Regulatory Notice
INSTRUMENT 24-101 TRADE MATCHING AND SETTLEMENT
TRADE-MATCHING STATEMENT
To: All trade-matching parties providing trade orders to, acting on behalf of, or executing a trade with Canso Investment Counsel Ltd.
This Trade-Matching Statement is being provided in accordance with National Instrument 24-101 – “Institutional Trade Matching and Settlement” and Companion Policy 24-101CP [the “National Instrument”]. It applies to all trades that are subject to the National Instrument.
We confirm that we have established, maintain, and enforce policies and procedures designed to achieve matching in accordance with the National Instrument.
John Carswell
Chief Executive Officer, Chief Investment Officer
Canso Investment Counsel Ltd
For further information, please contact:
E. info@cansofunds.com
T. (905) 881-8853
Offering Memorandum
Dated January 30, 2024
Offering Series F Units, Series A Units, Series C Units, Series B Units and Series O Units of:
CANSO CORPORATE VALUE FUND
Offering Series F Units, Series A Units, Series C Units and Series O Units of:
CANSO CORPORATE BOND FUND
CANSO CANADIAN BOND FUND
CANSO SHORT TERM AND FLOATING RATE INCOME FUND
CANSO US SHORT TERM AND FLOATING RATE FUND
CANSO FLOATING RATE INCOME FUND
(each a “Fund” and collectively the “Funds”)
This Offering Memorandum constitutes an offering of these securities and to those persons to whom they may be lawfully offered for sale. No securities commission or similar regulatory authority in Canada has reviewed this Offering Memorandum or has in any way passed upon the merits of the securities offered hereunder and any representation to the contrary is an offence. No prospectus has been filed with any such authority in connection with the securities offered hereunder. This Offering Memorandum is confidential and is provided to specific prospective investors for the purpose of assisting them and their professional advisors in evaluating the securities offered hereby and is not to be construed as a prospectus or advertisement or a public offering of these securities. No person is authorized to give any information or make any representation not contained in this Offering Memorandum in connection with the offering of the securities described herein and, if given or made, any such information or representation may not be relied upon.
The Funds and the securities offered under this Offering Memorandum are not registered with the United States Securities and Exchange Commission and may not be offered or sold in the United States.
Each of Canso Investment Counsel Ltd. (the “Investment Manager”) and PBY Capital Ltd. (“PBY Capital”), affiliates of Canso Fund Management Ltd. (the “Manager”), the manager of the Funds, may act as exempt market dealer in connection with the distribution of units of the Funds and the Investment Manager acts as investment adviser to the Funds, and each will be paid fees for its services by the Manager as set out this Offering Memorandum. As a result of these relationships, each of Canso Investment Counsel Ltd. and PBY Capital Ltd. is a related and/or connected issuer of each of the Funds. See “Corporate Governance – Services Provided by Related Registrants” for further details.
Canso Funds Amended and Restated Master Declaration of Trust
This Amendment and restated Master Declaration of Trust made in Richmond Hill, Canada as of November 30, 2016.
Recitals
WHEREAS Canso Fund Management Ltd. a corporation amalgamated under the laws of Ontario is the trustee (the “Trustee”) for the unitholders of each of the existing Funds (as defined below);
AND WHEREAS each of the existing Funds is governed by a separate and distinct declaration of trust declared as of the date of each Fund’s date of creation as set forth on Schedule “A” as amended or amended and restated (the “Original Declarations of Trust”);
AND WHEREAS the Trustee desires to (i) amend and restate the Original Declarations of Trust to be updated and combined into one amended and restated master declaration of trust; and (ii) redesignate each of the outstanding “Classes” of Units of the Funds into “Series” of Units of the Funds;
AND WHEREAS pursuant to the Original Declarations of Trust the Trustee may make amendments thereto after giving the Unitholders at least 21 days’ prior notice of such amendments;
AND WHEREAS notice of the amendments affected by this Declaration was provided to Unitholders by letter sent in October 2016.