LDIC Inc. (Re), 2015 CanLII 62131

Ontario Securities Commission

September 22, 2015

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 LDIC INC. (the Filer)

DECISION

Background

The principal regulator in the Jurisdiction has received an application from the Filer for a decision under the securities legislation of the Jurisdiction of the principal regulator (the Legislation):

(a) for an exemption from the prohibition in section 4.2(1) of National Instrument 81-102 – Investment Funds (NI 81-102) to permit the Mutual Funds (as defined below) and Closed-End Funds (as defined below) to purchase debt securities from or sell debt securities to a Pooled Fund (as defined below) (the Section 4.2(1) Relief);

(b) for an exemption from the prohibitions in sections 13.5(2)(b)(ii) and (iii) of National Instrument 31-103 – Registration Requirements, Exemptions and Ongoing Registrant Obligations (NI 31-103) which prohibit a registered adviser from knowingly causing an investment portfolio managed by it, including an investment fund for which it acts as an adviser, to purchase or sell a security from or to the investment portfolio of an associate of a responsible person, or from or to the investment portfolio of an investment fund for which a responsible person acts as an adviser, in order to permit:

(i) a Pooled Fund to purchase securities from or sell securities to a Fund (as defined below);

(ii) a Managed Account (as defined below) to purchase securities from or sell securities to a Fund;

(iii) a Mutual Fund to purchase securities from or sell securities to a Fund;

(iv) a Closed-End Fund to purchase securities from or sell securities to a Fund;

(v) the transactions listed in (i) to (iv) (each an Inter-Fund Trade) to be executed at the last sale price, as defined in the Universal Market Integrity Rules of the Investment Industry Regulatory Organization of Canada, prior to the execution of the trade (the Last Sale Price) in lieu of the closing sale price (the Closing Sale Price) contemplated by the definition of “current market price of the security” in section 6.1(1)(a)(i) of National Instrument 81-107 – Independent Review Committee for Investment Funds (NI 81-107) on that trading day, where the securities involved in the Inter-Fund Trade are exchange-traded securities (which term shall include Canadian and foreign exchange-traded securities) ((i), (ii), (iii), (iv) and (v) are, collectively, the Inter-Fund Trading Relief); and

(vi) in specie subscriptions and redemptions by:

A. Managed Accounts in Mutual Funds and Pooled Funds; and

B. Pooled Funds in Mutual Funds and Pooled Funds (together with A, the In Specie Transfer Relief)

(the Section 4.2(1) Relief, Inter-Fund Trading Relief and In Specie Transfer Relief are, collectively, 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; 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, NI 81-102 and NI 81-107 and MI 11-102 have the same meaning if used in this decision, unless otherwise defined. The following terms have the following meanings:

“Closed-End Funds” means each existing or future non-redeemable investment fund, as defined in the Legislation, that is a reporting issuer and subject to NI 81-102, of which the Filer or an affiliate of the Filer acts as manager and/or portfolio manager;

“Funds” means, as applicable, the Mutual Funds, the Closed-End Funds and/or the Pooled Funds;

“In Specie Transfer” means causing a Managed Account or a Pooled Fund to deliver portfolio securities to a Mutual Fund or Pooled Fund, in respect of the purchase of securities of the Fund by the Managed Account or Pooled Fund, or to receive portfolio securities from the investment portfolio of a Mutual Fund or Pooled Fund in respect of a redemption of securities of the Fund by the Managed Account or Pooled Fund;

“Managed Account” means an account managed by the Filer for a client that is not a responsible person and over which the Filer has discretionary authority;

“Mutual Funds” means each existing or future mutual fund, as defined in the Legislation, that is a reporting issuer and subject to NI 81-102, of which the Filer or an affiliate of the Filer acts as manager and/or portfolio manager; and

“Pooled Funds” means each existing and future investment fund that is not a reporting issuer, of which the Filer or an affiliate of the Filer acts as manager and/or portfolio manager;

Representations:

This decision is based on the following facts represented by the Filer:

The Filer

1. The head office of the Filer is located in Toronto, Ontario.

2. The Filer is registered as an investment fund manager in Ontario, Québec and Newfoundland and Labrador and is registered as a portfolio manager in Ontario, Alberta, British Columbia, Manitoba, New Brunswick, Nova Scotia, Québec and Saskatchewan.

The Funds

3. The Filer and each of the Funds are not in default of securities legislation in any of the Jurisdictions.

4. The Filer is, or will be, the manager of the Funds. The Filer is, or will be, the portfolio manager of the Funds. The Filer may appoint related or third party sub-advisers to the Funds.

5. Each of the Mutual Funds is or will be established under the laws of Ontario or of Canada as an investment fund that is an open-ended mutual fund established as a trust or an open-ended mutual fund established as a corporation and is or will be a reporting issuer in all of the Jurisdictions.

6. The securities of each of the Mutual Funds are or will be qualified for distribution pursuant to simplified prospectuses and annual information forms that have been prepared or will be prepared and filed in accordance with NI 81-101 – Mutual Fund Prospectus Disclosure. Each of the Mutual Funds is or will be subject to the provisions of NI 81-102.

7. Each of the Pooled Funds is, or will be, an open-end mutual fund established under the laws of Ontario and will not be a reporting issuer in any of the Jurisdictions.

8. The securities of the Pooled Funds are, or will be, distributed on a private placement basis pursuant to available prospectus exemptions. The Pooled Funds are not or will not be subject to NI 81-102.

9. Each of the Closed-End Funds is, or will be, an investment fund established under the laws of Ontario or of Canada and will be a reporting issuer in each Jurisdiction.

10. The securities of the Closed-End Funds are or will be qualified for distribution pursuant to long form prospectuses that have been prepared or will be prepared and filed in accordance with the securities legislation of each of the Jurisdictions. Each of the Closed-End Funds is or will be subject to NI 81-102.

Managed Accounts

11. The Filer offers discretionary investment management services to institutional and individual investors through the Managed Accounts.

12. Each Managed Account client enters into a written agreement with the Filer (an Investment Management Agreement) whereby the client appoints the Filer to act as portfolio manager in connection with an investment portfolio of the client with full discretionary authority to trade in securities for the Managed Account without obtaining the specific consent of the client to execute the trade.

13. Investments in individual securities may not be appropriate in certain circumstances for a Managed Account client. Consequently, the Filer may, where authorized under the Investment Management Agreement, from time to time invest a Managed Account client’s assets in securities of any one or more investment funds, including the Funds, in order to provide the client the benefit of asset diversification and economies of scale regarding minimum commission charges on portfolio trades, and generally to facilitate portfolio management.

14. Prior to engaging in Inter-Fund Trades and In Specie Transfers on behalf of a Managed Account, each Investment Management Agreement or other documentation in respect of a Managed Account will contain the authorization of the client for the Filer to engage in Inter-Fund Trades and In Specie Transfers.

Inter-Fund Trades and Section 4.2(1) Relief

15. The Filer wishes to be able to permit any Fund or Managed Account to engage in Inter-Fund Trades of portfolio securities with a Fund. NI 31-103, NI 81-102 and NI 81-107 impose certain prohibitions and exceptions with respect to Inter-Fund Trades.

16. An exception from the inter-fund trading prohibition in section 4.2(1) of NI 81-102 currently exists in section 4.3(1) of NI 81-102, which permits the Mutual Funds and Closed-End Funds to Inter-Fund Trade listed equity securities with the Pooled Funds. The Mutual Funds and Closed-End Funds are however unable to rely on the exception in section 4.3(1) of NI 81-102 to Inter-Fund Trade debt securities because debt securities are typically not subject to public quotations as required by section 4.3(1) of NI 81-102. The Mutual Funds and Closed-End Funds are further unable to rely on the exception in section 4.3(2) to Inter-Fund Trade debt securities with the Pooled Funds because that exception only applies where funds on both sides of the Inter-Fund Trade are investment funds governed by NI 81-107, whereas the Pooled Funds are not subject to NI 81-107.

17. Section 13.5(2) of NI 31-103 prevents Inter-Fund Trades between the Funds and between the Funds and the Managed Accounts. The Filer is unable to rely on the exemption provided for in section 6.1 of NI 81-107 because the Pooled Funds are not subject to NI 81-107 and because the Inter-Fund Trades of exchange-traded securities are intended to be effected at the Last Sale Price rather than the Closing Sale Price.

18. The Filer submits that because of the investment objectives and investment strategies utilized by the Funds and Managed Accounts, it may be appropriate for different investment portfolios to acquire or dispose of the same securities through the same trading system, rather than with a third party. Authorizing the Inter-Fund Trades may result in such benefits as lower trading costs, reduced market disruption and quicker execution.

19. The Filer has determined that it would be in the best interests of the Funds and Managed Accounts to receive the Inter-Fund Trading Relief because making the Funds and the Managed Accounts subject to the same set of rules governing the execution of Inter-Fund Trades will result in:

(i) cost and timing efficiencies in respect of the execution of Inter-Fund Trades; and

(ii) simplified and more efficient monitoring thereof, for the Filer in connection with the execution of Inter-Fund Trades.

20. Inter-Fund Trades will be consistent with the investment objective of the Fund or Managed Account, as applicable.

21. At the time of an Inter-Fund Trade, the Filer will have in place policies and procedures to enable the Funds and Managed Accounts to engage in Inter-Fund Trades.

22. The Filer has established or will establish an independent review committee (an IRC) in respect of each Pooled Fund. The mandate of the IRC, among other things, includes approving Inter-Fund Trades. The IRC is, or will be, established in accordance with the requirements of section 3.7 of NI 81-107 and will comply with the standard of care set out in section 3.9 of NI 81-107. Further, the IRC will not approve Inter-Fund Trades unless the IRC has made the determination set out in section 5.2(2) of NI 81-107.

23. Purchases and sales of securities involving Mutual Funds and Closed-End Funds will be referred to and approved by their IRC under sections 5.2(1) and 5.4 of NI 81-107 and will be subject to the requirements of section 5.2(2) of NI 81-107.

24. When the Filer engages in an Inter-Fund Trade which involves the purchase and sale of securities between Funds, or between Managed Accounts and Funds, it will follow the following procedures:

(i) the Filer, as the portfolio manager, will deliver the trade instruction in respect of a purchase or sale of a security by a Fund or a Managed Account, as applicable (Account A), to a trader on the Filer’s trading desk;

(ii) the Filer, as the portfolio manager, will deliver the trade instruction in respect of a purchase or sale of a security by another Fund or Managed Account, as applicable (Account B), to a trader on the Filer’s trading desk;

(iii) the trader on the Filer’s trading desk will have the discretion to execute the trade as an Inter-fund Trade between Account A and Account B at the Last Sale Price of the security, prior to the execution of the trade;

(iv) the policies applicable to the Filer’s trading desk will require that all orders, once approved, are to be executed on a timely basis; and

(v) the portfolio manager or trader on the Filer’s trading desk will advise the Filer of the Last Sale Price.

25. The Filer considers that it would be in the best interests of the Funds if an Inter-Fund Trade could be made at the Last Sale Price prior to execution of the trade in lieu of the Closing Sale Price since this will result in the trade being done at the price which is closest to the executable price at the time the decision to make the trade is made.

26. If the IRC of a Fund becomes aware of an instance where the Filer did not comply with the terms of any decision document issued in connection with the Inter-Fund Trading Relief, or a condition imposed by securities legislation or the IRC in its approval, the IRC of the Fund will, as soon as practicable, notify in writing the securities regulatory authority or regulator in the jurisdiction under which the Fund is organized.

In Specie Transfers

27. The Filer may wish to or otherwise be required to deliver portfolio securities held in a Managed Account or Pooled Fund to a Mutual Fund or Pooled Fund in respect of a purchase of units or shares of the Mutual Fund or Pooled Fund (Fund Securities), and may wish to or otherwise be required to receive portfolio securities from a Mutual Fund or Pooled Fund in respect of a redemption of Fund Securities by a Managed Account or Pooled Fund. As the Filer is, or will be, the portfolio manager of the Funds and is, or will be, the portfolio manager of the Managed Accounts, the Filer would be considered a “responsible person” within the meaning of NI 31-103.

28. As the Filer is and may in the future be the trustee of a Mutual Fund or a Pooled Fund which is organized as a trust, each such Fund could be an “associate” of the Filer and accordingly, absent the grant of the In Specie Transfer Relief, the Filer would in the future be precluded by the provisions of section 13.5(2)(b)(ii) of NI 31-103 from effecting the In Specie Transfers in such circumstances. As the Filer is a registered adviser which is or will be the manager and portfolio manager of the Mutual Funds and Pooled Funds and is or will be the portfolio manager of the Managed Accounts, absent the grant of the In Specie Transfer Relief, the Filer would be precluded by the provisions of section 13.5(2)(b)(iii) of NI 31-103 from effecting the In Specie Transfers.

29. Effecting In Specie Transfers of securities as described above will allow the Filer to manage portfolio assets more effectively and reduce transaction costs for the Managed Accounts, the Mutual Funds and the Pooled Funds. For example, In Specie Transfers reduce market impact costs, which can be detrimental to the Managed Accounts, the Mutual Funds and the Pooled Funds. In Specie Transfers also allow a portfolio manager to retain within its control institutional-size blocks of securities that otherwise would need to be broken and re-assembled.

30. The only cost which will be incurred by a Managed Account, a Mutual Fund or a Pooled Fund for an In Specie Transfer is a nominal administrative charge levied by the custodian of the relevant Fund or Managed Account in recording the trades.

31. The Filer, as manager of the Funds, will value the securities transferred under an In Specie Transfer on the same valuation day on which the purchase price or redemption price of the Fund Securities of a Mutual Fund or Pooled Fund is determined. With respect to the purchase of Fund Securities of a Fund, the securities transferred to a Mutual Fund or Pooled Fund under an In Specie Transfer in satisfaction of the purchase price of those Fund Securities will be valued as if the securities were portfolio assets of the relevant Fund, as contemplated by section 9.4(2)(b)(iii) of NI 81-102. With respect to the redemption of Fund Securities of a Mutual Fund or Pooled Fund, the securities transferred to a Managed Account in satisfaction of the redemption price of those Fund Securities will have a value equal to the amount at which those securities were valued in calculating the net asset value per security used to establish the redemption price of the Fund Securities of the relevant Fund, as contemplated by section 10.4(3)(b) of NI 81-102.

32. The Filer does not receive any compensation in respect of any sale or redemption of Fund Securities of a Mutual Fund or Pooled Fund and, in respect of any delivery of securities further to an In Specie Transfer, the only charge paid by the Mutual Fund, Pooled Fund or Managed Account is a nominal administrative charge levied by the custodian of the relevant Fund or Managed Account for recording the trade.

33. The Filer will not effect an In Specie Transfer at any time when illiquid assets represent more than 10% of the net assets of a Pooled Fund or a Managed Account.

34. Should any In Specie Transfer involve the transfer of an “illiquid asset” (as defined in NI 81-102), the Filer will obtain at least one quote for the asset from an independent arm’s length purchaser or seller immediately before effecting the In Specie Transfer.

35. The Filer has determined that it will be in the best interests of the Funds and the Managed Accounts to receive the Exemption Sought.

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:

(a) the Section 4.2(1) Relief is granted provided that the following conditions are satisfied:

(i) the transaction is consistent with the investment objectives of each of the Funds involved in the trade;

(ii) the IRC of each Fund involved in the trade has approved the transaction in respect of that Fund in accordance with the terms of section 5.2(2) of NI 81-107; and

(iii) the transaction complies with paragraphs (c) to (g) of section 6.1(2) of NI 81-107.

(b) the Inter-Fund Trading Relief is granted provided that the following conditions are satisfied:

(i) the Inter-Fund Trade is consistent with the investment objectives of the Fund or the Managed Account, as applicable;

(ii) the Filer refers the Inter-Fund Trade involving a Fund to the IRC of that Fund in the manner contemplated by section 5.1 of NI 81-107 and the Filer and the IRC of the Fund comply with section 5.4 of NI 81-107 in respect of any standing instructions the IRC provides in connection with the Inter-Fund Trade;

(iii) in the case of an Inter-Fund Trade between Funds:

A. the IRC of each Fund has approved the Inter-Fund Trade in respect of the Fund in accordance with the terms of section 5.2(2) of NI 81-107; and

B. the Inter-Fund Trade complies with paragraphs (c) to (g) of section 6.1(2) of NI 81-107 except that for purposes of paragraph (e) of section 6.1(2) of NI 81-107 in respect of exchange-traded securities, the current market price of the securities may be the Last Sale Price; and

(iv) in the case of an Inter-Fund Trade between a Managed Account and a Fund:

A. the IRC of the Fund has approved the Inter-Fund Trade in respect of such Fund in accordance with the terms of section 5.2(2) of NI 81-107;

B. the Investment Management Agreement or other documentation in respect of the Managed Account authorizes the Inter-Fund Trade; and

C. the Inter-Fund Trade complies with paragraphs (c) to (g) of section 6.1(2) of NI 81-107 except that for purposes of paragraph (e) of section 6.1(2) in respect of exchange-traded securities, the current market price of the securities may be the Last Sale Price.

(c) the In Specie Transfer Relief is granted provided that:

(i) if the transaction is the purchase of Fund Securities of a Mutual Fund or Pooled Fund by a Managed Account:

A. in respect of the In Specie Transfer Relief as it applies to purchases of a Mutual Fund,

I. the Filer, as manager of the Mutual Fund, obtains the approval of the IRC of the Mutual Fund in respect of an In Specie Transfer in accordance with the terms of section 5.2(2) of NI 81-107; and

II. the Filer, as manager of the Mutual Fund, and the IRC, comply with the requirements of section 5.4 of NI 81-107 for any standing instructions the IRC provides in respect of an In Specie Transfer;

B. the Filer obtains the prior written consent of the client of the relevant Managed Account before it engages in any In Specie Transfers in connection with the purchase of Fund Securities of the Mutual Fund or Pooled Fund;

C. the Mutual Fund or Pooled Fund would at the time of payment be permitted to purchase the portfolio securities of the Managed Account;

D. the portfolio securities are acceptable to the Filer as portfolio manager of the Mutual Fund or Pooled Fund and consistent with the Mutual Fund or Pooled Fund’s investment objectives;

E. the value of the portfolio securities sold to the Mutual Fund or Pooled Fund is equal to the issue price of the Fund Securities of the relevant Fund for which they are payment, valued as if the securities were portfolio assets of that Fund;

F. the account statement next prepared for the Managed Account will include a note describing the portfolio securities delivered to the Mutual Fund or Pooled Fund and the value assigned to such securities; and

G. the Mutual Fund or Pooled Fund keeps written records of all In Specie Transfers during the financial year of the Fund, reflecting details of the portfolio securities delivered to the Fund and the value assigned to such securities, for five years after the end of the financial year, the most recent two years in a reasonably accessible place;

(ii) if the transaction is the redemption of Fund Securities of a Mutual Fund or Pooled Fund by a Managed Account:

A. in respect of the In Specie Transfer Relief as it applies to redemptions of a Mutual Fund,

I. the Filer, as manager of the Mutual Fund, obtains the approval of the IRC of the Mutual Fund in respect of an In Specie Transfer in accordance with the terms of section 5.2(2) of NI 81-107; and

II. the Filer, as manager of the Mutual Fund, and the IRC, comply with the requirements of section 5.4 of NI 81-107 for any standing instructions the IRC provides in respect of an In Specie Transfer;

B. the Filer obtains the prior written consent of the client of the relevant Managed Account to the payment of redemption proceeds in the form of an In Specie Transfer;

C. the portfolio securities are acceptable to the Filer as portfolio manager of the Managed Account and consistent with the Managed Account’s investment objectives;

D. the value of the portfolio securities is equal to the amount at which those securities were valued in calculating the net asset value per Fund Security of the Mutual Fund or Pooled Fund used to establish the redemption price;

E. the holder of the Managed Account has not provided notice to terminate its Investment Management Agreement with the Filer;

F. the account statement next prepared for the Managed Account will include a note describing the portfolio securities delivered to the Managed Account and the value assigned to such securities;

G. the Mutual Fund or Pooled Fund keeps written records of all In Specie Transfers during the financial year of the Fund, reflecting details of the portfolio securities delivered by the Fund and the value assigned to such securities, for five years after the end of the financial year, the most two years in a reasonably accessible place; and

(iii) if the transaction is the purchase of Fund Securities of a Mutual Fund by a Pooled Fund:

A. the Filer, as manager of the Mutual Fund, obtains the approval of the IRC of the Mutual Fund in respect of an In Specie Transfer in accordance with the terms of section 5.2(2) of NI 81-107;

B. the Filer, as manager of the Mutual Fund, and the IRC of the Mutual Fund, comply with the requirements of section 5.4 of NI 81-107 for any standing instructions the IRC provides in respect of an In Specie Transfer;

C. the Mutual Fund would, at the time of payment, be permitted to purchase the portfolio securities;

D. the portfolio securities are acceptable to the Filer as portfolio manager of the Mutual Fund, and consistent with the Mutual Fund’s investment objectives;

E. the value of the portfolio securities is equal to the issue price of the Fund Securities of the Mutual Fund for which they are payment, valued as if the securities were portfolio assets of that Mutual Fund;

F. each of the Funds will keep written records of all In Specie Transfers in a financial year of a Fund, reflecting details of the securities delivered by the Pooled Fund to the Mutual Fund, and the value assigned to such securities, for five years after the end of their financial year, the most recent two years in a reasonably accessible place;

(iv) if the transaction is the redemption of Fund Securities of a Mutual Fund by a Pooled Fund:

A. the Filer, as manager of the Mutual Fund, obtains the approval of the IRC of the Mutual Fund in respect of the In Specie Transfer in accordance with the terms of section 5.2(2) of NI 81-107;

B. the Filer, as manager of the Mutual Fund, and the IRC of the Mutual Fund, comply with the requirements of section 5.4 of NI 81-107 for any standing instructions the IRC provides in respect of an In Specie Transfer;

C. the portfolio securities are acceptable to the portfolio manager of the Pooled Fund, and consistent with the investment objectives of the Pooled Fund;

D. the value of the portfolio securities is equal to the amount at which those securities were valued in calculating the net asset value per Fund Security used to establish the redemption price of the Mutual Fund; and

E. each of the Funds will keep written records of all In Specie Transfers in a financial year of a Fund, reflecting details of the portfolio securities delivered by the Mutual Fund to the Pooled Fund, and the value assigned to such securities, for five years after the end of their financial year, the most recent two years in a reasonably accessible place;

(v) if the transaction is the purchase of Fund Securities of a Pooled Fund by a Pooled Fund:

A. the Pooled Fund would at the time of payment be permitted to purchase the portfolio securities;

B. the portfolio securities are acceptable to the Filer as portfolio manager of the Pooled Fund, and consistent with the Pooled Fund’s investment objectives;

C. the value of the portfolio securities is equal to the issue price of the Fund Securities of the Pooled Fund for which they are payment, valued as if the securities were portfolio assets of that Pooled Fund; and

D. each Pooled Fund will keep written records of all In Specie Transfers in a financial year of a Pooled Fund, reflecting details of the portfolio securities delivered to the Pooled Fund, and the value assigned to such securities, for five years after the end of the financial year, the most recent two years in a reasonably accessible place;

(vi) if the transaction is the redemption of Fund Securities of a Pooled Fund by a Pooled Fund:

A. the portfolio securities are acceptable to the portfolio manager of the Pooled Fund, and consistent with the investment objectives of the Pooled Fund;

B. the value of the portfolio securities is equal to the amount at which those securities were valued in calculating the net asset value per Fund Security used to establish the redemption price of the Pooled Fund; and

C. each Pooled Fund will keep written records of all In Specie Transfers in a financial year of the Pooled Fund, reflecting details of the portfolio securities delivered by the Pooled Fund and the value assigned to such securities, for five years after the end of the financial year, the most recent two years in a reasonably accessible place; and

(vii) the Filer does not receive any compensation in respect of any sale or redemption of Fund Securities of a Mutual Fund or Pooled Fund and, in respect of any delivery of portfolio securities further to an In Specie Transfer, the only charge paid by the Managed Account, Mutual Fund or Pooled Fund is a nominal administrative charge levied by the custodian of the relevant Fund or Managed Account for recording the trade.

"Raymond Chan"

Raymond Chan

Manager, Investment Funds and Structured Products Branch

Ontario Securities Commission