Canoe Financial LP and EnerVest Natural Resource Fund Ltd.

Headnote

Multilateral Instrument 11-102 Passport System and National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- National Instrument 81-101 Mutual Fund Prospectus Disclosure, section 2.5(7) relief granted to extend time limit for the filing of a pro forma prospectus and final simplified prospectus for a mutual fund.

Applicable Legislative Provisions

National Instrument 81-101 Mutual fund Prospectus Disclosure -- s. 2.5(7) provisions.

Citation: Canoe Financial LP and EnerVest Natural Resource Fund Ltd., Re, 2010 ABASC 590

December 20, 2010

IN THE MATTER OF

THE SECURITIES LEGISLATION OF

ALBERTA AND ONTARIO

(the Jurisdictions)

AND

IN THE MATTER OF

THE PROCESS FOR EXEMPTIVE RELIEF

APPLICATIONS IN MULTIPLE JURISDICTIONS

AND

IN THE MATTER OF

CANOE FINANCIAL LP

(the Investment Fund Manager)

AND

ENERVEST NATURAL RESOURCE FUND LTD.

(The Fund)

(collectively, the Filers)

DECISION

Background

The securities regulatory authority or regulator in each of the Jurisdictions (the Decision Maker) has received an application from the Filers for a decision under the securities legislation of the Jurisdictions (the Legislation) to extend the time limit for the filing of the pro forma prospectus and the final simplified prospectus for the Fund to the time periods that would be applicable if the lapse date for the distribution of the shares of the Fund (Shares) had been January 10, 2011 (the Exemption Sought).

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

(a) the Alberta Securities Commission is the principal regulator for this application;

(b) the Filers have provided notice that section 4.7(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in British Columbia, Saskatchewan, Manitoba, Québec, New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Labrador, Yukon, Northwest Territories and Nunavut; and

(c) the decision is the decision of the principal regulator and evidences the decision of the securities regulatory authority or regulator in Ontario.

Interpretation

Terms defined in National Instrument 14-101 Definitions or Multilateral Instrument 11-102 have the same meaning if used in this decision, unless otherwise defined.

Representations

The decision is based on the following facts represented by the Filers:

1. The Investment Fund Manager became the investment fund manager of the Fund in November 2010 in conjunction with its registration under National Instrument 31-103 Registration Requirements and Exemptions (NI 31-103) replacing its affiliate, Enervest Funds Management Inc. The Investment Fund Manager is a limited partnership formed under the laws of Alberta. The general partner of the Investment Fund Manager, Canoe Financial Corporation, is a corporation incorporated under the laws of Alberta. The head office of the Investment Fund Manager is located in Calgary, Alberta. The Investment fund Manager is also the portfolio adviser of the Fund, having taken over such responsibility from its affiliate, RiverStream Asset Management Ltd. effective December 1, 2010.

2. The Fund is a corporation incorporated under the laws of Alberta by articles of incorporation dated September 8, 2000.

3. The Fund is a reporting issuer as defined in the Legislation and is not in default of any of its obligations under the Legislation except for the failure to file a pro forma simplified prospectus and annual information form at least 30 days before its current lapse date of December 21, 2010.

4. The Shares are currently distributed to the public in all of the Jurisdictions pursuant to a Simplified Prospectus and an Annual Information Form dated December 21, 2009 (together, the Current Prospectus).

5. The lapse date under the Legislation for the distribution of the Units under the Current Prospectus is December 21, 2010 (the Lapse Date).

6. The Investment Fund Manager intended to file a pro forma simplified prospectus and pro forma annual information form of the Fund (together, the Renewal Prospectus) on or prior to November 22, 2010 (the Pro Forma Filing Deadline), being 30 days prior to the Lapse Date (taking into account November 21 being a Sunday), but through inadvertence failed to do so. As soon as the Investment Fund Manager realized that the Pro Forma Filing Deadline had passed, it filed the Renewal Prospectus as expeditiously as possible.

7. On December 10, 2010, the Renewal Prospectus was filed under SEDAR project number 01675045 in each of the Jurisdictions.

8. If the Exemption Sought is not granted, the Fund will have to cease distribution of the Shares to investors after December 21, 2010.

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.