The Securities Commission has granted an exemption to a closed-end investment fund, International Clean Power Dividend Fund (the Filer), from the prospectus requirement for the resale of units repurchased from existing security holders or surrendered by security holders for redemption. The Filer is an unincorporated closed-end investment trust established under Alberta law and is not considered a mutual fund. It is a reporting issuer in all Canadian provinces and its units are listed on the Toronto Stock Exchange.
The Filer has two purchase programs: a Mandatory Purchase Program, where it is obligated to purchase units if their price falls below a certain threshold, and a Discretionary Purchase Program, where it may purchase units at market prices. Additionally, there are three redemption programs: Monthly Redemptions, Annual Redemptions, and Additional Redemptions, the latter allowing holders to use redemption proceeds to purchase new fund securities.
The Filer intends to resell repurchased or redeemed units through securities dealers on the Exchange, holding them for a four-month period before resale, ensuring the resale does not significantly impact market prices. Units not resold within 16 months will be cancelled, and the Filer will not resell more than 5% of outstanding units in a calendar year.
The exemption is conditional upon compliance with applicable securities legislation, Exchange regulations, and specific provisions of National Instrument 45-102 Resale of Securities. The decision is based on the Filer’s representations and is subject to the conditions that the resale complies with the Exchange’s regulations and policies, and the Filer adheres to the resale limitations and disclosure requirements.
The decision was made under the Securities Act, R.S.O. 1990, c. S.5, as amended, sections 53(1) and 74(1), and is supported by National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions. The Alberta Securities Commission is the principal regulator, and the decision also represents the decision of the securities regulatory authority in Ontario.