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Guardian Capital LP et al.

2023-08-30 | Decision | 81-101, 41-101, 81-102, 81-106 | Investment funds and structured products | https://www.osc.ca/en/securities-law/orders-rulings-decisions/guardian-capital-lp-et-al-7

National Instrument 81-101 Mutual Fund Prospectus Disclosure, ss. 2.1 and 6.1(1). Form 81-101F1 Contents of Simplified Prospectus, Items 8(2) and 10(b) of Part B. National Instrument 41-101 General Prospectus Requirements, ss. 3.1(2), 3B.2 and 19.1(1). National Instrument 41-101 General Prospectus Requirements, ss. 3.1(2), 3B.2 and 19.1(1). Form 41-101F2 Information Required in an Investment Fund Prospectus, Item 17.2. Form 41-101F4 Information Required in an ETF Facts Document, Items 2, 4 and 5 of Part I, and Item 1.3 of Part II. National Instrument 81-102 Investment Funds, ss. 15.3(2), 15.6(1)(a)(i)(A), 15.6(1)(b), 15.6(1)(d)(i), 15.8(2)(a), 15.8(2)(a.1), 15.8(3)(a), 15.8(3)(a.1), 15.1.1 and 19.1(1). National Instrument 81-106 Investment Fund Continuous Disclosure, ss. 2.1, 2.3, 4.4 and 17.1(1). Form 81-106F1 Contents of Annual and Interim Management Report of Fund Performance, Items 3.1(1), 3.1(7), 3.1(7.1), 3.1(8), 4.1(1), 4.1(2), 4.2(1), 4.2(2), 4.3(1)(a) and 4.3(1)(b) of Part B.


The Securities Commission granted exemptive relief to Guardian Capital LP (the Filer) and its Continuing Funds—Guardian Directed Equity Path Portfolio, Guardian Directed Premium Yield Portfolio, and Guardian Canadian Bond Fund—from certain provisions of National Instruments 81-101, 41-101, 81-102, and 81-106. This relief allows the new ETF Series of the Continuing Funds to use the historical performance and financial data of the corresponding Terminating ETFs in their sales communications, ETF Facts, management reports, and financial statements. Additionally, the past performance of the Terminating ETFs can be used to determine and disclose the investment risk rating in the simplified prospectus and ETF Facts.

The decision is based on the fact that the investment objectives of each Terminating ETF are substantially similar to those of its corresponding Continuing Fund, and the management of each Continuing Fund is materially similar to that of the corresponding Terminating ETF. The relief aims to provide investors with complete and accurate information to make informed decisions about investing or continuing to hold investments in the ETF Series of the Continuing Funds.

The granted relief is subject to conditions that include proper disclosure of the Mergers in the relevant documents and that the information used is prepared in accordance with Part 15 of NI 81-102. The decision is made under the authority of various sections of the National Instruments mentioned above, which govern mutual fund prospectus disclosure, general prospectus requirements, investment funds, and investment fund continuous disclosure.