OSC 2017

The Filers applied to the Ontario Securities Commission for exemptive relief from the Prospectus Delivery Requirement and certain Prospectus Form Requirements in connection with an at-the-market distribution of common shares.

The Commission granted the requested relief, subject to conditions including specific disclosure requirements and compliance with representations made in the application.

The Commission also granted confidentiality relief.

H&R Real Estate Investment Trust and H&R Finance (2017) Trust applied for exemptive relief from various continuous disclosure, certification, audit committee, and prospectus requirements under Ontario securities law.

The relief was sought in connection with a proposed reorganization that would result in a new stapled unit structure.

The Ontario Securities Commission granted the requested exemptions, subject to numerous conditions including the filing of combined financial statements.

The Commission also designated F17 Trust as a reporting issuer in Ontario.

The applicant applied on behalf of the Fund for exemptive relief from certain provisions of National Instrument 81-102 and National Instrument 81-101.

The relief sought to permit the Fund to include past performance data in its sales communications and fund facts for periods prior to the Fund becoming a reporting issuer.

The Ontario Securities Commission granted the requested relief, subject to conditions requiring disclosure that the Fund was not a reporting issuer during the relevant periods.

The applicant, manager of a mutual fund, applied for an extension of the 90-day period under subsection 2.1(2) of National Instrument 81-101 to file a simplified prospectus.

The Director of the Ontario Securities Commission granted the requested exemption, permitting the prospectus to be filed no later than January 2, 2018.

The headnote also indicates relief was granted to permit the inclusion of past performance data from when the fund was not a reporting issuer.

The applicant, Franklin Templeton Investments Corp., applied on behalf of the Bissett Canadian Core Bond Trust for exemptive relief from certain continuous disclosure requirements under National Instrument 81-106 and National Instrument 81-102.

The relief sought to permit the Fund to include past performance data in its management reports of fund performance for periods prior to becoming a reporting issuer.

The Ontario Securities Commission granted the requested relief, subject to conditions including disclosure that the Fund was not a reporting issuer during those periods and posting of historical financial statements on the Fund's website.

The Filer, RBC Global Asset Management Inc., applied for exemptive relief from subsection 5.1(a) of National Instrument 81-105 to permit it to pay participating dealers for direct costs related to cooperative marketing initiatives whose primary purpose is to provide educational information concerning financial planning matters.

The Ontario Securities Commission granted the requested relief, subject to several conditions, including that the Filer complies with other requirements of NI 81-105, does not require dealers to sell its funds, and ensures the educational materials are general and for information purposes only.

The Filer applied for exemptive relief from the requirement under Part 8 of National Instrument 51-102 to file a business acquisition report in connection with its investment in TerraForm Power Inc. The Filer argued that while the investment triggered the profit or loss significance test, it did not trigger the asset or investment tests, and the profit or loss test produced an anomalous result that exaggerated the significance of the investment.

The Ontario Securities Commission granted the requested exemptive relief.

The applicant, an investment fund manager, applied to the Ontario Securities Commission for approval to merge two closed-end investment funds.

Approval was required under National Instrument 81-102 because the merger was not a tax-deferred transaction and the funds did not have substantially similar investment objectives.

The Commission granted the requested approval, finding that the merger met the legislative test and would be beneficial to unitholders due to increased distributions, lower management fees, and improved liquidity.

The Filers applied for an exemption from the requirement under section 3.2 of National Instrument 52-107 to prepare financial statements in accordance with Canadian GAAP/IFRS.

The Filers, which have activities subject to rate regulation, sought to continue preparing their financial statements in accordance with U.S. GAAP.

The Principal Regulator granted the exemption, allowing the Filers to use U.S. GAAP until the earlier of January 1, 2024, the cessation of their rate-regulated activities, or the mandatory application of an IFRS standard specific to rate-regulated activities.

Questrade Wealth Management Inc. applied for exemptive relief to approve the mergers of several of its exchange-traded funds into funds managed by WisdomTree Asset Management Canada, Inc., and to approve a change of manager for another fund to WisdomTree Canada.

The mergers did not meet all pre-approval criteria under NI 81-102 because the continuing funds had different investment objectives and fee structures, and some mergers were not tax-deferred.

The Ontario Securities Commission granted the requested approvals, subject to the condition that Questrade obtain prior approval from the securityholders of the affected funds.

The Manager applied to the Ontario Securities Commission for exemptive relief under subsection 5.5(1)(b) of National Instrument 81-102 to permit the merger of the Quadrus Trimark Balanced Fund into the Mackenzie Strategic Income Fund.

Pre-approval was not available because the investment objectives were not substantially similar and the terminating fund might not qualify as a mutual fund trust on the merger date.

The Commission granted the requested relief, finding it met the legislative test.

The Filer applied for exemptive relief on behalf of its mutual funds to permit investments in Canadian and U.S. exchange-traded funds (ETFs), including commodity ETFs, contrary to the concentration, control, and commodity investment restrictions in National Instrument 81-102.

The Ontario Securities Commission granted the relief, subject to conditions limiting the funds' exposure to physical commodities and U.S. ETFs, and requiring the underlying ETFs to be listed on recognized exchanges and subject to applicable regulatory frameworks.

The applicant, Invesco Canada Ltd., applied for a decision to vary a prior exemptive relief decision by removing its expiry date.

The prior decision permitted the Invesco Floating Rate Income Fund to borrow cash up to 10% of its net asset value to accommodate redemption requests, due to the longer settlement times of senior loans.

The principal regulator granted the requested variation, allowing the exemption to continue without an expiry date, subject to the existing conditions.

The applicant applied on behalf of an exchange traded fund for exemptive relief from the concentration restriction in subsection 2.1(1) of National Instrument 81-102, which prohibits investing more than 10% of net assets in a single issuer.

The relief was sought to permit the fund to track an index of the six largest Canadian banks weighted by dividend yield.

The Ontario Securities Commission granted the exemption, subject to conditions requiring specific prospectus disclosure and quarterly portfolio rebalancing.

The applicants, Excel Funds Management Inc. and Sun Life Global Investments (Canada) Inc., applied to the Ontario Securities Commission for approval of a change of manager for several mutual funds and exchange-traded funds.

The change of manager was proposed in connection with Sun Life Global Investments' acquisition of Excel.

The Commission granted the requested approval under section 5.5(1)(a) of National Instrument 81-102, finding that the proposed transaction met the applicable regulatory requirements and would not have a material adverse impact on the funds or their securityholders.

The Manager applied to the Ontario Securities Commission for exemptive relief to merge two terminating mutual funds into two continuing funds.

The mergers did not meet all pre-approval criteria under National Instrument 81-102 because the investment objectives and fee structures were not substantially similar, and the mergers would not be completed as a qualifying exchange under the Income Tax Act.

The Commission granted the requested relief, finding that the mergers would benefit securityholders by eliminating duplicative costs and providing a lower management expense ratio.

The applicant, a registered adviser and investment fund manager, applied for exemptive relief from the self-dealing prohibitions in sections 13.5(2)(a) and 13.5(2)(b) of National Instrument 31-103.

The relief was sought to permit an Ontario limited partnership fund to invest in a Cayman Islands master fund, and to permit in-specie transactions between the two funds.

The principal regulator granted the relief, subject to conditions ensuring the transactions are executed at objective prices, do not duplicate fees, and are in the best interests of the funds.

The Filer, Bison Gold Resources Inc., applied to the Ontario Securities Commission for an order to cease being a reporting issuer in all jurisdictions of Canada where it is a reporting issuer.

The Filer represented that its outstanding securities are beneficially owned by fewer than 15 securityholders in each Canadian jurisdiction and fewer than 51 worldwide, and its securities are not traded on any marketplace.

The principal regulator granted the order, finding that the Filer met the test set out in the legislation.

Arrow Capital Management Inc. applied for exemptive relief on behalf of the Exemplar Investment Grade Fund and other mutual funds.

The applicant sought an exemption from section 2.6(a)(i) of National Instrument 81-102 to permit the funds to borrow cash to fund distributions, and an exemption to treat ETF Securities and Mutual Fund Securities as separate funds for compliance with Parts 9, 10, and 14 of NI 81-102.

The Ontario Securities Commission granted the requested exemptions, subject to specified conditions.

Arrow Capital Management Inc. applied for exemptive relief on behalf of the Exemplar Investment Grade Fund and other exchange-traded series mutual funds.

The applicant sought exemptions from the requirement to prepare a long-form prospectus, the requirement to include an underwriter's certificate, and the take-over bid requirements for purchasers in the normal course.

The Ontario Securities Commission granted the requested relief, subject to conditions including the filing of a simplified prospectus and annual information form, and the provision of ETF Facts documents to dealers.