Mackenzie Financial Corporation

Headnote

National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- relief granted under subsection 62(5) of the Securities Act to permit extensions of two prospectus lapse dates by 80 days and 137 days, to facilitate consolidation of the funds' prospectuses with the prospectuses of other funds under common management -- no conditions.

Applicable Legislative Provisions

Securities Act, R.S.O. 1990, c. S.5, as am., s. 62(5).

May 31, 2022

IN THE MATTER OF THE SECURITIES LEGISLATION OF ONTARIO (the Jurisdiction) AND IN THE MATTER OF THE PROCESS FOR EXEMPTIVE RELIEF APPLICATIONS IN MULTIPLE JURISDICTIONS AND IN THE MATTER OF MACKENZIE FINANCIAL CORPORATION (the Filer) AND IN THE MATTER OF THE FUNDS LISTED IN SCHEDULE A (the Mackenzie Series Funds) AND THE FUNDS LISTED IN SCHEDULE B (the Laurentian Series Funds, and together with the Mackenzie Series Funds, the Funds)

DECISION

Background

The principal regulator in the Jurisdiction has received an application from the Filer on behalf of the Funds for a decision under the securities legislation of the Jurisdiction (the Legislation) that the time limits for the renewal of the simplified prospectus, fund facts and annual information form of the Mackenzie Series Funds dated July 12, 2021 (the Mackenzie Series Prospectus) and the simplified prospectus, fund facts and annual information form of the Laurentian Series Funds dated July 12, 2021 (the Laurentian Series Prospectus, and together with the Mackenzie Series Prospectus, the Prospectuses) be extended to those time limits that would apply if the lapse dates of the Prospectuses were September 29, 2022 (in the case of the Mackenzie Series Prospectus) and November 25, 2022 (in the case of the Laurentian Series Prospectus) (the Exemption Sought).

Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a passport application):

(i) the Ontario Securities Commission is the principal regulator for this application; and

(ii) 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 each of the other provinces and territories of Canada (the Other Jurisdictions and together with the Jurisdiction, the Jurisdictions).

Interpretation

Terms defined in National Instrument 14-101 Definitions, MI 11-102, and National Instrument 81-102 Investment Funds (NI 81-102) have the same meaning if used in this decision, unless otherwise defined.

Representations

This decision is based on the following facts represented by the Filer:

Background Facts

The Filer

1. The Filer is a corporation amalgamated under the laws of Ontario with its head office in Toronto, Ontario.

2. The Filer is registered as an investment fund manager, portfolio manager, exempt market dealer and commodity trading manager in Ontario. The Filer is also registered as a portfolio manager and exempt market dealer in the Other Jurisdictions, as an investment fund manager in Newfoundland and Labrador and Québec, and as an adviser in Manitoba.

3. The Filer is the manager, trustee and portfolio manager of each of the Funds.

4. Neither the Filer nor any of the Funds are in default of securities legislation in any of the Jurisdictions.

5. Each Fund is an open-ended mutual fund trust established under the laws of Ontario and is a reporting issuer as defined in the securities legislation of each of the Jurisdictions.

6. The Funds currently distribute securities in the Jurisdictions under the Prospectuses.

Reasons for the Lapse Date Extension

7. Pursuant to subsection 62(1) of the Securities Act (Ontario) (the Act), the lapse date of the Mackenzie Series Prospectus and the Laurentian Series Prospectus is July 12, 2022. Accordingly, under subsection 62(2) of the Act, the distribution of securities of each Fund would have to cease on its current lapse date unless: (i) the Funds file a pro forma simplified prospectus at least 30 days prior to its current lapse date; (ii) the final simplified prospectus is filed no later than 10 days after its current lapse date; and (iii) a receipt for the final simplified prospectus is obtained within 20 days after its current lapse date.

8. The Filer is the investment fund manager of (i) 80 other funds (the September Funds) that currently distribute their securities under a simplified prospectus, fund facts and annual information form with a lapse date of September 29, 2022 (the September Prospectus) and (ii) 40 other funds (the November Funds) that currently distribute their securities under a simplified prospectus, fund facts and annual information form with a lapse date of November 25, 2022 (the November Prospectus).

9. The Filer wishes to combine the (i) Mackenzie Series Prospectus with the September Prospectus and (ii) the Laurentian Series Prospectus with the November Prospectus, in order to reduce renewal, printing and related costs.

10. Offering (i) the Mackenzie Series Funds and the September Funds under one prospectus and (ii) the Laurentian Series Funds and the November Funds under one prospectus would facilitate the distribution of the Funds in the Jurisdictions under the same prospectus and enable the Filer to streamline disclosure across the Filer's fund platform. The Mackenzie Series Funds and Laurentian Series Funds share many common operational and administrative features with the September Funds and the November Funds respectively, and combining them under two prospectuses (as opposed to four) will allow investors to compare their features more easily.

11. It would be impractical to alter and modify all the dedicated systems, procedures and resources required to prepare the September Prospectus and the November Prospectus, and unreasonable to incur the costs and expenses associated therewith, so that the September Prospectus and the November Prospectus can be filed earlier with the Mackenzie Series Prospectus and the Laurentian Series Prospectus, respectively.

12. If the Exemption Sought is not granted, it will be necessary to renew the Mackenzie Series Prospectus and the Laurentian Series Prospectus twice within a short period of time in order to consolidate the Mackenzie Series Prospectus with the September Prospectus, and the Laurentian Series Prospectus with the November Prospectus.

13. The Filer may make minor changes to the features of the Mackenzie Series Funds as part of the Mackenzie Series Prospectus, and to the features of the Laurentian Series Funds as part of the Laurentian Series Prospectus. The ability to file the Mackenzie Series Prospectus with the September Prospectus, and the Laurentian Series Prospectus with the November Prospectus, will ensure that the Filer can make the operational and administrative features of the respective funds consistent with each other.

14. There have been no material changes in the affairs of the Funds since the date of the applicable Prospectus, other than those for which amendments have been filed. Accordingly, the Prospectuses of the Funds represent current information regarding the Funds.

15. Given the disclosure obligations of the Funds, should a material change in the affairs of any of the Funds occur, the Prospectus of the applicable Fund(s) will be amended as required under the Legislation.

16. New investors of the Funds will receive delivery of the most recently filed fund facts document(s) of the applicable Fund(s). The Prospectuses will still be available upon request.

17. The Exemption Sought will not affect the accuracy of the information contained in the Prospectuses and therefore will not be prejudicial to the public interest.

Decision

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.

SCHEDULE A
THE MACKENZIE SERIES FUNDS

Canadian Equity Funds

US Equity Funds

Global Equity Funds

Sector Funds

Managed Asset Portfolios

Maximum Diversification Fund

SCHEDULE B
THE LAURENTIAN SERIES FUNDS

Canadian Equity Funds

US Equity Fund

Global Equity Fund

Managed Asset Portfolios