Headnote

National Policy 11-203 Process For Exemptive Relief Applications in Multiple Jurisdictions - Top funds holding investments in underlying funds under common management - Investments ceasing to comply with requirements of paragraphs 2.5(2)(a) and 2.5(2)(c) of NI 81-102 - Top funds unable to continue to rely on statutory exemption in subsection 2.5(7) of NI 81-102 providing relief from mutual fund conflict of interest investment restrictions and mutual fund conflict of interest reporting requirements in sections 111 and 117 of the Act - Top funds may, either alone or together with other related mutual funds, become substantial security holders of the underlying funds - Top funds exempted from mutual fund conflict of interest investment restrictions and manager of top funds exempted from mutual fund conflict of interest reporting requirements, subject to compliance with certain conditions - Securities Act (Ontario).

Applicable Legislative Provisions

Securities Act, R.S.O. 1990, c. S.5, as am., c. s.5, as amended, sections 111(2)(b), 111(2)(c)(ii), 111(3), 113, 117(1)(a), 117(1)(d) and 117(2).

Rules Cited

National Instrument 81-102 Mutual Funds, paragraphs 2.5(2)(a) and 2.5(2)(c) and subsection 2.5(7).

July 18, 2008

IN THE MATTER OF THE SECURITIES LEGISLATION OF ONTARIO AND NEWFOUNDLAND AND LABRADOR (the Jurisdictions)

and

IN THE MATTER OF THE PROCESS FOR EXEMPTIVE RELIEF APPLICATIONS IN MULTIPLE JURISDICTIONS

and

IN THE MATTER OF CI INVESTMENTS INC. (the Filer)

and

SELECT 100i MANAGED PORTFOLIO CORPORATE CLASS SELECT 80i20e MANAGED PORTFOLIO CORPORATE CLASS SELECT 70i30e MANAGED PORTFOLIO CORPORATE CLASS SELECT 60i40e MANAGED PORTFOLIO CORPORATE CLASS SELECT 50i50e MANAGED PORTFOLIO CORPORATE CLASS SELECT 40i60e MANAGED PORTFOLIO CORPORATE CLASS SELECT 30i70e MANAGED PORTFOLIO CORPORATE CLASS SELECT 20i80e MANAGED PORTFOLIO CORPORATE CLASS SELECT 100e MANAGED PORTFOLIO CORPORATE CLASS (the Funds)

Decision

Background

The securities regulatory authority or regulator in Ontario (the "Passport Review Decision Maker") and in each of Ontario and Newfoundland and Labrador (together, the "Coordinated Review Decision Makers") has received an application from the Filer for a decision under the securities legislation of the Jurisdictions (the Legislation) exempting

1. the Funds from:

(a) the investment restriction in the Legislation which prohibits a mutual fund from knowingly making an investment in any person or company in which the mutual fund, alone or together with one or more related mutual funds, is a substantial security holder;

(b) the investment restriction in the Legislation which prohibits a mutual fund from knowingly making an investment in an issuer in which any person or company who is a substantial security holder of the mutual fund, its management company or its distribution company, has a significant interest; and

(c) the investment restriction in the Legislation which prohibits a mutual fund, its management company or its distribution company from knowingly holding an investment described in paragraphs (a) or (b) above (this paragraph together with paragraphs (a) and (b) above are together referred to in this decision as the Mutual Fund Conflict of Interest Investment Restrictions); and

2. the Filer from the management company reporting requirements in the Legislation which require that a management company file a report of every transaction of purchase or sale of securities between a mutual fund it manages and any related person or company, and any transaction in which, by arrangement other than an arrangement relating to insider trading in portfolio securities, the mutual fund is a joint participant with one or more of its related persons or companies (the Mutual Fund Conflict of Interest Reporting Requirements and, together with the Mutual Fund Conflict of Interest Investment Restrictions, the Statutory Requirements),

in connection with investments by the Funds in securities of the Reference Funds (defined below) (the Exemption Sought).

Under the Process for Exemptive Relief Applications in Multiple Jurisdictions:

(a) the Ontario Securities Commission is the principal regulator for this application,

(b) the Filer has provided notice that subsection 4.7(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in British Columbia, Alberta, Saskatchewan, Québec, Nova Scotia and New Brunswick,

(c) the decision is the decision of the principal regulator, and

(d) the decision evidences the decision of each of the Coordinated Review Decision Makers.

Interpretation

Terms defined in National Instrument 14-101 Definitions and MI 11-102 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:

Facts

1. Each Fund is an open-ended mutual fund which currently distributes its securities in each province and territory of Canada pursuant to a simplified prospectus and annual information form. Each Fund is a reporting issuer (or the equivalent) under the securities legislation of each province and territory of Canada and is not in default of securities legislation in any province or territory of Canada.

2. The investment objective of each Fund includes the ability to invest in securities of other mutual funds. Each Fund currently invests its assets in securities of a combination of Select Income Managed Fund, Select Canadian Equity Managed Fund, Select U.S. Equity Managed Fund and Select International Equity Managed Fund (the Reference Funds and, individually, a Reference Fund).

3. Each Reference Fund is an open-ended mutual fund which currently distributes its securities only to accredited investors as defined in National Instrument 45-106 – Prospectus and Registration Exemptions in each province and territory of Canada pursuant to a simplified prospectus and annual information form (a Reference Fund Prospectus). Each Reference Fund is a reporting issuer (or the equivalent) under the securities legislation of each province and territory of Canada and is subject to the requirements of National Instrument 81-102 Mutual Funds (NI 81-102), National Instrument 81-106 – Investment Fund Continuous Disclosure (NI 81-106) and National Instrument 81-107 – Independent Review Committee for Investment Funds (together with NI 81-102 and NI 81-106, the Mutual Fund Instruments), except to the extent that it may be granted discretionary relief from any such requirements.

4. After a Reference Fund Prospectus lapses, each Reference Fund intends to continue distributing its securities only on a basis which is exempt from the prospectus requirements in Canadian securities legislation.

5. The Funds have been granted relief (the NI 81-102 Relief) from the requirements of paragraphs 2.5(2)(a) and 2.5(2)(c) of NI 81-102 to permit the Funds to continue to invest in securities of the Reference Funds after each Reference Fund Prospectus lapses.

6. After a Reference Fund discontinues distributing its securities under a simplified prospectus (i) the Statutory Requirements will continue to apply to each Fund’s holding and purchasing of securities of its Reference Funds, and (ii) the Filer and each Fund will no longer be entitled to rely on the statutory exemption from the Statutory Requirements in subsection 2.5(7) of NI 81-102 because reliance on that exemption is contingent on satisfaction of each of the conditions of section 2.5 of NI 81-102. Investments in the Reference Funds made by the Funds in reliance on the NI 81-102 Relief will not satisfy each of the conditions of section 2.5 of NI 81-102.

7. In the absence of the Exemption Sought from the Mutual Fund Conflict of Interest Investment Restrictions, each Fund would be prohibited from knowingly making or holding an investment in a Reference Fund if the Fund, alone or together with one or more related mutual funds, would be a substantial security holder of the Reference Fund.

8. Furthermore, the Filer, who is the manager of the Funds and Reference Funds, or a substantial security holder of the Filer, may from time to time hold a significant interest in a Reference Fund. The Mutual Fund Conflict of Interest Investment Restrictions would prohibit a Fund from investing in securities of a Reference Fund at a time where the Filer or a substantial security holder of the Filer would hold a significant interest in that Reference Fund.

9. In the absence of the Exemption Sought from the Mutual Fund Conflict of Interest Reporting Requirements, the Filer would be required to file a report of every transaction by a Fund involving securities of a Reference Fund, as well as a report of every transaction in which, by arrangement, a Fund and a Reference Fund would be acting as joint participants.

10. After a Reference Fund discontinues distributing its securities under a simplified prospectus, each Reference Fund will remain a reporting issuer subject to the Mutual Fund Instruments.

11. Material information concerning each Reference Fund will be readily available to investors on the internet through the continuous disclosure documents filed by the Reference Fund and/or posted on the Filer’s website as required by NI 81-106.

12. The Funds’ investments in securities of the Reference Funds will continue to be made in accordance with the requirements of section 2.5 of NI 81-102, except to the extent that the Funds are permitted to deviate therefrom by the NI 81-102 Relief. Compliance with these requirements mitigate the conflicts of interests inherent in the Funds’ investments by ensuring that:

(a) no management fees or incentive fees are payable by a Fund that, to a reasonable person, would duplicate a fee payable by the Reference Fund for the same service;

(b) no sales fees or redemption fees are payable by a Fund in relation to its purchases or redemptions of the securities of the Reference Funds; and

(c) a Fund does not vote the securities it holds of a Reference Fund, but may instead, if the Filer so chooses, arrange for all of the securities it holds of the Reference Fund to be voted by the beneficial holders of securities of the Fund.

13. The investments by the Funds in securities of the Reference Funds represent the business judgment of responsible persons uninfluenced by considerations other than the best interests of the Funds.

Decision

Each of the Passport Review Decision Maker and the Coordinated Review Decision Makers is satisfied that the decision meets the test set out in the Legislation for the relevant regulator or securities regulatory authority to make the decision.

The decision of the Passport Review Decision Maker and of the Coordinated Review Decision Makers under the Legislation is that the Exemption Sought from the Statutory Requirements is granted to permit the Funds to continue to hold and make investments in securities of the Reference Funds provided that such investments are made in compliance with the requirements of section 2.5 of NI 81-102, except to the extent that the Funds are permitted to deviate therefrom by the NI 81-102 Relief.

"David L. Knight" "Mary Condon" (Name)

Commissioner Commissioner (Title)

Ontario Securities Commission Ontario Securities Commission