OSC 2019

The Filer, Mercer Park Brand Acquisition Corp., applied for exemptive relief from the prospectus filing eligibility requirements under NI 41-101 and the withdrawal of prospectus exemptions under OSC Rule 56-501.

The relief was sought in connection with the distribution of Subordinate Voting Shares and Multiple Voting Shares following a Qualifying Transaction.

The Ontario Securities Commission granted the requested exemptions, subject to conditions regarding the Filer's capital structure before and after the Qualifying Transaction.

The applicant applied on behalf of several investment funds for exemptive relief from subsection 6.1(1) of National Instrument 81-102 to permit the funds to appoint a second custodian.

The applicant sought to appoint a second custodian to act as a securities lending agent for certain in-demand securities, while maintaining its primary custodian.

The principal regulator granted the requested relief, subject to conditions requiring a single entity to reconcile all portfolio assets and limiting the second custodian's role to the transferred in-demand securities.

Mercal Capital Corp. applied to the Ontario Securities Commission for an order that it has ceased to be a reporting issuer in all jurisdictions of Canada.

The Filer represented that its outstanding securities are beneficially owned by fewer than 51 securityholders worldwide and are not traded on any marketplace.

The principal regulator was satisfied that the test under the legislation was met and granted the order.

The Filer applied to the Ontario Securities Commission for an exemption from the prospectus requirement for the distribution of contracts for difference (CFDs) and over-the-counter foreign exchange contracts to investors in applicable jurisdictions.

The Commission granted the requested relief, subject to conditions including that the Filer remain registered as an investment dealer, comply with IIROC rules, and provide clients with a risk disclosure document prior to their first transaction.

TD Asset Management Inc. applied for exemptive relief under paragraph 5.5(1)(b) of National Instrument 81-102 to approve the mergers of several terminating mutual funds into continuing funds.

The mergers did not meet all criteria for pre-approved reorganizations under section 5.6 because the fundamental investment objectives and fee structures were not substantially similar, and some portfolio holdings were not acceptable to the continuing funds' portfolio advisers.

The Ontario Securities Commission granted the requested relief, subject to the condition that the filers obtain prior approval from the unitholders of the terminating funds at a special meeting.

Cortland Credit Group Inc. applied on behalf of the Clearpoint Short Term Income Fund for approval to change the manager of the Fund from Caldwell Investment Management Ltd. to Cortland.

The Ontario Securities Commission, acting as principal regulator, granted the approval sought under section 5.5(1)(a) of National Instrument 81-102, provided that Caldwell obtains prior approval from the Fund's unitholders at a special meeting.

The applicant, Algonquin Capital Corporation, applied on behalf of Algonquin Fixed Income 2.0 Fund for exemptive relief from the short selling restrictions in National Instrument 81-102.

The applicant sought to permit the fund to short sell government securities up to a maximum of 300% of its net asset value to hedge against interest rate risk.

The Ontario Securities Commission granted the exemption, subject to conditions including that the aggregate exposure to short selling, cash borrowing, and specified derivatives not exceed 300% of the fund's net asset value.

The Filer, Levon Resources Ltd., applied to the Ontario Securities Commission for an order to cease being a reporting issuer in all jurisdictions of Canada where it is currently 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 that its securities are not traded on any marketplace.

The principal regulator, satisfied that the statutory test was met, granted the requested order.

The Manager applied for exemptive relief under paragraph 5.5(1)(b) of National Instrument 81-102 to approve the merger of Counsel Income Portfolio into Counsel High Income Portfolio.

The merger did not meet all pre-approval criteria under section 5.6 because the fundamental investment objectives were not substantially similar and certain materials were not sent to unitholders.

The Ontario Securities Commission granted the requested relief, subject to the Manager obtaining prior approval from the unitholders of the Terminating Fund at a special meeting.

The Filer applied to the Ontario Securities Commission for approval of a proposed change of manager of several mutual funds from the Filer to Fiera Capital Corporation.

The change of manager was a result of Fiera Capital Corporation acquiring all outstanding shares of the Filer.

The Commission granted the requested approval, provided that the Filer obtains the prior approval of the securityholders of the funds.

The Filer, Delivra Corp., applied to the Ontario Securities Commission for an order declaring that it has ceased to be a reporting issuer in all jurisdictions of Canada where it is currently 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 found the test under the legislation was met and granted the order.

The Filer, 1832 Asset Management L.P., applied for exemptive relief to extend the lapse date of the simplified prospectus for several mutual funds from October 9, 2019, to November 9, 2019.

The extension was sought to consolidate the renewal of the Funds' prospectus with that of 97 other mutual funds managed by the Filer, thereby reducing costs and streamlining disclosure.

The Ontario Securities Commission granted the requested relief, finding it would not be prejudicial to the public interest.

The Filer, Fiera Private Alternative Investments 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 found that the Filer met the test under the legislation and granted the order.

The Filer, Real Estate Asset Liquidity Trust, applied to the Ontario Securities Commission for an order to cease being a reporting issuer in all applicable Canadian jurisdictions.

The Filer is a special purpose entity that issues mortgage pass-through certificates and has no other issued and outstanding securities.

The Filer demonstrated that it meets the requirements to cease being a reporting issuer, as its certificates are held by sophisticated investors, are rated by rating agencies, and detailed financial information continues to be provided to certificate holders via a reporting agent's website.

The Commission granted the order, determining that the Filer is no longer a reporting issuer in any jurisdiction of Canada.

Newgrowth Corp. applied to the Ontario Securities Commission for an order to cease being a reporting issuer in all applicable Canadian jurisdictions.

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

The principal regulator found the statutory tests were met and granted the requested order.

The applicant, an investment fund manager, applied for exemptive relief from the investment restrictions in the Securities Act and National Instrument 31-103.

The relief was sought to permit the applicant's top funds to invest in underlying funds managed by the applicant, creating a fund-on-fund structure.

The Ontario Securities Commission granted the requested relief, subject to several conditions including that the top funds are distributed solely pursuant to prospectus exemptions, investments are made at an objective price, and there is no duplication of management or sales fees.

The manager of Soundvest Split Trust applied for an order that the Fund cease to be a reporting issuer in all applicable Canadian jurisdictions.

The principal regulator, the Ontario Securities Commission, found that the Fund met the necessary criteria, including having fewer than 51 securityholders worldwide and no securities traded on a public marketplace.

The order was granted.

The applicant, Mackenzie Financial Corporation, applied on behalf of the Mackenzie Anti-Benchmark Global Investment Grade Fund for an exemption from the concentration restriction in subsection 2.1(1) of National Instrument 81-102.

The exemption sought to permit the Fund to invest up to 20% or 35% of its net asset value in highly rated evidences of indebtedness issued or guaranteed by foreign supranational agencies or governments.

The Ontario Securities Commission granted the exemption, subject to conditions including that the securities are traded on a mature and liquid market and that the Fund's simplified prospectus discloses the additional risks and the nature of the exemption.

Manulife Asset Management Limited applied for exemptive relief from the inter-fund trading and in specie transaction prohibitions under National Instrument 81-102, National Instrument 31-103, and National Instrument 81-107.

The relief sought to permit Canadian funds and client accounts to engage in inter-fund trades with U.S. funds and to execute trades at the last sale price.

The Ontario Securities Commission granted the requested relief, subject to conditions including independent review committee approval and compliance with specified policies and procedures.

The Filer, Hudson's Bay Company, applied for exemptive relief from Sections 3.2 and 3.3 of National Instrument 52-107 to permit it to prepare its financial statements in accordance with U.S. GAAP instead of IFRS.

The Filer had commenced preparations to become an SEC Issuer but paused the process due to a privatization proposal.

The Ontario Securities Commission granted the exemption, allowing the Filer to file U.S. GAAP financial statements for a limited time, subject to conditions including re-filing under IFRS if it does not become an SEC Issuer within the specified timeframe.