Ontario Securities Commission

The Filer, Brookfield Infrastructure Partners L.P., applied to the Ontario Securities Commission for exemptive relief from various continuous disclosure, certification, insider reporting, audit committee, corporate governance, and short form prospectus requirements.

The relief was sought to accommodate the issuance of debt securities and preferred shares by its subsidiaries, guaranteed by the Filer and related entities.

The Commission granted the requested exemptions, subject to specific conditions regarding the Filer's compliance with U.S. federal securities laws and the structure of the guarantees.

The applicant, Guardian Capital LP, applied for exemptive relief on behalf of several mutual funds.

The applicant sought an extension of the lapse dates for the simplified prospectuses of the funds to align with other funds managed by the applicant.

The applicant also sought relief from the requirement in National Instrument 81-101 prohibiting the consolidation of a simplified prospectus for an alternative mutual fund with that of a conventional mutual fund.

The Ontario Securities Commission granted the requested exemptions, allowing the applicant to consolidate the prospectuses and align their renewal dates to reduce costs and streamline disclosure.

The applicants, 1317774 B.C. Ltd. and Penn National Gaming, Inc., applied to the Ontario Securities Commission for exemptive relief from continuous disclosure, certification of disclosure, audit committee, and corporate governance disclosure requirements.

The relief was sought in connection with a cross-border exchangeable share structure resulting from the acquisition of Score Media and Gaming Inc. The Commission granted the requested exemptions, provided the purchaser complies with the conditions set out in section 13.3 of National Instrument 51-102 and does not issue any other securities.

The Filer, a capital pool company, applied for exemptive relief from the requirement to file certain historical financial statements of its reverse takeover acquirer, Givex, and its acquired businesses.

The Ontario Securities Commission granted the exemption, permitting the Filer to proceed with its qualifying transaction without filing the stub period financial statements for businesses acquired by Givex, provided the filing statement includes Givex's consolidated financial statements and is filed on SEDAR following TSXV acceptance.

The applicant, Mackenzie Financial Corporation, applied for exemptive relief on behalf of several alternative mutual funds.

The applicant sought an extension of the lapse date for the renewal of the funds' simplified prospectus, fund facts, and annual information form.

The applicant also sought relief from the requirement in National Instrument 81-101 that prohibits consolidating a simplified prospectus for an alternative mutual fund with that of a conventional mutual fund.

The principal regulator granted the requested relief, allowing the applicant to consolidate the prospectuses and extending the lapse date to align with the applicant's other mutual funds.

The applicant applied on behalf of two exchange-traded funds for exemptive relief from the concentration restrictions in National Instrument 81-102.

The relief was sought to permit the funds to replicate the performance of a rules-based, variable-weight Canadian bank index, which would require investing more than 10% or 20% of their net asset value in securities of a single issuer.

The Ontario Securities Commission granted the requested relief, subject to conditions including prospectus disclosure of the concentration risk and the exemption.

The Filer applied for an exemption from the requirement in subsection 3.12(2) of National Instrument 52-107 that an auditor's report accompanying audited acquisition statements must express an unqualified opinion.

The Filer acquired Ebbtide Holdings, LLC, triggering the requirement to file a business acquisition report including audited annual financial statements.

The Filer's auditor was unable to issue an unqualified opinion due to a lack of sufficient audit evidence over the inventory balance.

The Ontario Securities Commission granted the exemption, provided the Filer includes specific financial information in the business acquisition report, including an audited statement of assets acquired and liabilities assumed without qualification.

Purpose Investments Inc., the investment fund manager for the Purpose Bitcoin Fund and the Purpose Ether Fund, applied for exemptive relief under section 6.1 of National Instrument 81-101.

The applicant sought relief from subsection 2.1(2), which prohibits filing a prospectus more than 90 days after the receipt of a preliminary prospectus.

The Ontario Securities Commission granted the requested exemption, subject to the condition that the prospectus be filed no later than October 31, 2021.

Canopy Growth Corporation and The Supreme Cannabis Company, Inc. applied for exemptive relief from continuous disclosure, certification, and insider reporting requirements for Supreme following its acquisition by Canopy.

The Ontario Securities Commission granted the requested relief, subject to conditions including that Canopy remains a reporting issuer and files its continuous disclosure documents, and that Canopy guarantees the obligations of Supreme's outstanding debentures.

The applicant applied for exemptive relief to approve the merger of a terminating mutual fund into a continuing mutual fund.

Regulatory approval was required because the fundamental investment objectives of the continuing fund were not substantially similar to those of the terminating fund.

The Ontario Securities Commission granted the approval sought, provided that the applicant obtains prior approval from the securityholders of the terminating fund.

The Filer applied for exemptive relief to extend the lapse date of the prospectus for the Dynamic Energy Evolution Fund from October 15, 2021, to November 16, 2021.

The extension was requested to align the Fund's prospectus renewal with 120 other mutual funds managed by the Filer, thereby reducing renewal, printing, and related costs, and streamlining disclosure.

The Ontario Securities Commission granted the requested relief, noting no material changes in the Fund's affairs and that the extension would not be prejudicial to the public interest.

The Filer applied on behalf of itself and the Fund for exemptive relief from the annual and interim financial statement filing and delivery deadlines under NI 81-106.

The Fund invests primarily in underlying funds, which have financial reporting deadlines that do not align with the Fund's deadlines, making it impossible for the Fund to meet its own deadlines.

The Ontario Securities Commission granted the requested relief, extending the annual deadline to 180 days and the interim deadline to 120 days, subject to certain conditions.

The applicant, True Exposure Investments, Inc., applied for exemptive relief on behalf of its alternative mutual funds from certain short selling restrictions under National Instrument 81-102.

The applicant sought permission for the funds to short sell index participation units (IPUs) up to a maximum of 100% of the fund's net asset value.

The Ontario Securities Commission granted the requested relief, finding that the high diversity and liquidity of IPU issuers mitigated the concentration risk typically associated with shorting securities of a single issuer.

The relief was granted subject to conditions, including that the funds comply with aggregate exposure limits.

The Filer applied to the Ontario Securities Commission for exemptive relief to extend the lapse date of the Current Prospectus for the AGFiQ US Market Neutral Anti-Beta CAD-Hedged ETF.

The extension was requested to align the Fund's prospectus renewal with the renewal of 11 other exchange-traded mutual funds managed by the Filer, allowing them to be combined into a single multi-fund prospectus.

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

The applicant sought an exemption from the requirement under MI 61-101 to obtain minority approval from unitholders of every class voting separately as a class in connection with a proposed business combination.

The applicant argued that separate class votes would give a disproportionate veto right to small groups of unitholders, and that the economic entitlements of all classes were fixed by pre-established formulas.

The Ontario Securities Commission granted the exemption, permitting the minority approval to be obtained from all disinterested unitholders voting together as a single class, subject to conditions including a fairness opinion and enhanced disclosure.

The Filer, Next Edge Capital Corp., applied for exemptive relief from subsection 5.1(4) of National Instrument 81-101 to permit the consolidation of the simplified prospectuses of its alternative mutual funds with those of its conventional mutual funds.

The Filer argued that consolidation would reduce costs and facilitate investor comparison, noting that National Instrument 41-101 already permits such consolidation for exchange-traded funds.

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

The applicant, an investment fund manager, applied for exemptive relief from the concentration restriction in subsection 2.1(1) of National Instrument 81-102 on behalf of several mutual funds.

The requested relief would permit the funds to invest up to 20% or 35% of their net assets in highly rated evidences of indebtedness issued or guaranteed by foreign governments or supranational agencies.

The principal regulator granted the exemption, subject to conditions including that the funds' investment objectives permit such investments and that the prospectuses disclose the associated risks and the nature of the relief.

The applicant, EHP Funds Inc., applied for exemptive relief on behalf of several alternative mutual funds from certain provisions of National Instrument 81-102.

The requested relief included exemptions from the short selling limit, the cash borrowing limit, and the requirement that all portfolio assets be held by one qualified custodian.

The Ontario Securities Commission granted the requested relief, subject to conditions, finding that the exemptions would allow the funds to more effectively manage their investment exposures and reduce related expenses without increasing overall risk.

The Filer, Silver Heights Capital Management Inc., applied for an exemption from the prohibition in subparagraphs 13.5(2)(b)(ii) and 13.5(2)(b)(iii) of National Instrument 31-103 to permit specified In-specie Transfers between Managed Accounts and Pooled Funds.

The principal regulator granted the exemption, subject to conditions including obtaining prior written consent from clients, ensuring the transfers are consistent with investment objectives, and maintaining proper valuation and record-keeping.

The applicant applied to the Ontario Securities Commission for exemptive relief to approve the merger of a terminating fund into a continuing fund.

The proposed merger did not meet all pre-approval criteria under NI 81-102 because the funds' investment objectives were not substantially similar and the merger would be implemented on a taxable basis.

The Commission granted the requested relief, provided that the applicant obtains prior approval from the unitholders of the terminating fund at a special meeting.