Canada: Extension Of Certain Filing, Delivery And Prospectus Renewal Requirements Of Investment Funds In Response To COVID-19 Pandemic

Securities regulatory authorities in each of Canada's provinces and territories have, effective on March 23, 2020, extended filing and delivery obligations of investment funds under securities legislation, subject to certain conditions.

Delivery and Filing Extensions

The following filing and delivery requirements of investment funds under securities legislation, where the obligations are required to be met during the period from March 23, 2020 to June 1, 2020, are extended for a period of 45 days, provided that the conditions summarized below are met:

• the requirement that a custodian deliver to the securities regulatory authority, a custodian compliance report within 30 days after the filing of the annual financial statements of an investment fund (as required under section 14.6(3) of National Instrument 41-101 General Prospectus Requirements ("NI 41-101") and section 6.7(3) of National Instrument 81-102 Investment Funds ("81-102");
• the requirement that a mutual fund, other than an exchange traded mutual fund that is not in continuous distribution, that does not have a principal distributor, complete and file a compliance report, within 140 days after the financial year end of the mutual fund (as required under section 12.1 of NI 81-102);
• the requirement that an investment fund file annual financial statements and an auditor's report on or before the 90th day after the investment fund's most recently completed financial year (as required under section 2.2 of National Instrument 81-106 Investment Fund Continuous Disclosure ("NI 81-106");
• the requirement that an investment fund file interim financial statements on or before the 60th day after the end of the most recent interim period of the investment fund (as required under section 2.4 of NI 81-106);
• the requirement that a mutual fund that is not a reporting issuer provide notice to the regulator of reliance on the section 2.11 exemption to file its financial statements (as required under section 2.11 of NI 81-106);
• the requirement that an investment fund, other than an investment fund that is a scholarship plan, file an annual management report of fund performance for each financial year and an interim management report of fund performance for each interim period at the same time that it files its annual financial statements or its interim financial statements for that financial period (as required under section 4.2 of NI 81-106);
• the requirement that a scholarship plan file an annual management report of fund performance at the same time that it files its annual financial statements (as required under section 4.3 of NI 81-106);
• the requirement that an investment fund deliver to a securityholder its annual financial statements, interim financial statements, and the related management report on fund performance concurrently with the filing deadline set out in Part 2 of NI 81-106 (as required under section 5.1(2) of NI 81-106);
• the requirement that an investment fund acting in accordance with section 5.2 of NI 81-106 send annually to each securityholder a request form that they may use to instruct the investment fund as to which of the documents the securityholder wishes to receive (as required under section 5.2(5) of NI 81-106);
• the requirement that an investment fund send annually to each securityholder a request form that they may use to instruct the investment fund as to which of the documents listed in subsection 5.1(2) of NI 81-106 the securityholder wishes to receive (as required under section 5.3(3) of NI 81-106);
• the requirement that an investment fund send a copy of a document listed in subsection 5.1(2) of NI 81-106 that is requested by securityholder by the later of the filing deadline of the requested document and ten calendar days after the request (as required under section 5.4 of NI 81-106);
• the requirement that a labour sponsored or venture capital fund concurrently file, where applicable, an independent valuation with the filing of its annual financial statements (as required under section 8.2(c) of NI 81-106);
• the requirement that an investment fund file an annual information form on or before 90 days after the most recently completed financial year (as required under section 9.3 of NI 81-106); and
• the requirement an independent review committee of an investment fund prepare, for each financial year of an investment fund, no later than the date the investment fund files its annual financial statements, a report to securityholders of the investment fund that describes the independent review committee and its activities for the financial year (as required under section 4.4 of NI 81-107).

Prospectus Renewal Extension

Investment funds distributing securities under a prospectus with a lapse date determined under section 2.5(1) of NI 81-101 Mutual Fund Prospectus Disclosure or section 17.2(2) of NI 41-101 (or analogous provisions of local securities legislation) to occur between March 23, 2020 and June 1, 2020, have the lapse date varied so it is extended by 45 days of the original lapse date if the conditions summarized below are complied with.

Conditions for Relying on the Extensions

An investment fund relying on an extension must, as soon as reasonably practicable and in advance of its original filing or delivery deadline:

• notify its principal regulator by email stating reliance on the blanket order or instrument under which the extensions are available and specifying the requirements that are being extended; and
• post a statement on its public website, or the public website of its investment fund manager, stating reliance on the blanket order or instrument under which the extensions are available and specifying the requirements that are being extended.

Where the Ontario Securities Commission is the principal regulator, notice of reliance is to be given to the Director of the Investment Funds and Structured Products Branch by email at IFSPDirector@osc.gov.on.ca and the statement is to reference Ontario Instrument 81-503.

The foregoing relief has been issued pursuant to the following local blanket orders that are substantially harmonized across the country and came into effect on March 23, 2020 for a period of 120 days:

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.