Mutual Reliance Review System for ExemptiveRelief Applications - Government-owned investment manager exemptedfrom early warning and insider reporting requirements providedthat it complies with reporting and filing requirements as ifit were an "eligible institutional investor" underNational Instrument 62-103.
Applicable Ontario Statutory Provisions
Securities Act, R.S.O. 1990, c. S.5, as am.,ss. 101, 104(2)(c), 107 and 121(2).
Applicable National Instruments
National Instrument 62-103 The Early WarningSystem and Related Take-over Bid and Insider Reporting Issues.
IN THE MATTER OF
THE SECURITIES LEGISLATIONOF
BRITISH COLUMBIA, ALBERTA,SASKATCHEWAN, MANITOBA,
ONTARIO, QUEBEC, NOVA SCOTIAAND NEWFOUNDLAND AND LABRADOR
IN THE MATTER OF
THE MUTUAL RELIANCE REVIEWSYSTEM
FOR EXEMPTIVE RELIEF APPLICATIONS
IN THE MATTER OF
THE ROYAL MUTUAL FUNDS ANDTHE RBC ADVISOR FUNDS
MRRS DECISION DOCUMENT
WHEREAS the local securities regulatoryauthority or regulator (the "Decision Maker") in eachof the provinces of British Columbia, Alberta, Saskatchewan,Manitoba, Québec, Nova Scotia, Newfoundland and Labradorand Ontario (collectively, the "Jurisdictions") hasreceived an application from RBC Global Investment ManagementInc. ("GIM") for the Mutual Funds (as listedin Schedule A) (the "Applicants" or the "Filer")for a decision under the securities legislation of the Jurisdictions(the "Legislation") that the Applicants beexempt from:
1. the requirements triggered by the acquisitionof beneficial ownership of, or the power to exercise controlor direction over, or securities convertible into, 10% ormore of a class of voting or equity securities under the provisionsof the Legislation listed in Appendix B of National Instrument62-103, The Early Warning System and Related Take-OverBid and Insider Reporting Issues, ("NI 62-103")(the "Early Warning Requirements");
2. the restrictions regarding further acquisitionsof the securities described in 1. above under the provisionsof the Legislation listed in Appendix C of NI 62-103 (the"Moratorium Requirements"); and
3. the requirement in the Legislation foran insider of a reporting issuer to file reports disclosingthe insider's direct or indirect beneficial ownership of,or control or direction over, securities of a reporting issuer(the "Insider Reporting Requirements", andcollectively with the Early Warning Requirements and the MoratoriumRequirements, the "Requirements");
provided that the Applicants comply with, andotherwise meet, the reporting and filing requirements and theother applicable conditions of NI 62-103, in each case, as ifthe Applicants were "eligible institutional investors"thereunder;
AND WHEREAS pursuant to the Mutual RelianceReview System for Exemptive Relief Applications (the "System"),the Ontario Securities Commission is the principal regulatorfor this application;
AND WHEREAS, unless otherwise defined,the terms herein have the meaning set out in National Instrument14-101, Definitions, or in Québec Commission Notice14-101;
AND WHEREAS the Applicants have representedto the Decision Makers that:
1. GIM is a corporation incorporated underthe laws of Canada. GIM's head office is located in the Provinceof Ontario;
2. GIM is registered under the securitieslegislation in each province and territory of Canada, exceptNunavut, as an advisor in the categories of investment counseland portfolio manager. GIM acts as portfolio manager for eachof the Mutual Funds;
3. The Mutual Funds include the Royal MutualFunds and the RBC Advisor Funds, as listed in the attachedSchedule A (the "Existing Funds"), and anypublic mutual fund(s) that may be created in the future aspart of the Royal Mutual Funds, the RBC Advisor Funds or otherwise,and for which GIM would act as portfolio manager (the "NewFunds");
4. Each of the Existing Funds is a reportingissuer. As such, the Existing Funds are not "eligibleinstitutional investors" under NI 62-103. Any New Fundswould be reporting issuers and, therefore, would not be "eligibleinstitutional investors" under NI 62-103;
AND WHEREAS pursuant to the System thisMRRS Decision Document evidences the decision of each DecisionMaker (collectively, the "Decision");
AND WHEREAS each of the Decision Makersis satisfied that the test contained in the Legislation thatprovides the Decision Maker with the jurisdiction to make theDecisions has been met;
THE DECISION of the Decision Makers pursuantto the Legislation is that the Applicants be exempt from theRequirements contained in the Legislation, provided that theApplicants comply with, and otherwise meet, the reporting andfiling requirements and the other applicable conditions of NI62-103, in each case, as if the Applicants were "eligibleinstitutional investors" thereunder.
February 4, 2003.
"Howard I. Wetston" "RobertL. Shirriff"
Royal Mutual Funds
RBC Advisor Funds