Ontario Securities Commission Bulletin
Issue 49/02 - January 15, 2026
Ont. Sec. Bull. Issue 49/02
• OSC Staff Notice 11-742 (Revised) -- Securities Advisory Committee
• Mawson Finland Limited -- s. 1(6) of the OBCA
• Dimensional Fund Advisors Canada ULC
• Mawer Investment Management Ltd. and Mawer Global Equity Pooled Fund
• Russell Investments Canada Limited
• Temporary, Permanent & Rescinding Issuer Cease Trading Orders
• Temporary, Permanent & Rescinding Management Cease Trading Orders
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FOR IMMEDIATE RELEASE
January 9, 2026
TORONTO -- The Tribunal issued an Order in the above-named matter.
A copy of the Order dated January 9, 2026 is available at capitalmarketstribunal.ca.
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John Cecil and Ontario Securities Commission
FOR IMMEDIATE RELEASE
January 12, 2026
TORONTO -- The Tribunal issued an Order in the above-named matter.
A copy of the Order dated January 12, 2026 is available at capitalmarketstribunal.ca.
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BETWEEN:
File No. 2025-29
Adjudicators: |
Andrea Burke |
January 9, 2026
WHEREAS on January 9, 2026, the Capital Markets Tribunal held a case management hearing by videoconference in relation to the application dated October 31, 2025 made by Internet Sciences Inc., to review a decision of the Panel of Board of Directors of CNSX Markets Inc. dated October 29, 2025;
AND WHEREAS the Tribunal considered two motions brought by the applicant, Internet Sciences Inc., one objecting to the Ontario Securities Commission's status as a party to this proceeding and seeking its removal from this proceeding and other related relief (Motion 7), and another seeking the disqualification or recusal of Adjudicator Burke from any further involvement in this proceeding on grounds of bias arising as a result of her prior position as a lawyer and partner in a particular law firm (Bias Motion), and considered whether Internet Sciences Inc.'s application should be dismissed; and
ON HEARING the submissions of CNSX Markets Inc. and the Commission, no one appearing for Internet Sciences Inc., although it received proper notice of the hearing, and on reading correspondence from and to the parties;
IT IS ORDERED, for reasons to follow, that:
1. Motion 7 is dismissed;
2. the Bias Motion is dismissed;
3. Internet Sciences Inc.'s application is dismissed; and
4. the previously scheduled hearing dates of January 12 and March 5 and 6, 2026 are vacated.
John Cecil and Ontario Securities Commission -- s. 144.1
BETWEEN:
File No. 2025-30
Adjudicators: |
Timothy Moseley |
January 12, 2026
(Section 144.1 of the Securities Act, R.S.O. 1990, c. S.5)
WHEREAS the Capital Markets Tribunal held a hearing in writing regarding an application brought by John Cecil to vary the payment schedule set out in the Tribunal's settlement approval order issued on December 11, 2024, in file number 2023-12;
ON READING correspondence and material filed by the representatives for Cecil, on being advised that the Commission received full payment from Cecil on December 30, 2025, of the remaining $175,000 owing under the December 11, 2024, order, and on considering the parties consent to the making of this order;
IT IS ORDERED THAT:
1. paragraph 4(c) of the December 11, 2024, order is varied such that the deadline for payment of the remaining balance of $175,000 is extended retroactively from November 14, 2025, to December 31, 2025; and
2. the hearing scheduled for February 20, 2026, is vacated.
OSC Staff Notice 11-742 (Revised) -- Securities Advisory Committee
In a Notice published in the OSC Bulletin on November 6, 2025, the Commission invited applications for positions on the Securities Advisory Committee ("SAC"). SAC provides advice to the Commission and staff on a variety of matters including legislative and policy initiatives and important capital markets trends and brings various issues to the attention of the Commission and staff.
The Commission was very impressed with the number of highly qualified legal practitioners who applied for positions on SAC and would like to thank all those who applied.
The Commission is pleased to publish the names of the five new members who will be participating on SAC for the next three years:
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Laura Levine
Borden Ladner Gervais LLP
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John R. Laffin
Stikeman Elliott LLP
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Matt Grant
IGM Financial Inc.
•
Wendi Locke
McCarthy Tétrault LLP
•
Robyn Mendelson
Fidelity Investments Canada
The members of SAC have staggered terms. The continuing members of SAC are:
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Gesta Abols
Fasken Martineau DuMoulin LLP
•
Howard Rusak
CPP Investments
•
Matthew Merkley
Blake, Cassels & Graydon LLP
•
Steve J. Cutler
Davies Ward Philips and Vineberg LLP
•
Selma Thaver
Toronto Stock Exchange
•
Victoria L. Carrier
TD Wealth
•
Andrew Bozzat
Bennett Jones LLP
•
Catherine De Giusti
Wealthsimple
•
Luana DiCandia
Ontario Teachers' Pension Plan Board
The Commission would like to take this opportunity to thank the four members of SAC, listed below, whose terms have ended and who have served on the Committee with great dedication. Their advice and guidance on a range of issues has been very valuable to the Commission.
•
Sandra Zha
McMillan LLP
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David A. Seville
Torys LLP
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Robert Seager
Voorheis & Co. LLP
•
Rosalind Hunter
Osler, Hoskin & Harcourt LLP
Reference:
National Policy 11-206 Process for Cease to be a Reporting Issuer Applications -- The issuer ceased to be a reporting issuer under securities legislation.
Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(10)(a)(ii).
Citation: Re Kiwetinohk Energy Corp., 2026 ABASC 3
January 7, 2026
Background
The securities regulatory authority or regulator in each of the Jurisdictions (the Decision Maker) has received an application from the Filer for an order under the securities legislation of the Jurisdictions (the Legislation) that the Filer has ceased to be a reporting issuer in all jurisdictions of Canada in which it is a reporting issuer (the Order Sought).
Under the Process for Cease to be a Reporting Issuer Applications (for a dual application):
(a) the Alberta Securities Commission is the principal regulator for this application;
(b) the Filer has provided notice that subsection 4C.5(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in British Columbia, Saskatchewan, Manitoba, Québec, New Brunswick, Prince Edward Island, Nova Scotia, and Newfoundland and Labrador; and
(c) this order is the order of the principal regulator and evidences the decision of the securities regulatory authority or regulator in Ontario.
Terms defined in National Instrument 14-101 Definitions and MI 11-102 have the same meaning if used in this order, unless otherwise defined.
This order is based on the following facts represented by the Filer:
1. the Filer is not an OTC reporting issuer under Multilateral Instrument 51-105 Issuers Quoted in the U.S. Over-the-Counter Markets;
2. the outstanding securities of the Filer, including debt securities, are beneficially owned, directly or indirectly, by fewer than 15 securityholders in each of the jurisdictions of Canada and fewer than 51 securityholders in total worldwide;
3. no securities of the Filer, including debt securities, are traded in Canada or another country on a marketplace as defined in National Instrument 21-101 Marketplace Operation or any other facility for bringing together buyers and sellers of securities where trading data is publicly reported;
4. the Filer is applying for an order that the Filer has ceased to be a reporting issuer in all of the jurisdictions of Canada in which it is a reporting issuer; and
5. the Filer is not in default of securities legislation in any jurisdiction.
Each of the Decision Makers is satisfied that the order meets the test set out in the Legislation for the Decision Maker to make the order.
The decision of the Decision Makers under the Legislation is that the Order Sought is granted.
OSC File #: 2025-0745
National Policy 11-206 Process for Cease to be a Reporting Issuer Applications -- Application by a reporting issuer for an order that it is not a reporting issuer -- Based on diligent inquiry, residents of Canada (i) directly or indirectly beneficially own approximately 3.21% of the issuer's outstanding ordinary shares worldwide, and (ii) approximately 0.39% of the total number of shareholders of the issuer worldwide -- Issuer is subject to Australian securities law and requirements of the Australian Stock Exchange -- Issuer has undertaken that it will concurrently deliver to its Canadian resident securityholders all disclosure material it is required under Australian securities laws and exchange requirements to deliver to Australian resident securityholders -- Issuer has provided notice that it submitted an application to cease to be a reporting issuer in Alberta, British Columbia, Ontario and Quebec.
Securities Act, R.S.O. 1990, c. S.5, s. 1(10)(a)(ii).
January 6, 2026
The principal regulator in the Jurisdiction has received an application from the Filer for an order under the securities legislation of the Jurisdiction of the principal regulator (the Legislation) that the Filer has ceased to be a reporting issuer in all jurisdictions of Canada in which it is a reporting issuer (the Order Sought).
Under the Process for Cease to be a Reporting Issuer Applications (for a passport application):
(a) the Ontario Securities Commission is the principal regulator for this application, and
(b) the Filer has provided notice that subsection 4C.5(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in British Columbia, Alberta and Québec.
Terms defined in National Instrument 14-101 Definitions and MI 11-102 have the same meaning if used in this order, unless otherwise defined.
This order is based on the following facts represented by the Filer:
1. The Filer is a company existing under the Corporations Act 2001 (Australia) (the Corporations Act).
2. The Filer's registered office and principal place of business is located at Suite 1, 295 Rokeby Road, Subiaco, Western Australia, 6008.
3. The Filer's authorized capital consists of an unlimited number of ordinary shares (the Ordinary Shares), of which 285,515,571 are issued and outstanding as of November 19, 2025. The Filer has no outstanding securities other than: (a) the Ordinary Shares, (b) 25,990,938 options (the Options) entitling the holders thereof to acquire 25,990,938 Ordinary Shares, and (c) 2,600,000 performance rights (the Performance Rights) entitling the holders thereof to acquire 2,600,000 Ordinary Shares. Residents of Canada do not beneficially own any of the Options or Performance Rights. The Filer has no other outstanding securities other than the Ordinary Shares, the Options and the Performance Rights.
4. The Ordinary Shares are listed on the Australian Securities Exchange (the ASX) under the trading symbol "TTM".
5. The Filer is an emerging large-scale copper and gold project developer. The Filer's principal assets are development properties in Ecuador and Peru.
6. The Filer is subject to all applicable corporate requirements of a company formed in Australia, applicable Australian laws and the rules of the ASX. The Filer is not in default of any requirements of Australian law or the rules or requirements of the ASX applicable to it.
7. The Filer is not a reporting issuer in any jurisdiction of Canada other than British Columbia, Alberta, Québec and Ontario.
8. The Filer qualifies as a "designated foreign issuer" under National Instrument 71-102 Continuous Disclosure and Other Exemptions Relating to Foreign Issuers (NI 71-102) and has relied on and complied with the exemptions from Canadian continuous disclosure requirements afforded to designated foreign issuers under Part 5 of NI 71-102.
9. The Filer is not in default of the securities legislation of any jurisdiction in Canada.
10. The Filer has no material connection to Canada other than a limited number of securityholders who are residents of Canada, the majority of whom are located in Ontario. In particular:
a. the Filer's registered office and principal place of business is located in Australia;
b. the Filer's annual general meetings of securityholders take place outside of Canada and will continue to take place outside of Canada;
c. the Filer has no material assets or operations in Canada; and
d. none of the Filer's directors, officers or employees are residents of Canada.
11. The Filer is not eligible for the simplified procedure set out in section 19 of National Policy 11-206 Process for Cease to be a Reporting Issuer Applications (NP 11-206) because the Filer has, among other things, more than 50 securityholders in total worldwide.
12. The Filer is not eligible for the modified procedure set out in section 20 of NP 11-206 because residents of Canada own more than 2% of the Ordinary Shares. But for the ownership of Ordinary Shares by residents of Canada above 2%, the Filer would be eligible for the modified procedure set out in section 20 of NP 11-206.
13. In support of representation 14 concerning the percentage of outstanding securities and the total number of securityholders in Canada, the Filer sought and obtained information about the number, holdings, identity and geographic location of the beneficial holders of its outstanding Ordinary Shares. The Filer engaged the advisory services of Orient Capital Pty Ltd (Orient Capital) to provide analysis of Canadian-resident beneficial owners by issuing tracing notices to the nominee shareholders listed on the Filer's share register. Orient Capital issued notices in accordance with section 672 of the Corporations Act, which requires the recipient to disclose details of all persons who have a beneficial interest in the relevant shares. Disclosure is mandatory and must be made within the specified time period outlined in the tracing notice. The Filer has made all reasonable inquiries to obtain information about Canadian-resident securityholders, given that its share register is the only official source of information on the Filer's securityholders.
14. Based on the Filer's diligent inquiries described in representation 13, as of November 19, 2025, residents of Canada:
a. Directly or indirectly beneficially own an aggregate of 9,197,398 out of the 285,515,571 Ordinary Shares outstanding, representing approximately 3.21% of the Ordinary Shares outstanding. Residents of Canada do not beneficially own any of the Options or Performance Rights.
b. Directly or indirectly represent 12 out of the 3,018 total number of securityholders of the Filer worldwide, comprising approximately 0.39% of the total number of securityholders of the Filer.
15. The Filer has no current intention to seek public or private financing by way of an offering of securities in any jurisdiction of Canada.
16. None of the Filer's securities are listed, traded or quoted on a marketplace in Canada (as such term is defined in National Instrument 21-101 Marketplace Operation) and the Filer does not intend to have its securities listed, traded or quoted on any such marketplace in Canada.
17. In the 12 months preceding this application, the Filer has not taken any steps that indicate there is a market for its securities in Canada, including conducting a prospectus offering in Canada, establishing or maintaining a listing on an exchange in Canada or having its securities traded on a marketplace or any other facility in Canada for bringing together buyers and sellers where trading data is publicly reported.
18. The Filer provided advance notice on March 28, 2025, via a news release that was disseminated and filed under the Filer's SEDAR+ profile, to Canadian-resident securityholders that it has applied for an order to cease to be a reporting issuer in British Columbia, Alberta, Québec and Ontario, and that, if that order is made, the Filer will no longer be a reporting issuer in any jurisdiction in Canada.
19. All continuous disclosure required to be made by the Filer under applicable Australian securities laws and ASX requirements is publicly available to all of the Filer's securityholders through the Filer's website at www.titanminerals.com.au, and, given the Filer's status as a "designated foreign issuer" under NI 71-102, such disclosure will be substantially the same as the continuous disclosure to which Canadian-resident holders of Ordinary Shares currently have access.
20. The Filer undertakes to concurrently deliver to its Canadian resident securityholders all continuous disclosure that the Filer is required to deliver to its Australian resident securityholders under applicable Australian securities laws and ASX requirements.
The principal regulator is satisfied that the order meets the test set out in the Legislation for the principal regulator to make the order.
The decision of the principal regulator under the Legislation is that the Order Sought is granted.
DATED at Toronto on this 6th day of January, 2026.
OSC File #: 2025/0154
Mawson Finland Limited -- s. 1(6) of the OBCA
Applicant deemed to have ceased to be offering its securities to the public under the Business Corporations Act (Ontario).
Business Corporations Act, R.S.O. 1990, c. B.16, as am., s. 1(6).
(Subsection 1(6) of the OBCA)
UPON the application of the Applicant to the Ontario Securities Commission (the Commission) for an order pursuant to subsection 1(6) of the OBCA to be deemed to have ceased to be offering its securities to the public;
AND UPON the Applicant representing to the Commission that:
1. the Applicant is an "offering corporation" as defined in subsection 1(1) of the OBCA;
2. the Applicant's head and registered office is located at 199 Bay Street, Suite 5300 Commerce Court West, Toronto, Ontario, M5L 1B9, Canada;
3. the Applicant has no intention to seek public financing by way of an offering of securities;
4. on January 6, 2026 the Applicant was granted an order (the Reporting Issuer Order) pursuant to subclause 1(10)(a)(ii) of the Securities Act (Ontario) that it is not a reporting issuer in Ontario and is not a reporting issuer or the equivalent in any other jurisdiction of Canada in accordance with the simplified procedure set out in section 19 of National Policy 11-206 Process for Cease to be a Reporting Issuer Applications; and
5. the representations set out in the Reporting Issuer Order continue to be true.
AND UPON the Commission being satisfied that to grant this order would not be prejudicial to the public interest;
IT IS HEREBY ORDERED pursuant to subsection 1(6) of the OBCA, that the Applicant be deemed to have ceased to be offering its securities to the public.
DATED at Toronto on this 8th day of January, 2026.
OSC File #: 2025/0755
Northern Superior Resources Inc.
National Policy 11-206 Process for Cease to be a Reporting Issuer Applications -- The issuer ceased to be a reporting issuer under securities legislation.
January 9, 2026
The principal regulator in the Jurisdiction has received an application from the Filer for an order under the securities legislation of the Jurisdiction of the principal regulator (the Legislation) that the Filer has ceased to be a reporting issuer in all jurisdictions of Canada in which it is a reporting issuer (the Order Sought).
Under the Process for Cease to be a Reporting Issuer Applications (for a passport application):
a) the Ontario Securities Commission is the principal regulator for this application, and
b) the Filer has provided notice that subsection 4C.5(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in British Columbia, Alberta and Quebec.
Terms defined in National Instrument 14-101 Definitions and MI 11-102 have the same meaning if used in this order, unless otherwise defined.
This order is based on the following facts represented by the Filer:
1. the Filer is not an OTC reporting issuer under Multilateral Instrument 51-105 Issuers Quoted in the U.S. Over-the-Counter Markets;
2. the outstanding securities of the Filer, including debt securities, are beneficially owned, directly or indirectly, by fewer than 15 securityholders in each of the jurisdictions of Canada and fewer than 51 securityholders in total worldwide;
3. no securities of the Filer, including debt securities, are traded in Canada or another country on a marketplace as defined in National Instrument 21-101 Marketplace Operation or any other facility for bringing together buyers and sellers of securities where trading data is publicly reported;
4. the Filer is applying for an order that the Filer has ceased to be a reporting issuer in all of the jurisdictions of Canada in which it is a reporting issuer; and
5. the Filer is not in default of securities legislation in any jurisdiction.
The principal regulator is satisfied that the order meets the test set out in the Legislation for the principal regulator to make the order.
The decision of the principal regulator under the Legislation is that the Order Sought is granted.
OSC File #: 2025/0744
Brookfield Property Preferred Equity Inc.
National Policy 11-206 Process for Cease to be a Reporting Issuer Applications -- The issuer ceased to be a reporting issuer under securities legislation.
Securities Act, R.S.O. 1990, c. S.5, as am., s. 1(10)(a)(ii).
January 13, 2026
The principal regulator in the Jurisdiction has received an application from the Filer for an order under the securities legislation of the Jurisdiction of the principal regulator (the Legislation) that the Filer has ceased to be a reporting issuer in all jurisdictions of Canada in which it is a reporting issuer (the Order Sought).
Under the Process for Cease to be a Reporting Issuer Applications (for a passport application):
a) the Ontario Securities Commission is the principal regulator for this application, and
b) the Filer has provided notice that subsection 4C.5(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in British Columbia, Alberta, Saskatchewan, Manitoba, Quebec, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Labrador, Yukon, Northwest Territories, and Nunavut.
Terms defined in National Instrument 14-101 Definitions and MI 11-102 have the same meaning if used in this order, unless otherwise defined.
This order is based on the following facts represented by the Filer:
1. the Filer is not an OTC reporting issuer under Multilateral Instrument 51-105 Issuers Quoted in the U.S. Over-the-Counter Markets;
2. the outstanding securities of the Filer, including debt securities, are beneficially owned, directly or indirectly, by fewer than 15 securityholders in each of the jurisdictions of Canada and fewer than 51 securityholders in total worldwide;
3. no securities of the Filer, including debt securities, are traded in Canada or another country on a marketplace as defined in National Instrument 21-101 Marketplace Operation or any other facility for bringing together buyers and sellers of securities where trading data is publicly reported;
4. the Filer is applying for an order that the Filer has ceased to be a reporting issuer in all of the jurisdictions of Canada in which it is a reporting issuer; and
5. the Filer is not in default of securities legislation in any jurisdiction.
The principal regulator is satisfied that the order meets the test set out in the Legislation for the principal regulator to make the order.
The decision of the principal regulator under the Legislation is that the Order Sought is granted.
OSC File #: 2025/0726
Dimensional Fund Advisors Canada ULC
Multilateral Instrument 11-102 Passport System and National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- National Instrument 81-102 Investment Funds, s. 19.1 -- An investment fund seeks relief from the cover requirements in s. 2.8(1)(a) -- The Fund will meet the requirements of paragraph 2.8(1)(d) of NI 81-102 except that it will be able to include receivables arising as a result of a declaration or payment of a distribution, dividend, or other payment, when calculating its coverage for a long position.
National Instrument 81-102 Investment Funds, ss. 2.8(1)(a) and 19.1.
Citation: 2025 BCSECCOM 537
December 11, 2025
¶ 1 The securities regulatory authority or regulator in each of the Jurisdictions (the Decision Maker) has received an application from the Filer for a decision under the securities legislation of the Jurisdictions (the Legislation) for an exemption (the Exemption Sought) pursuant to section 19.1 of National Instrument 81-102 Investment Funds (NI 81-102) for all current mutual funds managed by the Filer (the Existing Funds) and all future mutual funds that will be managed by the Filer or an affiliate of the Filer (the Future Funds, and together with the Existing Funds, the Funds) from the restriction in paragraph 2.8(1)(d) of NI 81-102 that a mutual fund must not open or maintain a long position in a debt-like security that has a component that is a long position in a forward contract, or in a standardized future or forward contract, unless the mutual fund holds cash cover in an amount that, together with margin on account for the specified derivative and the market value of the specified derivative, is not less than, on a daily mark-to-market-basis, the underlying market exposure of the specified derivative (the Cover Requirement). The purpose of the Exemption Sought is to permit a Fund to include, for the purpose of calculating coverage for a long position under the Cover Requirement, the amounts of one or more receivables (each, a Receivable) of the Fund arising as a result of a declaration or payment of a distribution, dividend or other payment made in connection with a corporate action on one or more Securities (as defined below) held by the Fund, during the period from the date that the Fund becomes entitled to receive the Receivable until the date that the Receivable is actually received by the Fund, thereby equitizing the Receivable and permitting the Fund to invest the amount of the Receivable in order to seek to better achieve its investment objective.
Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a dual application):
(a) the British Columbia Securities Commission is the principal regulator for this application;
(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 Alberta, Saskatchewan, Manitoba, Québec, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Labrador, Yukon, the Northwest Territories and Nunavut; and
(c) the decision is the decision of the principal regulator and evidences the decision of the securities regulatory authority or regulator in Ontario.
¶ 2 Terms defined in National Instrument 14-101 Definitions or MI 11-102 have the same meanings if used in this decision, unless otherwise defined herein.
¶ 3 This decision is based on the following facts represented by the Filer:
1. the Filer is the trustee, the investment fund manager and the portfolio manager of the Existing Funds and will be the trustee, the investment fund manager and the portfolio manager of the Future Funds. An affiliate of the Filer may be the sub-advisor of certain Funds;
2. the Filer is registered as an investment fund manager in each of the Provinces of British Columbia, Ontario, Québec and Newfoundland and Labrador, as an exempt market dealer in each of the Jurisdictions, and as a portfolio manager in the Provinces of British Columbia, Manitoba, Nova Scotia and Ontario. The head office of the Filer is in Vancouver, British Columbia;
3. each Fund is, or will be, a mutual fund created under the laws of the Province of British Columbia and is, or will be, governed by the provisions of NI 81-102, subject to any relief therefrom granted by the securities regulatory authority or regulator;
4. the Filer and the Existing Funds are not in default of securities legislation in any Jurisdiction;
5. the securities of the Funds are, or will be, qualified for distribution pursuant to a prospectus that is, or will be, prepared and filed in accordance with the securities legislation of the Jurisdictions. Accordingly, the Funds are, or will be, reporting issuers or the equivalent in each Jurisdiction;
6. each Fund seeks to invest, or will seek to invest, its portfolio assets in accordance with its investment objective and investment strategies;
7. in pursuing its investment objective, each Fund may invest in equity and/or fixed income securities and other financial instruments in accordance with that Fund's investment objective and investment strategies. Each security or financial instrument, such as a specified derivative, where the underlying interest is a security held by a Fund from time to time, is referred to herein as a Security;
8. while a Security is held in the portfolio of a Fund, the issuer of that Security may declare payable, and make or pay, a distribution, a dividend, or another payment, such as in connection with a corporate action, on the Security. Once declared payable, that distribution, dividend or other payment becomes a Receivable of the applicable Fund effective as of the date of entitlement;
9. in order to meet its investment objective and to be as fully invested as possible, each Fund would like to open and maintain a long position in one or more standardized futures or forward contracts during the period from the date that the Fund becomes entitled to receive the applicable Receivable until the date that the Receivable is actually received by the Fund;
10. in connection with each futures position held by a Fund, the Fund will hold and segregate, on a daily mark-to-market basis, the amount of cash actually required to be paid by it on settlement of that futures position;
11. the Cover Requirement is based on the assumption that on termination or settlement of each futures or forward position, the mutual fund is required to pay a gross amount equal to the mark-to-market value of the entire underlying market exposure of the standardized future or forward contract. Accordingly, the Cover Requirement requires a mutual fund to hold a combination of cash cover, margin on account for the futures or forward position and the market value of the futures or forward position that has a value that is not less than, on a daily mark-to-market basis, the underlying market exposure of the futures or forward position;
12. the purpose of the cash cover requirements in NI 81-102 is to prohibit an investment fund from leveraging its assets when using certain specified derivatives and to ensure that the investment fund is in a position to meet its obligations on the settlement date. This is evident from the definition of "cash cover", which is defined as certain specific portfolio assets of the investment fund that have not been allocated for specific purposes and that are available to satisfy all or part of the obligations arising from a position in specified derivatives held by the investment fund. Currently, the definition of "cash cover" includes eight different categories of portfolio assets, including receivables of the investment fund arising from the disposition of portfolio assets, net of payables arising from the acquisition of portfolio assets;
13. in addition to the portfolio assets included in the definition of cash cover, each Fund would also like to include any Receivable of the Fund arising as a result of a declaration or a payment of a distribution, dividend or other payment on a Security, for the purposes of satisfying the Cover Requirement;
14. the inclusion of Receivables as an acceptable form of cover for purposes of the Cover Requirement will allow the Funds to be fully invested in accordance with their investment objectives. In each case, this may positively impact the performance of the Funds and the economic returns to investors;
15. treating Receivables as cover for purposes of the Cover Requirement is consistent with the global market treatment of Receivables. Given the historically low risk of non-payment associated with Receivables and the need for the industry to have a consistent approach to the different market practices regarding the length of the period between entitlement to a Receivable and receipt of that Receivable, Receivables are treated generally as an asset of the applicable investment fund by industry participants in most developed markets;
16. as each Fund enters into one or more of the relevant standardized futures or forward contract in order to equitize each Receivable, the notional amount of the standardized futures position or positions and/or forward contract or contracts will not exceed the dollar value of the applicable Receivable plus other eligible cash cover. As an asset of the Fund, each Receivable is available to serve as, and should be able to be used for, cash cover for the related standardized futures positions or forward contracts.
¶ 4 Each of the Decision Makers is satisfied that the decision meets the test set out in the Legislation for the Decision Maker to make the decision.
The decision of the Decision Makers under the Legislation is that the Exemption Sought is granted, provided that for each long position in a standardized future that a Fund opens or maintains in order to equitize a Receivable, the Fund holds, on each trading day, a combination of the amount of the Receivable, cash cover and margin or collateral posted by the Fund in connection with its obligation under that futures position that, in the aggregate, has a value that is not less than, on a daily mark-to-market basis, the underlying market exposure of the standardized future.
Mawer Investment Management Ltd. and Mawer Global Equity Pooled Fund
National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- Relief granted from requirement to file Form 45-106F1 Report of Exempt Distribution in respect of a reorganization of a reporting issuer mutual fund into two funds, one of which is distributed to certain tax exempt investors pursuant to a prospectus exemption -- No new capital being raised -- Participating tax exempt investors have the same economic exposure to the portfolio securities held by the existing fund before the reorganization -- Fees payable on filing Form 45-106F1 would be duplicative of fees paid at the time of distribution of securities of the existing fund -- Information on Form 45-106F1 to be delivered on request rather than filed -- Relief from National Instrument 45-106 Prospectus Exemptions.
National Instrument 45-106 Prospectus Exemptions, ss. 6.1 and 7.1.
Citation: Re Mawer Investment Management Ltd., 2026 ABASC 1
January 5, 2026
The securities regulatory authority or regulator in each of the Jurisdictions (the Decision Maker) has received an application from the Filer for a decision under the securities legislation of the Jurisdictions (the Legislation) for an exemption from the requirement in section 6.1 of National Instrument 45-106Prospectus Exemptions (NI 45-106) to file a completed report on Form 45-106F1 Report of Exempt Distribution (Form 45-106F1) in respect of certain distributions of securities of the New Fund in connection with a fund reorganization involving Mawer Global Equity Fund (the Existing Fund, and together with the New Fund, the Funds) and the New Fund (the Exemption Sought).
Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a dual application),
(a) the Alberta Securities Commission is the principal regulator for the application;
(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 British Columbia, Saskatchewan, Manitoba, Quebec and New Brunswick; and
(c) the decision is the decision of the principal regulator and evidences the decision of the securities regulatory authority or regulator in Ontario.
Terms defined in National Instrument 14-101 Definitions and MI 11-102 have the same meaning if used in this decision, unless otherwise defined.
This decision is based on the following facts represented by the Filer:
The Filer
1. The Filer is a corporation organized under the laws of Alberta, with a head office in Calgary, Alberta.
2. The Filer is registered as
(a) a portfolio manager and an exempt market dealer in Alberta, British Columbia, Manitoba, New Brunswick, Newfoundland and Labrador, Northwest Territories, Nova Scotia, Ontario, Quebec, Saskatchewan and Yukon; and
(b) an investment fund manager in Alberta, Newfoundland and Labrador, Ontario and Quebec.
3. The Filer is the investment fund manager and portfolio manager of each of the Funds.
4. The Filer is not in default of securities legislation in any jurisdiction of Canada.
The Funds
5. The Existing Fund is a mutual fund established as a trust under the laws of the Province of Alberta on or about July 21, 2009.
6. The Existing Fund is a reporting issuer in every jurisdiction of Canada.
7. Units of the Existing Fund are offered under a simplified prospectus in every jurisdiction of Canada.
8. The New Fund is a mutual fund established as a trust under the laws of the Province of Alberta on or about January 6, 2025.
9. The New Fund is not a reporting issuer in any jurisdiction of Canada.
10. Units of the New Fund are offered on a private placement basis only to Tax Exempt Investors (defined below) pursuant to available prospectus exemptions.
11. The investment objectives and strategies of the Funds are substantially the same.
12. The Funds are not in default of securities legislation in any jurisdiction of Canada.
Fund Reorganization
13. Consistent with its investment objective and strategies, the investments of the Existing Fund include shares of corporations resident in the United States. The Existing Fund is subject to withholding tax on dividends received from such corporations (U.S. Dividends).
14. The Filer identified that certain investors that hold units of the Existing Fund are eligible for a withholding tax exemption on U.S. Dividends (Tax Exempt Investors) by virtue of being exempt organizations under Article XXI of the Canada-United States Convention with Respect to Taxes on Income and on Capital (the Tax Treaty).
15. The Filer determined that it would be desirable to implement a reorganization (the Reorganization) of the Existing Fund whereby Tax Exempt Investors holding units of the Existing Fund would be permitted to exchange those units of the Existing Fund for units of the New Fund, a newly established mutual fund that (a) has substantially the same investment objectives and strategies as the Existing Fund, and (b) is offered only to Tax Exempt Investors, and is thereby eligible for a withholding tax exemption on U.S. Dividends under the Tax Treaty.
16. To implement the Reorganization, Tax Exempt Investors are being provided with the opportunity to redeem all of their units of the Existing Fund and concurrently subscribe for units of the New Fund having an equivalent value, with such subscriptions and redemptions being settled through in-kind transfers of portfolio assets from the Existing Fund to the New Fund. To accommodate the participation of the various Tax Exempt Investors, the Reorganization may be completed on more than one closing date, as determined by the Filer, but no later than January 31, 2027. Following the Reorganization, the portfolio securities, and their respective weightings, held by the New Fund will be substantially the same as those held by the Existing Fund.
17. The subscriptions for units of the New Fund as part of the Reorganization are being completed in reliance on the accredited investor prospectus exemption in section 2.3 of NI 45-106.
18. The redemption of units of the Existing Fund and subscription for units of the New Fund by a Tax Exempt Investor as part of the Reorganization will not materially change the value of the investment held by the Tax Exempt Investor.
19. No additional capital is being raised from the Tax Exempt Investors in connection with the Reorganization. Instead, the Reorganization essentially involves the division of the Existing Fund into two funds (one intended for Tax Exempt Investors and one intended for all other investors). The constituent securities and their respective weightings in the portfolios of the Existing Fund and the New Fund following the Reorganization will be substantially the same.
20. The Reorganization is being effected by the Filer solely for tax purposes for the benefit of the Tax Exempt Investors.
21. In accordance with section 6.1 of NI 45-106, in the absence of the Exemption Sought, the New Fund would be required to file in each of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec and New Brunswick a completed report on Form 45-106F1 in respect of the distributions of units of the New Fund made as part of the Reorganization. Any filing fees payable in connection with such filings would be payable by the New Fund and indirectly borne by investors in the New Fund.
22. The Filer will deliver to the regulator or the securities regulatory authority of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec or New Brunswick upon request any information that would have been required to be filed in that jurisdiction on Form 45-106F1 but for the Exemption Sought.
Each of the Decision Makers is satisfied that the decision meets the test set out in the Legislation for the Decision Maker to make the decision.
The decision of the Decision Makers under the Legislation is that the Exemption Sought is granted.
Russell Investments Canada Limited
National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- Revocation and replacement of previous decisions -- Relief granted to facilitate the offering of exchange-traded mutual fund securities and conventional mutual fund securities under a simplified prospectus -- Relief granted from the requirement in NI 41-101 to file a long form prospectus for exchange-traded fund securities provided that a simplified prospectus is prepared and filed in accordance with NI 81-101 and the filer includes disclosure required pursuant to Form 41-101F2 that is not contemplated by Form 81-101F1 in respect of the exchange-traded fund securities -- Filer will file ETF Facts in the form prescribed by Form 41-101F4 in respect of exchange-traded fund securities of a fund and will file a Fund Facts document in the form prescribed by Form 81-101F3 in respect of conventional mutual fund securities of a fund -- Technical relief granted from Parts 9, 10 and 14 of NI 81-102 to permit each fund to treat its exchange-traded fund securities and conventional mutual fund securities as separate mutual funds for the purpose of compliance with Parts 9, 10 and 14 of NI 81-102 -- Relief from requirement in s. 59 of the Securities Act (Ontario) to include an underwriter's certificate in a mutual fund's prospectus in respect of exchange-traded securities of the fund -- Relief from take-over bid requirements of NI 62-104 in respect of normal-course purchases of exchange-traded securities of a mutual fund -- Relief granted from borrowing restriction in s. 2.6(1)(a)(i) of NI 81-102 to permit a fund to borrow cash from its custodian and, if required by the custodian, to provide a security interest over any of its portfolio assets as a temporary measure to fund the portion of any distribution payable to the fund's securityholders that represents, in the aggregate, amounts that are owing to, but not yet received by, the fund -- Previous decisions granted similar relief to funds that offer both Mutual Fund Securities and ETF Securities and not to funds that offer only ETF Securities -- Previous decisions revoked and replaced to allow funds that offer ETF Securities, either alone or along with Mutual Fund Securities, to rely on the relief.
Securities Act, R.S.O. 1990, c. S.5, as am., ss. 59(1), 144 and 147.
National Instrument 41-101 General Prospectus Requirements, ss. 3.1(2) and 5.9(1) and 19.1.
National Instrument 62-104 Take-Over Bids and Issuer Bids, Part 2 and s. 6.1.
National Instrument 81-102 Investment Funds, s. 2.6(1)(a)(i), Parts 9, 10 and 14 and s. 19.1.
January 8, 2026
The principal regulator in the Jurisdiction has received an application from the Filer, on behalf of each of the Existing Funds (as defined below) and such other mutual funds subject to National Instrument 81-102 Investment Funds (NI 81-102) as are managed or may be managed by the Filer, or an affiliate of the Filer, now or in the future that offer ETF Securities (as defined below) either alone or along with Mutual Fund Securities (as defined below) (collectively, the Future Funds and together with the Existing Funds, the Funds, and each a Fund) for a decision under the securities legislation of the Jurisdiction (the Legislation) that:
(a) revokes and replaces the Previous Decisions (as defined below) (the Revocation); and
(b) grants an exemption to:
(i) the Filer, an affiliate of the Filer, and each Fund from the requirement in subsection 3.1(2) of National Instrument 41-101 General Prospectus Requirements (NI 41-101) to prepare and file a long form prospectus for the ETF Securities in the form prescribed by Form 41-101F2 Information Required in an Investment Fund Prospectus (Form 41-101F2) provided that the Filer files a simplified prospectus for the ETF Securities in the form prescribed by Form 81-101F1 Contents of Simplified Prospectus (Form 81-101F1) in accordance with the provisions of National Instrument 81-101 Mutual Fund Prospectus Disclosure (NI 81-101) for the ETF Securities (the ETF Prospectus Form Relief);
(ii) the Filer and each Fund from the requirement to include a certificate of an underwriter in a Fund's prospectus in respect of each class or series of ETF Securities (the Underwriter's Certificate Relief);
(iii) a person or company purchasing ETF Securities in the normal course through the facilities of the TSX (as defined below) or another Marketplace (as defined below) from the Take-over Bid Requirements (as defined below) in Part 2 of National Instrument 62-104 Take-Over Bids and Issuer Bids (NI 62-104) (the Take-over Bid Relief);
(iv) each Fund from subparagraph 2.6(1)(a)(i) of National Instrument 81-102 Investment Funds (NI 81-102) to permit the Fund to borrow cash from the custodian of the Fund (the Custodian) and, if required by the Custodian, to provide a security interest over any of its portfolio assets as a temporary measure to fund the portion of any distribution payable to Securityholders (as defined below) that represents, in the aggregate, amounts that are owing to, but not yet received by, the Fund (the Borrowing Relief); and
(v) the Filer and each Fund that offers both ETF Securities and Mutual Fund Securities to permit them to treat the ETF Securities and the Mutual Fund Securities as if such securities were separate funds in connection with their compliance with the provisions of Parts 9, 10 and 14 of NI 81-102 (the Sales and Redemptions Relief),
(paragraphs b(i) to (b)(v), collectively, the Exemption Sought).
Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a passport application):
(a) the Ontario Securities Commission is the principal regulator for this application; and
(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 Alberta, British Columbia, Manitoba, New Brunswick, Newfoundland and Labrador, Northwest Territories, Nova Scotia, Nunavut, Québec, Prince Edward Island, Saskatchewan and Yukon (together with the Jurisdiction, the Canadian Jurisdictions).
Terms defined in the Legislation, National Instrument 14-101 Definitions, MI 11-102 and NI 81-102 have the same meaning if used in this decision, unless otherwise defined.
Affiliate Dealer means a registered dealer that is an affiliate of an Authorized Dealer (as defined below) or Designated Broker (as defined below) and that participates in the re-sale of Creation Units (as defined below) from time to time.
Authorized Dealer means a registered dealer that has entered, or intends to enter, into an agreement with the manager of a Fund authorizing the dealer to subscribe for, purchase and redeem Creation Units from one or more Funds on a continuous basis from time to time.
Basket of Securities means, in relation to the ETF Securities of a Fund, a group of some or all of the constituent securities of the Fund, a group of securities or assets representing the constituents of the Fund, or a group of securities selected by the portfolio manager or sub-advisor, as applicable, from time to time.
Designated Broker means a registered dealer that has entered, or intends to enter, into an agreement with the Filer on behalf of a Fund to perform certain duties in relation to the ETF Securities of the Fund, including the posting of a liquid two-way market for the trading of the Fund's ETF Securities on the TSX or another Marketplace.
ETF Facts means an ETF facts document prepared in accordance with Part 3B of NI 41-101.
ETF Securities means securities of an exchange-traded Fund or of an exchange-traded class or series of a Fund that are listed or will be listed on the TSX or another Marketplace and that will be distributed pursuant to a simplified prospectus prepared in accordance with NI 81-101 and Form 81-101F1.
Existing Funds means the mutual funds managed by the Filer that distribute Mutual Fund Securities and ETF Securities pursuant to a simplified prospectus dated July 30, 2025.
Fund Facts means a prescribed summary disclosure document required pursuant to NI 81-101 in respect of one or more classes or series of Mutual Fund Securities being distributed under a prospectus.
Marketplace means a "marketplace" as defined in National Instrument 21-101 Marketplace Operation that is located in Canada.
Mutual Fund Securities means securities of a non-exchange-traded class or series of a Fund that are or will be distributed pursuant to a simplified prospectus prepared in accordance with NI 81-101 and Form 81-101F1.
Other Dealer means a registered dealer that is not an Authorized Dealer, Designated Broker or Affiliate Dealer.
Prescribed Number of ETF Securities means, in relation to a Fund, the number of ETF Securities of the Fund determined by the Filer from time to time for the purpose of subscription orders, exchanges, redemptions or for other purposes.
Prospectus Delivery Requirement means the requirement that a dealer, not acting as agent of the purchaser, who receives an order or subscription for a security offered in a distribution to which the prospectus requirement of the Legislation applies, send or deliver to the purchaser or its agent, unless the dealer has previously done so, the latest prospectus and any amendment either before entering into an agreement of purchase and sale resulting from the order or subscription, or not later than midnight on the second business day after entering into that agreement.
Securityholders means beneficial or registered holders of ETF Securities or Mutual Fund Securities of a Fund, as applicable.
Take-over Bid Requirements means the requirements of NI 62-104 relating to take-over bids, including the requirement to file a report of a take-over bid and to pay the accompanying fee, in each Canadian Jurisdiction.
TSX means Toronto Stock Exchange.
This decision is based on the following facts represented by the Filer:
The Filer
1. The Filer is a corporation incorporated under the federal laws of Canada with its head office located in Toronto, Ontario.
2. The Filer currently is registered under the securities legislation in:
(i) each Canadian Jurisdiction in the categories of investment fund manager, portfolio manager and exempt market dealer;
(ii) Ontario as a commodity trading manager and as a mutual fund dealer exempt from membership in the Mutual Fund Dealers Association of Canada (now the Canadian Investment Regulatory Organization); and
(iii) Manitoba as an advisor (commodities).
3. The Filer is not in default of securities legislation in any of the Canadian Jurisdictions.
The Funds
4. Each Fund is, or will be, an open-ended mutual fund established as either a trust or a class of shares of a mutual fund corporation to which NI 81-102 applies, and will be organized and governed by the laws of a Canadian Jurisdiction.
5. The Filer is the manager of the Existing Funds and the Filer, or an affiliate of the Filer, will be the manager of any Future Funds.
6. The Existing Funds are distributed pursuant to a simplified prospectus, Fund Facts and ETF Facts dated July 30, 2025. Each Existing Fund currently offers ETF Securities listed on the TSX, as well as Mutual Fund Securities. The Future Funds will be qualified for distribution in one or more of the Canadian Jurisdictions and distributed to investors pursuant to a simplified prospectus and Fund Facts (in respect of Mutual Fund Securities), if applicable and pursuant to ETF Facts (in respect of ETF Securities). The Future Funds may offer ETF Securities alone or both ETF Securities and Mutual Fund Securities.
7. The Filer has applied, or will apply, to list any ETF Securities of each of the Funds that relies on the Exemption Sought on the TSX or another Marketplace. In the case of a Future Fund, the Filer will not file a final or amended simplified prospectus for any of the Future Funds in respect of the ETF Securities until the TSX or other applicable Marketplace has conditionally approved the listing of the ETF Securities.
8. Each Fund is, or will be, a reporting issuer under the securities legislation of one or more Canadian Jurisdictions.
9. The Existing Funds are not in default of the securities legislation of any of the Canadian Jurisdiction.
ETF Securities and Mutual Fund Securities
10. Mutual Fund Securities may be subscribed for or purchased directly from a Fund through appropriately registered dealers.
11. ETF Securities will be distributed on a continuous basis in one or more of the Canadian Jurisdictions under a simplified prospectus in the form prescribed by Form 81-101F1. ETF Securities may generally only be subscribed for or purchased directly from the Funds (Creation Units) by Authorized Dealers or Designated Brokers. Generally, subscriptions or purchases may only be placed for a Prescribed Number of ETF Securities (or a multiple thereof) on any day when there is a trading session on the TSX or other Marketplace. Authorized Dealers or Designated Brokers subscribe for Creation Units for the purpose of facilitating investor purchases of ETF Securities on the TSX or another Marketplace.
12. In addition to subscribing for and reselling their Creation Units, Authorized Dealers, Designated Brokers and Affiliate Dealers will also generally be engaged in purchasing and selling ETF Securities of the same class or series as the Creation Units in the secondary market. Other Dealers may also be engaged in purchasing and selling ETF Securities of the same class or series as the Creation Units in the secondary market despite not being an Authorized Dealer, Designated Broker or Affiliate Dealer.
13. Each Designated Broker or Authorized Dealer that subscribes for Creation Units must deliver, in respect of each Prescribed Number of ETF Securities to be issued, a Basket of Securities and/or cash in an amount sufficient so that the value of the Basket of Securities and/or cash delivered is equal to the net asset value of the ETF Securities subscribed for, next determined following the receipt of the subscription order for Creation Units. In the discretion of the Filer, the Funds may also accept subscriptions for Creation Units in cash only, in securities other than Baskets of Securities and/or in a combination of cash and securities other than Baskets of Securities, in an amount equal to the net asset value of the ETF Securities subscribed for next determined following the receipt of the subscription order.
14. Upon notice given by the Filer from time to time and, in any event, not more than once quarterly, a Designated Broker may be contractually required to subscribe for Creation Units of a Fund for cash in an amount not to exceed a specified percentage of the net asset value of the Fund or such other amount established by the Filer.
15. The Designated Brokers and Authorized Dealers will not receive any fees or commissions in connection with the issuance of Creation Units to them. On the issuance of Creation Units, the Filer or a Fund may, in the Filer's discretion, charge a fee to a Designated Broker or an Authorized Dealer to offset the expenses incurred in issuing the Creation Units.
16. Each Fund will appoint a Designated Broker to perform certain other functions, which include standing in the market with a bid and ask price for its ETF Securities for the purpose of maintaining liquidity for the ETF Securities.
17. Except for Authorized Dealer and Designated Broker subscriptions for Creation Units, as described above, and other distributions that are exempt from the Prospectus Delivery Requirement under the Legislation, ETF Securities generally will not be able to be purchased directly from a Fund. Investors are generally expected to purchase and sell ETF Securities, directly or indirectly, through dealers executing trades through the facilities of the TSX or another Marketplace. ETF Securities may also be issued directly to Securityholders upon a reinvestment of distributions of income or capital gains.
18. Securityholders that are not Designated Brokers or Authorized Dealers that wish to dispose of their ETF Securities may generally do so by selling their ETF Securities on the TSX or other Marketplace, through a registered dealer, subject only to customary brokerage commissions. A Securityholder that holds a Prescribed Number of ETF Securities or multiple thereof may exchange such ETF Securities for Baskets of Securities and/or cash in the discretion of the Filer. Securityholders may also redeem ETF Securities for cash at a redemption price equal to 95% of the closing price of the ETF Securities on the TSX or other Marketplace on the date of redemption, subject to a maximum redemption price of the applicable net asset value per ETF Security.
The Previous Decisions
19. In a previous decision dated February 27, 2019 (the First Previous Decision), the Existing Funds and such other mutual funds as are managed or may be managed by the Filer now or in the future that offer ETF Securities and Mutual Fund Securities were granted relief similar to the Borrowing Relief and the Sales and Redemptions Relief.
20. In a previous decision dated March 5, 2019 (the Second Previous Decision, together with the First Previous Decision, collectively, the Previous Decisions), the Existing Funds and such other mutual funds as are managed or may be managed by the Filer now or in the future that offer ETF Securities and Mutual Fund Securities were granted relief similar to the ETF Prospectus Form Relief, the Underwriter's Certificate Relief and the Take-over Bid Relief.
21. The Previous Decisions are only applicable to Funds that offer both Mutual Fund Securities and ETF Securities and not to Funds that offer only ETF Securities. Accordingly, the Filer requests the Revocation of the Previous Decisions and their replacement with this decision to allow Funds that offer only ETF Securities, as well as Funds that offer both Mutual Fund Securities and ETF Securities, to obtain and rely on the Exemption Sought.
ETF Prospectus Form Relief
22. The Filer believes it is more efficient and expedient to include all classes or series of Mutual Fund Securities and ETF Securities (as applicable), in one prospectus form instead of two different prospectus forms and that this presentation will assist in providing full, true and plain disclosure of all material facts relating to the securities of the Funds by permitting disclosure relating to all classes or series of securities to be included in one prospectus. Accordingly, the Filer or an affiliate proposes to qualify for distribution all classes or series of Mutual Fund Securities and ETF Securities of a Fund under a simplified prospectus in the form prescribed by Form 81-101F1.
23. The Filer or an affiliate will file ETF Facts in the form prescribed by Form 41-101F4 in respect of each class or series of ETF Securities, and will file Fund Facts in the form prescribed by Form 81-101F3 in respect of each class or series of Mutual Fund Securities.
24. The Filer or an affiliate will ensure that any additional disclosure included in the simplified prospectus of the Funds relating to the ETF Securities will not interfere with an investor's ability to differentiate between the Mutual Fund Securities and the ETF Securities and their respective attributes.
25. The Funds will comply with the provisions of NI 81-101 when filing any prospectus or amendment thereto.
26. The Funds will comply with Part 3B of NI 41-101 when preparing ETF Facts for the ETF Securities of the Funds.
Underwriter's Certificate Relief
27. Authorized Dealers and Designated Brokers will not provide the same services in connection with a distribution of Creation Units as would typically be provided by an underwriter in a conventional underwriting.
28. The Filer will generally conduct its own marketing, advertising and promotion of the Funds to the extent permitted by its registrations.
29. Authorized Dealers and Designated Brokers will not be involved in the preparation of a Fund's prospectus, will not perform any review or any independent due diligence to the content of a Fund's prospectus, and will not incur any marketing costs or receive any underwriting fees or commissions from the Funds or the Filer in connection with the distribution of ETF Securities. The Authorized Dealers and Designated Brokers generally seek to profit from their ability to create and redeem ETF Securities by engaging in arbitrage trading to capture spreads between the trading prices of ETF Securities and their underlying securities and by making markets for their clients to facilitate client trading in ETF Securities.
30. Neither the Filer nor the Funds will pay any fees or commissions to the Designated Brokers and Authorized Dealers. As the Designated Brokers and Authorized Dealers will not receive any remuneration in connection with distributing ETF Securities and as the Authorized Dealers will change from time to time, it is not practical to provide an underwriter's certificate in the prospectus of the Funds.
Take-over Bid Relief
31. As equity securities that will trade on the TSX or another Marketplace, it is possible for a person or company to acquire such number of ETF Securities so as to trigger the application of the Take-over Bid Requirements. However,
(i) it will be difficult for one or more Securityholders to exercise control or direction over a Fund, as the constating documents of each Fund will provide that there can be no changes made to such Fund that do not have the support of the Filer;
(ii) in respect of a Fund structured as a corporation or class thereof, it will not be possible for one or more Securityholders to exercise control or direction over the Fund as the Fund will be a class of non-voting shares of a mutual fund corporation (which only has those voting rights available under corporate law and those prescribed by NI 81-102, which, for greater certainty, will not include the right to vote in connection with the election of directors of such mutual fund corporation);
(iii) it will be difficult for purchasers of ETF Securities of a Fund to monitor compliance with the Take-over Bid Requirements because the number of outstanding ETF Securities of the Fund will always be in flux as a result of the ongoing issuance and redemption of ETF Securities by such Fund; and
(iv) the way in which ETF Securities will be priced deters anyone from either seeking to acquire control, or offering to pay a control premium for outstanding ETF Securities because pricing for each ETF Security will generally reflect the net asset value of the ETF Securities.
32. The application of the Take-over Bid Requirements to a Fund would have an adverse impact on the liquidity of the ETF Securities, because they could cause the Designated Brokers and other large Securityholders to cease trading ETF Securities once the Designated Brokers or other large Securityholders reach the prescribed threshold at which the Take-over Bid Requirements apply. This, in turn, could serve to provide conventional mutual funds with a competitive advantage over ETF Securities.
Borrowing Relief
33. Subparagraph 2.6(1)(a)(i) of NI 81-102 prevents a mutual fund from borrowing cash or providing a security interest over its portfolio assets unless the transaction is a temporary measure to accommodate redemption requests or to settle portfolio transactions and does not exceed five percent of the net assets of the mutual fund. As a result, a Fund is not permitted under subparagraph 2.6(1)(a)(i) to borrow from the Custodian to fund distributions under its Distribution Policy (as defined below).
34. Each Fund will make distributions on a monthly, quarterly or annual basis or at such frequency as the Filer may, in its discretion, determine appropriate, may make additional distributions and, in each taxation year, will distribute sufficient net income and net realized capital gains so that it will not be liable to pay income tax under Part I of the Income Tax Act (Canada) (the Tax Act), and for each Fund structured as a corporation or a class thereof, under Part IV of the Tax Act on taxable dividends from taxable Canadian corporations (collectively, the Distribution Policy).
35. Amounts included in the calculation of net income and net realized capital gains of a Fund for a taxation year that must be distributed in accordance with its Distribution Policy sometimes include amounts that are owing to but have not actually been received by the Fund from the issuers of securities held in the Fund's portfolio (Issuers).
36. While it is possible for a Fund to maintain a portion of its assets in cash or to dispose of securities in order to obtain any cash necessary to make a distribution in accordance with its Distribution Policy, maintaining such a cash position or making such a disposition (which would generally be followed, when the cash is actually received from the Issuers, by an acquisition of the same securities) will impact the Fund's performance. Maintaining assets in cash or disposing of and reacquiring the same securities would preclude a portion of the net asset value of the Fund from being invested in accordance with its investment objective.
37. The Filer is of the view that it is in the interests of a Fund to have the ability to borrow cash from its Custodian and, if required by the Custodian, to provide a security interest over its portfolio assets as a temporary measure to fund the portion of any distribution payable to Securityholders that represents, in the aggregate, amounts that are owing to, but have not yet been received by, the Fund from the Issuers. While such borrowing will have a cost, the Filer expects that such costs will be less than the reduction to the Fund's performance if the Fund had to hold cash instead of securities in order to fund the distribution.
Sales and Redemptions Relief
38. Parts 9, 10 and 14 of NI 81-102 do not contemplate both Mutual Fund Securities and ETF Securities being offered in a single fund structure. Accordingly, without the Sales and Redemptions Relief, the Filer and the Funds would not be able to technically comply with those parts of NI 81-102.
39. The Exemption Sought will permit the Filer and the Funds to treat the ETF Securities and the Mutual Fund Securities as if such securities were separate funds in connection with their compliance with Parts 9, 10 and 14 of NI 81-102. The Exemption Sought will enable each of the ETF Securities and Mutual Fund Securities to comply with Parts 9, 10 and 14 of NI 81-102, as appropriate, for the type of security being offered.
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
1. the Revocation is granted, and
2. the Exemption Sought is granted provided that:
(a) in respect of the ETF Prospectus Form Relief, the Filer or an affiliate complies with the following conditions:
(i) the Filer, or an affiliate of the Filer, files a simplified prospectus in respect of the ETF Securities in accordance with the requirements of NI 81-101 and Form 81-101F1, other than the requirements pertaining to the filing of a fund facts document;
(ii) the Filer, or an affiliate of the Filer, includes disclosure required pursuant to Form 41-101F2 (that is not contemplated by Form 81-101F1) in respect of the ETF Securities in each Fund's simplified prospectus; and
(iii) the Filer, or an affiliate of the Filer, includes disclosure regarding this decision under the heading "Additional Information" in each Fund's simplified prospectus.
(b) in respect of the Borrowing Relief, the Fund complies with the following conditions:
(i) the borrowing by the Fund in respect of a distribution does not exceed the portion of the distribution that represents, in the aggregate, amounts that are payable to the Fund but have not been received by the Fund from the Issuers and, in any event, does not exceed five percent of the net assets of the Fund;
(ii) the borrowing is not for a period longer than 45 days;
(iii) any security interest in respect of the borrowing is consistent with industry practice for the type of borrowing and is only in respect of amounts owing as a result of the borrowing;
(iv) the Fund does not make any distribution to Securityholders where the distribution would impair the Fund's ability to repay any borrowing to fund distributions; and
(v) the final prospectus or amendment thereto of the Fund discloses the potential borrowing, the purpose of the borrowing and the risks associated with the borrowing.
(c) in respect of the Sales and Redemptions Relief, the Filer, or an affiliate of the Filer, and each Fund comply with the following conditions:
(i) with respect to its Mutual Fund Securities, each Fund complies with the provisions of Parts 9, 10 and 14 of NI 81-102 that apply to mutual funds that are not exchange-traded mutual funds; and
(ii) with respect to its ETF Securities, each Fund complies with the provisions of Parts 9 and 10 of NI 81-102 that apply to exchange-traded mutual funds.
Application File #: 2025/0712
SEDAR+ File #: 6368683
National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- application for relief from the requirement in clause (g)(i) of the definition of "eligible issuer" in subsection 9B.1(1) of National Instrument 44-102 Shelf Distributions (NI 44-102) that an issuer must not, during the preceding three years, have been the subject of a cease trade order or order similar to a cease trade order in a jurisdiction of Canada that was in effect for a period of more than 30 consecutive days in order to be eligible for the well-known seasoned issuer regime in Part 9B of NI 44-102 -- issuer's previous shareholder rights plan was cease traded on the basis that it was not in the public interest -- relief granted on conditions substantially consistent with the requirements of Part 9B of NI 44-102.
National Instrument 44-102 Shelf Distributions, ss. 9B.1(1)(g)(i) and 11.1.
January 8, 2026
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) exempting the Filer from the requirement in clause (g)(i) of the definition of "eligible issuer" in subsection 9B.1(1) of National Instrument 44-102 Shelf Distributions (NI 44-102) that an issuer must not, during the preceding three years, have been the subject of a cease trade order or order similar to a cease trade order in a jurisdiction of Canada that was in effect for a period of more than 30 consecutive days (the CTO Eligibility Condition) in order to be eligible for the well-known seasoned issuer (WKSI) regime in Part 9B of NI 44-102 (the Exemption Sought).
Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a passport application):
(a) the Ontario Securities Commission is the principal regulator for the application; and
(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 the Provinces of Alberta, British Columbia, Manitoba, New Brunswick, Newfoundland and Labrador, Northwest Territories, Nova Scotia, Nunavut, Prince Edward Island, Québec, Saskatchewan and Yukon.
Terms defined in National Instrument 14-101 Definitions, MI 11-102 and NI 44-102 have same meaning if used in this decision, unless otherwise defined.
This decision is based on the following facts represented by the Filer:
1. The Filer is incorporated under the laws of Canada, with its registered and head office located at 110 Yonge Street, Suite 1601, Toronto, Ontario, M5C 1T4.
2. The Filer's primary business is the mining of cryptocurrency tokens.
3. The Filer is a reporting issuer in each of the jurisdictions of Canada and is not in default of the securities legislation of any jurisdiction.
4. The Filer's authorized share capital consists of an unlimited number of Common Shares without par value and an unlimited number of Class A Preferred Shares without par value. As of January 5, 2026, the Filer had 601,583,749 Common Shares outstanding and no Class A Preferred Shares outstanding.
5. The Common Shares are listed for trading on the Toronto Stock Exchange and on the Nasdaq Stock Market under the symbol "BITF".
6. In June 2024, the Filer adopted a shareholder rights plan (the Plan) as a defensive measure in response to an anticipated hostile takeover bid from Riot Platforms, Inc. (Riot). The Plan included a "trigger" at 15%, meaning that the acquisition by any person of more than 15% of the outstanding Common Shares of the Filer would trigger the provisions of the Plan, such that all shareholders of the Filer, except the shareholder that triggered the Plan, would become entitled to purchase from the Filer additional Common Shares at half of the prevailing market price. At the time of adoption of the Plan, Riot owned approximately 14% of the outstanding Common Shares of the Filer.
7. On July 24, 2024, following an application from Riot, the Ontario Capital Markets Tribunal issued a cease trade order in respect of the Plan (the Plan CTO), on the basis that the 15% trigger in the Plan was not consistent with the 20% threshold for a take-over bid in National Instrument 62-104 Take-Over Bids and Issuer Bids.
8. The Plan CTO was limited in scope and did not affect the trading of any other securities of the Filer.
9. The Plan CTO did not arise from any deficiency in the Filer's continuous disclosure record, financial reporting or internal controls.
10. Other than the Plan CTO, the Filer has not during the preceding 3 years been the subject of any cease trade order or order similar to a cease trade order in a jurisdiction of Canada that was in effect for a period of more than 30 consecutive days.
11. Pursuant to the CTO Eligibility Condition, an issuer is not eligible to use the WKSI regime in Part 9B of NI 44-102 if it has, during the preceding 3 years, been the subject of a cease trade order or similar order in a jurisdiction of Canada that was in effect for a period of more than 30 consecutive days.
12. Without the Exemption Sought, the Plan CTO would prevent the Filer from satisfying the CTO Eligibility Condition for a period of three years from the issuance of the Plan CTO, during which time the Filer would be ineligible to use the WKSI regime in Part 9B of NI 44-102.
13. The Filer satisfies each clause of the definition of "eligible issuer" in subsection 9B.1(1) of NI 44-102 but for the CTO Eligibility Condition, and satisfies the CTO Eligibility Condition but for the Plan CTO.
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 the Exemption Sought is granted provided that:
(a) at the date of filing of any WKSI base shelf prospectus or any amendment thereto, the Filer:
(i) meets each clause of the definition of "eligible issuer" in subsection 9B.1(1) of NI 44-102 but for the CTO Eligibility Condition,
(ii) meets the CTO Eligibility Condition but for the Plan CTO, and
(iii) complies with all of the applicable requirements of Part 9B of NI 44-102, except as modified in this decision;
(b) the Filer complies with all of the applicable requirements of:
(i) NI 44-102, except as modified in this decision, and
(ii) National Instrument 44-101 Short Form Prospectus Requirements;
(c) the Filer includes on the cover page of any WKSI base shelf prospectus or amendment thereto a modified version of the statement required under paragraph 9B.2(3)(a) or subparagraph 9B.5(2)(b)(i) of NI 44-102, as applicable, that includes, in addition to the prescribed information:
(i) a statement that the Filer would be eligible to file a WKSI base shelf prospectus under subsection 9B.2(1) of NI 44-102 but for the Plan CTO, and
(ii) details of the Exemption Sought and this decision;
(d) the Filer files with any WKSI base shelf prospectus or amendment thereto a modified version of the certificate required under subsection 9B.4(1) of NI 44-102, that includes, in addition to the prescribed information:
(i) a statement that the Filer would be eligible to file a WKSI base shelf prospectus under subsection 9B.2(1) of NI 44-102 but for the Plan CTO, and
(ii) details of the Exemption Sought and this decision;
(e) any WKSI base shelf prospectus of the Filer includes a clear, plain-language description of:
(i) the Plan CTO, and
(ii) the Exemption Sought and this decision;
(f) the Filer includes in its annual information form for the financial year ended immediately before the annual filing date, or in an amendment to a WKSI base shelf prospectus, a modified version of the statement required under paragraph 9B.6(1)(a) that includes the following, in addition to the prescribed information:
(i) a statement that the Filer would be eligible to file a WKSI base shelf prospectus under subsection 9B.2(1) of NI 44-102 but for the Plan CTO, and
(ii) a description of the Exemption Sought and this decision; and
(g) this decision will terminate on July 25, 2027.
OSC File #: 2025/0700
Harvest Portfolios Group Inc. et al.
National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- Revocation and replacement of prior decision which granted relief from the concentration restriction in subsection 2.1(1) and 2.1(1.1) of NI 81-102 to permit exchange-traded alternative mutual funds to invest up to 100% of their assets in a single U.S. public issuer -- Revised relief removes requirement for specified U.S. public issuer in which an ETF invests to be a constituent issuer of specified indices -- Section 144 of the Securities Act (Ontario).
Securities Act, R.S.O 1990, c. S.5, as am., s. 144.
National Instrument 81-102 Investment Funds, ss. 2.1(1) and 2.1(1.1).
September 23, 2025
The principal regulator in the Jurisdiction has received an application from the Filer, on behalf of the Harvest ETFs and Harvest Enhanced ETFs (together, the Existing ETFs) and similar future ETFs managed by the Filer (the Future ETFs, collectively with the Existing ETFs, the ETFs) for a decision under the securities legislation of the Jurisdiction of the principal regulator (the Legislation) for
1. the revocation and replacement of the Existing Decision (as defined below) (the Revocation), and
2. an exemption from subsections 2.1(1) and 2.1(1.1) of National Instrument 81-102 Investment Funds (NI 81-102) to permit each ETF to invest in a single Specified Public Issuer (as defined below) in excess of the investment restrictions contained in such subsections, in accordance with its fundamental investment objectives (the Exemption Sought).
Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a passport application):
(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 all of the provinces and territories of Canada other than the Jurisdiction (together with the Jurisdiction, the Canadian Jurisdictions).
Terms defined in National Instrument 14-101 Definitions, MI 11-102, National Instrument 41-101 General Prospectus Requirements (NI 41-101) or in NI 81-102 have the same meaning if used in this decision unless otherwise defined herein:
Designated Broker means a registered dealer that has entered, or intends to enter, into an agreement with the Filer to perform certain duties in relation to the ETF, including the posting of a liquid two-way market for the trading of the ETF Securities on an Exchange or another Marketplace.
ETF Security means an exchange-traded unit or share of an ETF.
Exchange means the Toronto Stock Exchange or Cboe Canada Inc., as applicable.
Existing Decision means the decision in respect of the Filer and the ETFs dated August 8, 2024.
Marketplace means a "marketplace" as defined in National Instrument 21-101 Marketplace Operations that is located in Canada.
NASDAQ means the Nasdaq Global Select Market.
NYSE means the New York Stock Exchange.
Portfolio Securities means, in relation to an ETF, the securities of a Specified Public Issuer in which the ETF invests.
Prospectus means the prospectus of each ETF.
Public Issuer Requirements has the meaning ascribed to such term in the definition of Specified Public Issuer.
Specified Public Issuer means a public company (i) that is both incorporated and headquartered in the US; (ii) that has a market capitalization in excess of US$20 billion on the date that the ETF Securities are listed on an Exchange; (iii) whose Portfolio Securities are listed on the NASDAQ or the NYSE on the day immediately prior to the date that the ETF Securities are listed on an Exchange; and (iv) whose Portfolio Securities have an average daily trading volume in the month before the date that the ETF Securities are listed on an Exchange in excess of US$100 million; (collectively, the Public Issuer Requirements).
US means the United States of America.
This decision is based on the following facts represented by the Filer:
The Filer and the ETFs
1. The Filer is a corporation incorporated under the laws of the Province of Ontario, with its head office located at 610 Chartwell Road, Suite 204 in Oakville, Ontario.
2. The Filer is registered as an investment fund manager and portfolio manager in the province of Ontario and as an investment fund manager in the provinces of Newfoundland and Labrador and Québec.
3. The Filer, or an affiliate of the Filer, is or will be the registered investment fund manager and registered portfolio manager of the ETFs. The ETF Securities of the Existing ETFs trade on an Exchange. The Filer will, if applicable, apply to list the ETF Securities of the Future ETFs on an Exchange.
4. The Filer and the Existing ETFs are not in default of securities legislation in any of the Canadian Jurisdictions.
5. Each of the ETFs is or will be an open-ended alternative mutual fund (as defined in NI 81-102).
6. The ETFs are or will be subject to NI 81-102, subject to any exemptions that may be granted by the applicable securities regulatory authorities.
7. The ETF Securities of the Existing ETFs are offered under a long form prospectus dated August 12, 2025, prepared and filed in accordance with NI 41-101. The ETF Securities of the Future ETFs will be offered under a prospectus prepared and filed in accordance with NI 41-101 or National Instrument 81-101 Mutual Fund Prospectus Disclosure, subject to any exemptions that may be granted by the applicable securities regulatory authorities.
8. Each ETF is or will be a reporting issuer under the laws of one or more of the Canadian Jurisdictions.
9. The ETF Securities are or will be (subject to satisfying the original listing requirements of the applicable Exchange) listed on an Exchange.
10. Designated Brokers act, or will act, as intermediaries between investors and the ETFs, performing a market-making function, including by standing in the market with bid and ask prices for the ETF Securities to maintain a liquid market for the ETF Securities. The majority of trading in ETF Securities occurs, or will occur, in the secondary market.
11. The fundamental investment objective of each Harvest ETF and of similar Future ETFs is or will be to seek to provide:
(a) long-term capital appreciation through purchasing and holding Portfolio Securities of a Specified Public Issuer; and
(b) high monthly cash distributions.
12. The fundamental investment objective of each Harvest Enhanced ETF and of similar Future ETFs is or will be to seek to provide:
(a) long-term capital appreciation through purchasing and holding, on a levered basis, Portfolio Securities of a Specified Public Issuer; and
(b) high monthly cash distributions.
13. Specifically, the Portfolio Securities and the Specified Public Issuer for each of the Existing ETFs are as follows:
ETF Name |
Portfolio Securities |
Specified Public Issuer |
|
||
Harvest Eli Lilly High Income Shares ETF |
Common stock |
Eli Lilly and Company |
|
||
Harvest Amazon High Income Shares ETF |
Common stock |
Amazon.com, Inc. |
|
||
Harvest NVIDIA High Income Shares ETF |
Common stock |
NVIDIA Corporation |
|
||
Harvest Microsoft High Income Shares ETF |
Common stock |
Microsoft Corporation |
|
||
Harvest Eli Lilly Enhanced High Income Shares ETF |
Common stock |
Eli Lilly and Company |
|
||
Harvest Amazon Enhanced High Income Shares ETF |
Common stock |
Amazon.com, Inc. |
|
||
Harvest NVIDIA Enhanced High Income Shares ETF |
Common stock |
NVIDIA Corporation |
|
||
Harvest Microsoft Enhanced Income Shares ETF |
Common stock |
Microsoft Corporation |
14. In order to achieve its investment objectives, each Existing ETF purchases and holds up to 100% of its total assets (including assets acquired with borrowings) in the Portfolio Securities of its respective Specified Public Issuer. The Filer expects to establish Future ETFs with similar investment objectives which will similarly purchase and hold up to 100% of their total assets in the Portfolio Securities of a single Specified Public Issuer which meets the Public Issuer Requirements.
15. Each ETF will use a ticker symbol that the Filer believes is unlikely to be confused with the ticker symbol for the Portfolio Securities and the Specified Public Issuer for the ETF.
16. The distribution of ETF Securities (the Distribution) will be conducted without the knowledge or consent of the Specified Public Issuers and the Filer, as a general matter, will not have direct knowledge or access to material information regarding the Specified Public Issuers or Portfolio Securities other than publicly available information.
Disclosure
17. The Prospectus discloses or will disclose:
(a) the name of each ETF using the convention reflected in this decision for the Existing ETFs;
(b) the investment objective and investment strategy of each ETF as well as the risk factors associated therewith, including concentration risk;
(c) the fact that the ETF has obtained the Exemption Sought to permit the purchase of the Portfolio Securities on the terms described in this decision;
(d) the ways in which, and the extent to which, purchasing and holding the ETF Securities can be expected to be different from directly purchasing and holding the Portfolio Securities and the factors influencing these differences (such as the ETF's cash-borrowing and option-writing strategies), including in respect of performance, returns and securityholder rights;
(e) that the ETF's investment in the Portfolio Securities will be a passive investment;
(f) the Filer's specific policies and procedures for making proxy voting and tender decisions in respect of the Specified Public Issuer and the expected outcomes for the ETF of such decisions in potential scenarios, such as merger or other restructuring of the Specified Public Issuer, a sale of part or all of its business, or bankruptcy of the Specified Public Issuer and other scenarios; and
(g) prominently, a statement substantially similar to the following:
Investors investing, or considering investment, in an ETF (which invests in a single underlying corporate issuer) should consider their ongoing obligations with respect to insider trading, insider reporting, and take-over bids under the Ontario Securities Act (the Act) or other relevant securities legislation and National Instruments and as explained in National Policies. Securities regulators may take the view that these provisions extend to the purchase and sale of securities of ETFs that invest in securities of a single issuer, including on a look-through basis.
For example:
- Under section 76(1) of the Act, individuals or entities in a special relationship with an issuer are prohibited from purchasing or selling securities of that issuer with knowledge of a material fact or material change that has not been generally disclosed. Securities regulators may take the view that this prohibition extends to the purchase and sale of securities of ETFs that invest in securities of a single issuer;
- Securities regulators may take the view that the insider reporting requirements in section 107 of the Act apply in respect of purchases of securities of ETFs that invest in securities of a single issuer; and
- Where ETF units are redeemable for securities of the ETF's single underlying issuer, securities regulators may consider those ETF units convertible securities under section 1.7 of National Instrument 62-104 Take-Over Bids and Issuer Bids (NI 62-104) that count, on a post conversion-basis in respect of the underlying issuer, towards the early warning reporting thresholds in Part 5 of NI 62-104.
Investors are strongly encouraged to seek legal advice or consult with their compliance officers to fully understand their insider trading, insider reporting, and take-over bids obligations and how they relate to investment in these ETFs. Failure to comply with these obligations may result in regulatory scrutiny and enforcement actions. Purchasing a single-issuer ETF is not equivalent to holding the securities of the underlying issuer directly; investors may not have the same rights and may be subject to additional risks, as further referenced in this prospectus.
18. The Prospectus provides or will provide only abbreviated disclosure in respect of the Portfolio Securities and the Specified Public Issuer based on publicly available information.
19. The Filer intends to meet the full, true and plain disclosure requirement of the Legislation in connection with the ETF Securities without having responsibility for the accuracy of disclosure issued by the Specified Public Issuer in respect of the Portfolio Securities. The Prospectus directs or will direct investors to public disclosure made available by the Specified Public Issuer in respect of the Portfolio Securities in accordance with applicable legislation. The Prospectus also clarifies or will clarify that such disclosure and other information made publicly available about the Portfolio Securities and the Specified Public Issuer on the Filer's website and otherwise cannot be expected to contemplate the Distribution.
20. The Prospectus does or will clearly state that the Filer is not the source of disclosure relating to the Portfolio Securities and the Specified Public Issuer and does or will clearly disclaim the Filer's responsibility both for verifying the accuracy of such disclosure and for updating such disclosure.
21. To meet the full, true and plain disclosure requirement, the Prospectus does or will disclose that the Specified Public Issuer will not receive a direct or indirect financing benefit from the Distribution.
Reasons for the Exemption Sought
22. The Existing Decision granted relief to the ETFs from the concentration restriction in subsections 2.1(1) and 2.1(1.1) of NI 81-102 subject to, among other conditions, the requirement that, at the time that the ETF Securities are listed on an Exchange, the Specified Public Issuer and its Portfolio Securities satisfy the Public Issuer Requirements, which under the Existing Decision, includes the requirement for the Specified Public Issuer to be listed in the S&P 500 Index, Dow Jones Industrial Average Index and/or the Nasdaq 100® Index (the Existing Index Requirement).
23. The Filer submits that the Existing Index Requirement which forms part of the conditions of the Existing Decision is overly restrictive given the other Public Issuer Requirements that must be met by the Specified Public Issuer (including market capitalization and daily trading volume) and the jurisdiction of incorporation and stock exchange listing requirements already provide a reasonable and transparent screen of key criteria for determining whether particular Portfolio Securities are appropriate for an ETF.
24. The Filer therefore requests the Revocation of the Existing Decision and its replacement with this decision granting the Exemption Sought that includes an amended definition of Specified Public Issuer that eliminates the requirement for the Specified Public Issuer to satisfy the Existing Index Requirement.
25. The Filer submits that the Exemption Sought represents a limited and appropriate expansion of the eligibility criteria to permit the offering of new ETFs where the Portfolio Securities are suitable and appropriate for retail investors but would otherwise be ineligible under the terms of the Existing Decision due to the Existing Index Requirement.
26. The Filer believes that the amended definition of Specified Public Issuer would continue to ensure that principles-based safeguards remain in place.
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 is that:
1. the Revocation is granted; and
2. the Exemption Sought is granted, provided that:
(a) but for the fact that ETF Securities may be subscribed for or redeemed on each trading day (i.e. the ETFs being in continuous distribution), the ETF otherwise meets the definition of "fixed portfolio investment fund" in NI 81-102;
(b) any purchase by the ETF of the Portfolio Securities is in accordance with the investment objectives of the ETF;
(c) at the time that the ETF Securities are listed on an Exchange, the Specified Public Issuer and its Portfolio Securities satisfy the Public Issuer Requirements;
(d) the ETF will not purchase Portfolio Securities if the ETF would, as a result of such purchase, become an insider of the Specified Public Issuer;
(e) the ETF's prospectus contains the disclosure referred to in representations 17 through 21 above; and
(f) the Filer will not permit the ETFs to be used as a financing vehicle by a Specified Public Issuer or to permit an indirect offering of Portfolio Securities into a Canadian Jurisdiction.
Application File #: 2025/0493
SEDAR+ File #: 6320726
Harvest Portfolios Group Inc. et al.
National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- Revocation and replacement of prior decision which granted relief from the concentration restriction in subsections 2.1(1) and 2.1(1.1) of NI 81-102 to permit exchange-traded alternative mutual funds to invest up to 100% of their assets in a single U.S. public issuer -- Revised relief permits exchange-traded funds to invest up to 100% of their assets in a single public issuer incorporated and headquartered in any of the following specified jurisdictions: Denmark, France, Germany, Japan, Luxembourg, Norway, Spain, Sweden, Switzerland, The United Kingdom of Great Britain and Northern Ireland or the United States of America -- Section 144 of the Securities Act (Ontario).
Securities Act, R.S.O 1990, c. S.5, as am., s. 144.
National Instrument 81-102 Investment Funds, ss. 2.1(1) and 2.1(1.1).
January 8, 2026
The principal regulator in the Jurisdiction has received an application from the Filer, on behalf of the Harvest ETFs and Harvest Enhanced ETFs (together, the Existing ETFs) and similar future ETFs managed by the Filer (the Future ETFs, collectively with the Existing ETFs, the ETFs) for a decision under the securities legislation of the Jurisdiction of the principal regulator (the Legislation) for:
1. the revocation and replacement of the Existing Decision (as defined below) (the Revocation), and
2. an exemption from subsections 2.1(1) and 2.1(1.1) of National Instrument 81-102 Investment Funds (NI 81-102) to permit each ETF to invest in a single Specified Public Issuer (as defined below) in excess of the investment restrictions contained in such subsections, in accordance with its fundamental investment objectives (the Exemption Sought).
Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a passport application):
(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 all of the provinces and territories of Canada other than the Jurisdiction (together with the Jurisdiction, the Canadian Jurisdictions).
Terms defined in National Instrument 14-101 Definitions, MI 11-102, National Instrument 41-101 General Prospectus Requirements (NI 41-101) or in NI 81-102 have the same meaning if used in this decision unless otherwise defined herein:
Designated Broker means a registered dealer that has entered, or intends to enter, into an agreement with the Filer to perform certain duties in relation to the ETF, including the posting of a liquid two-way market for the trading of the ETF Securities on an Exchange or another Marketplace.
ETF Security means an exchange-traded unit or share of an ETF.
Exchange means the Toronto Stock Exchange or Cboe Canada Inc., as applicable.
Existing Decision means the decision in respect of the Filer and the ETFs dated September 23, 2025.
Marketplace means a "marketplace" as defined in National Instrument 21-101 Marketplace Operations that is located in Canada.
NASDAQ means the Nasdaq Global Select Market.
NYSE means the New York Stock Exchange.
Portfolio Securities means, in relation to an ETF, the securities of a Specified Public Issuer in which the ETF invests or American Depositary Receipts in respect of such Specified Public Issuer which are listed on a Primary Trading Market.
Primary Trading Market means the principal securities or other trading market for the Portfolio Securities: (i) in respect of the Specified Jurisdiction of Denmark, Nasdaq Copenhagen; (ii) in respect of the Specified Jurisdiction of France, Euronext Paris; (iii) in respect of the Specified Jurisdiction of Germany, the Frankfurt Stock Exchange (Borse Frankfurt) or Xetra; (iv) in respect of the Specified Jurisdiction of Japan, the Tokyo Stock Exchange or the Osaka Securities Exchange; (v) in respect of the Specified Jurisdiction of Luxembourg, the Luxembourg Stock Exchange; (vi) in respect of the Specified Jurisdiction of Norway, the Oslo Stock Exchange; (vii) in respect of the Specified Jurisdiction of Spain, the Madrid Stock Exchange (Bolsa de Madrid) or the Barcelona Stock Exchange (Bolsa de Barcelona); (viii) in respect of the Specified Jurisdiction of Sweden, Nasdaq Stockholm; (ix) in respect of the Specified Jurisdiction of Switzerland, the Six Swiss Exchange; (x) in respect of the Specified Jurisdiction of The United Kingdom of Great Britain and Northern Ireland, the Aquis Exchange or the London Stock Exchange; and (xi) in respect of the Specified Jurisdiction of the United States of America, NASDAQ or the NYSE, or in each case, such trading market's successor.
Prospectus means the prospectus of each ETF.
Public Issuer Requirements has the meaning ascribed to such term in the definition of Specified Public Issuer.
Specified Jurisdiction means each of Denmark, France, Germany, Japan, Luxembourg, Norway, Spain, Sweden, Switzerland, The United Kingdom of Great Britain and Northern Ireland or the United States of America.
Specified Public Issuer means a public company (i) that is both incorporated and headquartered in a Specified Jurisdiction; (ii) that has a market capitalization in excess of C$25 billion (or its equivalent in the currency in which the Portfolio Securities are listed for trading) on the date that the ETF Securities are listed on an Exchange; (iii) whose Portfolio Securities are listed on a Primary Trading Market, not suspended or subject to any cease-trade order or trading halt on the trading day immediately prior to the date that the ETF Securities are listed on an Exchange and are not listed for trading on a stock exchange in Canada; (iv) whose Portfolio Securities have an average daily trading volume in the month before the date that the ETF Securities are listed on an Exchange in excess of C$125 million (or its equivalent in the currency in which the Portfolio Securities are listed for trading); and (v) whose public disclosure documents are available in the English language (collectively, the Public Issuer Requirements).
This decision is based on the following facts represented by the Filer:
The Filer and the ETFs
1. The Filer is a corporation incorporated under the laws of the Province of Ontario, with its head office located at 610 Chartwell Road, Suite 204 in Oakville, Ontario.
2. The Filer is registered as an investment fund manager and portfolio manager in the province of Ontario and as an investment fund manager in the provinces of Newfoundland and Labrador and Québec.
3. The Filer, or an affiliate of the Filer, is or will be the registered investment fund manager and registered portfolio manager of the ETFs. The ETF Securities of the Existing ETFs trade on an Exchange. The Filer will, if applicable, apply to list the ETF Securities of the Future ETFs on an Exchange.
4. The Filer and the Existing ETFs are not in default of securities legislation in any of the Canadian Jurisdictions.
5. Each of the ETFs is or will be an open-ended mutual fund or an open-ended alternative mutual fund (as defined in NI 81-102).
6. The ETFs are or will be subject to NI 81-102, subject to any exemptions that may be granted by the applicable securities regulatory authorities.
7. The ETF Securities of the Existing ETFs are offered under a long form prospectus dated August 12, 2025, prepared and filed in accordance with NI 41-101. The ETF Securities of the Future ETFs will be offered under a prospectus prepared and filed in accordance with NI 41-101 or National Instrument 81-101 Mutual Fund Prospectus Disclosure, subject to any exemptions that may be granted by the applicable securities regulatory authorities.
8. Each ETF is or will be a reporting issuer under the laws of one or more of the Canadian Jurisdictions.
9. The ETF Securities are or will be (subject to satisfying the original listing requirements of the applicable Exchange) listed on an Exchange.
10. Designated Brokers act, or will act, as intermediaries between investors and the ETFs, performing a market-making function, including by standing in the market with bid and ask prices for the ETF Securities to maintain a liquid market for the ETF Securities. The majority of trading in ETF Securities occurs, or will occur, in the secondary market.
11. The fundamental investment objective of each Harvest ETF and of similar Future ETFs is or will be to seek to provide:
(a) long-term capital appreciation through purchasing and holding Portfolio Securities of a Specified Public Issuer; and
(b) high monthly cash distributions.
12. The fundamental investment objective of each Harvest Enhanced ETF and of similar Future ETFs is or will be to seek to provide:
(a) long-term capital appreciation through purchasing and holding, on a levered basis, Portfolio Securities of a Specified Public Issuer; and
(b) high monthly cash distributions.
13. Specifically, the Portfolio Securities and the Specified Public Issuer for each of the Existing ETFs are as follows:
ETF Name |
Portfolio Securities |
Specified Public Issuer |
|
||
Harvest Eli Lilly High Income Shares ETF |
Common stock |
Eli Lilly and Company |
|
||
Harvest Amazon High Income Shares ETF |
Common stock |
Amazon.com, Inc. |
|
||
Harvest NVIDIA High Income Shares ETF |
Common stock |
NVIDIA Corporation |
|
||
Harvest Microsoft High Income Shares ETF |
Common stock |
Microsoft Corporation |
|
||
Harvest Eli Lilly Enhanced High Income Shares ETF |
Common stock |
Eli Lilly and Company |
|
||
Harvest Amazon Enhanced High Income Shares ETF |
Common stock |
Amazon.com, Inc. |
|
||
Harvest NVIDIA Enhanced High Income Shares ETF |
Common stock |
NVIDIA Corporation |
|
||
Harvest Microsoft Enhanced Income Shares ETF |
Common stock |
Microsoft Corporation |
14. In order to achieve its investment objectives, each Existing ETF purchases and holds up to 100% of its total assets (including assets acquired with borrowings) in the Portfolio Securities of its respective Specified Public Issuer. The Filer expects to establish Future ETFs with similar investment objectives which will similarly purchase and hold up to 100% of their total assets in the Portfolio Securities of a single Specified Public Issuer which meets the Public Issuer Requirements.
15. Each ETF will use a ticker symbol that the Filer believes is unlikely to be confused with the ticker symbol for the Portfolio Securities and the Specified Public Issuer for the ETF.
16. The distribution of ETF Securities (the Distribution) will be conducted without the knowledge or consent of the Specified Public Issuers. The Filer, as a general matter, will not have direct knowledge or access to material information regarding the Specified Public Issuers or Portfolio Securities other than publicly available information.
Disclosure
17. The Prospectus discloses or will disclose:
(a) the name of each ETF using the convention reflected in this decision for the Existing ETFs;
(b) the investment objective and investment strategy of each ETF as well as the risk factors associated therewith, including concentration risk;
(c) the fact that the ETF has obtained the Exemption Sought to permit the purchase of the Portfolio Securities on the terms described in this decision;
(d) the ways in which, and the extent to which, purchasing and holding the ETF Securities can be expected to be different from directly purchasing and holding the Portfolio Securities and the factors influencing these differences (such as the ETF's cash-borrowing and option-writing strategies), including in respect of performance, returns and securityholder rights;
(e) that the ETF's investment in the Portfolio Securities will be a passive investment;
(f) the Filer's specific policies and procedures for making proxy voting and tender decisions in respect of the Specified Public Issuer and the expected outcomes for the ETF of such decisions in potential scenarios, such as merger or other restructuring of the Specified Public Issuer, a sale of part or all of its business, or bankruptcy of the Specified Public Issuer and other scenarios; and
(g) prominently, a statement substantially similar to the following:
Investors investing, or considering investment, in an ETF (which invests in a single underlying corporate issuer) should consider their ongoing obligations with respect to insider trading, insider reporting, and take-over bids under the Ontario Securities Act (the Act) or other relevant securities legislation and National Instruments and as explained in National Policies. Securities regulators may take the view that these provisions extend to the purchase and sale of securities of ETFs that invest in securities of a single issuer, including on a look-through basis.
For example:
Under section 76(1) of the Act, individuals or entities in a special relationship with an issuer are prohibited from purchasing or selling securities of that issuer with knowledge of a material fact or material change that has not been generally disclosed. Securities regulators may take the view that this prohibition extends to the purchase and sale of securities of ETFs that invest in securities of a single issuer;
Securities regulators may take the view that the insider reporting requirements in section 107 of the Act apply in respect of purchases of securities of ETFs that invest in securities of a single issuer; and
Where ETF units are redeemable for securities of the ETF's single underlying issuer, securities regulators may consider those ETF units convertible securities under section 1.7 of National Instrument 62-104 Take-Over Bids and Issuer Bids (NI 62-104) that count, on a post conversion-basis in respect of the underlying issuer, towards the early warning reporting thresholds in Part 5 of NI 62-104.
Investors are strongly encouraged to seek legal advice or consult with their compliance officers to fully understand their insider trading, insider reporting, and take-over bids obligations and how they relate to investment in these ETFs. Failure to comply with these obligations may result in regulatory scrutiny and enforcement actions. Purchasing a single-issuer ETF is not equivalent to holding the securities of the underlying issuer directly; investors may not have the same rights and may be subject to additional risks, as further referenced in this prospectus.
18. The Prospectus provides or will provide only abbreviated disclosure in respect of the Portfolio Securities and the Specified Public Issuer based on publicly available information.
19. The Filer intends to meet the full, true and plain disclosure requirement of the Legislation in connection with the ETF Securities without having responsibility for the accuracy of disclosure issued by the Specified Public Issuer in respect of the Portfolio Securities. The Prospectus directs or will direct investors to public disclosure made available by the Specified Public Issuer in respect of the Portfolio Securities in accordance with applicable legislation. The Prospectus also clarifies or will clarify that such disclosure and other information about the Portfolio Securities and the Specified Public Issuer that is made available on the Filer's website and otherwise cannot be expected to contemplate the Distribution.
20. The Prospectus does or will clearly state that the Filer is not the source of disclosure relating to the Portfolio Securities and the Specified Public Issuer and does or will clearly disclaim the Filer's responsibility both for verifying the accuracy of such disclosure and for updating such disclosure.
21. To meet the full, true and plain disclosure requirement, the Prospectus does or will disclose that the Specified Public Issuer will not receive a direct or indirect financing benefit from the Distribution.
Reasons for the Exemption Sought
22. The Existing Decision granted relief to the ETFs from the concentration restriction in subsections 2.1(1) and 2.1(1.1) of NI 81-102 to permit each ETF to purchase and hold up to 100% of its total assets in the Portfolio Securities of a 'Specified Public Issuer' which, as defined in the Existing Decision, means a public company that, among other requirements, is both incorporated and headquartered in the United States of America. Accordingly, the Existing Decision restricts the Filer from establishing ETFs that invest in Portfolio Securities of a Specified Public Issuer that is incorporated and headquartered in an international jurisdiction other than the United States of America (the Specified Jurisdiction Restriction).
23. The Filer submits that removing the Specified Jurisdiction Restriction and broadening the definition of Specified Public Issuer to include public issuers based in a Specified Jurisdiction in Europe or Japan would permit the Filer to offer new ETFs that would provide investors an opportunity to obtain exposure to large highly liquid issuers whose securities trade on a Primary Trading Market in Europe or Japan and that the Filer believes are subject to robust securities regulatory regimes in their respective home jurisdiction.
24. The Filer therefore requests the Revocation of the Existing Decision and its replacement with this decision granting the Exemption Sought that eliminates the Specified Jurisdiction Restriction and expands the jurisdictions in which a Specified Public Issuer may be based to include each Specified Jurisdiction.
25. The Filer submits that the Exemption Sought represents a limited and appropriate expansion of the eligibility criteria to permit the offering of new ETFs where the Portfolio Securities are suitable and appropriate for retail investors but would otherwise be ineligible under the terms of the Existing Decision due to the Specified Jurisdiction Restriction.
26. The Filer believes that the amended definition of Specified Public Issuer would continue to ensure that principles-based safeguards remain in place and would not be prejudicial to the public interest.
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 is that:
1. the Revocation is granted; and
2. the Exemption Sought is granted, provided that:
(a) but for the fact that ETF Securities may be subscribed for or redeemed on each trading day (i.e. the ETFs being in continuous distribution), the ETF otherwise meets the definition of "fixed portfolio investment fund" in NI 81-102;
(b) any purchase by the ETF of the Portfolio Securities is in accordance with the investment objectives of the ETF;
(c) at the time that the ETF Securities are listed on an Exchange, the Specified Public Issuer and its Portfolio Securities satisfy the Public Issuer Requirements;
(d) the ETF will not purchase Portfolio Securities if the ETF would, as a result of such purchase, become an insider of the Specified Public Issuer;
(e) the ETF's prospectus contains the disclosure referred to in representations 17 through 21 above; and
(f) the Filer will not permit the ETFs to be used as a financing vehicle by a Specified Public Issuer or to permit an indirect offering of Portfolio Securities into a Canadian Jurisdiction.
Application File #: 2025/0493
SEDAR+ File #: 6320726
Temporary, Permanent & Rescinding Issuer Cease Trading Orders
Company Name |
Date of Temporary Order |
Date of Hearing |
Date of Permanent Order |
Date of Lapse/Revoke |
|
||||
THERE IS NOTHING TO REPORT THIS WEEK. |
||||
Company Name |
Date of Order |
Date of Revocation |
|
||
Jack Nathan Medical Corp. |
January 6, 2026 |
__________ |
Temporary, Permanent & Rescinding Management Cease Trading Orders
Company Name |
Date of Order |
Date of Lapse |
|
||
THERE IS NOTHING TO REPORT THIS WEEK. |
||
Outstanding Management & Insider Cease Trading Orders
Company Name |
Date of Order or Temporary Order |
Date of Hearing |
Date of Permanent Order |
Date of Lapse/Expire |
Date of Issuer Temporary Order |
|
|||||
Performance Sports Group Ltd. |
19 October 2016 |
31 October 2016 |
31 October 2016 |
__________ |
__________ |
Company Name |
Date of Order |
Date of Lapse |
|
||
Agrios Global Holdings Ltd. |
September 17, 2020 |
__________ |
|
||
Sproutly Canada, Inc. |
June 30, 2022 |
__________ |
|
||
iMining Technologies Inc. |
September 30, 2022 |
__________ |
|
||
Alkaline Fuel Cell Power Corp. |
April 4, 2023 |
__________ |
|
||
mCloud Technologies Corp. |
April 5, 2023 |
__________ |
|
||
FenixOro Gold Corp. |
July 5, 2023 |
__________ |
|
||
HAVN Life Sciences Inc. |
August 30, 2023 |
__________ |
|
||
Perk Labs Inc. |
April 4, 2024 |
__________ |
Issuer Name:
Type and Date:
Offering Price and Description:
Underwriter(s) or Distributor(s):
Promoter(s):
Filing # 06381754
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Issuer Name:
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Underwriter(s) or Distributor(s):
Promoter(s):
Filing # 06381750
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Filing # 06381690
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Issuer Name:
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Underwriter(s) or Distributor(s):
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Filing # 06381754
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Issuer Name:
Type and Date:
Offering Price and Description:
Underwriter(s) or Distributor(s):
Promoter(s):
Filing # 06381750
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Issuer Name:
Type and Date:
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Underwriter(s) or Distributor(s):
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Filing # 06360593
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Issuer Name:
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Promoter(s):
Filing # 06372433
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Issuer Name:
Type and Date:
Offering Price and Description:
Underwriter(s) or Distributor(s):
Promoter(s):
Filing # 06362693
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Issuer Name:
Type and Date:
Offering Price and Description:
Underwriter(s) or Distributor(s):
Promoter(s):
Filing # 06376904
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Issuer Name:
Principal Regulator -- British Columbia
Type and Date:
Offering Price and Description:
Filing # 06375282
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Issuer Name:
Principal Regulator -- British Columbia
Type and Date:
Offering Price and Description:
Filing # 06381488
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Issuer Name:
Principal Regulator -- British Columbia
Type and Date:
Offering Price and Description:
Filing # 06381726
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Issuer Name:
Principal Regulator -- Ontario
Type and Date:
Offering Price and Description:
Filing # 06363307
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Issuer Name:
Principal Regulator -- Ontario
Type and Date:
Offering Price and Description:
Filing # 06381966
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Issuer Name:
Principal Regulator -- British Columbia
Type and Date:
Offering Price and Description:
Filing # 06381968
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Type |
Company |
Category of Registration |
Effective Date |
|
|||
Voluntary Surrender |
42KM INVESTMENT PARTNERS LTD. |
Investment Fund Manager, Portfolio Manager and Exempt Market Dealer |
December 30, 2025 |