Securities Law

The Filer applied for exemptive relief on behalf of existing and future mutual funds to permit them to invest in exchange-traded funds that invest in commodities, including gold and silver, on an unlevered basis.

The Principal Regulator granted the exemption from paragraphs 2.5(2)(a) and 2.5(2)(c) of National Instrument 81-102, subject to conditions including that such investments are in accordance with the funds' fundamental investment objectives, do not exceed 10% of net asset value, and are disclosed in the funds' prospectuses.

The applicants sought a Final Order approving a Plan of Arrangement under the Canada Business Corporations Act to restructure approximately $1 billion in defaulted debt.

A dissenting debentureholder objected, seeking a carve-out from the arrangement's general release to preserve a potential civil claim for failure to disclose a material change regarding the restructuring negotiations.

The court dismissed the objection, finding the arrangement fair and reasonable, negotiated in good faith, and overwhelmingly approved by securityholders.

The Final Order was granted.

The Receiver in the receivership of the Traynor Ridge Group brought a motion to finalize the claims process.

The Receiver sought court approval of its disallowance of a $25.5 million claim by Trillion Energy International, Inc. for pure economic loss, its allowance of stockbrokers' indemnity claims, and its determination that unitholders' redemption claims do not rank with creditor claims.

The court upheld the Receiver's disallowance of Trillion's claim, finding that the Respondents owed no duty of care to Trillion regarding the selloff of Trillion shares by the Respondents' brokers.

The court also approved the stockbrokers' claims and confirmed that unitholders who submitted redemption notices prior to the receivership do not rank as creditors.

The Receiver was authorized to distribute funds to proven creditors.

The applicant applied for exemptive relief on behalf of several mutual funds (the Top Funds) from the restriction in paragraph 2.5(2)(b) of National Instrument 81-102.

The relief sought to permit the Top Funds to invest in other funds (the Bottom Funds) that hold more than 10% of their net asset value in securities of other investment funds.

The Principal Regulator granted the exemption, noting that the resulting multi-tier fund structure would be akin to permitted structures and that there would be no duplication of fees.

The filer, CI Investments Inc., applied for exemptive relief on behalf of its existing and future exchange-traded funds (ETFs).

The requested relief included exemptions from the dealer registration requirement for sales communications, the underwriter certificate requirement for ETF prospectuses, and the take-over bid requirements for purchasers of ETF units in the normal course.

The Principal Regulator granted the requested exemptions, revoking and replacing a previous decision, provided the filer complies with Part 15 of NI 81-102 regarding sales communications.

The applicants, CI Investments Inc. and CI Assante Wealth Management Ltd., applied to the Ontario Securities Commission for exemptive relief from the Pre-sale Fund Facts Delivery Requirement under section 3.2.01 of National Instrument 81-101.

The relief was sought to facilitate automatic switches of investors from Retail Investor Series to Private Investor Series mutual funds with lower fees, without requiring the delivery of a Fund Facts document prior to each switch.

The Commission granted the exemption, subject to conditions including that no sales charges or switch fees apply, and that specific disclosure regarding the lower fee switches be included in the simplified prospectus and Retail Investor Series Fund Facts.

The Filer applied to the Ontario Securities Commission for exemptive relief on behalf of several mutual funds from the cover requirements in paragraphs 2.8(1)(d) and 2.8(1)(f)(i) of National Instrument 81-102.

The requested exemption would permit the funds to cover long positions in futures, forwards, and swaps with a right or obligation to sell an equivalent quantity of the underlying interest.

The Commission granted the exemption, subject to conditions including that the use of the exemption is consistent with the funds' investment objectives and that specific cash cover and offsetting position requirements are met.

The Filer applied for exemptive relief from certain continuous disclosure, formal valuation, and minority approval requirements applicable to non-venture issuers.

The Filer sought to list its debentures on the Qualified Investor Bond Market of The International Stock Exchange, which would otherwise trigger non-venture issuer obligations.

The principal regulator granted the relief, permitting the Filer to continue complying with venture issuer requirements, subject to conditions including that the debentures only be offered to qualified investors.

The Filer applied for exemptive relief on behalf of several mutual funds offering exchange-traded fund (ETF) securities.

The requested relief included exemptions from the requirement to file a long-form prospectus, the requirement to include an underwriter's certificate, take-over bid requirements for secondary market purchasers, borrowing restrictions to fund distributions, and certain sales and redemptions requirements under NI 81-102.

The principal regulator granted the requested exemptions, subject to conditions including the filing of a simplified prospectus and ETF Facts, and compliance with specific borrowing limits.

The Filer applied to the Ontario Securities Commission on behalf of the Fund for exemptive relief from various provisions of National Instruments 81-102, 81-101, and 81-106.

The relief sought to permit the Fund to include its past performance data from before it became a reporting issuer in its sales communications, simplified prospectus, fund facts, and management reports of fund performance.

The Commission granted the requested exemption, subject to conditions requiring disclosure that the Fund was not a reporting issuer during the relevant period and that its expenses would have been higher had it been subject to reporting issuer requirements.

The Filer applied for exemptive relief on behalf of existing and future investment funds to permit each fund to appoint more than one custodian, contrary to subsection 6.1(1) of National Instrument 81-102.

The Filer sought this flexibility to engage additional custodians, including prime brokers, to increase operational efficiency and reduce execution risk and costs.

The Ontario Securities Commission granted the requested relief, subject to conditions including that a single entity reconciles all portfolio assets and completes daily reconciliations before striking a daily net asset value.

The Filer, FedEx Corporation, applied for an exemption from the prospectus requirement under section 53 of the Securities Act (Ontario) in connection with a proposed spin-off of its less-than-truckload freight transportation services business.

The spin-off will be effected by way of a dividend in specie of shares of a wholly-owned subsidiary to the Filer's shareholders.

The Ontario Securities Commission granted the requested exemptive relief, provided that the first trade in the distributed shares is deemed a distribution subject to section 2.6 of National Instrument 45-102.

Brookfield Corporation Ltd. applied for exemptive relief from certain prospectus and continuous disclosure requirements under NI 41-101, NI 51-102, and OSC Rule 56-501 regarding the use of restricted security terms for its Class A, Class B, and Class E shares.

The applicant also sought relief from the requirement to obtain majority minority approval prior to distributing Class A shares under a prospectus.

The Ontario Securities Commission granted the requested relief, subject to conditions including that the applicant obtain combined approval at the relevant shareholder meetings and include specific disclosure in its prospectuses and continuous disclosure documents.

The filer applied for exemptive relief on behalf of proposed exchange-traded funds (ETFs) from the requirement to include an underwriter's certificate in the ETFs' prospectus and from take-over bid requirements for purchasers of ETF securities in the normal course.

The principal regulator granted the requested exemptions, noting that authorized dealers and designated brokers do not provide conventional underwriting services and that the application of take-over bid requirements could adversely impact the liquidity of the ETF securities.

The Ontario Securities Commission alleged that the respondent breached a 2023 Tribunal order permanently prohibiting him from acting as a director or officer of any issuer.

The respondent failed to resign from seven issuers for approximately two years, and remained an officer of one issuer at the time of the hearing.

The Tribunal found that the respondent contravened Ontario securities law.

The respondent was ordered to resign from any remaining positions, pay an administrative penalty of $22,000, and pay costs of $7,757.50.

The applicant, an investment fund manager, applied on behalf of several investment funds (the Top Funds) for exemptive relief from the investment restrictions in the Securities Act and National Instrument 31-103.

The relief sought would permit the Top Funds to invest in other investment funds managed by the applicant (the Underlying Funds) even where the Top Funds become substantial security holders of the Underlying Funds, or where responsible persons have a significant interest in the Underlying Funds.

The Ontario Securities Commission granted the requested relief, subject to several conditions including that the investments are compatible with the Top Funds' objectives, no duplicative fees are charged, and the Underlying Funds' net asset values are independently determined.

The filer applied for exemptive relief from paragraphs 2.5(2)(a) and 2.5(2)(c) of National Instrument 81-102 to permit its mutual funds to invest in securities of exchange-traded funds listed on a United States stock exchange that are not index participation units.

The principal regulator granted the requested relief, subject to conditions including that the investment is in accordance with the funds' investment objectives and does not exceed 10% of the net asset value of the funds.

The Filer, Veterinary Purchasing Company Limited, applied to the Ontario Securities Commission for exemptive relief from the prospectus requirement for issuing common shares to licensed veterinarians across Canada.

The Filer operates as a centralized buying group for veterinary clinics.

The Commission granted the requested relief, revoking a previous 1987 ruling, subject to conditions including the delivery of financial statements and restrictions on share transferability.

The filer, McLean Asset Management Ltd., applied to the Ontario Securities Commission for exemptive relief to extend the deadline for filing the Second Year Documents (fund facts) for two mutual funds.

The extension was requested because the filer was resigning as trustee and manager, and a unitholder meeting to approve the successor manager was scheduled after the original filing deadline.

The Commission granted the requested relief, extending the filing deadline to July 7, 2026, to avoid the costs of filing twice in quick succession.

The Filer applied on behalf of a top fund for exemptive relief from the annual financial statement filing and delivery deadlines under National Instrument 81-106.

The top fund invests in an underlying fund, which in turn invests in a master fund, and requires the underlying fund's financial statements to complete its own audit.

The Principal Regulator granted the exemption, extending the filing and delivery deadline to 183 days after the top fund's financial year-end, subject to conditions.