Manitoba Regulation 14/2026 amends the Securities Regulation, Manitoba Regulation 491/88 R, under The Securities Act, C.C.S.M. c. S50. The amendment refines fee provisions and changes terminology in Schedule A to better align Manitoba’s securities regulatory framework with current national disclosure instruments governing investment funds and exchange-traded funds. The changes focus primarily on updating definitions and clarifying the fee structure applicable when certain disclosure documents are filed, particularly in relation to mutual funds and exchange-traded funds.

A key modification is the replacement of subsection 1(1) with updated definitions that apply to subsection (2). Three defined terms are introduced or clarified: “ETF Facts,” “Fund Facts,” and “unit offering.” “ETF Facts” is defined as a document prepared in accordance with Form 41-101F4 Information Required in an ETF Facts Document. “Fund Facts” is defined as a document prepared in accordance with Form 81-101F3 Contents of Fund Facts Document. These forms are nationally harmonized disclosure documents mandated under Canadian securities law to provide investors with concise, plain-language summaries of key information about exchange-traded funds and mutual funds, respectively.

The term “unit offering” is defined as two or more classes of securities offered for sale as a unit. This clarification is relevant to the calculation of regulatory fees where multiple classes of securities are distributed together. Providing a precise definition supports consistent interpretation and application by issuers, legal counsel, and regulators.

The amendment also revises subsection 1(2) of Schedule A, which addresses the fees payable upon the filing of certain documents. In the introductory wording before subclause (g)(i), language is added to distinguish between issuers generally and mutual funds captured under a new clause (g.1). Specifically, the provision now refers to filings “by an issuer other than a mutual fund referred to in clause (g.1),” thereby carving out mutual funds that are subject to a distinct fee schedule when filing a Fund Facts or ETF Facts document.

A new clause (g.1) is introduced to establish a tailored fee structure for mutual funds that are required to file a Fund Facts or ETF Facts. Under this clause, the filing fee is triggered upon the filing of the Fund Facts or ETF Facts rather than solely upon the filing of a prospectus. Where the filing involves the issuance of one class of securities, the prescribed fee is $1,000. For each additional class of securities that may be issued under the same Fund Facts or ETF Facts document, an additional fee of $325 applies.

This tiered fee model reflects the regulatory reality that modern mutual fund and ETF distributions frequently involve multiple classes or series of securities, each potentially bearing different fee structures or features. By specifying a base fee for a single class and incremental fees for additional classes, the amendment promotes proportional cost recovery while maintaining administrative clarity.

Manitoba (14/2026) February 25, 2026
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