QUADRUS GROUP OF FUNDS

Transcription

1 QUADRUS GROUP OF FUNDS ANNUAL INFORMATION FORM June 27, 2014 All Funds offer Quadrus series, H series, L series and N series securities, unless otherwise noted. Additional series are offered as noted. Folio Funds Conservative Folio Fund Moderate Folio Fund [1] Balanced Folio Fund [1][2] Advanced Folio Fund [1][2] Aggressive Folio Fund [1][2] Fixed Income Funds Money Market Fund [3] Short Term Bond Fund (Portico) Canadian Bond Fund (Portico) Fixed Income Fund (Portico) Corporate Bond Fund (Portico) North American High Yield Bond Fund (Putnam) Mackenzie Floating Rate Income Fund Real Return Bond Fund (Portico Balanced Funds Monthly Income Fund (London Capital) [1] Income Plus Fund (London Capital) [1] Mackenzie Canadian Large Cap Balanced Fund [1][2] Mackenzie Strategic Income Fund [1] Mackenzie Strategic Income Class *[1] Canadian Equity Funds Canadian Dividend Fund (London Capital) [1][2] Mackenzie Canadian Large Cap Dividend Fund [1][2 Canadian Growth Fund (GWLIM) [1][2] Canadian Diversified Equity Fund (London Capital) [1][2] Mackenzie Canadian Large Cap Growth Fund [1][2] Mackenzie Canadian Concentrated Equity Fund [1][2] U.S. Equity Funds U.S. Value Fund (London Capital) [1][2] Mackenzie US Large Cap Growth Fund (5} Mackenzie U.S. Mid Cap Growth Class* Global and Regional Equity Funds North American Mid Cap Fund (GWLIM) Mackenzie Ivy European Class* Mackenzie Global Growth Class* Mackenzie Emerging Markets Class* Sector Funds Global Real Estate Fund (London Capital) [1] Mackenzie Canadian Resource Fund Mackenzie Precious Metals Class* Asset Class Funds Cash Management Class** Canadian Equity Class** [1][2] North American Specialty Class** U.S. and International Equity Class** [1][2] U.S. and International Specialty Class** QUADRUS CORPORATE CLASS FUNDS Balanced Funds Growth and Income Class (GWLIM)** [1][2] Canadian Equity Funds Canadian Dividend Class (London Capital)** [1][2] Canadian Value Class (Sionna)** [1][2] Focused Canadian Equity Class (CGOV)** U.S. Equity Funds U.S. Dividend Class (GWLIM)** [1][2] U.S. Value Class (Putnam)** [1][2][4] Global and Regional Equity Funds Global Dividend Class (Setanta)** [1][2] Global Equity Class (Setanta)** International Equity Class (Putnam)** [1][2]

2 * These funds are separate classes of shares within Mackenzie Financial Capital Corporation. ** These funds are separate classes of shares within Multi-Class Investment Corp. (1) Also offering D5 series, H5 series, L5 series, and N5 series securities. (2) Also offering D8 series, H8 series, L8 series, and N8 series securities. (3) Also offering RB series. (4) Prior to June , U.S. Value Class (Eaton Vance). (5) Effective September 15, 2014, Mackenzie US All Cap Growth Fund. No securities regulatory authority has expressed an opinion about these securities and it is an offence to claim otherwise. The Funds and the securities of the Funds offered under the simplified prospectus are not registered with the United States Securities and Exchange Commission and they are sold in the United States only in reliance on exemptions from registration.

3 TABLE OF CONTENTS Page 1. NAME, FORMATION AND HISTORY OF THE FUNDS INVESTMENT RESTRICTIONS AND PRACTICES DESCRIPTION OF SECURITIES VALUATION OF PORTFOLIO SECURITIES CALCULATION OF NET ASSET VALUE PURCHASES AND SWITCHES (EXCHANGES OF SECURITIES) HOW TO REDEEM SECURITIES RESPONSIBILITY FOR FUND OPERATIONS CONFLICTS OF INTEREST FUND GOVERNANCE FEES, EXPENSES AND MANAGEMENT EXPENSE REDUCTIONS INCOME TAX CONSIDERATIONS REMUNERATION OF DIRECTORS, OFFICERS AND TRUSTEES MATERIAL CONTRACTS CERTIFICATE

4 Introduction 1. NAME, FORMATION AND HISTORY OF THE FUNDS This annual information form contains information concerning the funds listed on the cover (individually, each is a Fund and, collectively are referred to as the Funds ). Each of the Funds is managed by Mackenzie Financial Corporation which is also the promoter, registrar, transfer agent and/or trustee of the Funds. To make this document easier to read and understand, we have used personal pronouns throughout much of the text. References to "Mackenzie Investments", "our", "we" or "us" generally refer to Mackenzie Financial Corporation in its capacity as trustee and/or manager of the Funds. References to "Quadrus" refer to Quadrus Investment Services Ltd. in its capacity as the principal distributor of the securities offered under the simplified prospectus. References to your "Quadrus representative" mean your Quadrus investment representative. References to a "Quadrus authorized dealer" mean a dealer authorized by Quadrus to distribute securities of the Funds in limited circumstances and references to a "Quadrus authorized representative" mean a representative of a Quadrus authorized dealer. References to "you" are directed to the reader as a potential or actual investor in the Funds. Your Quadrus representative or Quadrus authorized representative is the individual with whom you consult for investment advice and Quadrus or your Quadrus authorized dealer is the company or partnership that employs your Quadrus representative or Quadrus authorized representative, respectively. In this document, all of the mutual funds managed by Mackenzie Investments, including the Funds, are referred to collectively as the Mackenzie Funds or each individually as a Mackenzie Fund. In Canada, a mutual fund can be established as a unit trust or as one or more classes of shares of a corporation. In this document, Funds that have been established as unit trusts are referred to collectively as the Trust Funds or each individually as a Trust Fund, while Funds that have been established as one or more classes of shares of a corporation (the corporation being either Capitalcorp or Investmentcorp, each as defined below) are referred to collectively as the Corporate Class Funds or each individually as a Corporate Class Fund. Each Fund listed under the heading Quadrus Corporate Class Funds on the front cover of this annual information form constitutes a separate class of shares of Multi-Class Investment Corp. ( Investmentcorp ). Investmentcorp currently has 21 different mutual funds (collectively, the Investmentcorp Funds ), 14 of which are currently offered under the simplified prospectus. Each Investmentcorp Fund is comprised of a single class of shares of Investmentcorp, and each class of shares is comprised of one or more series of shares. -3-

5 Except for the Investmentcorp Funds, each Fund whose name ends with Class constitutes a separate class of shares of Mackenzie Financial Capital Corporation ( Capitalcorp ). Capitalcorp currently has 39 separate classes of mutual fund shares, which constitute 39 funds (collectively, the Capitalcorp Funds ), 6 of which are offered under the simplified prospectus. Each Capitalcorp Fund is comprised of a single class of shares of Capitalcorp, and each class is comprised of one or more series of shares. In this document, Capitalcorp and Investmentcorp are referred to collectively as the Corporations or each individually as a Corporation. Trust Funds issue units to investors while Corporate Class Funds issue shares to investors. In this document, references to a Fund s securities means units in the case of a Trust Fund and shares in the case of a Corporate Class Fund. Address of the Funds and Mackenzie Investments The head office of Mackenzie and the sole office of each of the Funds as well as their mailing address is located at 180 Queen Street West, Toronto, Ontario, M5V 3K1. Formation of the Funds Trust Funds Each of the Trust Funds is an open-end unit trust established under the laws of the Province of Ontario by declaration of trust on the dates indicated below. Any material amendments to those declarations over the past 10 years are also indicated below: - 4 -

6 Fund Date of Formation Moderate Folio Fund 1,6 January 2, 2001 Advanced Folio Fund 1,4,6 January 2, 2001 Aggressive Folio Fund 1,4,6 January 2, 2001 Balanced Folio Fund 1,4,6 January 2, 2001 Conservative Folio Fund 1,6 January 2, 2001 Where the above five funds are collectively referred to as the Folio Funds Corporate Bond Fund (Portico) 1,6 January 2, 2001 Canadian Growth Fund (GWLIM) 1,4,6 January 2, 2001 North American Mid Cap Fund (GWLIM) 1,6 January 2, 2001 November 30, 2005 Mackenzie Canadian Concentrated Equity Fund, 6 May 8, 2000 Mackenzie Canadian Large Cap Balanced Fund 2,4,6 January 14, 1988 Mackenzie Canadian Large Cap Growth Fund 2,4,6 December 29, 1995 Mackenzie Canadian Large Cap Dividend Fund 2,4,6 October 15, 1986 Mackenzie Strategic Income Fund Mackenzie Canadian Resource Fund 6 January 3, 1978 Mackenzie US Large Cap Growth Fund 5,6 January 5, 1995 Fund Date of Formation Canadian Bond Fund (Portico) 3,6 August 17, 1999 Canadian Diversified Equity Fund (London Capital) 3,4,6 August 17, 1999 Canadian Dividend Fund (London Capital) 4,6 July 3, 2007 Global Real Estate Fund (London Capital) July 8, 2008 Income Plus Fund (London Capital) 3,6 August 17, 1999 U.S. Value Fund (London Capital) 4,6 Monthly Income Fund (London Capital) July 3, 2007 July Fixed Income Fund (Portico) 2,6 October 10, 1974 Money Market Fund 2 October 15, 1986 North American High Yield Bond Fund (Putnam) May 22, 2013 Real Return Bond Fund (Portico) May 22, 2013 Short Term Bond Fund (Portico) May 22, 2013 Mackenzie Floating Rate Income Fund April 30, These Funds declarations of trust were amended as of July 31, 2002 to reflect the appointment of Mackenzie Financial Corporation, effective October 5, 2001, as sole trustee of the Trust Funds. These declarations of trust were amended and restated as of June 22, 2006 to reflect Mackenzie s new fund governance regime and to simplify the administration of these Funds. These Funds declarations of trust were amended and supplemented by a Declaration of the Trustee as of July 24, 2002 to reflect the appointment of Mackenzie Financial Corporation, effective October 5, 2001, as sole trustee of the Funds and to redesignate the existing securities as series. These Funds declarations of trust were amended as of July 31, 2002 to reflect the appointment of Mackenzie Financial Corporation, effective October 5, 2001, as sole trustee of the Funds and to redesignate the existing securities as series. These Funds declarations of trust were amended on July 8, 2008 to redesignate existing D series as D8 series (as applicable)

7 5 6 These Funds declarations of trust were amended with effect on July 20, 2007 to reflect the appointment of Mackenzie Financial Corporation as trustee of the Funds, replacing Investors Group Trust Co. Ltd. The Funds declarations of trust were amended with effect on or about August 7, 2007 to reflect a change to the manner in which operating expenses are charged to certain series of these Funds. Corporate Class Funds of Capitalcorp Capitalcorp is a corporation formed by articles of incorporation under the laws of Ontario on October 13, On October 26, 2000, Capitalcorp was authorized to issue up to 1,000 classes of securities, issuable in series. On December 21, 2007, the articles of Capitalcorp were amended to provide certain rights, privileges, restrictions and conditions to each of these classes of securities. Such amendments included the authorization to make distributions consisting of returns of capital. Capitalcorp has separate classes of securities and separate series of each class. Each Corporate Class Fund is a separate class of securities associated with a single investment portfolio having specific investment objectives. Each of the Corporate Class Funds of Capitalcorp was authorized to be formed by the directors of Capitalcorp on October 26, 2000 except for Mackenzie Global Growth Class, which was created on December 21, 2000, Mackenzie US Mid Cap Growth Class and Mackenzie Ivy European Class, which were created on October 28, 2002 and Mackenzie Strategic Income Class, which was created on October 30, The outstanding common shares of Capitalcorp are owned by Mackenzie Investments. Corporate Class Funds of Investmentcorp Investmentcorp is a corporation formed by articles of incorporation under the laws of Ontario on July 5, Such articles were subsequently amended on June 27, 2008 to change the corporation s name to Multi-Class Investment Corp. Investmentcorp has separate classes of mutual fund shares and separate series of each class. Each of the Corporate Class Funds of Investmentcorp were created by the articles of incorporation and designated names by the directors on July 5, 2005 except for: Canadian Value Class (Sionna), U.S. Value Class (Putnam) and Global Dividend Class (Setanta) which were designated names by the directors on June 29, 2007; Growth and Income Class (GWLIM) and Canadian Dividend Class (London Capital) which were designated names by the directors on June 29, 2012; and - 6 -

8 Global Equity Class (Setanta), Focused Canadian Equity Class (CGOV), International Equity Class (Putnam), and U.S. Dividend Class (GWLIM), which were designated names by the directors on June 28, The outstanding common shares of Investmentcorp are owned by Mackenzie Investments. Major Changes to the Funds During the Last 10 Years In addition to each of the Corporate Class Funds of Capitalcorp deleting the word Capital from its name on November 6, 2006, the following Funds have experienced major events including if applicable, changes to their name, investment objective, material changes to their investment strategy or changes in portfolio managers or subadvisers since June 2003 as summarized in the table below: Fund Change Effective Date Advanced Folio Fund Aggressive Folio Fund Balanced Folio Fund Conservative Folio Fund Moderate Folio Fund Investment objective changed to remove the requirement that the Funds invest in specified underlying funds in specified weightings and instead permit the Funds to invest in securities of other mutual funds generally or directly in securities in order to achieve their investment objectives. June 28, 2006 Canadian Bond Fund (Portico) Merger with Fixed Income Folio Fund July 7, 2006 Name changed to replace LLIM with London Capital in order to reflect the name change of the Fund s sub-adviser to London Capital Management Ltd. (now GLC Asset Management Group Ltd.) Change of name from London Capital Canadian Bond Fund July 3, 2007 June 28,

9 Fund Change Effective Date Canadian Diversified Equity Fund (London Merger with LLIM US Growth Sectors Fund June 15, 2007 Capital) and LLIM US Equity Fund Canadian Dividend Class (London Capital) Canadian Dividend Fund (London Capital) Canadian Equity Class Canadian Growth Fund (GWLIM) Canadian Value Class (Sionna) Name changed to replace LLIM with London Capital in order to reflect the name change of the Fund s sub-adviser to London Capital Management Ltd. (now GLC Asset Management Group Ltd.) Change of name from London Capital Canadian Diversified Equity Fund Change of name from Quadrus London Capital Canadian Dividend Corporate Class Change of name from London Capital Canadian Dividend Fund Merger with Canadian Equity Folio Fund Change of name from Quadrus Canadian Equity Corporate Class Merger with GWLIM Ethics Fund Change of name from GWLIM Canadian Growth Fund Merger with Quadrus Templeton Canadian Equity Fund July 3, 2007 June 28, 2013 June 28, 2013 June 28, 2013 July 7, 2006 June 28, 2013 July 7, 2006 June 28, 2013 July 27, 2007 Change of name from Quadrus Sionna Canadian Value Corporate Class Cash Management Class Change of name from Quadrus Cash Management Corporate Class Corporate Bond Fund (Portico) Change of name from GWLIM Corporate Bond Fund Fixed Income Fund (Portico) Laketon Investment Management Ltd. appointed sub-adviser (now GLC Asset Management Group Ltd.) Change of name from Mackenzie Maxxum Income Fund Change of name from Quadrus Laketon Fixed Income Fund June 28, 2013 June 28, 2013 June 28, 2013 June 24, 2005 June 24, 2005 June 28, 2013 Focused Canadian Equity Class (CGOV) Global Dividend Class (Setanta) Global Equity Class (Setanta) Acquired the assets of Focused Canadian Equity Fund (CGOV) Change of investment principles used to filter potential Fund investments Change of name from Quadrus Setanta Global Dividend Corporate Class Acquired the assets of Global Equity Fund (Setanta) June 25, 2014 June 30, 2011 June 28, 2013 June 25, 2014

10 Fund Change Effective Date Global Real Estate Fund (London Capital) Change of name from London Capital June 28, 2013 Global Real Estate Fund Growth and Income Class (GWLIM) Change of name from Quadrus GLC June 28, 2013 Growth and Income Corporate Class Income Plus Fund (London Capital) Name changed to replace LLIM with London Capital in order to reflect the name change of the Fund s sub-adviser to London Capital Management Ltd. (now GLC Asset Management Group Ltd.) July 3, 2007 International Equity Class (Putnam) Mackenzie Canadian Concentrated Equity Fund Mackenzie Ivy European Class Mackenzie Canadian Large Cap Balanced Fund Mackenzie Canadian Large Cap Growth Fund Mackenzie Canadian Large Cap Dividend Fund Change of name from London Capital Income Plus Fund Acquired the assets of International Equity Fund (Putnam) Change of name from Mackenzie Universal Select Managers Canada Fund to Mackenzie Select Managers Canada Fund Change of name from Mackenzie Select Managers Canada Fund to Mackenzie Focus Canada Fund Henderson Global Investors Limited no longer a sub-advisor to the Fund Change of name from Mackenzie Focus Canada Fund Merger with Keystone Premier Euro Elite 100 Capital Class Merger with Mackenzie Universal European Opportunities Class Merger with Mackenzie Ivy European Fund Merger with GWLIM Equity/Bond Fund and LLIM Balanced Strategic Growth Fund Merger with Putnam Canadian Balanced Fund Change of name from Mackenzie Maxxum Canadian Balanced Fund Merger with Keystone Sceptre Canadian Large Cap Fund Change of name from Mackenzie Maxxum Canadian Equity Growth Fund Merger with Keystone Sceptre Canadian Large Cap Fund Change of name from Mackenzie Maxxum June 28, 2013 June 25, 2014 October 28, 2003 November 6, 2006 September 4, 2011 July 15, 2013 May 20, 2005 March 25, 2011 August 16, 2013 June 27, 2003 September 26, 2008 July 15, 2013 June 5, 2009 July 15, 2013 June 5, 2009 July 15,

11 Fund Change Effective Date Dividend Fund Mackenzie Strategic Income Class Change of name from Mackenzie Sentinel Strategic Income Class July 15, 2013 Mackenzie Strategic Income Fund Mackenzie US Mid Cap Growth Class Mackenzie Canadian Resource Fund Mackenzie Emerging Markets Class Change of name from Mackenzie Sentinel Income Trust Fund; change in investment objectives and strategies from a Canadian income trust mandate to a Canadian high income balanced mandate Change of name from Mackenzie Sentinel Registered Strategic Income Fund Change of name from Mackenzie Sentinel Strategic Income Fund Created a new class of securities, the Hedged Class, and changed the investment strategies to include a description of the Hedged and Unhedged Classes of the Fund Mackenzie replaced sub-adviser Bluewater Investment Management Mackenzie Universal American Growth Class (Unhedged Class) reorganized with Mackenzie Saxon U.S. Equity Fund whereby Mackenzie Universal American Growth Class (Unhedged Class) securities were issued to the former securityholders of Mackenzie Saxon U.S. Equity Fund The Hedged Class and the Unhedged Class of Mackenzie Universal American Growth Class reorganized into two mutual funds. The portfolio of assets formerly referable to the Unhedged Class became referable to Mackenzie Universal American Growth Class Change of name from Mackenzie Universal American Growth Class Investment objective changed to allow the Fund to invest up to 49% of its assets in foreign securities. Change of name from Mackenzie Universal Canadian Resource Fund Change of sub-adviser from Henderson Global Investors Limited to JPMorgan Asset Management (Canada) Inc October 30, 2009 September 28, 2012 July 15, 2013 February 10, 2006 September 30, 2011 June 15, 2012 October 3, 2012 July 15, 2013 February 28, 2007 July 15, 2013 July 30, 2004

12 Fund Change Effective Date Mackenzie Global Growth Class Mackenzie US Large Cap Growth Fund (effective September 15, 2014, Mackenzie US All Cap Growth Fund ) Mackenzie Precious Metals Class Change of investment objectives to remove the requirement that the Fund invest primarily in larger capitalization companies Change of name from Mackenzie Universal World Emerging Growth Capital Class to Mackenzie Universal Emerging Markets Capital Class Change of name from Mackenzie Universal Emerging Markets Class Mackenzie Focus Far East Class reorganized with the Fund whereby shares of the Fund were issued to the former securityholders of Mackenzie Focus Far East Class Change of name from Keystone Altamira Global Equity Class and change of strategies Change of name from Mackenzie Universal Global Future Class Change of name from Mackenzie Universal Global Growth Class Merger of Mackenzie Universal Global Growth Fund into the Fund Ivy Investment Management Company replaced Janus Capital Management, LLC as sub-adviser Change of name from Janus American Equity Fund) Mackenzie replaced Investors Group Trust Co. Ltd. as trustee Change of name from Mackenzie Universal U.S. Growth Leaders Fund Change of sub-adviser from Ivy Investment Management Company to Putnam Advisory Company LLC Change of name from Mackenzie US Large Cap Growth Fund Change of name from Mackenzie Universal World Precious Metals Class September 30, 2004 September 30, 2004 July 15, 2013 August 2, 2013 September 19, 2003 August 17, 2007 July 15, 2013 August 16, 2013 August 1, 2003 August 1, 2003 July 20, 2007 July 15, 2013 September 15, 2014 September 15, 2014 July 15,

13 Fund Change Effective Date Merger of Mackenzie Universal Precious August 16, 2013 Metals Fund into the Fund Money Market Fund Change of name from Mackenzie Maxxum Money Market Fund July 3, 2007 Monthly Income Fund (London Capital) North American Mid Cap Fund (GWLIM) North American Specialty Class U.S. and International Equity Class U.S. and International Specialty Class U.S. Value Class (Putnam) U.S. Value Fund (London Capital) Change of name from Quadrus Money Market Fund Change of name from London Capital Diversified Income Fund Merger with GWLIM US Mid Cap Fund Investment objective changed to invest primarily in North America. Change of name from GWLIM North American Mid Cap Fund Investment objective changed to invest primarily in North America Change of name from Quadrus Canadian Specialty Corporate Class Change of name from Quadrus North American Specialty Corporate Class Merger with Global Equity Folio Fund Change in sub-adviser from UBS Asset Management (Canada) Co. to Setanta Asset Management Limited Change of name from Quadrus U.S. and International Equity Corporate Class Change of name from Quadrus U.S. and International Specialty Corporate Class GLC Asset Management Group Ltd. becomes sub-adviser to a portion of the Fund Change of name from Quadrus Eaton Vance U.S. Value Corporate Class Change of name from U.S. Value Class (Eaton Vance) The Putnam Advisory Company LLC replaced Eaton Vance Management as subadviser Change of investment strategies to employ value investment style. June 28, 2013 June 28, 2013 June 15, 2006 June 15, 2007 June 28, 2013 June 15, 2007 June 15, 2007 June 28, 2013 July 7, 2006 July 26, 2010 June 28, 2013 June 28, 2013 June 28, 2013 June 28, 2013 June 27, 2014 June 27, 2014 August 15,

14 Fund Change Effective Date Change of name from London Capital U.S. June 28, 2013 Value Fund 2. INVESTMENT RESTRICTIONS AND PRACTICES National Instrument The simplified prospectus contains detailed descriptions of the investment objectives, investment strategies and the fund risks for each of the Funds. In addition, the Funds are subject to certain restrictions and practices contained in securities legislation, including National Instrument , Mutual Funds ( NI ), which are designed in part to ensure that the investments of mutual funds are diversified and relatively liquid and to ensure the proper administration of mutual funds. We intend to manage the Funds in accordance with these restrictions and practices or to obtain relief from the securities regulatory authorities before implementing any variations. Exemptions from NI The Funds are subject to certain restrictions and practices contained in securities legislation, including NI , which are designed in part to ensure that the investments of mutual funds are diversified and relatively liquid and to ensure the proper administration of mutual funds. We intend to manage the Funds in accordance with these restrictions and practices or to obtain relief from the securities regulatory authorities before implementing any variations. The following provides a description of the exemptions that certain Funds have received from the provisions of NI , and/or a description of the general investment activity. (a) ETF Relief All Funds, except for Cash Management Class and Money Market Fund, have obtained an exemption from the Canadian securities regulatory authorities, which allows them to purchase and hold securities of the following types of ETFs (collectively, the Underlying ETFs ): 1. ETFs that seek to provide daily results that replicate the daily performance of a specified widely-quoted market index (the ETF s Underlying Index ) by a multiple of up to 200% or an inverse multiple of up to 200%; 2. ETFs that seek to provide daily results that replicate the daily performance of their Underlying Index by an inverse multiple of up to 100% ( Inverse ETFs ); 3. ETFs that seek to provide daily results that replicate the daily performance of the following, or the value of a specified derivative whose underlying interest is the following on an unlevered basis:

15 (a) (b) for Mackenzie Precious Metals Class only: gold, silver, platinum, palladium and/or rhodium; for all other Funds: gold or silver; and 4. ETFs that seek to provide daily results that replicate the daily performance of the following, or the value of a specified derivative whose underlying interest is the following on an unlevered basis, by a multiple of up 200%: (a) (b) for Mackenzie Precious Metals Class only: gold and/or silver; and for all other Funds: gold or silver. This relief is subject to the following conditions: (a) (b) (c) (d) (e) (f) a Fund s investment in securities of an Underlying ETF must be in accordance with its fundamental investment objectives; a Fund may not short sell securities of an Underlying ETF; the securities of the Underlying ETF must be traded on a stock exchange in Canada or the United States: the securities of the Underlying ETFs must be treated as specified derivatives for the purposes of Part 2 of NI ; a Fund may not purchase securities of an Underlying ETF if, immediately after the purchase, more than 10% of the net assets of the Fund in aggregate, taken at market value at the time of the purchase, would consist of securities of Underlying ETFs; and a Fund may not enter into any transaction if, immediately after the transaction, more than 20% of its net assets, taken at market value at the time of the transaction, would consist of, in aggregate, securities of Underlying ETFs and all securities sold short by the Fund. (b) Foreign Sovereign Debt Investment Relief Mackenzie Ivy European Class has obtained regulatory approval for an exemption from certain requirements in NI in order to invest in foreign sovereign debt. Pursuant to this relief, this Fund may invest: (a) (b) up to 20% of its net assets, taken at market value at the time of purchase, in cash equivalent government issued or guaranteed debt securities with a credit rating of AA or higher; and up to 35% of its net assets in cash equivalent government issued or guaranteed debt securities with a credit rating of AAA or higher

16 This approval was subject to conditions including: (i) (ii) (iii) (iv) (v) (vi) (a) and (b) above may not be combined for any one issuer; the securities that are purchased must be traded on a mature and liquid market; the acquisition of the securities purchased must be consistent with the fundamental investment objectives of the Fund; the purchases of debt securities under the approval be restricted to debt securities of the government of a sovereign state that qualifies as cash equivalents under NI ; the Fund shall not purchase additional debt securities rated AA issued by any one foreign government if, immediately after the transaction, more than 20% of the net assets of the Fund, taken at market value at the time of the transaction, would be invested in debt securities issued by that one foreign government; and the Fund shall not purchase additional debt securities rated AAA issued by any one foreign government if, immediately after the transaction, more than 35% of the net assets of the Fund, taken at market value at the time of the transaction, would be invested in debt securities issued by that one foreign government. Each of Mackenzie Strategic Income Class and Mackenzie Strategic Income Fund has obtained regulatory approval to invest up to: (a) (b) 20% of the proportion of its net assets then invested in evidences of indebtedness, taken at market value at the time of purchase, in government and/or supranational agency issued or guaranteed debt securities with a credit rating of AA or higher; and 35% of the proportion of its net assets then invested in evidences of indebtedness, taken at market value at the time of purchase, in government issued or guaranteed debt securities with a credit rating of AAA or higher

17 This approval was subject to conditions including: (i) (ii) (a) and (b) above may not be combined for any one issuer; the securities that are purchased must be traded on a mature and liquid market. (c) Oil and Natural Gas Futures Relief A commodity futures contract is an agreement between two parties to buy or sell a commodity at an agreed upon price at a future date. The value of the contract is based on the value of the underlying commodity. Each of the following Funds has obtained regulatory approval for an exemption from certain requirements in NI in order to trade in commodity futures contracts whose underlying interest is sweet crude oil or natural gas ( oil or natural gas futures ) for the purpose of hedging the Fund s portfolio investments in securities whose value may fluctuate with oil or natural gas prices: Fund Specified Limit* Mackenzie Canadian Large Cap Dividend Fund 20% Mackenzie Strategic Income Fund 20% Mackenzie Canadian Resource Fund 75% Mackenzie Global Growth Class 20% * A Fund will not purchase oil or natural gas futures if, immediately following the purchase, the aggregate value of such investments would exceed this percentage of the total net assets of the Fund at that time. In addition to the Specified Limit in the table above, each Fund s trades in oil or natural gas futures are subject to certain conditions. The trades must be otherwise made in accordance with the securities regulations relating to the use of derivatives for hedging purposes. A Fund will only trade oil or natural gas futures for cash, and must close out its position in oil or natural gas futures by entering into an offsetting position in these futures prior to the first date on which the Fund could be required to make or take delivery of the underlying interest. The sub-adviser and/or portfolio manager making purchase and sale decisions for the Fund must be registered as a Commodity Trading Manager under the Commodity Futures Act (Ontario) or have been granted an exemption from this registration requirement. Each trade of oil or natural gas futures will be made through the New York Mercantile Exchange or, subject to regulatory approval, the ICE Futures Europe

18 (d) Precious Metals Relief Each of Mackenzie Precious Metals Class may invest more than 10% of its total assets in precious metals, including gold, silver, platinum, palladium and rhodium, and certificates relating to such precious metals, and may purchase or sell commodities that are precious metals, provided that (i) the certificates representing gold, silver, platinum, palladium and rhodium are issued by an issuer approved by the Canadian securities authorities; and (ii) neither Fund will purchase any certificates of an issuer if, after giving effect thereto, more than 10% of the net assets of the Fund, taken at market value at the time of such purchase, would be invested in securities and certificates of such issuer. All other Funds, except for Cash Management Class and Money Market Fund, may purchase and hold silver, permitted silver certificates and derivatives whose underlying interest is silver (collectively, Silver Products ), provided that: (i) (ii) (iii) a Fund s investment in Silver Products is in accordance with its fundamental investment objectives; a Fund may not purchase Silver Products if, immediately after the transaction, more than 10% of its net assets, taken at market value at the time of the transaction, would consist of Silver Products, gold, and/or permitted gold certificates; and a Fund may not purchase Silver Products if, immediately after the transaction, the market value of its exposure to gold or silver would be more than 10% of its net assets, taken at market value at the time of the transaction. (e) Securities Lending Relief Mackenzie Strategic Income Class has obtained regulatory approval for an exemption from certain of the securities lending transaction rules in NI to (i) Enter into securities lending transactions that will not be administered in compliance with all the requirements of section 2.15 and 2.16 of NI ; (ii) Enter into securities lending transactions that do not fully comply with all the requirements of section 2.12 of NI ;

19 (iii) Enter into securities lending transactions in which the aggregate market value of securities loaned by the Fund exceeds 50% of the total assets of the Fund; (iv) During the term of a securities lending transaction, dispose of, or otherwise not hold any non-cash collateral delivered to the Fund as a collateral in the transaction; (v) Appoint an agent, other than the custodian or sub-custodian of the Fund, as agent for administering the securities lending transactions entered into by the Fund; (vi) Permit collateral delivered to the Fund in connection with a securities lending transaction to not be held under the custodianship of the custodian or a sub-custodian of the Fund. This approval for the exemption was granted provided that: (i) With respect to the exemption from subsection 2.12(1)(12) of NI , the Fund enters into a forward contract with an applicable financial institution (a Forward Counterparty ) and grants to that Forward Counterparty a security interest in the securities subject to that forward contract and, in connection with a securities lending transaction relative to those securities, a. receives collateral that i. is prescribed by subsections 2.12(1)3 to 6 of NI other than collateral described in subsection 2.12(1)6(d) or in paragraph (b) of the definition of qualified security ; ii. is marked to market on each business day in accordance with subsection 2.12(1)(7) of NI ; b. has the rights set forth in subsection 2.12(1)8, 2.12(1)9 and 2.12(1)11 of NI ; c. complies with subsection 2.12(1)10 of NI ; and d. lends its securities only to borrowers that are acceptable to the Fund and to the Forward Counterparty, and that have an approved credit

20 rating as that term is defined in NI or whose obligations to the Fund are fully and unconditionally guaranteed by persons or companies that have an approved credit rating; and (ii) with respect to the exemption from subsection 2.12(3) of NI , the Fund provides a security interest to the applicable Forward Counterparty in the collateral delivered to it as collateral pursuant to a securities lending transaction; (iii) with respect to the exemption from section 2.15 of NI : a. the Fund enters into a written agreement with an agent that complies with each of the requirements set forth in subsection 2.15(4) of NI , except as set out herein; b. the agent administering the securities lending transaction of the Fund: i. is in compliance with the standard of care prescribed in subsection 2.15(5) of NI ; and ii. shall be acceptable to the Fund and to the Forward Counterparty and shall be either a bank or trust company, or an investment bank affiliate of such bank or trust company that is registered as an investment dealer or in an equivalent registration category; (iv) with respect to the exemption from section 2.16 of NI , Mackenzie and the Fund comply with the requirements of section 2.16 of NI as if references to an agent appointed under section 2.15 in that section are references to an agent appointed by the manager ; and (v) with respect to the exemption from subsection 6.8(5) of NI , the Fund: a. provides a security interest to the applicable Counterparty in the collateral delivered to it as collateral pursuant to a securities lending transaction; and

21 b. the collateral delivered to the Fund pursuant to the securities lending transaction is held by the agent. (f) Sub-Custodian Relief Mackenzie Canadian Resource Fund and Mackenzie Precious Metals Class have received exemptive relief permitting The Bank of Nova Scotia, as the subcustodian of: (i) gold or silver bullion, in the case of Mackenzie Canadian Resource Fund; and; (ii) gold, silver, platinum and palladium bullion in the case of Mackenzie Precious Metals Class, to hold bullion in its vaults outside of Canada and permitting the appointment of certain entities not listed in NI to act as sub-sub-custodians for the gold, silver, platinum and palladium bullion of these Funds held in Canada and outside of Canada. Exemption from Commodity Futures Act (Ontario) Registration Requirements Ivy Investment Management Company (a subsidiary of Waddell & Reed Financial, Inc.), Putnam Investments Limited, Setanta Asset Management Limited, and The Putnam Advisory Company LLC, have received an exemption from the Commodity Futures Act (Ontario) (the CFA ) registration requirements in respect of any trades made by the Funds they sub-advise in commodity future contracts and commodity future options traded on commodity future exchanges outside of Canada and cleared through clearing corporations outside of Canada. Standard Investment Restrictions and Practices The remaining standard investment restrictions and practices set out in NI are deemed to be included in this annual information form. A copy of the investment restrictions and practices adopted by the Funds will be provided to you upon request by writing to us at the address shown under Section 1: Name, Formation and History of the Funds Address of the Funds and Mackenzie Investments. Approval of the Independent Review Committee The Mackenzie Funds Independent Review Committee ( IRC ) under has approved a standing instruction to permit the Funds to invest in certain issuers related to Mackenzie Investments as provided for in NI Issuers related to Mackenzie Investments include issuers that control Mackenzie Investments or issuers that are under common control with Mackenzie Investments. Mackenzie Investments has determined that, notwithstanding the specific provisions of NI and the standing instruction that has been adopted, it would be inappropriate for the Funds to invest in securities issued by IGM Financial Inc., which indirectly owns 100% of the outstanding common shares of Mackenzie Investments. The IRC monitors the investment activity of the Funds in related issuers at least quarterly. In its review, the IRC considers whether investment decisions:

22 Have been made free from any influence by, and without taking into account any consideration relevant to, the related issuer or other entities related to the Fund or Mackenzie Investments; Represent the business judgment of Mackenzie Investments, uninfluenced by considerations other than the best interests of the Fund; Have been made in compliance with Mackenzie Investment s policies and the IRC s standing instruction; and Achieve a fair and reasonable result for the Fund. The IRC must notify securities regulatory authorities if it determines that Mackenzie Investments has not complied with any of the above conditions. See Section 10: Fund Governance Mackenzie Funds Independent Review Committee for additional information about the IRC. Change of Investment Objectives A change in a Fund s investment objectives may only be made after first obtaining the consent of a majority of votes cast by that Fund s investors and proxyholders present at a meeting called to consider the change. You will receive prior notice of any other material changes to your Fund. However, in order to reduce the Funds costs, you will not receive notice of routine administrative or compliance changes that would not have an adverse monetary impact on your investment. Eligibility for Registered Plans The Funds are qualified investments within the meaning of the Income Tax Act (Canada) (the Tax Act ) for the following plans (collectively referred to as registered plans ): registered retirement savings plans ( RRSPs ); locked-in retirement accounts ( LIRAs ); locked-in retirement savings plans ( LRSPs ); restricted locked-in savings plans ( RLSPs ); registered retirement income funds ( RRIFs ); life income funds ( LIFs ); locked-in retirement income funds ( LRIFs ); prescribed retirement income funds ( PRIFs ); restricted life income funds ( RLIFs ); tax-free savings accounts ( TFSAs ); registered education savings plans ( RESPs ); registered disability savings plans ( RDSPs ); and deferred profit sharing plans ( DPSPs )

23 Holders of registered plans should consult their own tax advisors to determine whether securities of the Funds would be a prohibited investment under the Tax Act in their particular circumstances. Please see the Income Tax Considerations section for more details. Classes of the Corporations 3. DESCRIPTION OF SECURITIES Each Corporation has separate classes of mutual fund shares and separate series of each class. Presently, Capitalcorp has 39 separate classes of mutual fund shares, which constitute 39 funds, of which 6 funds are offered under the simplified prospectus. Investmentcorp has 21 separate classes of mutual fund shares which constitute 21 funds, of which 14 are offered under the simplified prospectus. Each Corporation may offer new funds, new classes and new series at any time. Each Corporate Class Fund is associated with a specific investment portfolio and specific investment objectives. Each Corporate Class Fund is entitled to the total return (including realized and unrealized gains) on the portfolio assets of that Corporate Class Fund less that portion of management fees, administration fees and fund costs attributable to that Corporate Class Fund. The series of each class are entitled to share pro rata in the net return of each class. The shares of each class have the right to receive dividends, when declared, and to receive upon redemption the net asset value ( NAV ) per share of the shares redeemed in priority to the common shares of Capitalcorp. Series of Securities Each Fund may issue an unlimited number of series of securities and may issue an unlimited number of securities within each series. The Funds may offer new series at any time. The expenses of each series of each Fund are tracked separately and a separate security price is calculated for each series. Although the money which you and other investors pay to purchase securities of each series, and the expenses of each series, is tracked on a series by series basis in your Fund s administration records, the assets of all series of your Fund are combined into a single pool to create one portfolio for investment purposes. Within each Fund, there are currently 13 series of securities available under the simplified prospectus D5 series, D8 series, H series, H5 series, H8 series, L series, L5 series, L8 series, N series, N5 series, N8 series, Quadrus series and RB series. The expenses of each series of each Fund are tracked separately and a separate security price is calculated for each series. The particular series currently available within each Fund under the simplified prospectus are listed on the front cover of this annual information form and the simplified prospectus and in Part B of the simplified prospectus

24 for each Fund. The minimum investment and eligibility requirements of the series available, as applicable, under the simplified prospectus are described below. Some of the Funds have additional series which are offered under other simplified prospectuses. Series R and S securities, where available, are only offered on an exempt distribution basis. Some Funds have other series that have been closed to new sales. These series do not appear on the front cover of this annual information form and the simplified prospectus or in Part B of the simplified prospectus for any Fund and are not offered under the simplified prospectus. Dividends and Distributions Generally, a Trust Fund will distribute sufficient net income and net capital gains to investors each year to ensure that the Trust Fund does not pay income tax. The Trust Fund may also distribute returns of capital. The Trust Fund may pay a distribution of net income, net capital gains and/or returns of capital at such time or times as the Fund manager, in its sole discretion, determines. The net income and net capital gains of the Fund will be distributed first to pay any special distributions to investors who are entitled to a management fee, administration fee and/or fund cost reduction. For more information, see Fees, Expenses and Management Expense Reductions. Net capital gains may also be allocated as a redemption distribution to investors who redeem or switch securities provided the capital gain so allocated is not more than the capital gain that the investor would otherwise have realized on the redemption or switch of securities. Any remaining net income or net capital gains of a Trust Fund to be distributed will be allocated among the series of securities of the Trust Fund based on the relative average NAV of the series for the year and distributed pro rata to investors on the distribution payment date, to occur on or about the business day following the distribution record date or dates, at Mackenzie Investment s discretion. All investors who hold securities of a series on the distribution record date for the series will receive the same distribution per security of that series. Generally, a Corporation will only pay ordinary dividends and/or capital gains dividends to the extent necessary to minimize its tax liability. In certain situations, a Corporation may pay taxes rather than paying a dividend to its investors if management determines that it is advantageous to do so and this decision is ratified by the Corporation s Board of Directors. Dividends will be paid in a manner that the Board of Directors of each Corporation, in consultation with its management, determines to be fair and reasonable. Liquidation or Other Termination Rights If a Fund, or a particular series of securities of a Fund is ever terminated, each security that you own will participate equally with each other security of the same series in the assets of the Fund attributable to that series after all of the Fund s liabilities (or

25 those allocated to the series of securities being terminated) have been paid or provided for. Conversion and Redemption Rights Securities of most Funds may be exchanged for other securities of that Fund or another Fund (a switch ) as described in Section 6: Purchases and Switches (Exchanges of Securities) and may be redeemed as described in Section 7: How to Redeem Securities. Voting Rights and Changes Requiring Investor Approval You have the right to exercise one vote for each security held at meetings of all investors of your Fund and at any meetings held solely for investors of that series of securities. We are required to convene a meeting of investors of a Fund to ask them to consider and approve, by not less than a majority of the votes cast at the meeting (either in person or by proxy), any of the following material changes if they are ever proposed for the Fund: a change in the management agreement of the Fund or the entering into of any new contract as a result of which the basis of the calculation of management fee rates or of other expenses that are charged to the Fund or to investors could result in an increase in charges to the Fund or to investors, unless (i) the contract is an arm s length contract with a party other than Mackenzie Investments or an associate or affiliate of Mackenzie Investments for services relating to the operation of the Fund, and (ii) the investors are given at least 60 days written notice of the effective date of the proposed change; a change of the manager of the Fund (other than a change to an affiliate of Mackenzie Investments); any change in the investment objectives of the Fund; any decrease in the frequency of calculating the security price for each series of securities; certain material reorganizations of the Fund; and any other matter which is required by the constating documents of the Fund, by the laws applicable to the Fund, or by any agreement to be submitted to a vote of the investors in the Fund. Other Changes Investors of a Fund will be provided at least 60 days written notice of: a change of auditor of the Fund; and