Annual Information Form dated April 2, 2013No securities regulatory authority has expressed an...
Transcript of Annual Information Form dated April 2, 2013No securities regulatory authority has expressed an...
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No securities regulatory authority has expressed an opinion about these securities and it is an offence to claim
otherwise.
Annual Information Form dated April 2, 2013
Signature Cash Management Fund (Class C units)
(Class C units not available for public purchase)
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TABLE OF CONTENTS
NAME, FORMATION AND HISTORY OF SIGNATURE CASH MANAGEMENT FUND........................... 1
INVESTMENT RESTRICTIONS AND PRACTICES.......................................................................................... 2
YOUR RIGHTS AS AN INVESTOR ...................................................................................................................... 4
HOW PORTFOLIO SECURITIES ARE VALUED.............................................................................................. 4
PURCHASES, SWITCHES AND REDEMPTIONS.............................................................................................. 6
OPERATION OF THE FUND................................................................................................................................. 8
FUND GOVERNANCE .......................................................................................................................................... 18
BROKERAGE ARRANGEMENTS...................................................................................................................... 21
PRINCIPAL HOLDERS OF SECURITIES......................................................................................................... 22
AFFILIATED ENTITIES....................................................................................................................................... 23
CANADIAN FEDERAL INCOME TAX CONSIDERATIONS ......................................................................... 25
MATERIAL CONTRACTS ................................................................................................................................... 29
ADDITIONAL INFORMATION........................................................................................................................... 31
CERTIFICATES OF THE FUND, THE MANAGER AND THE PROMOTER.............................................. 32
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NAME, FORMATION AND HISTORY OF SIGNATURE CASH MANAGEMENT FUND
In this document, we, us, our, the Manager and CI refer to CI Investments Inc., the manager of Signature Cash Management Fund, or fund, described in this document. We are located at 2 Queen Street East, Twentieth Floor, Toronto, Ontario, M5C 3G7. Financial advisor means a broker or dealer who is qualified to sell units of the fund described in this document.
This annual information form contains details about the fund. It is intended to be read along with the simplified prospectus of the fund. If you have questions after reading these documents, please contact your financial advisor or us.
The fund is managed by: CI Investments Inc. 2 Queen Street East Twentieth Floor Toronto, Ontario M5C 3G7
How the fund is structured
The fund is an unincorporated open-end mutual fund created under the laws of the Province of Ontario pursuant to an amended and restated master declaration of trust dated July 27, 2011 (the Declaration of Trust). The year-end of the fund for financial reporting purposes is March 31, 2013.
Qualification for registered plans
Units of the fund are qualified investments under the Income Tax Act (Canada) (“Income Tax Act”) for registered plans since the fund is a “registered investment” within the meaning of such term in the Income Tax Act. The fund currently qualifies and is expected to continue to qualify as a registered investment under the Income Tax Act. These registered plans include: •••• Registered Retirement Savings Plans (RRSPs) •••• Locked-in Retirement Accounts (LIRAs) •••• Locked-in Registered Retirement Savings Plans (LRSPs) •••• Registered Retirement Income Funds (RRIFs) •••• Locked-in Retirement Income Funds (LRIFs) •••• Life Income Funds (LIFs) •••• Deferred Profit Sharing Plans (DPSPs) •••• Registered Education Savings Plans (RESPs) •••• Prescribed Retirement Income Funds (PRIFs) •••• Tax-Free Savings Accounts (TFSAs) •••• Québec Education Savings Incentive (QESI)
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INVESTMENT RESTRICTIONS AND PRACTICES
Except as described below, the fund is subject to and follows the investment practices and restrictions outlined in securities legislation, including National Instrument 81-102 (“NI 81-102”) of the Canadian securities administrators. This helps to ensure that the fund’s investments are diversified and relatively easy to trade. They also ensure proper administration of the fund.
The fund will not engage in any undertaking other than the investment of its property for purposes of the Income Tax Act. The fund is a registered investment and will not acquire an investment which is not a “qualified investment” under the Income Tax Act if, as a result thereof, the fund would become subject to tax under Part X.2 of the Income Tax Act.
Methodology for calculation of net asset value
The fund is relying on an order issued by the Canadian securities administrators which allows mutual funds to deviate from the requirements of section 14.2 of National Instrument 81-106 – Investment Fund Continuous Disclosure (“NI 81-106”) and the calculation of the net asset value of a fund in accordance with Canadian generally accepted accounting principles (“Canadian GAAP”) as it relates to:
(a) calculating its net asset value for any purpose (including purchases and redemptions of mutual fund securities as required by NI 81-102), other than for purposes of the financial statements required of the fund under Part 2 of NI 81-106;
(b) providing the net asset value or information based on the net asset value of the fund in any report, marketing material, any other document or any other commentary (including arranging for the publication of the net asset value pursuant to subsection 14.2(7) of NI 81-106), other than in the financial statements of the fund;
provided that:
(i) the fund continues to calculate its net asset value for purposes other than its financial statements in accordance with Canadian GAAP without giving effect to section 3855 (Financial Instruments - Recognition and Measurement) of the Handbook of the Canadian Institute of Chartered Accountants; and
(ii) the notes to the financial statements of the fund required under Part 2 of NI 81-106 include a reconciliation of the net assets that is reported in the financial statements to the net asset value calculated in accordance with (i) above and used for other purposes.
IRC Approved Transactions
The fund has received permission from its independent review committee to (and may from time to time):
•••• invest in securities (“related party investments”) of (i) CI Financial Corp., (ii) a Canadian chartered bank which owns approximately 37% of the common shares of CI Financial
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Corp., and (iii) certain issuers in which such Canadian chartered bank has a significant interest (“related parties”), including unlisted debt securities, and
•••• trade in portfolio securities with other mutual funds managed by CI or any of its affiliates (“inter-fund transfers”).
Related party investments must comply with the rules relating thereto contained in National Instrument 81-107 (“NI 81-107”) of the Canadian securities administrators. Additionally, among other matters, we or the fund’s portfolio advisor must certify that the related party investment (i) represented the business judgment of CI or the portfolio advisor uninfluenced by considerations other than the best interests of the fund and was, in fact, in the best interests of the fund, (ii) was made free from any influence by the related party or any affiliate or associate thereof (other than CI) and without taking into account any consideration relevant to the related party or any associate or affiliate thereof, and (iii) was not part of a series of transactions aiming to support or otherwise influence the price of the securities of the related party or related to another form of misconduct.
Inter-fund transfers are subject to the rules relating thereto contained in NI 81-107. Additionally, among other matters, an inter-fund transfer cannot be intended to (i) smooth out or influence performance results, (ii) realize capital gains or losses, (iii) avoid taxable or distributable income or dividends, or (iv) artificially maintain or otherwise manipulate market prices of the portfolio security.
Inter-fund transfers
The fund has received permission from the Canadian securities regulatory authorities to deviate from the requirements of NI 81-102 and other securities legislation to purchase securities from, or sell securities to, related investment funds or fully managed accounts managed or advised by us or our affiliate provided that (i) the independent review committee of the fund has approved the transaction as contemplated by NI 81-107; and (ii) the transfer complies with certain terms of NI 81-107.
Unlisted Debt Securities
The fund has received permission from the Canadian securities regulatory authorities to deviate from the requirements of Canadian securities legislation by purchasing and holding unlisted debt securities of related parties (“unlisted debt securities”) provided that (i) each purchase and holding by the fund of unlisted debt securities is consistent with, or is necessary to meet, the investment objective of the fund; (ii) each unlisted debt security is a debt security issued by a related party that has, at the time of the purchase, an approved credit rating by an approved credit rating organization; (iii) the independent review committee of the fund has approved the transaction as contemplated by NI 81-107; (iv) CI and the independent review committee comply with certain requirements of NI 81-107 in connection with the transactions; (v) the price payable for the unlisted debt security purchased is not more than the ask price of the unlisted security; (vi) the ask price of the unlisted security is determined as follows: (a) if the purchase occurs on a marketplace, the price payable is determined in accordance with the requirements of that marketplace; or (b) if the purchase does not occur on a marketplace (A) the fund pays the price for the unlisted debt security at which an independent arm’s length seller is willing to sell the
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unlisted debt security; or (B) if the fund does not purchase the unlisted debt security from an independent arm’s length seller, the fund pays the price quoted publicly by an independent marketplace or obtains, immediately before the purchase, at least one quote from an independent arm’s length purchaser or seller and pays not more than that quote; (vii) the unlisted debt security is purchased in the secondary market; (viii) the transaction complies with any applicable “market integrity requirements” as defined in NI 81-107; and (ix) no later than the time the fund files its annual financial statements, the fund files with the securities regulatory authorities or regulator the particulars of any such investments.
YOUR RIGHTS AS AN INVESTOR
As an investor, you have the right to share in any distributions that are declared on the units of the fund. You can sell your units at any time. If the fund stops operating, you have the right to share in its net assets after it has paid any outstanding debts. You can pledge your units as security, but you may not transfer or assign them to another party. Pledging units held in a registered plan may result in adverse tax consequences.
You are entitled to receive notice of unitholder meetings where you will have one vote for each whole unit you own. You have the right to vote on the following matters: •••• a change in the method of calculating, or the introduction of, a fee or expense charged to
the fund or to its unitholders if the change could increase the charges to the fund or its unitholders
•••• appointment of a new manager, unless the new manager is an affiliate of the current manager
•••• a change in the fund’s fundamental investment objective •••• any decrease in the frequency of calculating the net asset value per unit of the fund •••• in certain circumstances, a merger with, or transfer of assets to, another mutual fund if:
•••• the fund will be discontinued, and •••• investors in the discontinued fund will become investors in another mutual fund
•••• a merger with or acquisition of assets from, another mutual fund if: •••• the fund will continue •••• investors in the other fund will become investors in the fund that continues, and •••• the transaction would be a significant change to the fund that continues
If you own Class C units of the fund, you will be entitled to vote at any meeting of unitholders of that class, for example, to change the management fee payable by that class. You will also be entitled to vote at any meeting called that affects the fund as a whole, for example, to change the investment objective of the fund.
HOW PORTFOLIO SECURITIES ARE VALUED
The price of a unit is called the net asset value (or NAV) per unit, or the unit value. We calculate a separate NAV for each class of the fund’s units. We take the fair value of the assets in the class of fund units, subtract the fair value of any liabilities of the class of fund units and divide the balance by the number of units investors in that class are holding. Currently, the fund has only
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Class C units. When you buy or sell units of the fund, the price is the next NAV we calculate after receiving your order.
We calculate NAV at 4:00 p.m. Eastern time on each day that day that we are open for a full day of business. This is called a valuation day.
In calculating the NAV, the fund values the various assets as described below. We may deviate from these valuation practices in circumstances where this would be appropriate, for example, if trading in a security is halted because of significant negative news about the company.
Type of asset Method of valuation
Liquid assets, including cash on hand or on deposit, accounts receivable and prepaid expenses
Valued at full face value unless we determine the asset is not worth full face value, in which case we will determine a fair value.
Money market instruments The purchase cost amortized to the instrument’s due date.
Bonds, term notes, shares, subscription rights and other securities listed or traded on a stock exchange
The latest available sale price reported by any means in common use. If a price is not available, we determine a price not higher than the latest available asked price and not lower than the latest available bid price. If the securities are listed or traded on more than one exchange, the fund calculates the value in a manner that we believe accurately reflects fair value. If we believe stock exchange quotations do not accurately reflect the price the fund would receive from selling a security, we can value the security at a price we believe reflects fair value.
Bonds, term notes, shares, subscription rights and other securities not listed or traded on a stock exchange
The price quotation or valuation that we believe best reflects fair value.
Securities of other mutual funds The value of the securities will be the net asset value per security on that day or, if the day is not a valuation date of the mutual fund, the net asset value per security on the most recent valuation date for the mutual fund.
Restricted securities as defined in National Instrument 81-102
The market value of securities of the same class which are not restricted, multiplied by the percentage that the fund’s acquisition cost was of the market value of such securities at the time of acquisition, provided that a gradual taking into account of the actual value of the securities may be made where the date on which the restrictions will be lifted is known or such lower value as may be available from reported quotations in common use.
Long positions in clearing corporation options, options on futures, over-the-counter options, debt-like securities and listed warrants
The current market value.
Assets valued in foreign currency, deposits, contractual obligations payable to a fund in foreign currency and liabilities and contractual obligations the fund must pay in foreign currency
Valued using the exchange rate at 4:00 p.m. Eastern time that valuation day.
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We may appoint an agent to perform valuation services for us. Any valuation services will be done using the methods of valuation described above.
When a portfolio transaction becomes binding, the transaction is included in the next calculation of the fund’s net asset value. Sales and purchases of fund units are included in the next calculation of net asset value after the purchase or sale is completed.
The liabilities of each class of the fund include:
• all bills and accounts payable
• all administrative expenses payable and/or accrued
• all contractual obligations to pay money or property, including distributions the fund has declared but not yet paid
• allowance that we have approved for taxes or contingencies
• all other fund liabilities except liabilities to investors for outstanding units.
National Instrument 81-106 Investment Fund Continuous Disclosure requires the fund to calculate its net asset value by determining the fair value of its assets and liabilities. In doing so, the fund calculates the fair value of its assets and liabilities using the valuation policies described above. This differs from Canadian GAAP which was recently modified by the introduction of section 3855 Financial Instruments – Recognition and Measurement (“Section 3855”) of the handbook of the Canadian Institute of Chartered Accountants. Section 3855 redefines the fair value of long positions to be determined using bid prices and the fair value of short positions to be determined using the ask prices. The financial statements of the fund will contain a comparison of the net assets in accordance with Canadian GAAP and the net asset value used by the fund for all other purposes.
PURCHASES, SWITCHES AND REDEMPTIONS
The fund is sold in units, each representing an interest in the fund. The fund offers Class C units. The fund can issue as many units of this class as it chooses, including fractions.
Class C units are only available to investors who qualify as “accredited investors” within the meaning of Canadian securities legislation.
To buy fund units, contact a financial advisor. To sell fund units, contact your financial advisor or us. Selling your fund units is also known as redeeming. We base all transactions on the next net asset value per unit calculated after receiving your order to buy or sell. The valuation day used to process your order is called the trade date.
How to buy the fund
You can invest in the fund by completing a purchase application, which you can get from your financial advisor. Your financial advisor or we will send you a confirmation once we have
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processed your order. A confirmation shows details of your transaction, including the name of the fund, the number of units you bought, the purchase price and the trade date.
We may reject your purchase order within one business day of receiving it. If rejected, any monies sent with your order will be returned immediately to your financial advisor’s dealer, without interest, once the payment clears. If we accept your order but do not receive payment by the next business day, we will redeem your units on the next business day. If the proceeds are greater than the payment you owe, the difference will belong to the fund. If the proceeds are less than the payment you owe, your financial advisor’s dealer will be required to pay the difference and is entitled to collect this amount and any associated expenses from you.
Selling units
To sell your units, send your signed instructions in writing to your financial advisor or to us. Once we receive your order, you cannot cancel it. We will send you a confirmation once we have processed your order. We will send your payment within one business day of receiving your properly completed order.
Your signature on your instructions must be guaranteed by a bank, trust company, or financial advisor’s dealer if the sale proceeds are:
• more than $25,000; or
• paid to someone other than the registered owner.
If the registered owner of the units is a corporation, partnership, agent, fiduciary or surviving joint owner, we may require additional information. If you are unsure whether you need to provide a signature guarantee or additional information, check with your financial advisor or us.
You must provide all required documents within 10 business days of the trade date. If you do not, we will buy back the units on the 11th business day. If the cost of buying the units is less than the sale proceeds, the fund will keep the difference. If the cost of buying the units is more than the sale proceeds, your financial advisor’s dealer must pay the difference and any related costs. Your financial advisor’s dealer may require you to reimburse the amount paid if the financial advisor’s dealer suffers a loss because you failed to meet the requirements for redeeming units.
Suspending your right to sell units
Securities regulations allow us to temporarily suspend your right to sell your units and postpone payment of your sale proceeds: •••• during any period when normal trading is suspended on any exchange on which securities
or derivatives that make up more than 50% of the fund’s value or its underlying market exposure are traded, provided those securities or derivatives are not traded on any other exchange that is a reasonable alternative for the fund, or
•••• with the approval of securities regulators.
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We will not accept orders to buy units of the fund during any period when we have suspended investors’ rights to sell units of the fund.
Short-term trading fee
Due to the nature in which the fund invests its assets, we believe that investors in the fund are not exposed to the adverse effects of short-term trading described in the simplified prospectus and therefore we do not restrict short-term trading in the fund. We have no formal or informal arrangements with any person or company to permit short-term trading in units of the fund by such person or company.
We will adopt further policies on short-term trading mandated by regulation, if and when implemented by securities regulators. These further policies will be adopted without amendment to this annual information form or notice to you, unless otherwise required by securities laws.
OPERATION OF THE FUND
Manager CI Investments Inc. 2 Queen Street East Twentieth Floor Toronto, Ontario M5C 3G7 1-800-792-9355 www.ci.com
As the manager, we are responsible for managing the day-to-day undertakings of the fund. We provide all general management and administrative services, including valuation of fund assets, accounting and keeping investor records. You will find details about our management agreement with the fund under “Material contracts – Management agreement” below.
The following is a list of individuals who are the directors and officers of CI Investments Inc. No payments or reimbursements have been made by the funds to such directors and officers.
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Name and municipality
of residence
Office held with CI
Investments Inc.
Principal occupation in the last 5 years
Peter W. Anderson Markham, Ontario
Director Director, CI Investments Inc. since November 2011
Before October 2012, Executive Vice-President, CI Financial Corp. since December 2008 and Chief Investment Officer since June 2011
Before March 2010, Chief Executive Officer, CI Investments Inc. since June 2006
Before September 2010, Director since June 2006 and Chairman since March 2010, CI Investments Inc.
Before October 2012, Director and Executive Vice-President, CI Financial General Partner Corp. since June 2006
Paul W. Derksen Clarksburg, Ontario
Director Director, CI Investments Inc. since December 2010
Director, CI Financial Corp. since December 2008
Before December 2008, Trustee of CI Financial Income Fund or director of its predecessors since July 2002
A. Winn Oughtred Toronto, Ontario
Director Director, CI Investments Inc. since December 2010
Director, CI Financial Corp. since December 2008
Before December 2008, Trustee of CI Financial Income Fund or director of its predecessors since April 1994
Before January 2009, Partner, Borden Ladner Gervais LLP since May 1977
Derek J. Green Toronto, Ontario
President and Chief Executive Officer
Before December 2010, Director, CI Investments Inc. since September 2010
Chief Executive Officer of CI Investments Inc. since March 2010 and President since September 2006
Douglas J. Jamieson Toronto, Ontario
Senior Vice-President, Finance and Chief Financial Officer
Before December 2010, Director, CI Investments Inc. since September 2010
Senior Vice-President and Chief Financial Officer, CI Financial Corp. since December 2008
Senior Vice-President and Chief Financial Officer, CI Financial General Partner Corp. since July 2006
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Name and municipality
of residence
Office held with CI
Investments Inc.
Principal occupation in the last 5 years
David C. Pauli Mississauga, Ontario
Executive Vice-President and Chief Operating Officer
Before December 2010, Director, CI Investments Inc. since September 2010
Executive Vice-President and Chief Operating Officer, CI Financial Corp. since December 2008
Executive Vice-President and Chief Operating Officer, CI Financial General Partner Corp. since August 2007
Executive Vice-President and Chief Operating Officer, CI Investments Inc. since May 2005
Chris von Boetticher Toronto, Ontario
Vice-President, General Counsel and Secretary
Before December 2010, Director, CI Investments Inc. since September 2010
Vice-President, General Counsel and Secretary, CI Investments Inc. since March 2009
Before March 2009, Vice-President, Legal, CI Investments Inc. since July 2000
Sheila A. Murray Toronto, Ontario
Executive Vice-President
Executive Vice-President, General Counsel and Secretary, CI Financial Corp. since February 2009
Before February 2009, Senior Vice-President, General Counsel and Secretary, CI Financial Corp. since December 2008
Director, Executive Vice-President, General Counsel and Secretary, CI Financial General Partner Corp. since February 2009
Before February 2009, Director, Senior Vice-President and General Counsel, CI Financial General Partner Corp. since January 2008
Before September 2010, Director, CI Investments Inc. since March 2009
Executive Vice-President, CI Investments Inc. since March 2009
Before March 2009, Director, Executive Vice-President, General Counsel and Corporate Secretary, CI Investments Inc. since February 2009
Before February 2009, Director, Senior Vice-President, General Counsel and Corporate Secretary, CI Investments Inc. since January 2008
Before January 2008, Partner of Blake, Cassels & Graydon, LLP since 1982
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Name and municipality
of residence
Office held with CI
Investments Inc.
Principal occupation in the last 5 years
Gerald F. Coleman Oakville, Ontario
Co-Chief Investment Officer and Senior Vice-President
Co-Chief Investment Officer and Senior Vice-President, CI Investments Inc. since November 2012.
Before November 2012, Senior Investment Officer, CI Investments Inc. since June 1997
Stephen F. Jenkins St. Catharines, Ontario
Co-Chief Investment Officer and Senior Vice-President
Co-Chief Investment Officer and Senior Vice-President, CI Investments Inc. since November 2012.
Before November 2012, Senior Investment Officer, CI Investments Inc. since June 1997
Eric B. Bushell Toronto, Ontario
Senior Vice-President, Portfolio Management
Senior Vice-President, Portfolio Management, CI Investments Inc. since January 2000
Neal A. Kerr Toronto, Ontario
Senior Vice-President Senior Vice-President, CI Investments Inc. since November 2006
Giuseppe (Joe) D’Angelo Toronto, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since January 2000
Malcolm S. White Toronto, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since October 2002
Paul E. Simon Toronto, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since August 2006
Scott E. Vali Oakville, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since July 2006
Carol Chiu Toronto, Ontario
Vice-President, Internal Audit and Financial Operations
Vice-President, Internal Audit and Financial Operations, CI Investments Inc. since September 2004
Amarjit Anderson Toronto, Ontario
Vice-President, Taxation Vice-President, Taxation, CI Investments Inc. since December 2003
Kathy Chan Toronto, Ontario
Vice-President, Finance Vice-President, Finance, CI Investments Inc. since June 2000
Massimo Bonansinga Toronto, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since January 2006
Hong Hoa Hoa Toronto, Ontario
Investment Analyst, Portfolio Management
Investment Analyst, Portfolio Management, CI Investments Inc. since January 2006
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Name and municipality
of residence
Office held with CI
Investments Inc.
Principal occupation in the last 5 years
John Shaw Toronto, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since January 2006
Ryan Fitzgerald Toronto, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since October, 2009
Before October 2009, Investment Analyst, CI Investments Inc. since April 2006
Geofrey Marshall Toronto, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since October 2006
Yvonne Lau Markham, Ontario
Senior Investment Analyst, Portfolio Management
Senior Investment Analyst, Portfolio Management, CI Investments Inc. since May 2011
Before May 2011, Investment Analyst, Portfolio Management, CI Investments Inc. since December 2006
Stephane Champagne Toronto, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since February 2007
J. Drummond Brodeur Toronto, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since July 2007
John W. Hadwen Cobourg, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since July 2007
Alfred Lam North York, Ontario
Vice-President, Investment Consulting
Vice-President, Investment Consulting, CI Investments Inc. since August 2004
Janet Gillies Toronto, Ontario
Vice-President, Compliance Vice-President, Compliance, CI Investments Inc. since November 2007
Bradley Benson Toronto, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since April 2011
Before April 2011, Vice-President, Analyst, CI Investments Inc. since March 2011
Before March 2011, Investment Analyst, Portfolio Management, CI Investments Inc. since December 2007
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Name and municipality
of residence
Office held with CI
Investments Inc.
Principal occupation in the last 5 years
Aleksy Wojcik Toronto, Ontario
Senior Vice-President, Portfolio Management
Senior Vice-President, Portfolio Management, CI Investments Inc. since February 2012
Before February 2012, Vice-President, Portfolio Management, CI Investments Inc. since December 2007
Rui M. Cardoso Etobicoke, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since January 2009
Before January 2009, Vice-President, Investments, KBSH Capital Management Inc. since August 2005
Fabio Iannicca Toronto, Ontario
Senior Vice-President, Operations
Senior Vice-President, Operations, CI Investments Inc. since April 2008
Before April 2008, Vice-President, CI Investments Inc. since August 2001
Jeremy Yeung Toronto, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since March 2011
Before March 2011, Investment Analyst, Portfolio Management, CI Investments Inc. since May 2007
Gregory Shin Toronto, Ontario
Senior Vice-President, Portfolio Operations, Fund and Trust Accounting
Senior Vice-President, Portfolio Operations, Fund and Trust Accounting since December 2005
Nick Asnani Mississauga, Ontario
Manager, Portfolio Operations
Manager, Portfolio Operations, CI Investments Inc. since August 2009
Before August 2009, Senior Portfolio Operations Specialist, CI Investments Inc. since December 2002
Kevin McSweeney Toronto, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since February 2012
Before February 2012, Investment Analyst, Portfolio Management, CI Investments Inc. since August 2008
Before August 2008, Manager, Financial, Scotia Bank since April 2002
Larry Rowe Toronto, Ontario
Senior Vice-President and Chief Technology Officer
Senior Vice-President and Chief Technology Officer, CI Investments Inc. since April 2010
Before April 2010, Senior Vice-President, Information Technology since June 1997
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Name and municipality
of residence
Office held with CI
Investments Inc.
Principal occupation in the last 5 years
Leanne Ongaro Mississauga, Ontario
Investment Analyst, Portfolio Management
Investment Analyst, Portfolio Management, CI Investments Inc. since August 2007
Lorraine P. Blair Georgetown, Ontario
Senior Vice-President, Human Resources
Senior Vice-President, Human Resources, CI Investments Inc. since January, 2004
Matthew Strauss Newmarket, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since January 2011
Before January 2011, Vice-President, Senior Currency Strategist, RBC Dominion Securities Inc. since May 2006
Daniel Conti Pierrefonds, Quebec
Vice-President, CI Institutional
Vice-President, CI Institutional, CI Investments Inc. since April 2011
Before April 2011, Private Client Manager, CI Private Counsel LP since January 2010
Before January 2010, Private Client Manager, United Financial Corporation since January 2006
Brandon Snow Toronto, Ontario
Vice-President, Portfolio Management
Vice-President, Portfolio Management, CI Investments Inc. since April 2011
Before April 2011, Portfolio Manager, Pyramis Global Advisors (Canada) ULC since September 2009
Before September 2009, Portfolio Manager, Pyramis Global Advisors Trust Company (PGATC) since January 2006
Stephen Groff Toronto, Ontario
Investment Analyst, Portfolio Management
Analyst and Portfolio Manager, CI Investments Inc. since August 2012
Before August 2012, Investment Analyst, Portfolio Management, CI Investments Inc. since May 2011
Before May 2011, Research Associate, Pyramis Global Advisors (Canada) ULC since October 2007
Gregory Dean Toronto, Ontario
Investment Analyst, Portfolio Management
Analyst and Portfolio Manager, CI Investments Inc. since August 2012
Before August 2012, Investment Analyst, Portfolio Management, CI Investments Inc. since May 2011
Before May 2011, Research Associate, Pyramis Global Advisors (Canada) ULC since September 2008
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Name and municipality
of residence
Office held with CI
Investments Inc.
Principal occupation in the last 5 years
Goshen S. Benzaquen Toronto, Ontario
Investment Analyst, Portfolio Management
Investment Analyst, Portfolio Management, CI Investments Inc. since February 2011
Before February 2011, Senior Financial Analyst, Lusight Research since March 2007
Mike Gramegna Toronto, Ontario
Senior Vice-President, Marketing
Senior Vice-President, Marketing, CI Investments Inc. since August 2011
Before August 2011, Senior Vice-President, Sales and Marketing since January 2003
Philip J. D’Iorio Toronto, Ontario
Senior Vice-President, Portfolio Management
Senior Vice-President, Portfolio Management, CI Investments Inc. since February 2012
Before February 2012, Vice-President, Portfolio Management, CI Investments Inc. since August 2011
Before August 2011, Senior Investment Analyst, CI Investments Inc. since December 2007
Douglas E. Cooper Toronto, Ontario
Assistant Vice-President, Portfolio Management
Assistant Vice-President, Portfolio Management, CI Investments Inc. since August 2011
Before August 2011, Senior Investment Analyst, CI Investments Inc. since January 2008
Before January 2008, Investment Analyst, CI Investments Inc. since March 2007
Henry Kwok Toronto, Ontario
Senior Investment Analyst, Portfolio Management
Senior Investment Analyst, CI Investments Inc. since February 2012
Before February 2012, Senior Analyst, RBC Global Asset Management Inc. since February 2001
Sara Shahram Toronto, Ontario
Investment Analyst, Portfolio Management
Investment Analyst, CI Investments Inc. since June 2011
Before June 2011, Research Associate, Macquarie Capital Markets since July 2010
Before July 2010, Associate Analyst, Canaccord Genuity since July 2008
Before July 2008, trading associate, Bank of Nova Scotia since November 2002
Marcelo Donato Thornhill, Ontario
Senior Vice-President, Marketing
Senior Vice-President, Marketing, CI Investments Inc. since January 2002
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Name and municipality
of residence
Office held with CI
Investments Inc.
Principal occupation in the last 5 years
Peter Glaab Oakville, Ontario
Senior Vice-President, National Accounts
Senior Vice-President, National Accounts, CI Investments Inc. since June 2011
Before June 2011, Senior Vice-President, Product Management, CI Investments Inc. since May 2008
Before May 2008, Vice-President, Wealth Management, Sun Life Assurance of Canada since November 2000
Mark MacLeod Toronto, Ontario
Senior Vice-President, Client Services
Senior Vice-President, Client Services, CI Investments Inc. since April 2008
Before April 2008, Vice-President, Client Services, CI Investments Inc. since January 2000
Carlton Ling Toronto, Ontario
Vice-President, Associate Portfolio Manager
Vice-President, Associate Portfolio Manager, CI Investments Inc. since April 2012
Between June 2009 and February 2011, Investment Analyst, Brookfield Investment Funds Management Inc.
Before June 2009, Equity Research Associate, RBC Dominion Securities Inc. since March 2004
Darren Arrowsmith Toronto, Ontario
Vice-President, Associate Portfolio Manager
Vice-President, Associate Portfolio Manager, CI Investments Inc. since May 2012
Between August 2009 and April 2012, Portfolio Manager, Stanton Asset Management Inc.
Before March 2009, Research Analyst, GE Capital since November 2004
Gorlen Zhou Toronto, Ontario
Investment Analyst, Portfolio Management
Investment Analyst, Portfolio Management, CI Investments Inc. since February 2011
Before February 2011, Valuation Analyst, Bank of Montreal since December 2009
Before December 2009, Fund Accountant, Citi since September 2009
Portfolio advisor
The portfolio advisor analyzes potential investments and makes investment decisions. It is responsible for managing the investment portfolio of the fund. Below, we list the portfolio advisor, the fund it manages and details about the individual portfolio managers who are
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principally responsible for managing the fund. The investment decisions made by the individual portfolio managers are not subject to the oversight, approval or ratification of a committee; however, we are ultimately responsible for the advice given by the portfolio advisor.
CI Investments Inc.
Toronto, Ontario
Signature Global Advisors (“Signature”) of Toronto, Ontario is a division of CI, a wholly-owned subsidiary of CI Financial Corp., one of the largest independent investment firms in Canada. Signature is the largest in-house portfolio management group at CI and manages approximately $34 billion. We are the portfolio advisor to Signature Cash Management Fund.
The following individual is principally responsible for managing the fund:
Name and title Fund
Length of
service with
portfolio
advisor
Principal occupation in the
last 5 years
Paul E. Simon Vice-President, Portfolio Management
Signature Cash Management Fund 6 years Vice-President, Portfolio Management, CI Investments Inc. since August 2006
Brokers
When the fund buys and sells securities, it completes the transactions through brokers. The portfolio advisor makes the decisions about portfolio transactions, including selecting the brokers, but these decisions are ultimately the responsibility of CI Investments Inc., as the Manager of the fund. The portfolio advisor can select a broker that provides services, including research, statistical and other services, to the fund as long as the terms that the broker offers are comparable with other brokers and dealers offering similar services.
Pursuant to agreements between CI Investments Inc. and each of Perimeter Markets Inc., Scotia Capital Inc. and Scotia Capital (USA) Inc. (and their respective affiliates) (each an “Executing Dealer”), (a) each Executing Dealer may execute open market trades in portfolio securities for the fund on a “best execution” basis, and (b) to the extent permitted by NI 81-102 and approved by the independent review committee of the fund, each Executing Dealer may sell securities to the fund in a distribution of such securities where the Executing Dealer acts as an underwriter.
Custodian
The custodian holds the assets of the fund in safekeeping. The custodian for the fund is RBC Investor Services Trust, Toronto, Ontario. The custodian agreement gives the custodian the right to appoint sub-custodians. As of the date of this annual information form, no sub-custodian arrangements have been made. The custodian is independent of CI Investments Inc.
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Auditor
PricewaterhouseCoopers LLP, Toronto, Ontario is the auditor of the fund. The auditor is independent of CI Investments Inc.
Registrar
As registrar, we keep a record of all owners of the fund’s units, process orders and issue account statements to investors. We keep the register in Toronto, Ontario.
Trustee
As trustee for the fund, we control and have authority over the fund’s investments and cash in trust on behalf of the unitholders of the fund. No payments or reimbursements have been made by the fund to the trustee up to the date of this annual information form.
FUND GOVERNANCE
The Manager
We have responsibility for the governance of the fund. Specifically, in discharging our obligations in our capacity as trustee and Manager, we are required to:
(a) act honestly, in good faith and in the best interests of the fund; and
(b) exercise the degree of care, diligence and skill that a reasonably prudent person would exercise in similar circumstances.
CI has adopted the CI Code of Ethics and Conduct (the “Code”), which establishes rules of conduct designed to ensure fair treatment of the unitholders of the fund and to ensure that at all times the interests of the fund and its unitholders are placed above personal interests of employees, officers and directors of CI Investments Inc., and each of our subsidiaries, affiliates and sub-advisors. The Code applies the highest standards of integrity and ethical business conduct. The objective is not only to remove any potential for real conflict of interest, but also to avoid any perception of conflict. The Code addresses the area of investments, which covers personal trading by employees, conflict of interest, and confidentiality among departments and portfolio advisors, and also addresses confidentiality, fiduciary duty, enforcement of rules of conduct and sanctions for violations.
CI generally requires all portfolio advisors to represent in their respective agreements that all investment activities will be conducted in compliance with all applicable rules and regulations, including those in relation to the use of derivatives.
Independent Review Committee
Set out below is a list of the individuals who comprise the independent review committee (the “IRC”) for the fund.
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Name and municipality of residence Principal occupation in the last 5 years
William Harding Haliburton, Ontario
Managing Partner, Alpine Asset Advisors AG
Stuart P. Hensman Toronto, Ontario
Chair of the IRC
Corporate director since June 2004
Christopher M. Hopper Toronto, Ontario
President, KLQ Mechanical Ltd., since September 2007
Before September 2007, President and Chief Executive Officer, Northern Home Services since March 2002
Sharon M. Ranson Toronto, Ontario
Director, The Ranson Group since March 2004
James M. Werry Toronto, Ontario
Corporate director since 2003
Each member of the IRC is independent of us, our affiliates and the fund. The IRC provides independent oversight and impartial judgment on conflicts of interest involving the fund. Its mandate is to consider matters relating to conflicts of interest and recommend to us what action we should take to achieve a fair and reasonable result for the fund in those circumstances; and to review and advise on or consent to, if appropriate, any other matter required by the Declaration of Trust and by applicable securities laws, regulations and rules. The IRC meets at least quarterly.
Among other matters, the IRC prepares, at least annually, a report of its activities for unitholders of the fund which will be available on the Internet at www.ci.com and upon request by any unitholders, at no cost, by calling: 1-800-792-9355 or e-mailing: [email protected].
The IRC members perform a similar function as the independent review committee for other investment funds managed by us or our affiliates. IRC members are paid a fixed annual fee for their services. The annual fees are determined by the IRC and disclosed in its annual report to unitholders or shareholders of the funds. For the year ended March 31, 2012, members of the IRC were paid, in aggregate, $391,500 and individually as follows: Mr. Harding: $75,000; Mr. Hensman: $91,500; Mr. Hopper: $75,000; Ms. Ranson: $75,000; and Mr. Werry: $75,000. Members of the IRC are also reimbursed for their expenses which are typically nominal and associated with travel and the administration of meetings. Members of the IRC did not make any claims for reimbursement for these expenses for the year ended March 31, 2012. Their annual fees were allocated across all investment funds managed by us and our affiliates with the result that only a small portion of such fees were allocated to any single fund.
The individuals who comprise the IRC also perform a function similar to an audit committee for the fund.
As of March 15, 2013, the members of the IRC did not beneficially own, directly or indirectly, in aggregate more than 1% of the securities of any fund, CI Investments Inc., CI Financial Corp., a Canadian chartered bank that owns approximately 37% of CI Financial Corp. or any person or company that provides services to any fund or CI Investments Inc.
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Policies on securities lending transactions, repurchase transactions and reverse repurchase
transactions
The fund may enter into securities lending transactions, repurchase transactions and reverse repurchase transactions. For details about how the fund engages in these transactions, see Specific information about Signature Cash Management Fund – What does the fund invest in? –
Investment strategy in the simplified prospectus. The fund may enter into these transactions only as permitted under securities law.
The fund will not enter into a securities lending transaction or a repurchase transaction if, immediately thereafter, the aggregate market value of all securities loaned by the fund and not yet returned to it or sold by the fund in a repurchase transaction and not yet repurchased would exceed 50% of the total assets of the fund (exclusive of collateral held by the fund for securities lending transactions and cash held by the fund for repurchase transactions).
The fund’s custodian will act as the agent for the fund in administering the securities lending, repurchase and reverse repurchase transactions of the fund. The risks associated with these transactions will be managed by requiring that the fund’s agent enter into such transactions for the fund with reputable and well-established Canadian and foreign brokers, dealers and institutions. The agent is required to maintain internal controls, procedures and records including a list of approved third parties based on generally accepted creditworthiness standards, transaction and credit limits for each third party, and collateral diversification standards. Each day, the agent will determine the market value of both the securities loaned by the fund under a securities lending transaction or sold by the fund under a repurchase transaction and the cash or collateral held by the fund for such transactions. If on any day the market value of the cash or collateral is less than 102% of the market value of the borrowed or sold securities, on the next day the borrower will be required to provide additional cash or collateral to the fund to make up the shortfall.
CI, the IRC and the agent will review at least annually the policies and procedures described above to ensure that the risks associated with securities lending, repurchase and reverse repurchase transactions are being properly managed.
Proxy Voting Policies and Guidelines
Policies and Procedures
We delegate proxy voting to the fund’s portfolio advisor (the “Advisor”) as part of the Advisor’s general management of the fund assets, subject to our oversight. It is our position that applicable Advisors must vote all proxies in the best interest of the unitholders of the fund, as determined solely by the Advisor and subject to our Proxy Voting Policy and Guidelines and applicable legislation.
CI has established Proxy Voting Policy and Guidelines (the “Guidelines”) that have been designed to provide general guidance, in compliance with the applicable legislation, for the voting of proxies and for the creation of the Advisor’s own Proxy Voting Policies. The Guidelines set out the voting procedures to be followed in voting routine and non-routine matters, together with general guidelines suggesting a process to be followed in determining how
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and whether to vote proxies. Although the Guidelines allow for the creation of a standing policy for voting on certain routine matters, each routine and non-routine matter must be assessed on a case-by-case basis to determine whether the applicable standing policy or general Guidelines should be followed. The Guidelines also address situations in which the Advisor may not be able to vote, or where the costs of voting outweigh the benefits. Where a fund managed by CI is invested in an underlying fund that is also managed by CI, the proxy of the underlying fund will not be voted by us. However, we may arrange for you to vote your share of those securities. Each Advisor is required to develop their own respective voting guidelines and keep adequate records of all matters voted or not voted. A copy of the Guidelines is available upon request, at no cost, by calling CI toll-free at 1-800-792-9355 or by writing to CI at 2 Queen Street East, Twentieth Floor, Toronto, Ontario M5C 3G7.
Conflicts of Interest
Situations may exist in which, in relation to proxy voting matters, CI or the Advisor may be aware of an actual, potential, or perceived conflict between the interests of CI or the Advisor and the interests of unitholders. Where CI or an Advisor is aware of such a conflict, CI or the Advisor must bring the matter to the attention of the IRC. The IRC will, prior to the vote deadline date, review any such matter, and will take the necessary steps to ensure that the proxy is voted in accordance with what the IRC believes to be the best interests of unitholders, and in a manner consistent with the Proxy Voting Policy and Guidelines. Where it is deemed advisable to maintain impartiality, the IRC may choose to seek out and follow the voting recommendation of an independent proxy research and voting service.
Disclosure of Proxy Voting Record
After August 31 of each year, unitholders of the fund may obtain upon request to CI, free of charge, the proxy voting records of the fund for the year ended June 30 in that year. These documents also will be made available on CI’s website www.ci.com.
BROKERAGE ARRANGEMENTS
We may receive research and order execution goods and services in return for directing brokerage transactions for the fund to registered dealers. When we do so, we ensure that the goods or services are used by the fund to assist with investment or trading decisions, or with effecting securities transactions, on behalf of the fund. We conduct trade cost analysis by an independent third party firm to ensure that the fund receives a reasonable benefit considering the use of the research and order execution goods and services, as applicable, and the amount of the brokerage commission paid. We also make a good faith determination that the fund receives reasonable benefit considering the use of the goods and services, the amount of brokerage commissions paid, the range of services and the quality of research received. We use the same criteria in selecting registered dealers, regardless of whether the dealer is an affiliate of CI Investments Inc. These arrangements are always subject to “best execution”, which includes a number of considerations such as price, volume, speed and certainty of execution and total transaction costs.
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Dealers or third parties may, in the future, provide research and order execution goods and services may include advice, analyses and reports regarding various subject matters relating to investments (including portfolio strategy, economic analysis, and statistic data about capital markets and securities). These reports and advice may be provided either directly or through publications or writings, including electronic publications, telephone contacts and personal meetings with security analysts, economists and corporate and industry spokespersons, and may include analysis and reports concerning issuers, industries, securities, economic factors and trends, accounting and tax law interpretations and political developments. The research and order execution goods and services may also include trading software, market data, and custody, clearing and settlement services that are directly related to executing orders, as well as databases and software that support these goods and services. The users of these research and order execution goods and services will be portfolio advisors, analysts and traders.
As the fund is newly-created, neither we nor the portfolio advisor to the fund has entered into any brokerage arrangements. If such arrangements are entered into, the names of such dealers and third parties will be available upon request by calling us toll-free at 1-800-792-9355, by sending us an email at [email protected] or by writing to us at CI Investments Inc.
PRINCIPAL HOLDERS OF SECURITIES
As at March 15, 2013, CI beneficially owned, directly or indirectly, all of the outstanding units of the fund. No units of the fund or shares of the Manager of the fund are held by any director, senior officer or trustee of the fund or the Manager, or by any independent review committee members of the fund. The Manager is a wholly-owned subsidiary of CI Financial Corp. CI Financial Corp. is an independent, Canadian-owned wealth management firm, the common shares of which are traded on the Toronto Stock Exchange. CI Financial Corp. owns 6,704,253,448 shares of the Manager.
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AFFILIATED ENTITIES
The following diagram illustrates the relationship between the Manager and its affiliated entities that provide services to the fund:
The fees to be received from the funds by the affiliated entities shall be set out in the audited financial statements of the funds. No fees are to be paid by the funds to the distributors of the units or shares of the funds. The following table identifies each director and senior officer of the Manager who is also a director or senior officer of an affiliated entity described above:
Director/Officer of the
Manager
Relationship with Affiliated Entity
Janet Gillies Vice-President, Compliance, CI Fund Services Inc. Chief Compliance Officer, CI Global Investments Inc.
Derek J. Green Director, CI Fund Services Inc. Director and President, CI Global Investments Inc.
Sheila A. Murray Executive Vice-President, General Counsel and Secretary, CI Financial Corp.
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Douglas J. Jamieson Senior Vice-President and Chief Financial Officer, CI Financial Corp. Director, Chief Financial Officer, President and Ultimate Designated Person, CI Fund Services Inc. Director, Chief Financial Officer and Senior Vice-President, CI Global Investments Inc. Director and Chief Financial Officer, CI Investments Services GP Ltd. Director, Perimeter Markets Inc.
David C. Pauli Executive Vice-President and Chief Operating Officer, CI Financial Corp. Director, CI Fund Services Inc. Director, CI Global Investments Inc. Director and President, CI Investments Services GP Ltd.
Gregory Shin Senior Vice-President, Fund Accounting, CI Global Investments Inc.
Chris von Boetticher Director, General Counsel and Secretary, CI Fund Services Inc. Director, Vice-President, General Counsel and Secretary, CI Global Investments Inc. Director and Secretary, CI Investments Services GP Ltd.
Larry Rowe Senior Vice-President and Chief Technology Officer, CI Investments Services GP Ltd.
Mark MacLeod Senior Vice-President, Client Services, CI Investments Services GP Ltd.
Fabio Iannicca Senior Vice-President, Operations, CI Investments Services GP Ltd.
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CANADIAN FEDERAL INCOME TAX CONSIDERATIONS
The following is a summary of the principal Canadian federal income tax considerations with respect to acquiring, owning and disposing of units of the fund. It applies only to an individual investor (other than a trust) who, for the purposes of the Income Tax Act, is resident in Canada, deals at arm’s length with the fund and holds the units as capital property.
This is a general summary and is not intended to be legal or tax advice to any particular
investor. You should seek independent advice about the income tax consequences of
investing in units of the fund, based on your own circumstances.
This summary is based on the current provisions of the Income Tax Act, the regulations under the Income Tax Act, specific proposals to amend the Income Tax Act and the regulations announced by the Minister of Finance (Canada) before the date of this annual information form and the publicly-available administrative practices and policies published in writing by the Canada Revenue Agency (“CRA”). This summary assumes that such practices and policies will continue to be applied in a consistent manner. This summary does not take into account or anticipate any other changes in law whether by legislative, regulatory, administrative or judicial action. It also does not take into account provincial or foreign income tax legislation or considerations.
The fund currently qualifies, and is expected to continue to qualify at all material times, as a unit trust under the Income Tax Act. The fund does not qualify, nor is it expected to qualify, as a mutual fund trust under the Income Tax Act.
Taxation of the fund
In each taxation year, the fund is subject to tax under Part I of the Income Tax Act on the amount of its income for tax purposes for that taxation year, including net taxable capital gains, less the portion that is paid or payable to unitholders. Generally, the fund will distribute to its unitholders in each calendar year enough of its net income and net realized capital gains so that the fund should not be liable for tax under Part I of the Income Tax Act. Since the fund is not a mutual fund trust under the Income Tax Act, the fund may become liable for alternative minimum tax under the Income Tax Act and the fund will not be eligible for “capital gains refunds” under the Income Tax Act. In addition, if more than 50% of the units of the fund are held by a “financial institution”, the fund will be subject to the “mark-to-market” rules in the Income Tax Act in respect of its “mark-to-market” properties. The Tax Act contains special rules for determining the income of a financial institution. For example, certain of the fund’s investments would be considered mark-to-market properties so that capital gains treatment would not apply to gains and losses from the disposition of such investments. In addition, if the fund is a financial institution, the fund will be deemed to have disposed and reacquired its mark-to-market property at the end of each taxation year for fair market value and the gains from these dispositions will be taxed on income account and the losses will be fully deductible.
Losses incurred by the fund cannot be allocated to investors but may, subject to certain limitations, be deducted by the fund from capital gains or other income realized in other years.
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The fund is required to calculate its net income and net realized capital gains in Canadian dollars for purposes of the Income Tax Act, and may, as a consequence, realize income or capital gains from changes in the value of the U.S. dollar or other relevant currencies relative to the Canadian dollar.
If at any time in a taxation year the fund has a unitholder that is a “designated beneficiary” within the meaning of the Tax Act, it will be subject to a special tax at the rate of 36% under Part XII.2 of the Tax Act on its “designated income” within the meaning of the Tax Act. A “designated beneficiary” includes a non-resident under the Tax Act. If the fund is subject to tax under Part XII.2, the fund may make a designation so that, generally, unitholders who are not designated beneficiaries receive an appropriate refundable tax credit.
Taxable unitholders of the fund
Unitholders, generally, will be required to include in computing their income the amount (computed in Canadian dollars) of the net income and the taxable portion of the net realized capital gains as is paid or payable to them by the fund in the taxation year whether or not such amount has been reinvested in additional units. A unitholder may be taxable on undistributed income and realized capital gains and accrued but unrealized capital gains that are in the fund at the time units are purchased to the extent that such amounts are subsequently distributed to the unitholder.
Provided that appropriate designations are made by the fund, the amount, if any, of foreign source income, net taxable capital gains and taxable dividends from taxable Canadian corporations (including “eligible dividends”) of the fund that are paid or payable to unitholders (including such amounts invested in additional units) will, effectively, retain their character for tax purposes and be treated as foreign source income, taxable capital gains and taxable dividends of the unitholders. “Eligible dividends” are subject to an enhanced gross-up and dividend tax credit. Foreign source income received by the fund will generally be net of any taxes withheld in the foreign jurisdiction. The taxes so withheld will be included in the determination of the fund’s income under the Income Tax Act. To the extent that the fund so designates in accordance with the Income Tax Act, unitholders will, for the purpose of computing foreign tax credits, be entitled to treat their proportionate share of such taxes withheld as foreign taxes paid by the unitholders.
To the extent that distributions to a unitholder by the fund in any year exceed that unitholder’s share of the net income and net realized capital gains of that fund allocated to that unitholder for that year, those distributions (except to the extent that they are proceeds of disposition of a unit as described below) will not be taxable to the unitholder but will reduce the adjusted cost base of the unitholder’s units. If the adjusted cost base of a unitholder’s units becomes a negative amount at any time in a taxation year, the unitholder will be deemed to realize a capital gain equal to that amount and the adjusted cost base of the unitholder’s units will be reset to zero.
Upon the disposition or deemed disposition by a unitholder of a unit, whether by redemption, sale, transfer or otherwise, a capital gain (or capital loss) will be realized to the extent that the proceeds of disposition, less any costs of disposition, are greater (or less) than the adjusted cost base to the unitholder of the unit.
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In certain situations where a unitholder disposes of units of the fund and would otherwise realize a capital loss, the loss will be denied. This may occur if the unitholder, the unitholder’s spouse or another person affiliated with the unitholder (including a corporation controlled by the unitholder) has acquired units of the same fund (which are considered to be “substituted property”) within 30 days before or after the unitholder disposed of the unitholder’s units. In these circumstances, the unitholder’s capital loss may be deemed to be a “superficial loss” and denied. The amount of the denied capital loss will be added to the adjusted cost base to the owner of the units which are substituted property.
Taxable dividends from Canadian corporations and capital gains distributed to or realized by a unitholder may give rise to a liability for alternative minimum tax under the Income Tax Act.
How your investment can generate income
Distributions
For tax purposes, you must report the taxable portion of all distributions paid or payable to you from the fund during the year in Canadian dollars, whether you receive those amounts in cash, units or as a reinvestment in additional units. The amount of distributions paid in units or reinvested in units is added to the adjusted cost base of your units.
Distributions may include capital gains, ordinary income, foreign source income or taxable dividends from taxable Canadian corporations, which are taxed just as if you had received the same type of income directly. Dividends from taxable Canadian corporations are eligible for the dividend tax credit including the enhanced gross-up and dividend tax credit for “eligible dividends”. Foreign source income received by the fund will generally be net of any taxes withheld in the foreign jurisdiction. The taxes so withheld will be included in the determination of the fund’s income under the Tax Act. To the extent that the fund so designates in accordance with the Tax Act, unitholders will, for the purpose of computing foreign tax credits, be entitled to treat their proportionate share of such taxes withheld as foreign taxes paid by the unitholders. Generally, distributions in excess of the fund’s net income and net realized capital gains for the year are a return of capital and are not taxable to you, but will reduce the adjusted cost base of your units of the fund.
Distributions may include foreign exchange gains because the fund is required to report income and net realized capital gains in Canadian dollars for tax purposes.
If you buy units of the fund just before a distribution record date, you will receive and be taxable on the distribution even though the fund may have earned the income relating to the distribution before you owned the units.
If the fund has a high portfolio turnover rate, this will have no impact on the amount of distributions paid or payable to you if the mark-to-market rules described above apply to the fund’s assets.
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Redemptions
You will realize a capital gain or a capital loss if you redeem any of your units in the fund, including if you redeem your units in the fund in order to switch your investment to a different mutual fund. If the net asset value of the units when you redeem is higher than the adjusted cost base of those units, you will generally realize a capital gain. If the net asset value is lower than the adjusted cost base, you will generally realize a capital loss.
One-half of your capital gains are generally included in your income for tax purposes, and generally one-half of your capital losses may be deducted from your taxable capital gains. In certain circumstances the amount of your capital loss on the redemption of a unit may generally be reduced by the amount of distributions from the fund designated as taxable dividends previously received on the unit.
Calculating your adjusted cost base
In general, the adjusted cost base of your units of the fund at any time equals: •••• your initial investment for all your units of the fund, plus •••• your additional investments for all your units of the fund, plus •••• reinvested distributions in additional units of the fund (including management fee
distributions), minus •••• any return of capital distributions by the fund in respect of units of the fund, minus •••• the adjusted cost base of any units of the fund previously redeemed, all divided by •••• the number of units of the fund that you hold at that time.
You should keep detailed records of the purchase cost of your investments and distributions you receive on those units so you can calculate their adjusted cost base. All amounts must be computed in Canadian dollars. Other factors may affect the calculation of the adjusted cost base and you may want to consult a tax advisor.
We will send a tax statement to you each year identifying the taxable portion of your distributions.
Units held in a registered plan
We offer the following registered plans. Not all of these plans may be available in all provinces or territories or through all programs. The fund may be eligible for other registered plans offered through your financial advisor. Ask your financial advisor for details and an application.
• Registered Retirement Savings Plans (RRSPs)
• Locked-in Retirement Accounts (LIRAs)
• Locked-in Registered Retirement Savings Plans (LRSPs)
• Registered Retirement Income Funds (RRIFs)
• Locked-in Retirement Income Funds (LRIFs)
• Life Income Funds (LIFs)
• Deferred Profit Sharing Plans (DPSPs)
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• Registered Education Savings Plans (RESPs)
• Prescribed Retirement Income Funds (PRIFs)
• Tax-Free Savings Accounts (TFSAs)
• Québec Education Savings Incentive (QESI)
These plans are only available in Canadian dollars.
If you hold units of the fund in a registered plan, you generally pay no tax on distributions or dividends paid from the fund on those units or on any capital gains that your registered plan realizes from selling or transferring units. However, withdrawals from registered plans (other than TFSAs) are generally taxable at your personal tax rate. Holders of TFSAs and annuitants of RRSPs and RRIFs should consult with their own tax advisors as to whether units of the fund would be a “prohibited investment” under the Income Tax Act in their particular circumstances.
MATERIAL CONTRACTS
The following are details about the material contracts of the fund. You can view copies of the contracts at our head office during regular business hours:
CI Investments Inc. 2 Queen Street East Twentieth Floor Toronto, Ontario M5C 3G7
Declaration of Trust
The Declaration of Trust was last amended and restated on July 27, 2011. The Declaration of Trust, as supplemented or amended from time to time, provides for standard terms and conditions that apply to the fund and all related funds also managed by us. The schedule to the Declaration of Trust may be amended from time to time to add or delete a fund or to add or delete a class of units.
Management agreement
Under a master management agreement that we have entered into with the fund, we are responsible for managing the investment portfolio of the fund. The master management agreement was last amended and restated on July 18, 2008, to consolidate all prior amendments to such agreement. The schedule to the master management agreement may be amended from time to time to add or delete a fund or to add or delete a class of units. We have engaged a portfolio advisor to provide investment advice to the fund. You will find more information about the portfolio advisor under “Operation of the fund – Portfolio advisor” above. We are responsible for the advice given by the portfolio advisor.
The management agreement with the fund permits us to resign as manager of the fund after giving 60 days’ notice to the trustee of the fund.
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The management agreement permits investors to end the agreement if such resolution is approved by at least 66 2/3% of the votes cast at a meeting of unitholders called for that purpose by the trustee of the fund. To be valid, at least 33% of the units held by investors must be represented at the meeting.
The fund is responsible for paying its management fees.
Custodian agreement
RBC Investor Services Trust is the custodian of the assets of the fund pursuant to a third amended and restated custodian agreement dated as of July 1, 2011, as amended. You will find more information about the custodian under “Operation of the fund - Custodian” above.
Legal and Administrative Proceedings
A motion to institute a class action proceeding against CI and other fund companies was filed in the Superior Court of the Province of Quebec on October 25, 2004, claiming a breach of fiduciary duty in respect of market timing practices. The claim, as amended, proposed a class of all Canadian residents who held securities in certain CI funds between January 1, 2000 and December 31, 2003 (the “Quebec Class Action”). The Superior Court of Quebec authorized the Quebec Class Action on September 17, 2010, and the outcome of certain procedural motions that were dealt with by the Court in 2012 are still pending as of the date of this AIF The class in the Quebec Class Action is limited to residents of Quebec.
A proposed class action proceeding against CI and other fund companies was filed in the Superior Court of the Province of Ontario in December 2005 claiming inappropriate “market timing transactions” in certain funds (the “Ontario Class Action”). The proceeding proposed a class of all Canadian residents, except for Quebec residents, who held securities in certain CI Funds between August 2000 and June 2003. A motion for certification brought by the Plaintiffs was dismissed on or about January 12, 2010. The Plaintiffs filed a Notice of Appeal. On February 1, 2011, the Ontario Divisional Court released its decision and reasons in respect of the appeal by the plaintiffs of the motion judge’s decision to dismiss the motion to certify the Ontario Class Action. The Ontario Divisional Court reversed the decision of the motion judge and certified the Ontario Class Action.
On January 27, 2012, the Ontario Court of Appeal dismissed an appeal by CI to overturn the prior decision by the Ontario Divisional Court to certify the Ontario class action. The Supreme Court of Canada granted leave to CI to appeal the decision of the Ontario Court of Appeal. The Supreme Court of Canada is expected to hear the appeal on April 18, 2013.
The Manager intends to vigorously oppose the certification of the Ontario Class Action and vigorously defend the Quebec Class Action.
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ADDITIONAL INFORMATION
On December 16, 2004, the Ontario Securities Commission (the “OSC”) approved a settlement agreement between CI and the OSC resulting from the OSC’s review of “late trading” and “market timing” in the Canadian mutual fund industry prior to October 2003. Under the settlement agreement, CI agreed to make a payment of $49.3 million to securityholders in the CI Funds that were affected by these trading activities.
CI adopted additional policies and procedures beginning in late 2003 to detect and prevent potentially harmful market timing activities. CI’s monitoring of its funds indicates that these policies and procedures have served to eliminate any potential adverse impact of market timing activities in its mutual funds, and the OSC has stated that it has found no evidence of late trading in any mutual funds managed by CI, market timing by insiders of CI, or ongoing market timing activity in any such mutual funds.
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CERTIFICATES OF THE FUND, THE MANAGER AND THE PROMOTER
This annual information form, together with the simplified prospectus and the documents incorporated by reference into the simplified prospectus, constitute full, true and plain disclosure of all material facts relating to the securities offered by the simplified prospectus, as required by the securities legislation of all the provinces and territories of Canada, and do not contain any misrepresentations.
DATED: April 2, 2013
“Derek J. Green”
Derek J. Green Chief Executive Officer CI Investments Inc.
“Douglas J. Jamieson”
Douglas J. Jamieson Chief Financial Officer CI Investments Inc.
On behalf of the Board of Directors of CI Investments Inc.
as Manager, promoter and/or trustee
“A. Winn Oughtred”
A. Winn Oughtred Director
“Peter W. Anderson”
Peter W. Anderson Director
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SIGNATURE CASH MANAGEMENT FUND
Managed by: CI Investments Inc. 2 Queen Street East Twentieth Floor Toronto, Ontario M5C 3G7
(416) 364-1145 1-800-792-9355
Additional information about the fund is available in the fund’s fund facts, management reports of fund performance and financial statements.
You can get a copy of these documents, at no cost by calling 1-800-792-9355 or by email at [email protected], or by asking your financial advisor. You will also find the financial statements on the CI Funds website at www.ci.com.
These documents and other information about the fund, such as information circulars and material contracts, are also available at www.sedar.com.