INDEPENDENT REVIEW COMMITTEE-
REPORT TO SECURITYHOLDERS
YEAR ENDED DECEMBER 31, 2022
The Independent Review Committees (the "IRC") of the funds managed by Brompton Funds Limited (the "Manager"), as listed in Appendix A (the "Funds") are pleased to submit its report to securityholders of the Funds for the year ended December 31, 2022. Unless otherwise indicated, the information provided in this report relates to the year ended December 31, 2022.
1. Members of the Independent Review Committee
The information in this section is current as of the date of this report.
Name | Date of Appointment | |
Patricia Meredith | December 12, 2018 | |
Raj Kothari | June 19, 2020 | |
Kenneth S. Woolner, Chair | November 1, 20071 | |
(1) | Chair of the IRC |
The members of the IRC act as the IRC for the funds managed by Brompton Funds Limited and for Blue Ribbon Income Fund.
Each member of the IRC is independent of the Funds, the Manager and other entities related to the Manager.
2. OWNERSHIP OF SECURITIES
- Funds
As at December 31, 2022, no member of the IRC owned beneficially, directly or indirectly any units or shares of the Funds.
- Manager
As at December 31, 2022, the members of the IRC did not hold any securities of the Manager.
- Service Providers
As at December 31, 2022, the percentage of securities of each class or series of voting securities beneficially owned, directly or indirectly, in aggregate, on a per Fund basis, by all members of the IRC in any person or company that provides services to the Funds or Manager or in any bank which provides a loan facility or other credit to the Funds or Manager was less than 0.01 percent.
INDEPENDENT REVIEW COMMITTEE-
REPORT TO SECURITYHOLDERS
YEAR ENDED DECEMBER 31, 2022
3. COMPENSATION AND INDEMNITIES
The compensation paid to the IRC in 2022 was $111,000. No indemnities were paid to members of the IRC by the Funds during the year.
The initial compensation of the IRC was set by the Manager and is reviewed by the IRC annually. Going forward, the compensation of the IRC will be set, from time to time, by the IRC, giving consideration to the following:
- the most recent assessment of its compensation;
- the Manager's recommendation, if any;
- the size, number, nature and complexity of the investment funds;
- the mandate of the IRC and the nature and extent of the workload of each member of the IRC, including the commitment of time and energy that is expected from each member;
- industry best practices, including industry averages and surveys on independent review committee compensation;
- the best interests of the Funds; and
- such other factors deemed necessary or appropriate.
During the year ended December 31, 2022, the IRC followed the Manager's recommendation with respect to the compensation of the IRC members.
4. CONFLICT OF INTEREST MATTERS
- Manager Acting without Positive Recommendation or Approval
The IRC is not aware of any instance where the Manager acted in a conflict of interest matter referred to the IRC for which the IRC did not provide a positive recommendation or where the Manager acted in a conflict of interest matter but did not meet a condition imposed by the IRC in its recommendation or approval. The Manager has an obligation to notify the IRC of any such instance.
- Standing Instructions for Matters Requiring IRC Recommendation or Approval
During the year ended December 31, 2022, Life & Banc Split Corp., Dividend Growth Split Corp., Global Dividend Growth Split Corp., Brompton Split Banc Corp., Brompton Lifeco Split Corp., Sustainable Power & Infrastructure Split Corp., and Symphony Floating Rate Senior Loan Fund completed follow-on offerings and Brompton Split Banc Corp. and Life & Banc Split Corp. each commenced at-the-money offerings in reliance on standing instructions which permit the funds
INDEPENDENT REVIEW COMMITTEE-
REPORT TO SECURITYHOLDERS
YEAR ENDED DECEMBER 31, 2022
to file supplements to its base shelf prospectus for an offering of units without first requiring a recommendation from the IRC provided that conditions set out in the standing instruction were met.
During the year ended December 31, 2022, the following funds relied on a standing instruction that permitted the funds to invest in other funds managed by the Manager without first requiring a recommendation from the IRC provided that conditions set out in the standing instructions were met: Dividend Growth Split Corp., Brompton Split Banc Corp., Brompton Flaherty & Crumrine Enhanced Investment Grade Preferred ETF, Sustainable Power & Infrastructure Split Corp. and Brompton Enhanced Multi-Asset Income ETF.
- Recommendations and Approvals Relied Upon by the Manager
During the year, conflict of interest matters were presented to the IRC relating to the following:
- The extension of Brompton Split Banc Corp.;
- The extension of Brompton Oil Split Corp.; and
- The offering of additional preferred shares of Brompton Split Banc Corp.
In each case, the IRC determined that the proposal achieved a fair and reasonable result for the applicable fund and the Manager relied on the IRC's recommendation.
Dated as of this 8th day of March, 2023.
INDEPENDENT REVIEW COMMITTEE-
REPORT TO SECURITYHOLDERS
YEAR ENDED DECEMBER 31, 2022
Appendix A
Brompton Flaherty & Crumrine Investment Grade Preferred ETF Brompton Global Dividend Growth ETF
Brompton Sustainable Real Assets Dividend ETF Brompton Lifeco Split Corp.
Brompton North American Financials Dividend ETF Brompton North American Low Volatility Dividend ETF Brompton Oil Split Corp.
Brompton Split Banc Corp. Canadian High Income Equity Fund Dividend Growth Split Corp.
Brompton European Dividend Growth ETF
Brompton Flaherty & Crumrine Enhanced Investment Grade Preferred ETF Global Dividend Growth Split Corp.
Brompton Global Healthcare Income & Growth ETF Life & Banc Split Corp.
Symphony Floating Rate Senior Loan Fund Brompton Tech Leaders Income ETF Sustainable Power & Infrastructure Split Corp. Brompton Enhanced Multi-Asset Income ETF
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Canadian High Income Equity Fund published this content on 23 March 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 23 March 2023 20:52:44 UTC.