eleven of them. SLMFproposes to file a preliminary and pro-forma prospectus and anannual information form within the time delays of the currentlapse date. SLMFwill also call a meeting of the unitholders of each TerminatingFunds and each Funds for which fundamental investment objectiveswill be changed. SLMFwill also file at the time of sending the proxy material for suchmeetings, amendments to the prospectuses of the Legend Funds andthe Funds and a press release discussing the proposed reorganisations. ANDWHEREAS pursuant to the System, this MRRS Decision Documentevidences the decision of each Decision Maker (the "Decision"); ANDWHEREAS each of the Decision Makers is satisfied thatthe test contained in the legislation that provides the DecisionMakers with the jurisdiction to make the Decision has been met; THEDECISION of the Decision Maker pursuant to the Legislationis that the time limits provided by the Legislation for the filingof the Renewal Prospectus and the receipting thereof, in connectionwith the distribution of securities under the Prospectus are herebyextended to the times that would be applicable if the lapse datefor the distribution of securities under the Renewal Prospectuswas June 25, 2002 provided that : theFunds file their pro forma prospectus no later than April 23,2002. March14, 2002. "Jean-FrançoisBernier"