Securities Law

Fitch Ratings, Inc. applied to the Ontario Securities Commission for an amended and restated designation order under National Instrument 25-101.

The application sought to add Fitch Ireland as a designated rating organization affiliate and remove several other entities that had ceased rating activities.

The Commission, acting as principal regulator under the passport system, granted the order, revoking the previous 2012 designation and designating the filer and its specified affiliates as designated rating organizations.

The Filer, a credit rating agency, applied for exemptive relief under the Securities Act and National Instrument 25-101.

The Filer sought confidentiality relief for revenue and financial information required in Form 25-101F1, arguing that public disclosure could compromise analyst independence and reveal competitively sensitive information.

The Filer also sought relief from the requirement that its code of conduct prohibit waivers, proposing instead to follow its own internal waiver procedures and report any waivers confidentially.

The Ontario Securities Commission granted both the confidentiality relief and the code of conduct relief, subject to conditions.

The Filer, CFI Trust, applied for a decision under the securities legislation of multiple jurisdictions that it is not a reporting issuer.

The Filer's outstanding debt securities are beneficially owned by fewer than 51 security holders in Canada, and it has no issued and outstanding equity securities.

The Ontario Securities Commission, acting as the principal regulator, granted the requested exemptive relief, allowing the Filer to cease being a reporting issuer in all applicable jurisdictions.

The applicant manager and several terminating mutual funds applied for exemptive relief under National Instrument 81-102 to approve current and future mutual fund mergers.

The proposed mergers did not meet all pre-approval criteria because they were not qualifying exchanges on a tax-deferred basis and the materials sent to securityholders would not include the simplified prospectus or financial statements of the continuing funds.

The principal regulator granted the requested relief, approving the mergers subject to conditions ensuring securityholders receive adequate alternative disclosure and have access to the continuing funds' financial statements upon request.

Mackenzie Financial Corporation applied for exemptive relief on behalf of certain mutual funds to permit them to continue investing in underlying funds after the underlying funds' prospectuses lapse.

The underlying funds are only available to accredited investors and will remain reporting issuers subject to mutual fund instruments.

The Ontario Securities Commission granted the requested relief, provided the underlying funds remain reporting issuers in all jurisdictions where the top funds are reporting issuers.

The applicant applied for exemptive relief from the mutual fund conflict of interest investment restrictions in the Securities Act (Ontario) and the self-dealing prohibition in National Instrument 31-103.

The relief was sought to allow certain pooled funds to invest in underlying pooled funds under common management.

The Ontario Securities Commission granted the requested relief, subject to conditions including that the securities are distributed on a private placement basis and that no duplicative management or incentive fees are payable.

The Filer, Sprott Asset Management L.P., applied for exemptive relief from the prohibitions in section 13.5(2)(a) and (b) of National Instrument 31-103.

The relief sought to permit pooled funds to purchase exchange-traded securities of related issuers in the secondary market, to invest in related pooled funds or mutual funds, and to permit inter-fund trades between various funds and managed accounts.

The Ontario Securities Commission granted the requested relief, subject to conditions including independent review committee approval, client consent, and compliance with pricing and transparency requirements.

The applicants, comprising four labour-sponsored investment funds and their manager, applied to the Ontario Securities Commission for approval to amalgamate into a single continuing fund under National Instrument 81-102.

They also sought an exemption from section 7.1 of NI 81-102 to allow the continuing fund to adopt a performance bonus plan incorporating features of the existing funds' plans, which were not based on a benchmark or index.

The Commission granted the requested amalgamation approval and performance bonus exemption, noting the amalgamation would provide greater portfolio diversification, improved liquidity, and reduced costs.

Integra Capital Limited applied on behalf of Integra Balanced Fund for exemptive relief from the concentration restrictions in National Instrument 81-102.

The relief was sought to permit the fund to invest up to 7.5% of its net assets in the Integra Emerging Markets Equity Fund, a pooled fund.

The Ontario Securities Commission granted the exemption on the condition that the underlying fund complies with Parts 2, 4, and 6 of NI 81-102 and that the investment does not exceed 7.5% of the fund's net assets.

The Filer applied for approval to merge several terminating mutual funds into continuing funds under National Instrument 81-102.

The mergers did not meet all pre-approval criteria because some involved different investment objectives, different fee structures, or were not tax-deferred transactions under the Income Tax Act.

The Ontario Securities Commission granted the exemptive relief, noting that securityholders would receive timely and adequate disclosure and that the independent review committee had approved the mergers as being in the best interests of the funds.

The Applicant, China Sci-Tech Minerals Limited, applied to the Ontario Securities Commission and other jurisdictions for a decision that it is no longer a reporting issuer.

The Applicant represented that its outstanding securities are beneficially owned by fewer than 15 security holders in each jurisdiction and fewer than 51 in total in Canada, and its securities are not traded on a marketplace.

The decision maker granted the application, ordering that the Applicant is not a reporting issuer.

The Filer, a United States issuer and wholly-owned subsidiary of DTE Energy Company, applied for a decision under the securities legislation of Ontario, British Columbia, Alberta, and Saskatchewan that it is not a reporting issuer.

The Filer has a de minimis market presence in Canada, with residents of Canada holding less than 2% of its outstanding debt securities and comprising less than 2% of its total securityholders worldwide.

The Filer's securities are not listed on any stock exchange or publicly traded on a marketplace.

The Ontario Securities Commission, acting as principal regulator, granted the requested exemptive relief.

The filer, Elliott & Page Limited, applied to the Ontario Securities Commission for exemptive relief from the requirement to deliver a renewal prospectus to mutual fund investors who purchase units pursuant to pre-authorized investment plans.

The Commission granted the relief, subject to conditions including that participants are notified they will not receive a renewal prospectus unless requested, they retain a misrepresentation right of action, and they can terminate their participation in the investment plan at any time.

The applicant, Canso Credit Trust, applied to the Ontario Securities Commission for an exemption from the requirement in section 14.2(3)(b) of National Instrument 81-106 to calculate its net asset value on a daily basis.

The applicant sought to calculate its net asset value on a weekly basis instead.

The principal regulator granted the requested exemption, provided that the applicant calculates its net asset value per unit at least once in each week.

The applicant sought exemptive relief on behalf of mutual funds from the investment prohibition in subsection 4.1(1) of National Instrument 81-102.

The relief would permit the funds to purchase equity securities of a reporting issuer during a private placement distribution, even if a related underwriter is involved.

The Ontario Securities Commission granted the exemption, subject to conditions including approval by the funds' independent review committee and compliance with other provisions of NI 81-102.

The Manager applied on behalf of the ETFs for exemptive relief under section 19.1 of National Instrument 41-101 from the requirement in subsection 2.3(1) prohibiting an issuer from filing a prospectus more than 90 days after the date of the receipt for the preliminary prospectus.

The Director granted the requested exemption, provided the final prospectus is filed no later than March 11, 2010.

The applicant sought exemptive relief from the related issuer and related party investment restrictions under National Instrument 31-103 to permit a fund-on-fund structure.

The top funds, which are classes of a mutual fund corporation, will invest all of their assets in underlying limited partnerships managed by the same portfolio adviser.

The Ontario Securities Commission granted the relief subject to standard conditions, including that no duplicative fees are charged and that the top funds' investors are provided with appropriate disclosure and voting rights.

The Filer applied for exemptive relief from the concentration restriction in section 2.1(1) of National Instrument 81-102 to permit the Funds to invest more than 10% of their net assets in sovereign debt and debt of supranational agencies.

The principal regulator granted the exemption, subject to conditions including that the debt must have a minimum credit rating of 'AA' or 'AAA' and that the Funds' simplified prospectuses must disclose the exemption and associated risks.

Blumont Capital Corporation applied for exemptive relief under National Instrument 81-102 to permit the merger of the Blumont North American Fund into the Blumont Canadian Fund.

The merger required approval because the funds' investment objectives were not substantially similar, it was not a qualifying exchange under the Income Tax Act, and certain continuous disclosure requirements were inadvertently missed.

The Ontario Securities Commission granted the requested relief, noting that unitholders had approved the merger and the sole investor who purchased units without knowledge of the merger was given the opportunity to redeem at no cost.

The Sprott Physical Gold Trust applied for exemptive relief from the prospectus heading and ordering requirements of Form 41-101F2 under National Instrument 41-101.

The Trust, a foreign private issuer investing in gold bullion, sought relief only to the extent its prospectus deviated from the prescribed headings and their order, while still complying with substantive disclosure requirements.

The Director of the Ontario Securities Commission granted the requested relief, to be evidenced by the issuance of a receipt for the Trust's prospectus.