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2011 Simplified Prospectus dated July 27, 2011

CASTLEROCK PORTFOLIOS Castlerock Growth Portfolio (Series A, B, F, T(A) and T(B) units) Castlerock Balanced Growth Portfolio (Series A, B, F, T(A) and T(B) units) Castlerock Balanced Portfolio (Series A, B, F, T(A) and T(B) units) Castlerock Conservative Portfolio (Series A, B, F, T(A) and T(B) units) FOREIGN EQUITY Castlerock Capital Appreciation Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock Global Leaders Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock International Equity Fund (Series A, B, F, I, T(A) and T(B) units) Castlerock U.S. Dividend Growth Fund (Series A, B, D, F, I, T(A) and T(B) units)2 DOMESTIC EQUITY Castlerock Canadian Dividend Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock Canadian Dividend Growth Fund (Series A, B, D, F and I units)2 Castlerock Canadian Growth Companies Fund (Series A, B, F, T(A) and T(B) units) Castlerock Canadian Stock Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock Canadian Value Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock Pure Canadian Equity Fund (Series A, B, F, I, T(A) and T(B) units)

CANADIAN AND GLOBAL BALANCED Castlerock Canadian Balanced Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock Global Balanced Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock Total Return Fund (Series A, B, F, T(A) and T(B) units) INCOME Castlerock Canadian Bond Fund (Series A, B, D, F and I units)2 Castlerock Enhanced Yield Fund (Series A, B, F and I units) Castlerock Global High Income Fund (Series A, B, F and I) MONEY MARKET Castlerock Canadian Money Market Fund (Series A and B units)3

No securities regulatory authority has expressed an opinion about these units. It is an offence to claim otherwise. The Funds and the securities offered under this Simplified Prospectus are not registered with the United States Securities and Exchange Commission and can only be sold in the United States in reliance on exemptions from registration.
1 Effective February 14, 2011 the Hartford Mutual Funds changed their name to Castlerock Mutual Funds. 2 3

Series D units closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008, and through automatically reinvested distributions. Series D also available.

Castlerock Mutual Funds1


Simplified Prospectus |
dated July 27, 2011

| Part A and Part B

CASTLEROCK PORTFOLIOS
Castlerock Growth Portfolio (Series A, B, F, T(A) and T(B) units) Castlerock Balanced Growth Portfolio (Series A, B, F, T(A) and T(B) units) Castlerock Balanced Portfolio (Series A, B, F, T(A) and T(B) units) Castlerock Conservative Portfolio (Series A, B, F, T(A) and T(B) units)

FOREIGN EQUITY
Castlerock Capital Appreciation Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock Global Leaders Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock International Equity Fund (Series A, B, F, I, T(A) and T(B) units) Castlerock U.S. Dividend Growth Fund (Series A, B, D, F, I, T(A) and T(B) units)2

DOMESTIC EQUITY
Castlerock Canadian Dividend Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock Canadian Dividend Growth Fund (Series A, B, D, F and I units)2 Castlerock Canadian Growth Companies Fund (Series A, B, F, T(A) and T(B) units) Castlerock Canadian Stock Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock Canadian Value Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock Pure Canadian Equity Fund (Series A, B, F, I, T(A) and T(B) units)

CANADIAN AND GLOBAL BALANCED


Castlerock Canadian Balanced Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock Global Balanced Fund (Series A, B, D, F, I, T(A) and T(B) units)2 Castlerock Total Return Fund (Series A, B, F, T(A) and T(B) units)

INCOME
Castlerock Canadian Bond Fund (Series A, B, D, F and I units)2 Castlerock Enhanced Yield Fund (Series A, B, F and I units) Castlerock Global High Income Fund (Series A, B, F and I)

MONEY MARKET
Castlerock Canadian Money Market Fund (Series A and B units)3

No securities regulatory authority has expressed an opinion about these units. It is an offence to claim otherwise. The Funds and the securities offered under this Simplified Prospectus are not registered with the United States Securities and Exchange Commission and can only be sold in the United States in reliance on exemptions from registration.
1 Effective February 14, 2011 the Hartford Mutual Funds changed their name to Castlerock Mutual Funds. 2

Series D units closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008, and through automatically reinvested distributions. 3 Series D also available.

Table of contents
Page PART A: General information about Castlerock Mutual Funds Introduction What is a mutual fund and what are the risks of investing in a mutual fund? Organization and management of castlerock mutual funds Purchases, switches and redemptions 2 6 9 1 1 PART B: Specific information about each of the mutual funds described in this document 26 Castlerock Growth Portfolio 27 Castlerock Balanced Growth Portfolio 29 Castlerock Balanced Portfolio 31 Castlerock Conservative Portfolio 33 Castlerock Capital Appreciation Fund 35 Castlerock Global Leaders Fund 37 Castlerock International Equity Fund 39 Castlerock U.S. Dividend Growth Fund 41 Castlerock Canadian Dividend Fund 43 Castlerock Canadian Dividend Growth Fund 45 Castlerock Canadian Growth Companies Fund 47 Castlerock Canadian Stock Fund 49 Castlerock Canadian Value Fund 51 Castlerock Pure Canadian Equity Fund 53 Castlerock Canadian Balanced Fund 55 Castlerock Global Balanced Fund 57 Castlerock Total Return Fund 59 Castlerock Canadian Bond Fund 61 Castlerock Enhanced Yield Fund 63 Castlerock Global High Income Fund 65 Castlerock Canadian Money Market Fund 67 Page

Optional services 14 Fees and expenses 15 Dealer compensation 21 Dealer compensation from management fees 22 Income tax considerations for investors 23 What are your legal rights? 25

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PART A: General Information about Castlerock Mutual Funds

Introduction
In this document, we, us, our, the Manager, the Trustee, the Principal Portfolio Advisor, the Registrar and Castlerock Investments (formerly Hartford Investments) refer to CI Investments Inc. In this document, Castlerock Mutual Funds or the Funds refer to all of the mutual funds managed by Castlerock Investments listed on the cover page and Castlerock Mutual Fund, the Fund or a Fund refer to any one of these mutual funds. Castlerock Funds refers to all of the Funds other than Castlerock Portfolios, and Castlerock Fund, refers to any one of such mutual funds. Castlerock Portfolios refers collectively to Castlerock Growth Portfolio, Castlerock Balanced Growth Portfolio, Castlerock Balanced Portfolio and Castlerock Conservative Portfolio and Castlerock Portfolio refers to any one of Castlerock Portfolios. Castlerock Portfolios may invest in Castlerock Funds. Collectively, Castlerock Mutual Funds in which Castlerock Portfolios invest are called the Underlying Funds. The Funds are open-ended mutual fund trusts established by declarations of trust under the laws of the Province of Ontario dated July 3, 2008 for Castlerock Global High Income Fund, dated January 25, 2007 for Castlerock Global Balanced Fund, dated June 9, 2006 for Castlerock U.S. Dividend Growth Fund, dated August 25, 2004 for Castlerock Canadian Value Fund, Castlerock Canadian Dividend Growth Fund and Castlerock Canadian Dividend Fund, dated April 18, 2000 for Castlerock Capital Appreciation Fund, Castlerock Global Leaders Fund, Castlerock Canadian Stock Fund, Castlerock Canadian Balanced Fund, Castlerock Canadian Bond Fund and Castlerock Canadian Money Market Fund, dated September 22, 2008 for Castlerock International Equity Fund, dated January 8, 2009 for Castlerock Portfolios and dated February 9, 2011 for Castlerock Canadian Growth Companies Fund, Castlerock Pure Canadian Equity Fund, Castlerock Total Return Fund and Castlerock Enhanced Yield Fund as (where applicable) amended and restated or as amended, consolidated and restated (collectively the Declarations of Trust and individually a Declaration of Trust). This document contains selected important information to help you make an informed decision about investing in the Funds and to help you understand your rights as an investor. This document is divided into two parts. The first part, from pages 1 through 25 contains general information applicable to all of the Funds. The second part, from pages 26 through 68, contains specific information about each of the Funds. Additional information about each of the Funds is available in the Funds Annual Information Form, the most recently filed fund facts, the most recently filed annual financial statements and any interim financial statements of the Fund filed after the annual financial statements, the Funds most recently f iled annual management report of fund performance and any interim management report of fund performance for the Fund filed after that annual management report of fund performance. These documents are incorporated by reference into this document, which means that they legally form part of this document just as if they were printed as part of this document. You can get a copy of these documents, at your request, and at no cost, by calling us toll-free at 1-800-268-9374 or from your dealer. These documents are also available at www.castlerockinvestments.ca or by writing to Castlerock Investments, 2 Queen Street East, Twentieth Floor, Toronto, Ontario M5C 3G7. These documents and other information are also available on the Internet site of SEDAR at www.sedar.com.

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What is a mutual fund and what are the risks of investing in a mutual fund?
What is a Mutual Fund?
A mutual fund is a pool of money contributed by people with similar investment objectives. People who contribute money become unitholders of the mutual fund. A mutual fund is managed by investment professionals who select the securities which are held by the fund. Mutual fund security holders share the funds income, expenses, and any gains and losses the fund makes on its investments in proportion to the units they own. The value of an investment in a mutual fund is realized by redeeming the units held. Each Fund offers an unlimited number of Series A units and an unlimited number of Series B units. Each Fund, other than Castlerock Portfolios, Castlerock International Equity Fund, Castlerock Global High Income Fund, Castlerock Canadian Growth Companies Fund, Castlerock Pure Canadian Equity Fund, Castlerock Total Return Fund and Castlerock Enhanced Yield Fund, offers an unlimited number of Series D units. Each Fund, other than Castlerock Canadian Money Market Fund, offers an unlimited number of Series F units. Each Fund, other than Castlerock Portfolios, Castlerock Canadian Money Market Fund and Castlerock Canadian Growth Companies Fund, offers an unlimited number of Series I units. Each Fund, other than Castlerock Canadian Dividend Growth Fund, Castlerock Global High Income Fund, Castlerock Canadian Bond Fund, Castlerock Canadian Money Market Fund, Castlerock Total Return Fund and Castlerock Enhanced Yield Fund, offers an additional two series of units, namely the Series T(A) units and Series T(B) units. Effective May 9, 2008, Series D units of all of the Funds were closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008 and through automatically reinvested distributions. The Manager may re-open these series of units to new subscriptions in the future. Each unit of any series or version of a series of a Fund is redeemable, entitles the holder of a whole unit of a series of the Fund to one vote per unit at any meeting of unitholders of the Fund (other than meetings at which holders of a series are entitled to vote separately as a series) and represents an equal undivided beneficial interest in the Funds net assets attributable to that series. Units of the Funds are denominated in Canadian dollars. The assets of each Fund are managed as one pool of assets regardless of whether those assets arose from the sale of one series of units or another. Although we manage the Funds to earn as high a return as possible consistent with preservation of capital, we cannot guarantee that the full amount of your original investment will be returned. Unlike bank accounts or GICs, mutual fund units are not covered by the Canada Deposit Insurance Corporation or any other government deposit insurer. Under exceptional circumstances, a mutual fund may suspend redemptions. Please see Suspending your right to redeem units.

What are the Specific Risks of Investing in a Mutual Fund?


In addition to the general risks of mutual fund investing, each mutual fund carries specific risks depending on its particular investments and strategies described below. Each Castlerock Portfolio invests primarily in a mix of Underlying Funds rather than directly in securities. For this reason each Castlerock Portfolio is exposed to the risks associated with its Underlying Funds in proportion to the amount of its assets allocated to any one Underlying Fund.

Asset Backed and Mortgage Backed Securities Risk


Asset backed securities are debt obligations that are backed by pools of consumer or business loans. Mortgage backed securities are debt obligations backed by pools of mortgages on commercial or residential real estate. Exposure to these securities can result in prepayment or extension risk. Prepayment risk is the risk that falling interest rates could cause faster than expected prepayments of the mortgages and loans underlying mortgage and asset backed securities. Reinvesting these prepayments at a time when interest rates are falling could result in a reduction in income. Extension risk is the risk that rising interest rates could cause mortgage and loan prepayments to slow, which could increase the interest rate sensitivity of mortgage and asset backed securities. There is also a risk that a borrower or mortgagor may default on its obligations or there may be a drop in the value of a property secured by the loan or mortgage. Such defaults and/or changes in value of the underlying property may have an adverse impact on the value of any related mortgage backed or asset backed securities. For example, an unexpectedly high rate of defaults on the mortgages held by a mortgage pool may limit substantially the pools ability to make payments of principal or interest to the Fund as a holder of such subordinated securities, reducing the values of those securities or in some cases rendering them worthless. The risk of such defaults is generally higher in the case of mortgage pools that include so-called subprime mortgages or that include mortgages related to areas that have been subject to sharp declines in the value of the underlying property. Cash Deposit Risk To the extent that assets of the Funds are placed on deposit with a financial institution, the Funds are exposed to a risk that the financial institution may be unable to meet its obligations to the Funds. To reduce this risk, the Funds generally only place cash on deposit with the Funds Custodian or sub-custodians or with major financial institutions. Concentration Risk The Funds may invest a significant portion of their assets in a relatively small number of issuers. Such concentration will reduce the diversification of the Funds, which may have an impact on the Funds returns. It may also increase the volatility in the Funds unit prices and, if there is a shortage of buyers willing to purchase those securities, the illiquidity of the Funds portfolio.

What are the General Risks of Investing in a Mutual Fund?


Mutual funds are subject to the risk that your investment may not perform as hoped or expected over a certain period of time and that you may suffer monetary losses. There are various degrees and types of risks. Mutual funds own different kinds of investments stocks, bonds, cash, derivatives, income trusts depending on the funds investment objectives. The value of these investments will change from day to day, reflecting changes in interest rates, economic conditions, and market and company news. As a result, the value of a mutual funds units may go up and down, and the value of your investment in a mutual fund may be more or less when you redeem it than when you purchased it. For example, today you might pay $10 for a unit of a Fund, and tomorrow the price might be $10.05 or $9.95 for such unit, because the value of the Fund has changed. There will inevitably be periods where a Fund will experience a drop in the price of its units. If you sell your units in a Fund when the price is lower than you paid for them, you will lose money on your investment. Mutual funds are generally designed to be held as long-term investments.

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Credit Risk The issuer of a bond or other fixed income security may not be able to pay interest or repay principal when it is due. Many fixed income securities issued by companies and governments are rated by third party sources to help to describe the creditworthiness of an issuer. Credit risk is generally lowest among issuers that have a high credit rating from an independent agency. Securities with a low credit rating (high yield securities or junk bonds) have the potential to offer better returns and higher interest rates than securities with high ratings, but they also are more exposed to credit risk and have a greater potential for substantial loss. Exchange-Traded Fund Risk Most exchange-traded funds (ETFs) are mutual funds whose units are purchased and sold on a securities exchange. An ETF represents a portfolio of securities designed to track a particular market segment or index. To the extent that an ETF tracks a particular market segment, such as real estate, the value of the ETF will fluctuate as the value of the particular market segment it tracks fluctuates. An investment in an ETF generally presents the same primary risks as an investment in a conventional fund (i.e., one that is not exchange-traded) that has the same investment objectives, strategies and policies. In addition, an ETF may fail to accurately track the market segment or index that underlies its investment objective. ETFs in which a Fund invests may not be actively managed. Therefore, such ETFs would not necessarily sell a security because the securitys issuer was in financial trouble, unless the security is removed from the applicable index being replicated. As a result, the performance of an ETF may be lower than the performance of an actively managed fund. The price of an ETF can fluctuate and a Fund could lose money investing in an ETF. In addition, as with traditional mutual funds, ETFs charge asset-based fees. Any Fund that invests in ETFs will indirectly pay a proportional share of the asset-based fees of such ETFs. Moreover, ETFs are subject to the following risks that do not apply to conventional funds: (i) the market price of the ETFs units trade at a premium or a discount to their net asset value; (ii) an active trading market for an ETFs units may not develop or be maintained; and (iii) there is no assurance that the requirements of the exchange necessary to maintain the listing of an ETF will continue to be met or remain unchanged. Income Trust Risk Income trusts usually hold debt or equity securities in, or are entitled to receive royalties from, an underlying business. Generally, income trusts fall into one of four sectors: business trusts, utility trusts, resource trusts and real estate investment trusts. The risks associated with income trusts will vary depending on the sector and the underlying assets. Similar to other equity securities, income trusts are also subject to general risks associated with business cycles, commodity prices, interest rates and other economic factors. These securities face the same risks as set out in the Market Risk section below. Typically, income trusts are more volatile than fixed-income securities and preferred shares. In situations where an income trust is unable to meet distribution targets, its value may decline significantly. Returns on income trusts are neither fixed nor guaranteed. In addition, where an income trust is not able to satisfy claims against the trust, investors in the income trust (which include a fund that invests in the income trust), could be held responsible for such obligations. Accordingly, certain jurisdictions have enacted legislation to protect investors from some of this liability. To the extent that any of the Funds use income trusts, such use will be limited to those jurisdictions which have enacted such legislation. Changes relating to the taxation of income of, and distributions by, certain publicly traded trusts (including income trusts) and partnerships (other than certain real estate investment trusts) have been enacted. Generally, the changes tax such trusts and partnerships on the amount of certain distributions or income allocations made by them. These distributions or allocations are treated as eligible dividends in the hands of investors. This new tax could affect the return on investment in respect of publicly traded income trusts or limited partnerships that may be held by a Fund.

Interest Rate Sensitive Securities In the case of interest rate sensitive securities, including, but not limited to, all bonds and other fixed income instruments, the value of a security may change as the general level of interest rates fluctuates. When interest rates decline, the value of a portfolio of such securities can be expected to rise. Conversely, when interest rates rise, the value of a portfolio of such securities can be expected to decline. In addition, a Fund may be subject to income risk, which is the potential for a decline in a Funds income due to falling interest rates. There is the potential risk that falling interest rates could cause a bond issuer to call or repay bonds held by the Fund before their maturity date. Reinvesting these repayments at a time when interest rates are falling could result in a reduction in income. The Funds may invest in interest rate sensitive securities. In addition, a Fund can lose money if any interest rate sensitive securities it owns are downgraded in credit rating or go into default. In general, lowerrated bonds have higher credit risks.

International Investment Exposure Certain of the Funds, the performance of which is linked principally to foreign markets and those with more modest exposure to foreign markets, may involve certain considerations not typically associated with investing in securities issued by Canadian issuers or traded in Canadian dollars, including:

Currency Risk the potential effect of changes in the rate of exchange between the Canadian dollar, the U.S. dollar and other currencies in which such investments are denominated. The Funds may invest in securities denominated or traded in currencies other than the Canadian dollar. Consequently, the Canadian dollar equivalent of a Funds investment may be adversely affected by reductions in the value of the applicable foreign currencies relative to the Canadian dollar and may be positively affected by increases in the value of the applicable foreign currencies relative to the Canadian dollar. Foreign Security Risk the effect of local market conditions on the availability of public information, accounting and financial reporting standards, the volume of trading and the liquidity of securities, and transaction costs and administrative practices; securities of some companies in certain countries may be less liquid and more volatile than securities of comparable Canadian companies; in some countries, the possibility of expropriation, confiscatory taxation or nationalization of assets, and the establishment of foreign exchange controls exists; and the Funds might have greater difficulty taking appropriate legal action with respect to foreign investments in non-Canadian courts than with respect to domestic issuers in non-Canadian courts.
Pursuant to the Foreign Account Tax Compliance Act of 2009 (FATCA), starting in 2014, unitholders of the Funds may be required to provide identity and residency information to the Funds, which may be provided by the Funds to U.S. tax authorities in order to avoid a U.S. withholding tax being imposed on U.S. and certain non-U.S. source income and proceeds of disposition received by the Funds or on certain amounts (including distributions) paid by the Funds to certain unitholders. Investments in Emerging Countries Investments in companies of emerging countries may involve greater risks than investments in more established companies listed on stock exchanges in North America. Such investments may be considered speculative. For example, companies in emerging countries may have limited product lines, markets or financial and management resources and the securities of such companies may be less liquid and more

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volatile. In many emerging countries, there is less governmental supervision and regulation of business and industry practices, stock exchanges, brokers, custodians and listed companies than in Canada. There is an increased risk, therefore, of uninsured loss due to lost, stolen or counterfeit share certificates, share registration problems and fraud. In some countries, there is also a greater risk of political and social instability and corruption. Investments in Small and Mid-Sized Companies Investments in small and midsized companies on a global basis may involve greater risks than investments in larger, more established companies, and thus may be considered speculative. For example, some companies may have limited product lines, markets or financial and management resources. In addition, shares of many smaller companies trade less frequently and in smaller volume, and may be subject to more abrupt or erratic price movements than shares of large companies. The securities of small and mid-sized companies may also be more sensitive to market changes than the securities of large companies. Market Risk Companies issue equities, or stocks, to help finance their operations and future growth. Mutual funds that purchase equities, like other investors, acquire ownership in these companies. The value of these equities varies according to how the market reacts to specific company developments, market activity or the economy in general.

Risks of Investments in Other Mutual Funds A mutual fund may pursue its investment objectives indirectly by investing in securities of other mutual funds, including index participation units (i.e., exchange-traded funds), in order to gain access to the strategies pursued by those Underlying Funds. There can be no assurance that any use of such multi-layered fund of fund structures will result in any gains for a Fund. If an Underlying Fund that is not traded on an exchange suspends redemptions, a Fund will be unable to value part of its portfolio and may be unable to redeem units. In addition, the portfolio manager could allocate a Funds assets in a manner that results in that Fund underperforming its peers. Risks of Large Unitholders and of Unit Transactions Funds having unitholders that individually have significant holdings in the Fund are subject to the risk that if such large unitholder makes a request for a significant purchase or redemption of units of a Fund, the Fund may have to purchase or sell a large portion of its portfolio to accommodate such request. These circumstances may affect the Funds net asset value because the Fund may have to sell some of its portfolio at an unfavourable time. Similarly, ongoing fluctuations in the relative levels of purchases and redemptions of units in a Fund over time can affect the portfolio investment management of the Fund which can impact the Funds net asset value and/or its investment performance. Risks of Using Derivatives A derivative is a contract between two parties the value of which is based on, or derived from, an underlying asset, such as a stock, bond or currency, or a market index such as The Standard & Poors/Toronto Stock Exchange Composite Index. It is not a direct investment in the underlying asset. Derivatives may be used both for hedging purposes (i.e., to offset or reduce a risk associated with an investment or group of investments) and for the purpose of making a profit. Hedging strategies may be implemented through the purchase and sale of listed and over the counter forwards, futures, swaps, options and options on futures to hedge against changes in interest rates, currency exchange rates and security prices for positions held or intended to be held. In respect of implementing non-hedging strategies, derivatives may be used to adjust market and currency exposure and to equitize cash through the purchase and sale of listed and over the counter forwards, futures, swaps, options on futures and options on securities, indexes, interest rates and currencies. Similar instruments may be used to enhance returns. Derivatives are generally useful in: reducing transaction costs; providing a more effective exposure to foreign markets than direct investments; providing greater liquidity; achieving exposure to a security without directly investing in it; hedging against changes in currency exchange rates, fluctuations and interest rates and dropping prices on stock markets; and increasing flexibility and speed in making portfolio changes. There can be no assurance that any use of derivatives by the Funds will result in any gains for the Funds and there is no guarantee that hedging will be effective. Additional risks include the fact that: in the case of over-the-counter options and forward contracts, there is no guarantee that a market will exist for these investments when the Fund wishes to close out its position; in the case of exchange-traded options and futures contracts, there may be a lack of liquidity when the Fund wishes to close out its position; futures exchanges may impose daily trading limits on certain derivatives, which could prevent the Fund from closing out positions;

Risks of Investing in Bank Loans and Loan Participations Bank loans are subject to the credit risk of non-payment of principal or interest. Substantial increases in interest rates may cause an increase in loan defaults. Although the loans may be fully collateralized at the time of acquisition, the collateral may decline in value, be relatively illiquid, or lose all or substantially all of its value subsequent to investment. Investments may be in second lien loans (secured loans with a claim on collateral subordinate to a senior lenders claim on such collateral) and unsecured loans. Holders claims under unsecured loans are subordinated to claims of creditors holding secured indebtedness and possibly other series of creditors holding unsecured debt. Unsecured loans have a greater risk of default than secured loans, particularly during periods of deteriorating economic conditions. Since they do not afford the lender recourse to collateral, unsecured loans are subject to greater risk of non-payment in the event of default than secured loans. Many loans are relatively illiquid and may be difficult to value. In connection with purchasing loan participations, a Fund generally will have no right to enforce compliance by the borrower with the terms of the loan agreement relating to the loan, nor any rights of set-off against the borrower, and the Fund may not benefit directly from any collateral supporting the loan in which they have purchased the participation. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that is selling the participation. In the event of the insolvency of the lender selling a participation, the Fund may be treated as a general creditor of the lender and may not benefit from any set-off between the lender and the borrower. In certain cases, the market for bank loans and loan participations is not highly liquid, and that in such cases, the lack of a highly liquid secondary market may have an adverse impact on the value of such securities. This will also have an adverse impact on the Funds ability to dispose of particular bank loans or loan participations when necessary to meet the Funds liquidity needs or when necessary in response to a specific economic event, such as deterioration in the creditworthiness of the borrower. The lack of a highly liquid secondary market for bank loans and loan participations also may make it more difficult for a Fund to value these securities for purposes of calculating its net asset value.

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if the other party to the derivative in the case of over-the-counter transactions is unable to fulfil its obligations, the Fund could experience a loss; derivative investments in some foreign markets are less secure; and if a derivative is based on a stock market index and trading is halted on a substantial number of stocks in the index or there is a change in the composition of the index, it could have an adverse effect on the derivative. Furthermore, there can be no assurance that a particular derivatives strategy, including hedging strategies, will be available to a Fund due to registration limitations, the cost of implementing such a strategy or otherwise. Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements One or more of the Funds may enter into repurchase agreements, reverse repurchase agreements and securities lending agreements to the extent permitted by the Canadian securities regulators. A repurchase agreement is an agreement whereby the Fund agrees to sell portfolio securities to a counterparty for cash and simultaneously commits to buy back the same securities from the counterparty on a pre-determined date at a pre-negotiated price using the cash received by the Fund from the counterparty. While the Fund retains its exposure to changes in the value of portfolio securities, it also earns fees for participating in the repurchase transaction. A reverse repurchase agreement is an agreement whereby the Fund agrees to buy portfolio securities from a counterparty and simultaneously commits to sell the same securities back to the counterparty on a pre-determined date at a pre-negotiated price. The difference between the Funds purchase price for the securities and the resale price provides the Fund with additional income. A securities lending agreement is an agreement whereby the Fund loans portfolio securities to a counterparty for a fee and the counterparty simultaneously commits to return the securities on demand. While the securities are on loan, the counterparty provides the Fund with collateral consisting of a combination of cash and/or securities. The use of these types of agreements may be subject to certain risks, including the fact that the other party may default under the agreement or go bankrupt. In a reverse repurchase agreement, the Fund may not be able to sell the security in the market at the same price it paid to the counterparty for the security if the market value of the security purchased by the Fund decreases relative to the value of the collateral held by the Fund. In a repurchase or securities lending agreement, the Fund could incur a loss if the value of the security sold or loaned increased such that it is more than the original amount of cash paid or the collateral held by the Fund. To minimize these risks: The Funds require that the other party to the transaction establish collateral, valued as at least 102% of the market value of the securities sold or loaned, or 102% of the cash paid for the securities, as applicable; The collateral held by the Fund may consist only of cash, qualified securities or securities that can be immediately converted into identical securities to those that are on loan. The collateral is marked to market daily; A Fund cannot enter into a repurchase or securities lending agreement if the market value of the securities loaned by the Fund and not yet returned, or sold by the Fund and not yet repurchased would exceed 50% of the total value of its assets; and The Funds total exposure to any one counterparty is limited to 10% of the total value of the Funds assets.

Risks of Yield Fluctuations One or more Funds may be subject to the risk that the yield on a Funds units will fluctuate. The yields of certain Funds will fluctuate on a daily basis. Therefore, yields for past periods of these Funds are not an indication or representation of future yields. A Funds yield is affected by changes in interest rates, average portfolio maturity, the types and quality of portfolio securities held and operating expenses. Under certain market conditions and depending on the Funds investments, a Funds yield may be less than the management expense ratio for one or more series of units of the Fund. In such circumstances, the Manager may voluntarily choose to absorb some or all of the expenses of the Fund or may choose to waive its right to receive all or a portion of its management fee charged to the Fund. Series Risk All of the Funds offer more than one series of units. Each series of units of the Funds has its own fees and expenses allocated to it and paid out of the investments and other assets attributable to that series. Each Fund as a whole is responsible for the financial obligations of all of its series and if there are not enough assets attributable to a series of units of a Fund to pay its expenses, the other series of the Fund are responsible for making up the shortfall. In such a case, the value of the units of the other series will decline by the proportionate amount of any shortfall paid.

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Organization and management of Castlerock mutual funds


The table below provides you with information about Castlerock Investments and Castlerock Mutual Funds.

Manager CI Investments Inc. 2 Queen Street East Twentieth Floor Toronto, Ontario M5C 3G7 1-800-268-9374 (416) 364-1145 Trustee CI Investments Inc. Toronto, Ontario Principal Portfolio Advisor CI Investments Inc. Toronto, Ontario

As Manager, we are responsible for managing the overall business and day-to-day operations of the Funds and we provide or arrange for the provision of all general management and administrative services. We may and do engage third parties to perform certain services on our behalf.

As Trustee, we hold title to each Funds investments in trust for unitholders under the terms described in a declaration of trust.

As Principal Portfolio Advisor we are responsible for the management of the investment portfolio of the Funds and we provide or arrange for the provision of all investment advice and portfolio management services. We may and do engage third party portfolio sub-advisors to perform certain services on our behalf. We are responsible for the investment advice and portfolio management services provided by our portfolio sub-advisors. The portfolio sub-advisors are third party companies retained by us to help manage the investment portfolio of the Funds. The portfolio sub-advisors provide day-to-day analysis, investment advice and portfolio management relating to the investment of the Funds assets. It may be difficult to enforce any legal rights against CI Global Holdings Inc. because it is a foreign company and their assets are located outside Canada.

Portfolio Sub-Advisors The portfolio sub-advisors vary between Funds. CI Investments Inc., based in Toronto, Ontario, is the portfolio sub advisor of the Castlerock Portfolios, Castlerock Global High Income Fund, Castlerock Canadian Bond Fund, Castlerock Canadian Money Market Fund, Castlerock Enhanced Yield Fund, Castlerock Total Return Fund, Castlerock Canadian Growth Companies Fund, Castlerock Pure Canadian Equity Fund, and the fixed income component of Castlerock Global Balanced Fund. CI Global Holdings Inc., based in Boston, Massachusetts, an affiliate of the Manager, is the portfolio sub-advisor of Castlerock Canadian Growth Companies Fund and Castlerock Pure Canadian Equity Fund. Tetrem Capital Management Ltd., based in Winnipeg, Manitoba, is the portfolio sub-advisor of Castlerock Canadian Value Fund, Castlerock Canadian Dividend Fund and Castlerock Capital Appreciation Fund. Black Creek Investment Management Inc., based in Toronto, Ontario is the portfolio sub-advisor of Castlerock Global Leaders Fund, Castlerock International Equity Fund and the equity component of Castlerock Global Balanced Fund. Black Creek Investment Management Inc. is not an affiliate of the Manager. Greystone Managed Investments Inc., based in Regina, Saskatchewan is the portfolio sub-advisor of Castlerock U.S. Dividend Growth Fund, Castlerock Canadian Stock Fund, Castlerock Canadian Dividend Growth Fund and Castlerock Canadian Balanced Fund. Greystone Managed Investments Inc. is not an affiliate of the Manager.

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Custodian RBC Dexia Investor Services Trust Toronto, Ontario Registrar CI Investments Inc. Toronto, Ontario Auditor PricewaterhouseCoopers LLP Toronto, Ontario

The custodian (or its sub-custodians) holds the investments of the Funds and keeps them safe to ensure that they are used only for the benefit of investors. The custodian is independent of the Manager. As Registrar, we are responsible for maintaining or arranging for the maintenance of a record of the names of all unitholders of the Funds and a record of the number of units held. We may and do engage third parties to assist us in providing these services. The auditor is an independent chartered accounting firm. The firm examines the Funds financial statements and provides an opinion as to whether they fairly present the Funds financial position and results of operations in accordance with Canadian generally accepted accounting principles. In accordance with National Instrument 81-107 Independent Review Committee for Investment Funds (NI 81-107), we have established an independent review committee (IRC) for the Funds. The IRC provides independent oversight and impartial judgment on conflicts of interest involving the Funds. It carries out the mandate prescribed in NI 81-107 or otherwise required under applicable securities legislation. The IRC considers conflict of interest matters referred to it by the Manager and makes recommendations to the Manager on whether or not the proposed action achieves a fair and reasonable result for the Funds. The IRC is composed of four members, each of whom is independent within the meaning of NI 81-107. The IRC prepares, at least annually, a report of its activities for unitholders of the Funds which will be available to any unitholders, at no cost, through SEDAR at www.sedar.com or by writing to us at CI Investments Inc., 2 Queen Street East, Twentieth Floor, Toronto, Ontario M5C 3G7 or by visiting our website at www.castlerockinvestments.ca. Additional information about the IRC, including the names of the members, is available in the Funds Annual Information Form. In certain circumstances, your approval may not be required under securities legislation to effect a merger of Funds or a change in the auditor of a Fund. Where the IRC is permitted under securities legislation to approve a merger of Funds in place of unitholders, you will receive at least 60 days written notice before the date of the merger. For a change in the auditor of a Fund, your approval will not be obtained, but you will receive at least 60 days written notice before the change takes effect.

Independent Review Committee

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The Manager
The Manager is a wholly-owned subsidiary of CI Financial Corp. (CI). CI and its subsidiaries, headquartered in Toronto, Ontario, is a diversified wealth management firm and one of Canadas largest independent investment fund companies. The principal business of CI is the management, marketing, distribution and administration of mutual funds, segregated funds, structured products and other fee-earning investment products for Canadian investors. They are distributed primarily through brokers, independent financial planners and insurance advisors. There was a change of control of the manager on December 15, 2010 as CI Investments Inc. purchased all of the outstanding shares of Hartford Investments Canada Corp. Effective January 12, 2011 Hartford Investments Canada Corp. changed its name to Castlerock Investments Inc. and effective June 30, 2011 the Manager became the manager of the Castlerock Mutual Funds when it amalgamated with its affiliate, Castlerock Investments Inc., then the manager of the Castlerock Mutual Funds.

Investments in Other Mutual Funds Managed by the Manager


The Funds are permitted to invest in securities of other mutual funds, including those that may be managed by the Manager or an affiliate or associate of the Manager. If a Fund invests in securities of a mutual fund managed by the Manager or an affiliate or associate of the Manager, it will not vote those securities. Instead, the Manager may arrange for such securities to be voted by the beneficial unitholders of the applicable Fund.

Portfolio Sub-Advisors
Tetrem Capital Management Ltd. (Tetrem) is an independent investment management firm based in Winnipeg, Manitoba. Tetrem follows a valuebased, contrarian investment approach and manages assets of over $8 billion. Signature Global Advisors (Signature) of Toronto, Ontario is a division of CI Investments Inc., a wholly-owned subsidiary of CI, one of the largest independent investment firms in Canada. Signature is the largest in-house portfolio management group at CI Investments Inc. and manages approximately $26.3 billion. CI Investments Inc. is an affiliate of and connected with the Manager. Cambridge Advisors (Cambridge) of Boston, Massachusetts is a division of CI Global Holdings Inc., a wholly-owned subsidiary of CI Investments Inc., a wholly-owned subsidiary of CI. CI is one of the largest independent investment firms in Canada and Cambridge benefits from CIs financial strength, its administrative support and investments in technology that support Cambridges research, portfolio management and trading operations. Greystone Managed Investments Inc. (Greystone) is an investment management firm based in Regina, Saskatchewan, that provides services to corporate and public pension funds, investment funds, educational institutions, foundations, trusts and charities, religious orders, trade unions, hospitals and cultural organizations. As of December 31, 2010, Greystone had investment management authority with respect to approximately $35.4 billion of assets under management for various clients. Black Creek Investment Management Inc. (Black Creek) is an investment management firm based in Toronto, Ontario that manages international equity portfolios for its clients. As of December 31, 2010, Black Creek had investment management authority with respect to approximately $613 million in assets under management for various clients. The Manager has agreed to be responsible to the Funds for all advice and services provided to the Manager and each of the Funds by the respective portfolio sub advisors. This responsibility cannot be waived. It may be difficult to enforce legal rights against CI Global Holdings Inc. because it is resident outside Canada and all or substantially all of its assets are located outside Canada. The Manager is responsible for the fees of the sub advisors.

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Purchases, switches and redemptions


The following pages tell you how to invest in the Funds, how much it will cost and other important details. We calculate a separate NAV for each series of units of a Fund. Generally speaking, the NAV per unit of each series is calculated by: taking the proportionate share of the assets of the Fund allocated to that series; subtracting the expenses of that series and the proportionate share of the common expenses of the Fund allocated to that series; and dividing the resulting number by the total number of units in that series held by investors.

Series of Units
All of the Funds are organized as mutual fund trusts. Each of the Funds currently offers at least two series of units, namely Series A and Series B units, which are available to all investors. In addition, each Fund other than Castlerock Canadian Money Market Fund offers an unlimited number of Series F units, which are typically only available to investors who participate in dealer fee-based programs. Each Fund, other than Castlerock Portfolios, Castlerock Canadian Money Market Fund, Castlerock Canadian Growth Companies Fund and Castlerock Total Return Fund, offers an unlimited number of Series I units, which are available to institutional investors and each Fund, other than Castlerock Portfolios, Castlerock Canadian Growth Companies Fund, Castlerock Pure Canadian Equity Fund, Castlerock Total Return Fund, Castlerock Enhanced Yield Fund and Castlerock Global High Income Fund, offers an unlimited number of Series D units, which are available to all investors. Each Fund, other than Castlerock Canadian Dividend Growth Fund, Castlerock Global High Income Fund, Castlerock Canadian Bond Fund, Castlerock Canadian Money Market Fund, Castlerock Total Return Fund and Castlerock Enhanced Yield Fund, offers an additional two series of units, namely the Series T(A) units and Series T(B) units. Series T(A) units and Series T(B) units are available to all investors, subject to certain minimum investment requirements and are designed for investors seeking regular monthly cash flows from a Fund.

Purchase of Units
Units of the Funds are offered for sale on a continuous basis in all of the provinces and territories of Canada through registered dealers at a price equal to their NAV in the manner and at the time described above (we are not licensed to sell units of the Funds directly to you). We reserve the right, from time to time, to close each Fund or series to new investors or new purchases. A Fund or series that has been closed may be reopened for investment at our discretion. Any closing of a Fund or series will not impact redemption rights of unitholders. The units of the Funds have not been qualified for sale in any jurisdiction outside Canada. Purchases of units outside Canada or by or on behalf of persons located outside Canada are not permitted where the purchase would violate the laws of the jurisdiction in which the registered or beneficial purchaser is located.

Series Closures
Effective May 9, 2008, Series D units of all of the Funds were closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008 and automatically reinvested distributions.

Minimum Investments
Except as described below, the minimum initial investment in units of a Fund is $500 and the minimum amount of each subsequent purchase of units of a Fund is $50. The minimum investment in units of a Fund under a systematic investment program is $50 per purchase. Under a systematic investment program, the minimum initial investment may be waived. The minimum initial investment in Series T(A) units and Series T(B) units of any applicable Fund is $5,000. For illustration purposes, the minimum initial investment and subsequent investment requirements are set forth in the following table: Minimum Initial Investment Series A, Series B, Series D and Series F units of the Funds Series T(A) and Series T(B) units of (excluding Castlerock Portfolios) Minimum Subsequent Investment

Purchase Price
Your choice of series of units will require you to pay different fees and expenses, will affect the amount of compensation paid to your Dealer (see Purchase Options, Fees and Expenses and Dealer Compensation below) and will affect the purchase price you pay for your units. When you buy units in a Fund, you buy them at the net asset value (NAV) of the unit, calculated as of the day of your purchase, as long as we receive your purchase request in good order prior to 4 p.m. (Toronto time) (or such other time the Toronto Stock Exchange closes) on a business day. If we receive your order after that time, we will process your order as of the next business day. The NAV per unit is the basis for all purchases, redemptions and transfers (also sometimes referred to as switches) of units and for the reinvestment of distributions. We calculate NAV at 4 p.m. (Toronto time) on each valuation day, which is any day that we are open for a full day of business.

$500

$50

$5,000

$50

We may waive these minimum investment thresholds at any time in our sole discretion.

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Purchase Options
The sales charges you pay depend on the series of units purchased and are described below: Series A - A commission negotiated between you and your dealer not exceeding 5% (2% for Series A units of Castlerock Canadian Money Market Fund) of the total amount (including commissions) paid by you. This is equivalent to a maximum of 5.26% of the net amount invested by you (2.04% for Series A units of Castlerock Canadian Money Market Fund). Series B - You have three different options when purchasing Series B units: DSC Option: A contingent deferred sales charge at the time of redemption if redeemed within six years from the date of investment (the DSC Option); or Low Load L3 Option: A contingent deferred sales charge at the time of redemption if redeemed within three years from the date of investment (the Low Load L3 Option); or Low Load L1 Option: A contingent deferred sales charge at the time of redemption if redeemed within two years from the date of investment (the Low Load L1 Option). Under these purchase options, the entire amount of your purchase order is invested in units at a price equal to their NAV. The sales commission is paid by us to the dealer without being deducted from your purchase order. However, units purchased on such a basis are subject to redemption charges paid to us, if redeemed within the applicable six, three or two years from the date of investment, in the amounts shown in the table under the heading Fees and Expenses Payable Directly by You - Redemption Fees below. The management fee charged in respect of Series B units is higher than that charged in respect of the Series A units to compensate the Manager for funding such up front sales commissions. Series F: This series of units is typically only available to investors who participate in fee based programs through their dealer. Participants in these programs are subject to periodic asset based fees by their dealer rather than commissions on each transaction. Castlerock Investments may also make these units available, generally through dealers, to any other investor for whom Castlerock Investments does not incur distribution costs. If an investor chooses to withdraw from a fee based program, the Series F units held by an investor may be either redeemed or switched to an equivalent value of Series A units or Series B units of a Fund subject to applicable sales or redemption fees or charges (see How to Transfer Units Between Funds and How to Transfer Units Between Series of the Same Fund) or minimum investment requirements (see Purchases, Switches and Redemptions - Minimum Investments). Series I: This series of units is a special purpose series not sold to the general public. Series I units are generally for institutional investors who meet a certain minimum investment threshold and who have entered into a Series I Subscription Agreement with Castlerock Investments. The minimum investment threshold could vary for institutional accounts that are expected to grow their investment significantly within a period of time acceptable to Castlerock Investments. No management fees are charged to the Funds with respect to Series I units and instead, each Series I investor negotiates a separate fee that is paid directly to Castlerock Investments. There are no sales commissions payable to dealers on the sales of these Series I units.

Series T(A): A commission negotiated between you and your investment professional not exceeding 5% of the total amount (including commissions) paid by you. This is equivalent to a maximum of 5.26% of the net amount invested by such unitholder. Series T(A) units are available to all investors, subject to certain minimum investment requirements. Series T(A) units are designed for investors seeking regular monthly cash flows from a Fund. Monthly distributions for each Fund are expected to consist of return of capital, which can be paid in cash or reinvested in additional units at the option of the unitholder. Series T(A) units are not generally recommended for use in registered plans. If you hold Series T(A) units in a registered plan, any distributions may be reinvested in additional units. Series T(B): You have three different options when purchasing Series T(B) units: DSC Option: A contingent deferred sales charge at the time of redemption if redeemed within six years from the date of investment (the DSC Option); or Low Load L3 Option: A contingent deferred sales charge at the time of redemption if redeemed within three years from the date of investment (the Low Load L3 Option); or Low Load L1 Option: A contingent deferred sales charge at the time of redemption if redeemed within two years from the date of investment (the Low Load L1 Option). Under these purchase options of Series T(B) units, the entire amount of your purchase order is invested in units at a price equal to their NAV. The sales commission is paid by us to the dealer without being deducted from your purchase order. However, units purchased on such a basis are subject to redemption charges paid to us, if redeemed within the applicable six, three or two years from the date of investment, in the amounts shown in the table under the heading Fees and Expenses Payable Directly by You - Redemption Fees below. The management fee charged in respect of Series T(B) units is higher than that charged in respect of the Series T(A) units to compensate the Manager for funding such up front sales commissions. Series T(B) units are available to all investors, subject to certain minimum investment requirements. Series T(B) units are designed for investors seeking regular monthly cash flows from a Fund. Monthly distributions for each Fund are expected to consist of return of capital, which can be paid in cash or reinvested in additional units at the option of the unitholder. Series T(B) units are not generally recommended for use in registered plans. If you hold Series T(B) units in a registered plan, any distributions may be reinvested in additional units.

Placing Purchase Orders


Units of a Fund may be purchased by submitting a purchase order to a registered dealer.

Execution of Purchase Orders


Detailed procedures for processing purchase orders are contained in the Funds Annual Information Form. Please see page 1 for information about how you can obtain the Funds Annual Information Form. Purchase orders are priced when the Fund has received the order, subject to settlement. Purchase orders received by a Fund prior to 4:00 p.m. (Toronto time) (or such other time the Toronto Stock Exchange closes) on a business day are priced using the net asset value per unit determined on that day. Purchase orders received by a Fund after 4:00 p.m. (Toronto time) (or such other time the Toronto Stock Exchange closes) on a business day or at any time on a non business day are priced using the net asset value per unit determined on the next business day.

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Each Fund reserves the right to reject any order for the purchase of units within one business day of receipt of the order. Any monies received with that order will be immediately refunded. The Funds do not issue a certificate when units of a Fund are purchased. A confirmation of each purchase of units is sent to a unitholder shortly after the applicable settlement date. Unitholders will be provided with a regular statement showing how many units are owned by the unitholder and their value.

How to Transfer Between the Funds/Series


In certain circumstances, you can redeem units in one Fund and use the proceeds to buy units in another Fund (or, in certain circumstances, units of another series of the same Fund). This is called transferring or switching (or redesignating). There may be applicable sales, transfer and/or redemption fees or charges (see Fees and Expenses Payable Directly by You) or minimum investment requirements (see Purchases, Switches and Redemptions - Minimum Investments). Your dealer may request that you transfer or redesignate units that are subject to redemption fees or charges into units that are subject to sales charges. It is the Managers expectation that a dealer making such a request will act in accordance with regulations of the Mutual Fund Dealers Association of Canada or Investment Industry Regulatory Organization of Canada, as appropriate, including obtaining your prior consent to such transfers. Certain transfers may result in an increased service fee or trailing commission paid to qualified dealers (see Dealer Compensation - Service Fees).

T(B) units of a Fund issued on such transfer will continue to be subject to the redemption charges that applied to the original units, including upon the occurrence of a change in the fundamental investment objective or the termination of the Fund. If you transfer Series B units of a Fund into Series A units, Series F units or Series T(A) units of another Fund, you will have to pay a redemption fee (see Fees and Expenses Payable Directly By You) except if you have held your Series B units for at least the six, three or two years applicable to the redemption charges that applied to the original units or if you use your free annual withdrawal amount applicable to the transfer of Series B units (see Purchases, Switches and Redemptions - 10% Free Redemption Entitlement). For any transfer into Series F units of another Fund you will be required to meet the fee-based program requirements established by your dealer (see Purchase Options - Series F units).

Transferring Series D Units Between Funds You can transfer Series D units of a Fund into Series A units, Series F units or Series T(A) units of another Fund at their respective net asset values per unit. For any transfer into Series F units of another Fund you will be required to meet the fee-based program requirements established by your dealer (see Purchase Options - Series F units). Transferring Series F Units Between Funds You can transfer Series F units of a Fund into Series A units, Series B units, Series F units, Series T(A) units or Series T(B) units of another Fund at their respective net asset values per unit. A transfer of Series F units of a Fund into Series A units, Series B units, Series F units, Series T(A) units or Series T(B) units of another Fund will be treated on the same basis as an initial purchase of such latter units such that sales charges or redemption fees will be applicable but no transfer fees will be charged (see Fees and Expenses Payable Directly by You). Transferring Series I Units Between Funds You can transfer Series I units of a Fund into Series I units of another Fund at their respective net asset values per unit. Transferring Series T(A) Units Between Funds You can transfer Series T(A) units of a Fund into Series A units, Series F units or Series T(A) units of another Fund at their respective net asset values per unit. For any transfer into Series F units of another Fund you will be required to meet the fee-based program requirements established by your dealer (see Purchase Options - Series F units). Transferring Series T(B) Units Between Funds Although you can transfer Series T(B) units of a Fund into Series A units, Series B units, Series F units or Series T(A) units of another Fund at their respective net asset values per unit, in order to avoid unnecessary redemption fees, Series T(B) units of a Fund should only be transferred into Series T(B) units or Series B units of another Fund. Series T(B) units or Series B units of a Fund issued on such transfer of units will continue to be subject to the redemption charges that applied to the original units, including upon the occurrence of a change in the fundamental investment objective or the termination of the Fund. If you transfer Series T(B) units of a Fund into either Series A units, Series F units or Series T(A) units of another Fund at their respective net asset values per unit, as noted above, you will have to pay a redemption fee (see Fees and Expenses Payable Directly By You) except if you have held your Series T(B) units for at least the six, three or two years applicable to the redemption charges that applied to the original units or if you use your free annual withdrawal amount applicable to the transfer of Series T(B) units (see Purchases, Switches and Redemptions 10% Free Redemption Entitlement). For any transfer into Series F units of another Fund you will be required to meet the fee-based program requirements established by your dealer (see Purchase Options - Series F units).

How to Transfer Units Between Funds


Through your dealer you may, in certain circumstances, transfer all or part of your units of a series of a Fund into units of a series of another Fund at their respective net asset values per unit (subject to applicable fees or charges and minimum investment requirements). The transfer of units between Funds may result in you realizing a capital gain or loss for tax purposes. See Income Tax Considerations for Investors. Subject to the terms of the series closures noted on the cover page, the following transfers of all or part of your units of a Fund into units of another Fund are the only permitted transfers. We may change these transfer rules at any time. For any of these permitted transfers there may be applicable transfer fees (see Fees and Expenses Payable Directly by You - Transfer Fees) and minimum investment requirements (see Purchases, Switches and Redemptions - Minimum Investments) and, as specified below, there may be sales or redemption fees or charges when transferring Series B units, Series F units or Series T(B) units.

Transferring Series A Units Between Funds You can transfer Series A units of a Fund into Series A units, Series F units or Series T(A) units of another Fund at their respective net asset values per unit. For any transfer into Series F units of another Fund you will be required to meet the fee based program requirements established by your dealer (see Purchase Options - Series F units). Transferring Series B Units Between Funds Although you can transfer Series B units of a Fund into Series A units, Series B units, Series F units, Series T(A) units or Series T(B) units of another Fund at their respective net asset values per unit, in order to avoid unnecessary redemption fees, Series B units of a Fund should only be transferred into Series B units or Series T(B) units of another Fund. Series B units or Series

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How to Transfer Units Between Series of the Same Fund


Transfers of units between series of the same Fund are effected as redesignations. In certain circumstances, you may redesignate through your dealer units of one series into units of another series of the same Fund. A redesignation of units between series of the same Fund does not necessarily result in the unitholder receiving an equal number of units of the newly held series compared to the number of units originally held, since different series of the same Fund have different NAVs. However, you will receive units of the new series in an equal dollar value to the value of your original units. A redesignation of units between series of the same Fund does not result in a capital gain or capital loss. See Income Tax Considerations for Investors. Subject to the series closures noted on the cover page, the following redesignations of all or part of your units of one series of a Fund into units of another series of the same Fund are the only permitted redesignations. We may change these redesignation rules at any time. For any of these permitted redesignations, no transfer fee will apply but there may be applicable minimum investment requirements (see Purchases, Switches and Redemptions - Minimum Investments) and a sales charge or redemption fee may be applicable when redesignating Series B units, Series F units or Series T(B) units.

Redesignating Series T(A) Units Between Series of the Same Fund You can redesignate Series T(A) units of a Fund into either Series A units or Series F units of the same Fund at their respective net asset values per unit. For any redesignation into Series F units of the same Fund, you will be required to meet the fee based program requirements established by your dealer (see Purchase Options - Series F units). Redesignating Series T(B) Units Between Series of the Same Fund You can redesignate Series T(B) units of a Fund into Series B units of the same Fund at their respective net asset values per unit. Accordingly, the redemption charges that applied to the original Series T(B) units would continue to apply to the Series B units. You can also redesignate Series T(B) units of a Fund into either Series A units, Series F units or Series T(A) units of the same Fund at their respective net asset values per unit, provided no redemption fees would be applicable on a redemption of such Series T(B) units at the time of the transfer (see Fees and Expenses Payable Directly By You). Accordingly, only if you have held your Series T(B) units for at least the six, three or two years applicable to the redemption charges that applied to the original units or if the free annual withdrawal amount is then applicable to the Series T(B) units to be redesignated (see Purchases, Switches and Redemptions - 10% Free Redemption Entitlement) can you redesignate Series T(B) units of a Fund into either Series A units, Series F units or Series T(A) units of the same Fund at their respective net asset values per unit. For any redesignation into Series F units of the same Fund you will be required to meet the fee based program requirements established by your dealer (see Purchase Options - Series F units).

Redesignating Series A Units Between Series of the Same Fund You can redesignate Series A units of a Fund into Series F units or Series T(A) units of the same Fund at their respective net asset values per unit. For any redesignation into Series F units of the same Fund you will be required to meet the fee based program requirements established by your dealer (see Purchase Options - Series F units). Redesignating Series B Units Between Series of the Same Fund You can redesignate Series B units of a Fund into Series T(B) units of the same Fund at their respective net asset values per unit. Accordingly, the redemption charges that applied to the original Series B units would continue to apply to the Series T(B) units. You can also redesignate Series B units of a Fund into either Series A units, Series F units or Series T(A) units of the same Fund at their respective net asset values per unit provided no redemption fees would be applicable on a redemption of such Series B units at the time of the redesignation (see Fees and Expenses Payable Directly By You). Accordingly, only if you have held your Series B units for at least the six, three or two years applicable to the redemption charges that applied to the original units or if the free annual withdrawal amount is then applicable to the Series B units to be redesignated (see Purchases, Switches and Redemptions - 10% Free Redemption Entitlement) can you redesignate Series B units of a Fund into either Series A units, Series F units or Series T(A) units of the same Fund at their respective net asset values per unit. For any redesignation into Series F units of the same Fund you will be required to meet the fee-based program requirements established by your dealer (see Purchase Options - Series F units). Redesignating Series D Units Between Series of the Same Fund You can redesignate Series D units of a Fund into Series A units, Series T(A) units or Series F units of the same Fund at their respective net asset values per unit. For any redesignation into Series F units of the same Fund you will be required to meet the fee based program requirements established by your dealer (see Purchase Options - Series F units). Redesignating Series F Units Between Series of the Same Fund You can redesignate Series F units of a Fund into Series A units, Series B units, Series T(A) units or Series T(B) units of the same Fund at their respective net asset values per unit. A redesignation of Series F units of a Fund into Series A units, Series B units, Series T(A) units or Series T(B) units of the same Fund will be treated on the same basis as an initial purchase of such units and thus sales charges or redemption fees will be applicable (see Fees and Expenses Payable Directly by You).

Transfer Procedures
The following procedures apply to the processing of transfer and redesignation orders. You or your authorized representatives may place an order through a registered dealer. Units of the Fund are transferred into units of the other Fund (or redesignated into units of another series of the same Fund) based on the applicable respective net asset values of such units. Orders received prior to 4:00 p.m. (Toronto time) (or such other time the Toronto Stock Exchange closes) on a business day will be priced using the net asset value per unit determined on that day. Orders received after 4:00 p.m. (Toronto time) (or such other time the Toronto Stock Exchange closes) on a business day or at any time on a non business day will be priced using the net asset value per unit determined on the next business day.

Excessive Trading (Short-term Trading)


We have computerized systems in place for detecting short-term trading in units or shares of the funds. It is our policy that a fund may charge a fee of up to 2% of the value of the units or shares redeemed or switched if the redemption or switch involved short-term trading. This fee is paid to the fund and is in addition to any other fees that may apply. No short-term trading fees are charged for any systematic transactions, such as periodic switches or redemptions, or trades as part of an automatic portfolio rebalancing service. We may waive the short-term trading fee charged by a fund for other trades if the size of the trade was small enough or the short-term trade did not otherwise harm other investors in the fund. The funds do not have any arrangements, formal or informal, with any person or company to permit short-trading trading.

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We will adopt policies on short-term trading mandated by regulation if and when implemented by securities regulators. The policies will be adopted without amendment to the simplified prospectus or annual information form or notice to you, unless otherwise required by securities laws.

Suspending Your Right to Redeem Units


On rare occasions, we may temporarily suspend your right to redeem your Fund units and postpone paying your sale proceeds. We can only do this without regulatory approval if normal trading is suspended on any exchange on which securities or derivatives that make up more than half of a Funds total assets by value are traded and these securities or derivatives arent traded on any other exchange that is a reasonable alternative for the Fund. If we receive your order to redeem on a day when weve suspended the calculation of net asset value per unit, you can withdraw your order before the end of the suspension period. Alternatively, you can redeem your units based on the net asset value per unit calculated on the first day after the suspension ends.

How to Redeem the Funds


Except as described below, and subject to a minimum partial redemption amount of $50, a unitholder or his authorized representatives may request that a Fund redeem all or any part of the unitholders units at any time by delivering a written order to do so to the Fund or to a registered dealer for delivery to the Fund. The original redemption request must be signed by all authorized accountholders. The Fund may require the signature(s) on any redemption order to be guaranteed by a Canadian chartered bank or trust company or by any member firm of a recognized stock exchange in Canada or by another guarantor acceptable to the Fund. The Fund may also require evidence that the person signing a redemption request has the authority to do so. If you sell units within 30 business days of buying them, a short-term trading fee may also apply. There may be redemption fees payable upon a redemption of units (see Fees and Expenses Payable Directly by You), unless the redemption is made pursuant to the 10% free redemption entitlement noted below.

Redemption by a Fund
Each Fund reserves the right to redeem the units of such Fund in a unitholders account at their net asset value if at any time the aggregate net asset value of the units (with the exception of units purchased under a systematic investment program) is less than $500. Unitholders will be notified that the value of the units in their account for a particular Fund is less than $500 and allowed 30 days to make an additional investment to increase the aggregate net asset value of the units for that Fund in their account to not less than $500 before the redemption is processed. Each Fund also reserves the right to redeem units in a unitholders account at their net asset value if the Fund at any time becomes aware that the original purchase of the units was made by or on behalf of a person located outside the jurisdictions in which the sale of units of the Funds is qualified by this simplified prospectus in violation of the laws of the jurisdiction in which the registered or beneficial purchaser was then located.

10% Free Redemption Entitlement


Unitholders of Series B units or Series T(B) units that would otherwise be subject to applicable redemption fees are entitled to a free annual withdrawal equal to 10% of the sum of: (i) the number of units held by the unitholder in a particular Fund as of December 31 in the preceding year; and (ii) the number of units of that particular Fund acquired by the unitholder during the current calendar year. The portion eligible for the waiver of the deferred sales charge is reduced by the aggregate of the number of all units redeemed during each calendar year. Any unused portion is not carried forward to the next calendar year. For Series T(B) units, the Manager will deduct the amount of any cash distributions received by the unitholder from the unitholders free redemption entitlement. Redemption charges continue to apply upon the occurrence of a change in the fundamental investment objective of a Fund or the termination of the Fund. The redemption charge will be deducted from the aggregate net asset value of the units being redeemed and will be paid to the Manager.

Execution of Redemption Orders


Detailed procedures for processing redemption orders are contained in the Funds Annual Information Form. Please see page 1 for information about how you can obtain the Funds Annual Information Form. Redemption orders are priced when the Fund has received the order, subject to settlement. Redemption orders received by a Fund prior to 4:00 p.m. (Toronto time) (or such other time the Toronto Stock Exchange closes) on a business day are priced using the net asset value per unit determined on that day. Redemption orders received by a Fund after 4:00 p.m. (Toronto time) (or such other time the Toronto Stock Exchange closes) on a business day or at any time on a non business day are priced using the net asset value per unit determined on the next business day.

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Optional services
The following plans are available to make it easier to buy and redeem units of the Funds. To participate in a plan or program, contact your investment professional.

Systematic Withdrawal Program


Unitholders may choose to establish a systematic withdrawal program to provide monthly, bi monthly, quarterly, semi annual or annual cash payments through the automatic redemption of units subject to a minimum $50 per withdrawal. There are no charges under the systematic withdrawal program other than applicable redemption charges on Series B units and Series T(B) units (see Fees and Expenses Payable Directly by You - Deferred Sales Charge). Unitholders may terminate the program at any time upon notice to the Fund. Units will be redeemed at their net asset value per unit on the specified date of each withdrawal under this program. If withdrawals are in excess of net income and net capital appreciation of the Fund attributable to such unitholders units, such withdrawals will reduce or possibly exhaust such unitholders original capital.

Registered Tax Plans


Registered plans receive special treatment under the Income Tax Act (Canada) (the Tax Act). A key benefit is that you generally dont pay tax on the money you earn in these plans until you withdraw it (withdrawals from tax free savings accounts are not taxable). In addition, contributions to a registered retirement savings plan are deductible from your taxable earnings up to your allowable limit. The following Castlerock Investments registered tax plans are available: Life Income Funds (LIFs) Locked-in Retirement Accounts (LIRAs) Locked-in Retirement Savings Plans (LRSPs) Prescribed Retirement Income Funds (PRIFs) Registered Retirement Savings Plans (RRSPs) Registered Retirement Income Funds (RRIFs) Restricted Life Income Funds (RLIFs) Restricted Locked-in Savings Plans (RLSPs) Tax Free Savings Accounts (TFSAs)

Systematic Transfer Plan


Unitholders may transfer a minimum of $50 worth of units to another Fund on a monthly, bi monthly, quarterly, semi annual or annual basis. Unitholders may make changes to the target Fund, the frequency of the transfer and the amount to be transferred on three business days written notice to the Manager. Under the systematic transfer plan, the $25 fee for transfers in excess of four (4) per calendar year will not be charged. All other fees, restrictions and procedures are applicable to such transfers. Only a systematic transfer plan established prior to May 9, 2008 may continue to allow unitholders to transfer a minimum of $50 worth of units to Series D units of each applicable Fund.

Investors may establish a Castlerock Investments RRSP, RRIF or TFSA (with a trust company appointed as trustee from time to time by the Manager) for the purpose of purchasing units of the Funds. Alternatively, units of the Funds may be purchased by the investors own self administered registered plan. Units of the Funds are qualified investments under theTax Act for RRSPs, RRIFs, TFSAs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and all other registered plans, as further described below under Income Tax Considerations for Investors. Investors are encouraged to consult their tax advisors for full details of the tax implications of establishing, contributing to, amending and terminating registered plans.

Systematic Investment Program


Purchasers may make systematic purchases of units of a Fund through pre authorized payments made from his or her bank account on a monthly, bi monthly, quarterly, semi annual or annual basis at the net asset value per unit on the specified date of each such pre authorized payment. The amount and frequency of each regular investment may be selected by the purchaser, subject to a minimum of $50 per purchase. There are no service charges associated with establishing a systematic investment program. The program may be terminated at any time upon notice to the Fund. All other fees and procedures in respect of purchases of units are applicable to investments under this program. Only a systematic investment program established prior to May 9, 2008 may continue to allow unitholders to make systematic purchases of Series D units of each applicable Fund.

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Fees and expenses


The following table shows the fees and expenses you may have to pay if you invest in the Funds. You may have to pay some of these fees and expenses directly. The Funds may have to pay some of these fees and expenses, which will reduce the value of your investment in the Fund.

Fees and Expenses Payable by the Funds

Management fees

Each of the Series A units, Series B units, Series D units, Series F units, Series T(A) units and Series T(B) units have a different management fee and the management fees differ depending on the type of Fund. Management fees for Series I units are negotiated and paid directly by the investor, not by the Fund (which fees will not exceed the management fees applicable to the Series D units), up to a maximum of 1.20% depending on the asset class of the investment. The following table shows the management fee as a percentage of average daily net asset value (per annum): Series A Series B Series D Units Units Units 1.75% 2.00% 2.00% 2.00% 2.00% 1.50% 0.95% 0.75% 2.00% 2.00% 1.90% 2.00% 2.00% 2.00% 1.95% 2.20% 2.20% 2.20% 2.20% 1.65% 1.45% 0.90% 2.20% 2.20% 2.10% 2.20% 2.20% 2.20% N/A N/A N/A N/A 1.65% N/A 0.95% 0.75% N/A N/A N/A N/A N/A 1.65% Series F Units 0.95% 1.00% 1.00% 1.00% 1.00% 0.95% 0.75% N/A 1.00% 1.00% 0.90% 1.00% 1.00% 1.00% Series T(A) Units 1.75% 2.00% 2.00% 2.00% N/A N/A N/A N/A 2.00% 2.00% N/A 2.00% 2.00% 2.00% Series T(B) Units 1.95% 2.20% 2.20% 2.20% N/A N/A N/A N/A 2.20% 2.20% N/A 2.20% 2.20% 2.20%

Fund Castlerock Conservative Portfolio Castlerock Balanced Portfolio Castlerock Balanced Growth Portfolio Castlerock Growth Portfolio Castlerock Canadian Dividend Growth Fund Castlerock Global High Income Fund Castlerock Canadian Bond Fund Castlerock Canadian Money Market Fund Castlerock International Equity Fund Castlerock Canadian Growth Companies Fund Castlerock Enhanced Yield Fund Castlerock Total Return Fund Castlerock Pure Canadian Equity Fund All other Funds

Operating Expenses

Operating expenses of the Funds (Operating Expenses) include and are not limited to: legal, audit, custodial, transfer agency, registration, regulatory filing and bank fees and expenses and costs relating to the IRC; the costs of unitholder reports, proxies and prospectuses; administrative expenses, including salaries, rent and insurance costs; brokerage commissions and fees on portfolio transactions, income taxes (including withholding taxes) and sales taxes; the costs of furnishing research data, clerical help, record keeping, unit pricing and the internal accounting services required by the Fund in the ordinary course of its operations; and the costs of processing, co-ordinating and supervising all other services required by the Fund. On or before December 31, 2012, the Manager will implement fixed administration expenses that will replace Operating Expenses for all Funds (other than Series A and Series D of Castlerock Canadian Money Market Fund). See Fixed Administration Fee section on page 17 for additional information.

Each Fund pays as an expense an aggregate annual management fee to Castlerock Investments that is allocated among the series in accordance with their respective specified rates and net asset values. The fee is calculated, accrued and paid daily. From this fee, the Manager is responsible for all investment management fees (including those of the portfolio sub advisors) as well as all fees and costs associated with dealer compensation programs pertaining to the offering and sale of units of the Funds and any advertising, marketing, sponsorship and promotional costs and expenses. The higher management fees charged in respect of the Series B units and Series T(B) units compensate the Manager for funding the up front sales commissions payable to registered dealers on the sale of Series B units and Series T(B) units. The management fees charged in respect of Series A units are higher than the management fees charged in respect of Series D and Series F units to compensate the Manager for the higher service fees or trailer commissions payable to dealers in respect

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Fees and Expenses Payable by the Funds contd


of Series A units (see Dealer Compensation -Service Fees). In some cases, we may waive our right to receive a portion of the management fees. We may reduce the management fee to selected unitholders (generally institutional investors or investors which meet predetermined asset levels within a series of a Fund) who are expected to make, over the long term, significant investments in units of the Funds. In effect, these investors receive a rebate for the management fees that apply to their units. We do this by reducing or rebating the management fee charged to the Fund and having the Fund pay out the amount of the reduction or rebate to these investors as a distribution. These are called management fee distributions. Management fee distributions (where applicable) will be calculated and credited daily and distributed semi-annually or on such other basis as the Manager may determine. Reduced management fees are determined by us in our sole discretion and may be changed at any time. The expenses of the Funds IRC include the compensation payable to the members of the committee and, if applicable, the expenses incurred by the IRC in the course of its affairs, including insurance and the cost of outside advisors. The members of the committee are paid an annual retainer of $36,500 ($45,000 for the chair) and $9,625 ($11,625 for the chair) for each meeting of the IRC. The IRC acts in respect of all the funds managed by the Manager and the amount of their expenses are allocated to each fund by the Manager on a proportionate basis. In addition to the management fees payable to the Manager, the Operating Expenses incurred by or on behalf of a Fund with respect to all matters (other than legal, audit, custodial, transfer agency, registration, regulatory filing and bank fees and expenses and costs relating to the IRC) are the direct responsibility of that Fund and will be paid, as applicable, to the Manager or other parties. Expenses that are only attributable to a particular series of units of a Fund will only be charged against such series. The Funds expect that all expenses of each Fund will be common to all series of units of each Fund, other than the management fees (inclusive of taxes thereon) and other expenses which the Manager determines are attributable only to one or more series, including, but not limited to, the expenses of holding meetings of the holders of only one series of units of a Fund. Each Fund is required to pay sales tax including federal harmonized sales tax (HST) on the fees that it pays to the Manager as well as on most other fees and expenses which it incurs, at the blended rate of the amount of the fees and expenses. The HST or other applicable sales taxes are not included in the Operating Expenses of the Funds.

Fees in Respect of Investments in Other Mutual Funds

Each of the Funds is permitted to invest some or all of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager, provided such investment is consistent with the Funds investment objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. Where a Fund invests in securities of another mutual fund, there are fees and expenses payable by the other mutual fund in addition to the fees and expenses payable by the Fund. The following rules apply in respect of any investment by a Fund in another mutual fund: (a) no management fees or incentive fees are payable by the Fund that, to a reasonable person, would duplicate a fee payable by the other mutual fund for the same service; (b) no sales fees or redemption fees are payable by the Fund in relation to its purchase or redemptions of the securities of the other mutual fund if the other mutual fund is managed by the Manager or an affiliate or associate of the Manager; and (c) no sales fees or redemption fees are payable by the Fund in relation to its purchase or redemptions of securities of the other mutual fund that, to a reasonable person, would duplicate a fee payable by an investor in the Fund.

Maximum Aggregate Annual Management Fees and Expenses

The maximum aggregate annual management fees and expenses attributable to Castlerock Canadian Money Market Fund Series D units (exclusive of brokerage commissions and fees on portfolio transactions, income taxes (including withholding taxes) and capital taxes) shall not exceed the percentages of the average daily net asset value of the particular series specified below. These fees and expenses cannot be increased without the prior approval of unitholders of the particular series. There are no maximums maintained on expenses with respect to any other series of units of any other Fund. The Manager is responsible for the expenses of Series I units of all the Funds (other than in respect of brokerage commissions and fees on portfolio transactions and income and capital taxes). In some cases, the Manager may waive its rights to receive a management fee and/or may voluntarily absorb a portion of the expenses attributable to a series of units of a Fund. Maximum Aggregate Annual Management Fees and Expenses4 that may be charged without unitholder approval (expressed as a percentage of the average daily net asset value of the particular series of units of a Fund)

Name of Fund and Series Castlerock Canadian Money Market Fund: Series D

1.00%

plus brokerage commissions and fees on portfolio transactions, income taxes (including withholding taxes) and capital taxes.

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Fees and Expenses Payable by the Funds contd


Changes in Expenses of the Funds Except as described below, unitholder approval is required before the basis of the calculation of the fees or other expenses that are charged to a Fund (or the Manager on behalf of the Fund) or directly to its unitholders is changed in a way that could result in an increase in charges to a Fund (or the Manager on behalf of the Fund) or its unitholders. Such approval is required to be obtained at a meeting of unitholders convened for such purpose. Unitholder approval is not required before the basis of the calculation of the fees or expenses that are charged to a Fund (or the Manager on behalf of the Fund) or its unitholders is changed in a way that could result in an increase in charges to a Fund (or the Manager on behalf of the Fund) or its unitholders if the Fund is at arms length to the person or company charging the fees or expenses, provided unitholders are given written notice of at least sixty days prior to the effective date of any such change in the basis of the calculation of any fees or expenses which could result in an increase in charges to a Fund (or the Manager on behalf of the Fund) or its unitholders.

Fixed Administration Fee

On or before December 31, 2012 the Funds (other than Series A and Series D of Castlerock Canadian Money Market Fund) will implement a fixed annual administration fee (the Administration Fee) in return for bearing all of the operating expenses of the Funds (other than certain taxes, borrowing costs, certain new governmental fees and certain forward agreement costs) (the Variable Operating Expenses). Not included in the Variable Operating Expenses are (a) taxes of any kind charged directly to the Funds (principally income tax and H.S.T. on its management and administration fees), (b) borrowing costs incurred by the Funds from time to time, (c) any new fees that may be introduced by a securities regulator or other governmental authority in the future that is calculated based on the assets or other criteria of the Funds, and (d) costs associated with forward agreements. For greater certainty, the costs of complying with any new regulatory requirements or taxes are not included in the Variable Operating Expenses. Further, the purchase price of all securities and other property acquired by or on behalf of the Fund (including brokerage fees, commissions and service charges paid to purchase and sell such securities and other property) are considered capital costs and therefore not included in Variable Operating Expenses. For greater certainty, we will bear all taxes (such as H.S.T. and provincial sales taxes) charged to us for providing the goods, services and facilities included in the Variable Operating Expenses. However, fees charged directly to investors are not included in the Variable Operating Expenses. Each Administration Fee will be calculated as a fixed annual percentage of the net asset value of each series of the Funds. No Administration Fees will apply in respect of Series I units because separate fee and expense arrangements have been established with each of the holders of Series I units. The Administration Fees will be fixed as follows: Fund Castlerock Growth Portfolio Castlerock Balanced Growth Portfolio Castlerock Balanced Portfolio Castlerock Conservative Portfolio Castlerock Capital Appreciation Fund Castlerock Global Leaders Fund Castlerock International Equity Fund Castlerock U.S. Dividend Growth Fund Castlerock Canadian Dividend Fund Castlerock Canadian Dividend Growth Fund Castlerock Canadian Growth Companies Fund Castlerock Canadian Stock Fund Castlerock Canadian Value Fund Castlerock Pure Canadian Equity Fund Castlerock Canadian Balanced Fund Castlerock Global Balanced Fund Castlerock Total Return Fund Castlerock Canadian Bond Fund Castlerock Enhanced Yield Fund Castlerock Global High Income Fund Castlerock Canadian Money Market Fund (Series B only) Administration Fee (%) 0.22% 0.22% 0.20% 0.20% 0.21% 0.22% 0.22% 0.21% 0.20% 0.20% 0.20% 0.20% 0.20% 0.20% 0.20% 0.22% 0.20% 0.17% 0.20% 0.20% 0.15%

Unitholder consent was given to implement this change during a unitholder meeting held by the Manager on April 28, 2011.

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Fees and Expenses Payable Directly by You


Sales Charges Series A

The sales charge can be from 0% to 2% on Series A units of Castlerock Canadian Money Market Fund and 0% to 5% on all other Funds.(1) There are no sales charges if you choose to buy Series B units. There may be redemption charges (see Redemption Fees). The sales charge can be from 0% to 2% on Series D units of Castlerock Canadian Money Market Fund and 0% to 5% on all other Funds.(1) There are no sales charges if you choose to buy Series F units. If you choose to buy Series F units through a dealer fee based program, you will pay to your dealer periodic asset based fees rather than commissions on each transaction. There are no sales charges if you choose to buy Series I units. The sales charge can be from 0% to 5% on Series T(A) units.(1) There are no sales charges if you choose to buy Series T(B) units. There may be redemption charges (see Redemption Fees).

Series B

Series D

Series F

Series I Series T(A) Series T(B)

Transfer Fees

A negotiable amount not exceeding 2% of the net asset value of the units being transferred from one Fund into units of another Fund is payable by you to your dealer, save and except for permitted transfers of Series F units into Series A units, Series B units, Series D units, Series T(A) units or Series T(B) units of another Fund, which transfers are treated on the same basis as an initial purchase of units of the series being transferred to such that sales charges or redemption fees will be applicable. In the case of permitted transfers of other units of Castlerock Canadian Money Market Fund to Series A or Series D units of other Funds, a sales charge negotiated between you and your investment professional not exceeding 5% of the net asset value of the units being transferred is payable by you to your dealer in lieu of a transfer fee. (For transfers of units of Castlerock Canadian Money Market Fund which were issued on the transfer of units of other Funds, the 2% maximum transfer fee will apply.) Each transfer in excess of four (4) per calendar year may incur an additional $25.00 charge at the discretion of the Fund, except if transferred under a systematic transfer plan.

Redemption Fees Deferred Sales Charge(2)

Youll pay a deferred sales charge if you choose to buy Series B units or Series T(B) units and you redeem your DSC units (including units of other Funds issued as a result of the transfer of such units) within six years of buying the original DSC units under the DSC Option, within two years of buying the original DSC units under the Low Load L1 Option or within three years of buying the original DSC units under the Low Load L3 Option. The charge is based on the original cost of your units and how long you held them. We deduct the charge from the value of units you redeem. The charge is paid to us. The table below shows the deferred sales charge schedule applicable to DSC units.

If redeemed during the following period after issue

Redemption charge as % of cost of purchase of Series B Units or Series T(B) Units under: DSC Option Low Load L1 Option Low Load L3 Option

During the 1st year During the 2nd year During the 3rd year During the 4th year During the 5th year During the 6th year Thereafter

6.0% 5.0% 4.0% 3.0% 2.0% 1.0% Nil

2.0% 1.5% Nil Nil Nil Nil Nil

4.0% 3.0% 2.0% Nil Nil Nil Nil

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Fees and Expenses Payable Directly by You contd


Castlerock Registered Tax Plan Fees Systematic Investment Program NSF Chequing Fee Systematic Withdrawal Program Systematic Transfer Plan No annual administration fee. No annual administration fee. Charges levied by a bank or other financial institution for cheques returned to a Fund as NSF. No annual administration fee. Redemption fees may apply. Under the systematic transfer plan, the $25 fee for transfers in excess of four (4) per calendar year will not be charged. All other fees and procedures are applicable to such transfers. If you request courier delivery or wire order of your redemption proceeds, we may charge for such services.

Courier/Wire Charges

Notes: (1) You may have to pay a sales charge if you choose to buy Series A or Series T(A) units. You and your investment professional negotiate the amount you pay. We deduct the sales charge from the amount you invest and pay it to your dealer as a commission. (2) Notwithstanding the foregoing, unitholders are entitled to a 10% free annual withdrawal (see Purchases, Switches and Redemptions10% Free Redemption Entitlement).

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Impact of Sales Charges


The table below shows the fees you would have to pay if you bought units of one of the Funds under our different purchase options. It assumes that: You invested $1,000 in units of the Fund and redeemed all of your units immediately before the end of one, three, five or ten years. The sales charge under the Series A and Series T(A) option is 5%. The deferred sales charge under the Series B and Series T(B) option applies only if you redeem your Series B units or Series T(B) units within six years of buying them under the DSC Option, within two years of buying them under the Low Load L1 Option or within three years of buying them under the Low Load L3 Option. See Fees and Expenses for the deferred sales charge schedule.

When you buy your units

1 year

3 years

5 years

10 years

Initial sales charge option(1)


(Series A and Series T(A)) $50 -----

DSC Option(1)
(Series B and Series T(B)) -$60 $40 $20 --

Low Load L1 Option(1)


(Series B and Series T(B)) -$20 ----

Low Load L3 Option(1)


(Series B and Series T(B)) -$40 $20 ---

Notes: (1) No sales charges or redemption fees apply to Series F units or Series I units. Series D units are not referred to in this section as they are subject to the series closures noted on the cover page.

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Dealer Compensation
How Your Investment Professional and Dealer are Paid
Your investment professional usually is the person from whom you buy your Funds. Your investment professional could be a broker, financial planner or other person whos registered to sell mutual funds. Your dealer is the firm your investment professional works for. We can change or cancel service fees at any time, subject to applicable securities legislation. The following table shows the maximum service fee rates:

Maximum Annual Service Fee Rate(1) Series A Series B Series D Series T(A) Series T(B) Units Units Units Units Units
Castlerock Canadian Bond Fund(2) 0.25% 0.25% 0.25% 0.25% 0.25%

Commissions
Your investment professional usually receives a commission when you invest in units of the Funds. The commission depends on how you invest in the Funds.

Castlerock Canadian Money Market Fund(3) Castlerock Global High Income Fund(4)

0.10% 0.50%

0.10% 0.25% 0.50%(5) 0.50% 1.00%(7) 0.50% 1.00%(7) 0.50% 1.00%(7)

0.10% N/A

0.10% N/A

0.10% N/A

Initial Sales Charge Option


You and your investment professional decide on the percentage youll be charged when you buy Series A units or Series T(A) units under the initial sales charge option. The percentage ranges from 0% to 5% (0% to 2% for Series A units of Castlerock Canadian Money Market Fund). The sales charge is deducted from the amount you invest and is paid to your dealer as a commission. See Fees and Expenses for details.

Castlerock International 1.00% Equity Fund(6) Castlerock Portfolios(6) All other Funds(6) 1.00%

N/A

1.00%

0.50% 1.00%(7) 0.50% 1.00%(7) 0.50% 1.00%(7)

N/A

1.00%

1.00%

0.50%

1.00%

Deferred Sales Charge Option


When you choose the DSC Option to buy Series B units or Series T(B) units, we pay your dealer a commission of 5% of the amount you invest. You wont pay a charge unless you redeem your units within six years of buying them. See Fees and Expenses for details. When you choose the Low Load L1 Option to buy Series B units or Series T(B) units, we pay your dealer a commission of 1% of the amount you invest. You wont pay a charge unless you redeem your units within two years of buying them. See Fees and Expenses for details. When you choose the Low Load L3 Option to buy Series B units or Series T(B) units, we pay your dealer a commission of 3% of the amount you invest. You wont pay a charge unless you redeem your units within three years of buying them. See Fees and Expenses for details.

Transfer Charge
When you transfer from one Fund to another Fund, you may have to pay your dealer a transfer charge. You negotiate the charge with your investment professional. The charge is paid by redeeming units of the Fund out of which youre transferring. See Fees and Expenses for details.

Service Fees
We may pay service fees or trailing commissions to qualified dealers. Generally, the trailing commission is calculated based on the average daily net asset value of units of a Fund held by your dealers customers and is paid to your dealer at least quarterly in arrears. The trailing commission is determined by us in our sole discretion and may be changed at any time. It is expected that dealers will pay a portion of the trailing commissions to sales representatives for providing ongoing services to customers.

Notes: (1) Service fees are not paid to dealers on Series F units or Series I units. (2) A permitted transfer of Series A units, Series B units or Series D units of Castlerock Canadian Bond Fund to Series A units, Series B units or Series D units (or Series T(A) units or Series T(B) units if applicable) of all other Funds with the exception of Castlerock Canadian Money Market Fund may result in a higher service fee rate. (3) A permitted transfer of Series A units, Series B units or Series D units of Castlerock Canadian Money Market Fund to Series A units, Series B units or Series D units (or Series T(A) units or Series T(B) units if applicable) of all other Funds may result in a higher service fee rate. (4) A permitted transfer of Series B units of Castlerock Global High Income Fund to Series A units or Series B units (or Series T(A) units or Series T(B) units if applicable) of all other Funds with the exception of Castlerock Canadian Bond Fund or Castlerock Canadian Money Market Fund may result in a higher service fee rate. (5) The service fee rate in respect of a Series B unit of Castlerock Global High Income Fund is a maximum of 0.25% during the first 6 years following an investors purchase of such unit under the DSC Option and a maximum of 0.25% during the first 3 years following an investors purchase of such unit under the Low Load L3 Option. For units of this series purchased under the DSC Option or Low Load L3 Option on or after January 25, 2007, upon the expiry of the applicable redemption fee schedule, the service fee rate will increase to a maximum of 0.50%. The service fee rate is a maximum of 0.50% in respect of a Series B unit of Castlerock Global High Income Fund purchased under the Low Load L1 Option. (6) A permitted transfer of Series B units or Series T(B) units of a Fund to Series A units or Series B units (or Series T(A) units or Series T(B) units if applicable) of another Fund with the exception of Castlerock Canadian Bond Fund or Castlerock Canadian Money Market Fund may result in a higher service fee rate. (7) The service fee rate in respect of a Series B unit or Series T(B) unit is a maximum of 0.50% during the first 6 years following an investors purchase of such unit under the DSC Option and a maximum of 0.50% during the first 3 years following an investors purchase of such unit under the Low Load L3 Option. For units of these series purchased under the DSC Option or Low Load L3 Option on or after January 25, 2007, upon the expiry of the applicable redemption fee schedule, the service fee rate will increase to a maximum of 1.00%. The service fee rate is a maximum of 1.00% in respect of a Series B unit or Series T(B) unit purchased under the Low Load L1 Option.

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Marketing Support Program


We may engage in cooperative marketing and education programs with dealers and sales representatives by subsidizing such portion of the cost as permitted by applicable laws, rules and regulations and may also engage in other marketing and education programs that comply with applicable laws, rules and regulations. Marketing and education programs typically involve advertising seminars and conferences by the dealer or sales representatives through which sales of units of Funds are promoted. Marketing and education programs do not involve any direct or indirect costs to the Funds except for those borne by the Manager which may be paid out of management fees as described under Dealer Compensation From Management Fees.

Disclosure of Equity Interests


CI Investments Inc., each of the Principal Distributors and CI Fund Services Inc. are subsidiaries 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. An affiliate of Scotia Capital Inc., Scotia Securities Inc., CPA Securities Inc., Integra Capital Corporation, Scotia Asset Management L.P., Waterstreet Family Capital Counsel Inc., Dundee Private Investors Inc. and DWM Securities Inc. owns approximately 36% of the common shares of CI Financial Corp.

Dealer Compensation From Management Fees


We paid dealers compensation of approximately 61.39% of the total management fees we received from all Castlerock Mutual Funds we managed in respect of our financial period ended December 31, 2010.

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Income Tax Considerations for Investors


This section is a summary of how taxes affect your investment in the Funds. The following is based on the assumption that each of the Funds will qualify effective at all material times as a mutual fund trust under the Tax Act. The summary only applies to individual unitholders (other than trusts) who are residents of Canada, deal with the Funds at arms length and who hold their units as capital property. Tax laws may change between the time this summary is prepared and the time you read this summary. This summary is a general tax summary only and the tax considerations of purchasing, owning and disposing of units of a Fund may vary according to your situation and the province or territory where you reside. Please consult your tax advisor about your own circumstances. You must include the income shown on the tax slip as part of your annual income. This applies whether your distributions were reinvested in additional units of the Fund or were paid to you in cash. If you receive more in distributions in a year than your share of the Funds income and capital gains for the year, youll have a return of capital. You dont pay tax immediately on a return of capital. Instead, it reduces the adjusted cost base of your units of the Fund. If the adjusted cost base of your units is reduced to less than zero, you will realize a capital gain, to the extent of the negative amount of the adjusted cost base and the adjusted cost base of your units will be increased by the amount of such gain. Distributions on Series T(A) units and Series T(B) units are expected to consist primarily of a return of capital.

How the Funds Aim to Make Money


A Fund can make money two ways. First, it can earn income. Examples are interest paid on bonds, dividends paid on stocks, or income from Underlying Funds. A Fund can also have capital gains if the value of its holdings goes up. If the Fund sells an investment at a gain, the gain is realized. If the Fund continues to hold the investment, the gain is unrealized. Each year, the Funds pay out a sufficient amount of their income (after deducting expenses) and realized capital gains so that the Funds dont have to pay income tax. This is known as a distribution.

Capital Gains and Losses When You Redeem Your Units


You will realize a capital gain if the money you make from redeeming a unit is more than the adjusted cost base of the unit, after deducting any costs of redeeming the unit. You will incur a capital loss if the money you receive from a redemption is less than the adjusted cost base, after deducting any costs of redeeming your units. One half of a capital gain is generally included in calculating your income. If you have bought units at various times, you will likely have paid various prices. The adjusted cost base of a unit is the average of the cost of all the units you hold in the Fund. That includes units you received through reinvestments of distributions. In certain cases, individuals may also have to pay alternative minimum tax on the capital gains or dividends they earn.

How Your Fund Investment is Taxed


The tax you pay on your Fund investment depends on whether you hold your units in a registered plan or in a non registered account.

Transferring Units Funds You Hold in a Registered Plan


If you hold your units in a registered plan, you dont have to pay any taxes on distributions your plan receives from the Fund or on any capital gains your plan realizes from redeeming or transferring units. Any payments received from a registered plan other than a TFSA will generally be subject to tax; however special rules apply to registered education savings plans and registered disability savings plans. RRSPs and RRIFs are included under a registered plan. A transfer of units of one Fund to units of another Fund is considered for tax purposes to be a redemption of units and a reinvestment which will give rise to the tax consequences described immediately above. A redesignation to a different series of units within the same Fund does not result in a capital gain or loss and the aggregate adjusted cost base of your units remains the same. As long as no withdrawal is made from your registered plan, you may transfer units of a Fund for units of another Fund within your registered plan without paying any tax on the transfer.

Funds You Hold in a Non-Registered Account


If you hold your units in a non-registered account, we will send you a tax slip within 90 days of the year end of the Fund each year. It shows your share of the Funds distributions of income, net capital gains and returns of capital for the previous year (which may include management fee distributions), as well as any allowable tax credits. Income may include dividend income from taxable Canadian corporations, foreign income and other income. Dividends paid by Canadian companies will be taxed subject to the applicable gross up and dividend tax credit. If the Fund has earned foreign income, it may have paid foreign withholding tax. Some or all of this tax may be credited against the Canadian income tax you pay. Other income is fully taxable. Capital gains distributed by the Funds will be treated as if you realized them directly.

Buying Units Late in the Year


The unit price of a Fund may include income and/or capital gains that the Fund has earned, but not yet realized and/or distributed. If you buy units, particularly if its late in the year, you may end up paying tax on income and capital gains the Fund earned before you bought your units. This can happen when the Fund makes a distribution in December of its net income and net realized gains for the whole year. You should consider how this tax cost might affect you when you buy units.

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How to Calculate Adjusted Cost Base


Adjusted cost base is determined separately for each series of units owned by an investor. Heres how adjusted cost base is generally calculated: start with your initial investment, including any sales charges you paid add any additional investments including sales charges you paid add any distributions you reinvested subtract any distributions that were a return of capital subtract the adjusted cost base of any previous redemptions. To calculate adjusted cost base, youll need to keep detailed records of the price you paid for your investments and the distributions you received on those units. It is expected that the monthly distributions on Series T(A) and Series T(B) units will frequently include a return of capital, which will affect the adjusted cost base of your units. We will provide you with information regarding any distributions that are a return of capital. For more information, contact your tax advisor.

Portfolio Turnover Rate


A portfolio turnover rate of 100% is equivalent to the Fund buying and selling all of the securities in its portfolio once in the course of the year. The higher the portfolio turnover rate in a year, the greater the trading costs payable by the Fund in the year and the greater the chance of an investor receiving taxable distributions in the year. There is not necessarily a relationship between a high turnover rate and the performance of a mutual fund. Although the larger trading costs associated with a high portfolio turnover rate would reduce the Funds performance.

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What are your Legal Rights?


Securities law in several provinces gives you the right to withdraw from an agreement to buy mutual fund securities within two business days after you receive a Simplified Prospectus or to cancel your purchase within 48 hours after you receive confirmation of your purchase. If you buy mutual fund securities under a contractual plan, the time period for your right to withdraw from the purchase may be longer. In several provinces and territories, securities law also gives you the right to cancel an agreement to buy mutual fund securities and get your money back or, in some jurisdictions, claim damages if the Simplified Prospectus or Annual Information Form or financial statements misrepresent any facts about the Fund. You must act within the time limit set by the securities legislation in your province or territory. You can find out more by referring to the securities legislation in your province or territory or by consulting a legal advisor.

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PART B: Specific information about each of the mutual funds described in this document
General information
Information about each Fund is summarized on the following pages. Here is an explanation of what you will find under each heading.

Who should invest in this fund?


We determine the risk level for a Fund using both quantitative and qualitative considerations. We review the fund type and standard deviation of a Fund. Fund types are broken down by broad asset types, regional classifications, developed or emerging markets, sector, and market capitalization thresholds. Standard deviation is a common statistic used to measure the volatility and risk of an investment. Funds with higher standard deviations are generally classified as being more risky. Each Fund is assigned an investment risk rating in one of the following categories: Low for Funds with a level of risk that is typically associated with investments in money market funds and Canadian fixed income funds; Low to Medium for Funds with a level of risk that is typically associated with investments in balanced funds and global and/or corporate fixed income funds; Medium for Funds with a level of risk that is typically associated with investments in equity portfolios that are diversified among a number of large-capitalization Canadian and/or international equity securities; Medium to High for Funds with a level of risk that is typically associated with investments in equity funds that may concentrate their investments in specific regions or in specific sectors of the economy; and High for Funds with a level of risk that is typically associated with investment in equity portfolios that may concentrate their investments in specific regions or in specific sectors of the economy where there is a substantial risk of loss (e.g., emerging markets, precious metals). We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility.

Fund details
In each Fund summary you will find a chart that looks like this one. It contains the information described below. Type of Fund This tells you how the Fund is classified, whether money market, equity, bond, related to a geographical region, or some other type. This is the date that the Fund started offering units to the public. This tells you the nature of the units offered. This tells you whether units of the Fund are qualified investments for registered plans.

Start Date

Securities Offered Eligible for Registered Plans

Portfolio Sub Advisor This tells you the name of the portfolio sub advisor of the Fund

What does the fund invest in?


This section is divided into two parts:

Investment Objective The investment objective of each Fund is described, and the kinds of securities it uses to achieve this objective. Investment Strategy This explains how a Fund through the applicable portfolio sub-advisor plans to achieve its investment objective. The investment activities of each Fund are subject to the investment restrictions determined from time to time by the Manager. Each Fund shall at all times conduct its activities so as to qualify as a mutual fund trust as that phrase is defined for purposes of the Tax Act.
In addition to the specific investment restrictions and practices described herein, the Funds have adopted the standard investment restrictions and practices set forth in National Instrument 81-102 Mutual Funds, a copy of which may be obtained from the Funds upon request, or any rule or national instrument reformulating or replacing same. Investors are encouraged to consult the Annual Information Form of the Funds for further information concerning the restrictions on investments and on investment policies and practices of the Fund in pursuing its objectives.

Distribution policy
This section tells you how and when distributions or dividends are paid by the Fund.

Fund expenses indirectly borne by investors


The information in this table provides an example of the share of the expenses of each series of units of each Fund indirectly borne by investors. Each series of units of a Fund is responsible for its own expenses and its proportionate share of common Fund expenses. While you dont pay these costs directly, they reduce the Funds return. Youll find more information about the costs of investing in the Funds in Fees and Expenses.

What are the risks of investing in this fund?


This is where the specific risks of the Fund are set out. For details about the meaning of each risk, see pages 2 to 5 of this document.

Large Unitholders These are the unitholders of the Fund which, as of June 30, 2011, beneficially hold more than 10% of the units of the Fund.

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What does the fund invest in?

Castlerock Growth Portfolio

Investment Objective The fundamental investment objective of Castlerock Growth Portfolio is to seek long term capital appreciation by investing primarily in a portfolio of equity and fixed income mutual funds, managed by the manager or an affiliate or associate of the manager and, to a lesser extent, exchange-traded funds (ETFs).
The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

Fund details
Type of Fund Asset Allocation Portfolio Start Date January 16, 2009 for Series A, Series B, Series F, Series T(A) and Series T(B) units Securities Offered Five series of units of a mutual fund trust, namely Series A units, Series B units, Series F units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor CI Investments Inc.(1)

forward contracts, swaps, index participation units and other similar instruments for hedging and non-hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash equivalent securities are held by the Fund in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into repurchase, reverse repurchase or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time, as part of its principal investment strategy, each Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent a Fund is in a defensive position, the Fund may lose the benefit of market upswings and limit its ability to meet its investment objective.

Investment Strategy To fulfill this objective, the portfolio sub advisor will follow a strategic asset allocation strategy whereby all or substantially all of the Funds assets will be invested in a combination of other Castlerock Mutual Funds, and to a lesser degree, ETFs. The Fund will invest in a combination of domestic and international equity and fixed income funds. The Underlying Funds and ETFs may invest in a variety of domestic, global and emerging market equity and fixed income securities. Equity investments may include small, medium and large capitalization securities, while fixed income investments may include high quality as well as high yield or other lower quality debt securities. The portfolio sub advisor may change the Underlying Funds and ETFs in which the Fund is invested, or the percentage of the Funds assets invested in a particular Underlying Fund or ETF at any time in its sole discretion.
Under normal market conditions, approximately 80% of the Funds assets are expected to be invested in quity funds and approximately 20% of the Funds assets are expected to be invested in fixed income funds. These percentages may vary from time to time depending on the portfolio sub advisors view of market conditions. The portfolio sub advisor will monitor and periodically rebalance the Funds assets back to the target asset allocation. The portfolio sub advisor will also regularly review and adjust the target asset allocations, including by buying and selling units of the Underlying Funds, and may purchase or sell ETFs in order to increase or decrease the Funds exposure to specific sectors of the market. The portfolio sub-advisor selects for the Fund the appropriate Underlying Funds. In making this selection, the portfolio sub-advisor considers the investment objectives and strategies of each Underlying Fund as well as its investment style and performance record. The portfolio sub-advisor selects for the Fund the appropriate ETFs. In making this selection, the portfolio sub-advisor considers the index that each ETF is designed to replicate or represent. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures,

What are the risks of investing in this fund?


The Fund uses strategic asset allocation in order to invest in a mix of different Underlying Funds and ETFs. This strategy helps to reduce the Funds volatility but also makes the Funds performance dependent on the performance of the Underlying Funds and ETFs in which it invests. The Funds ability to achieve its overall investment objective is directly related to the Underlying Funds and ETFs ability to achieve their individual investment objectives. See Risks of Investments in Other Mutual Funds.

Notes: (1) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

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CIG-690

CASTLEROCK GROWTH PORTFOLIO

The Fund is subject to its own risks and to risks relating to the Underlying Funds and ETFs it holds. The investment risks of the Fund and Underlying Funds and ETFs held by the Fund may include: Asset Backed and Mortgage Backed Securities Risk; Cash Deposit Risk; Credit Risk; Exchange Traded Fund Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Investments in Small and Mid-Sized Companies; Market Risk; Risks of Investing in Bank Loans and Loan Participations; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document. In accordance with its investment objectives, the Fund held up to 20.65% of its net assets in units of Castlerock International Equity Fund, up to 15.20% of its net assets in units of Castlerock Canadian Value Fund, up to 10.88% of its net assets in units of Castlerock Canadian Bond Fund, up to 17.97% of its net assets in units of Castlerock Canadian Dividend Fund, up to 14.82% of its net assets in units of Castlerock Capital Appreciation Fund, up to 9.56% of its net assets in units of Castlerock Global Leaders Fund, up to 10.10% of its net assets in units of Castlerock Global High Income Fund, and up to 12.44% of its net assets in units of Castlerock Canadian Stock Fund during the last year. We do not believe that these investments resulted in any additional risk to the Fund.

additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment. At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31 of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions are included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Who should invest in this fund?


This Fund is intended for those investors seeking long-term capital growth with reduced volatility through a diversified portfolio of equity and fixed income funds. This Fund may be suitable if you are investing for the medium and/or long term and are willing to accept a medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Fund expenses indirectly borne by investors


The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain for each series as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year Series A units Series B units Series F units Series T(A) units Series T(B) units $23.06 $25.62 $12.81 $23.06 $25.62 3 years $72.69 $80.76 $40.38 $72.69 $80.76 5 years $127.40 $141.56 $70.78 $127.40 $141.56 10 years $290.00 $322.22 $161.11 $290.00 $322.22

Distribution policy
The Fund has a taxation year end of December 31. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on December 31 to ensure there is no income tax payable by the Fund under the Tax Act. In addition, the Fund intends to distribute income earned by the Fund at the end of March, June and September of each year. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in

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What does the fund invest in?

Castlerock Balanced Growth Portfolio

Investment Objective The fundamental investment objective of Castlerock Balanced Growth Portfolio is to seek long term capital appreciation and some income by investing primarily in a portfolio of equity and fixed income mutual funds, managed by the manager or an affiliate or associate of the manager and, to a lesser extent, exchange-traded funds (ETFs).
The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cashequivalent securities are held by the Fund in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into repurchase, reverse repurchase or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time, as part of its principal investment strategy, each Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent a Fund is in a defensive position, the Fund may lose the benefit of market upswings and limit its ability to meet its investment objective.

Fund details
Type of Fund Asset Allocation Portfolio Start Date January 16, 2009 for Series A, Series B, Series F, Series T(A) and Series T(B) units Securities Offered Five series of units of a mutual fund trust, namely Series A units, Series B units, Series F units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor CI Investments Inc.(1)

Investment Strategy To fulfill this objective, the portfolio sub-advisor will follow a strategic asset allocation strategy whereby all or substantially all of the Funds asset will be invested in a combination of other Castlerock Mutual Funds, and to a lesser degree, ETFs. The Fund will invest in a combination of domestic and international equity and fixed income funds. The Underlying Funds and ETFs may invest in a variety of domestic, global and emerging market equity and fixed income securities. Equity investments may include small, medium and large capitalization securities, while fixed income investments may include high quality as well as high yield or other lower quality debt securities. The portfolio sub advisor may change the Underlying Funds and ETFs in which the Fund is invested, or the percentage of the Funds assets invested in a particular Underlying Fund or ETF at any time in its sole discretion.
Under normal market conditions, approximately 65% of the Funds assets are expected to be invested in equity funds and approximately 35% of assets are expected to be invested in fixed income funds. These percentages may vary from time to time depending on the portfolio sub advisors view of market conditions. The portfolio subadvisor will monitor and periodically rebalance the Funds assets back to the target asset allocation. The portfolio sub-advisor will also regularly review and adjust the target asset allocations, including by buying and selling units of the Underlying Funds, and may purchase or sell ETFs in order to increase or decrease the Funds exposure to specific sectors of the market. The portfolio sub-advisor selects for the Fund the appropriate Underlying Funds. In making this selection, the portfolio sub advisor considers the investment objectives and strategies of each Underlying Fund as well as its investment style and performance record. The portfolio sub-advisor selects for the Fund the appropriate ETFs. In making this selection, the portfolio sub-advisor considers the index that each ETF is designed to replicate or represent. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of

What are the risks of investing in this fund?


The Fund uses strategic asset allocation in order to invest in a mix of different Underlying Funds and ETFs. This strategy helps to reduce the Funds volatility but also makes the Funds performance dependent on the performance of the Underlying Funds and ETFs in which it invests. The Funds ability to achieve its overall investment objective is directly related to the Underlying Funds and ETFs ability to achieve their individual investment objectives. See Risks of Investments in Other Mutual Funds. The Fund is subject its own risks and to risks relating to the Underlying Funds and ETFs it holds. The investment risks of the Fund and Underlying Funds and ETFs held by the Fund may include: Asset Backed and Mortgage Backed Securities Risk; Cash Deposit Risk; Credit Risk; Exchange Traded Fund Risk; Interest Rate Sensitive Securities;
CIG-691

Notes: (1) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

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CASTLEROCK BALANCED GROWTH PORTFOLIO

International Investment Exposure; Investments in Emerging Countries; Investments in Small and Mid Sized Companies; Market Risk; Risks of Investing in Bank Loans and Loan Participations; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document. In accordance with its investment objectives, the Fund held up to 15.47% of its net assets in units of Castlerock Global High Income Fund, up to 19.57% of its net assets in units of Castlerock International Equity Fund, up to 10.81% of its net assets in units of Castlerock Canadian Stock Fund, up to 18.22% of its net assets in units of Castlerock Canadian Bond Fund, up to 11.53% of its net assets in units of Castlerock Canadian Value Fund, up to 15.04% of its net assets in units of Castlerock Canadian Dividend Fund, and up to 11.35% of its net assets in units of Castlerock Capital Appreciation Fund during the last year. We do not believe that these investments resulted in any additional risk to the Fund.

This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions are included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Who should invest in this fund?


This Fund is intended for those investors seeking long-term capital growth with reduced volatility through a diversified portfolio of equity and fixed income funds. This Fund may be suitable if you are investing for the medium term and are willing to accept a low to medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Fund expenses indirectly borne by investors


The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain for each series as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year Series A units Series B units Series F units Series T(A) units Series T(B) units $23.06 $25.62 $12.81 $23.06 $25.62 3 years $72.69 $80.76 $40.38 $72.69 $80.76 5 years $127.40 $141.56 $70.78 $127.40 $141.56 10 years $290.00 $322.22 $161.11 $290.00 $322.22

Distribution policy
The Fund has a taxation year end of December 31. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on December 31 to ensure there is no income tax payable by the Fund under the Tax Act. In addition, the Fund intends to distribute income earned by the Fund at the end of March, June and September of each year. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment. At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31 of the previous year.

3 0 - PA R T B

What does the fund invest in?

Castlerock Balanced Portfolio

Investment Objective The fundamental investment objective of Castlerock Balanced Portfolio is to seek a balance of long term capital appreciation and income by investing primarily in a portfolio of equity and fixed income mutual funds, managed by the manager or an affiliate or associate of the manager and, to a lesser extent, exchangetraded funds (ETFs).
The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

Fund details
Type of Fund Asset Allocation Portfolio Start Date January 16, 2009 for Series A, Series B, Series F, Series T(A) and Series T(B) units Securities Offered Five series of units of a mutual fund trust, namely Series A units, Series B units, Series F units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor CI Investments Inc.(1)

Investment Strategy To fulfill this objective, the portfolio sub-advisor will follow a strategic asset allocation strategy whereby all or substantially all of the Funds assets will be invested in a combination of other Castlerock Mutual Funds, and to a lesser degree, ETFs. The Fund will invest in a combination of domestic and international equity and fixed income funds. The Underlying Funds and ETFs may invest in a variety of domestic, global and emerging market equity and fixed income securities. Equity investments may include small, medium and large capitalization securities, while fixed income investments may include high quality as well as high yield or other lower-quality debt securities. The portfolio sub-advisor may change the Underlying Funds and ETFs in which the Fund is invested, or the percentage of the Funds assets invested in a particular Underlying Fund or ETF at any time in its sole discretion.
Under normal market conditions, approximately 50% of the Funds assets are expected to be invested in equity funds and approximately 50% of assets are expected to be invested in fixed income funds. These percentages may vary from time to time depending on the portfolio sub-advisors view of market conditions. The portfolio sub-advisor will monitor and periodically rebalance the Funds assets back to the target asset allocation. The portfolio sub-advisor will also regularly review and adjust the target asset allocations, including by buying and selling units of the Underlying Funds, and may purchase or sell ETFs in order to increase or decrease the Funds exposure to specific sectors of the market. The portfolio sub-advisor selects for the Fund the appropriate Underlying Funds. In making this selection, the portfolio sub-advisor considers the investment objectives and strategies of each Underlying Fund as well as its investment style and performance record.

Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash equivalent securities are held by the Fund in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into repurchase, reverse repurchase or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time, as part of its principal investment strategy, each Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent a Fund is in a defensive position, the Fund may lose the benefit of market upswings and limit its ability to meet its investment objective.

What are the risks of investing in this fund?


The Fund uses strategic asset allocation in order to invest in a mix of different Underlying Funds and ETFs. This strategy helps to reduce the Funds volatility but also makes the Funds performance dependent on the performance of the Underlying Funds and ETFs in which it invests. The Funds ability to achieve its overall investment objective is directly related to the Underlying Funds and ETFs ability to achieve their

Notes: (1) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

The portfolio sub-advisor selects for the Fund the appropriate ETFs. In making this selection, the portfolio sub-advisor considers the index that each ETF is designed to replicate or represent.

3 1 - PA R T B

CASTLEROCK BALANCED PORTFOLIO

individual investment objectives. See Risks of Investments in Other Mutual Funds. The Fund is subject its own risks and to risks relating to the Underlying Funds and ETFs it holds. The investment risks of the Fund and Underlying Funds and ETFs held by the Fund may include: Asset Backed and Mortgage Backed Securities Risk; Cash Deposit Risk; Credit Risk; Exchange Traded Fund Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Investments in Small and Mid Sized Companies; Market Risk; Risks of Investing in Bank Loans and Loan Participations; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document. In accordance with its investment objectives, the Fund held up to 29.03% of its net assets in units of Castlerock Canadian Bond Fund, up to 12.85% of its net assets in units of Castlerock Canadian Dividend Fund, up to 19.14% of its net assets in units of Castlerock Global High Income Fund, and up to 17.72% of its net assets in units of Castlerock International Equity Fund during the last year. We do not believe that these investments resulted in any additional risk to the Fund.

Any additional income and capital gains distributed by the Fund must be reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment. At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31 of the previous year This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions are included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Who should invest in this fund?


This Fund is intended for those investors seeking long-term capital growth with reduced volatility through a diversified portfolio of equity and fixed income funds. This Fund may be suitable if you are investing for the medium term and are willing to accept a low to medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Fund expenses indirectly borne by investors


The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain for each series as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year Series A units Series B units Series F units Series T(A) units Series T(B) units $23.06 $25.62 $12.81 $23.06 $25.62 3 years $72.69 $80.76 $40.38 $72.69 $80.76 5 years $127.40 $141.56 $70.78 $127.40 $141.56 10 years $290.00 $322.22 $161.11 $290.00 $322.22

Distribution policy
The Fund has a taxation year end of December 31. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on December 31 to ensure there is no income tax payable by the Fund under the Tax Act. In addition, the Fund intends to distribute income earned by the Fund at the end of March, June and September of each year. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder.

3 2 - PA R T B

What does the fund invest in?

Castlerock Conservative Portfolio

Investment Objective The fundamental investment objective of Castlerock Conservative Portfolio is to seek a combination of current income with the potential for long term capital appreciation by investing primarily in a portfolio of equity and fixed income mutual funds, managed by the manager or an affiliate or associate of the manager and, to a lesser extent, exchange-traded funds (ETFs).
The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

Fund details
Type of Fund Asset Allocation Portfolio Start Date January 16, 2009 for Series A, Series B, Series F, Series T(A) and Series T(B) units Securities Offered Five series of units of a mutual fund trust, namely Series A units, Series B units, Series F units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor CI Investments Inc.(1)

Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non-hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash equivalent securities are held by the Fund in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into repurchase, reverse repurchase or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time, as part of its principal investment strategy, each Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent a Fund is in a defensive position, the Fund may lose the benefit of market upswings and limit its ability to meet its investment objective.

Investment Strategy To fulfill this objective, the portfolio sub-advisor will follow a strategic asset allocation strategy whereby all or substantially all of the Funds assets will be invested in a combination of other Castlerock Mutual Funds, and to a lesser degree, ETFs. The Fund will invest in a combination of domestic and international equity and fixed income funds. The Underlying Funds and ETFs may invest in a variety of domestic, global and emerging market equity and fixed income securities. Equity investments may include small, medium and large capitalization securities, while fixed income investments may include high quality as well as high yield or other lower-quality debt securities. The portfolio sub-advisor may change the Underlying Funds and ETFs in which the Fund is invested, or the percentage of the Funds assets invested in a particular Underlying Fund or ETF at any time in its sole discretion.
Under normal market conditions, approximately 35% of the Funds assets are expected to be invested in equity funds and approximately 65% of assets are expected to be invested in fixed income funds. These percentages may vary from time to time depending on the portfolio sub-advisors view of market conditions. The portfolio sub-advisor will monitor and periodically rebalance the Funds assets back to the target asset allocation. The portfolio sub-advisor will also regularly review and adjust the target asset allocations, including by buying and selling units of the Underlying Funds, and may purchase or sell ETFs in order to increase or decrease the Funds exposure to specific sectors of the market. The portfolio sub-advisor selects for the Fund the appropriate Underlying Funds. In making this selection, the portfolio sub advisor considers the investment objectives and strategies of each Underlying Fund as well as its investment style and performance record.

What are the risks of investing in this fund?


The Fund uses strategic asset allocation in order to invest in a mix of different Underlying Funds and ETFs. This strategy helps to reduce the Funds volatility but also makes the Funds performance dependent on the performance of the Underlying Funds and ETFs in which it invests. The Funds ability to achieve its overall investment objective is directly related to the Underlying Funds and ETFs ability to achieve their individual investment objectives. See Risks of Investments in Other Mutual Funds.

Notes: (1) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

The portfolio sub-advisor selects for the Fund the appropriate ETFs. In making this selection, the portfolio sub-advisor considers the index that each ETF is designed to replicate or represent.

3 3 - PA R T B

C A S T L E R O C K C O N S E R V AT I V E P O R T F O L I O

The Fund is subject its own risks and to risks relating to the Underlying Funds and ETFs it holds. The investment risks of the Fund and Underlying Funds and ETFs held by the Fund may include: Asset Backed and Mortgage Backed Securities Risk; Cash Deposit Risk; Credit Risk; Exchange-Traded Fund Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Investments in Small and Mid Sized Companies; Market Risk; Risks of Investing in Bank Loans and Loan Participations; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document. In accordance with its investment objectives, the Fund held up to 40.27% of its net assets in units of Castlerock Canadian Bond Fund, up to 10.12% of its net assets in units of Castlerock Canadian Dividend Fund, up to 6.29% of its net assets in units of Castlerock Canadian Value Fund, up to 6.41% of its net assets in units of Castlerock Capital Appreciation Fund, up to 22.89% of its net assets in units of Castlerock Global High Income Fund, and up to 13.49% of its net assets in units of Castlerock International Equity Fund during the last year. We do not believe that these investments resulted in any additional risk to the Fund.

reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment. At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31 of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions are included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Who should invest in this fund?


This Fund is intended for those investors seeking long-term capital growth with reduced volatility through a diversified portfolio of equity and fixed income funds. This Fund may be suitable if you are investing for the medium term and are willing to accept a low to medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Fund expenses indirectly borne by investors


The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain for each series as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year Series A units Series B units Series F units Series T(A) units Series T(B) units $20.49 $23.06 $11.78 $20.49 $23.06 3 years $64.61 $72.69 $37.15 $64.61 $72.69 5 years $113.25 $127.40 $65.12 $113.25 $127.40 10 years $257.78 $290.00 $148.22 $257.78 $290.00

Distribution policy
The Fund has a taxation year end of December 31. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on December 31 to ensure there is no income tax payable by the Fund under the Tax Act. In addition, the Fund intends to distribute income earned by the Fund at the end of March, June and September of each year. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be

3 4 - PA R T B

What does the fund invest in?

Castlerock Capital Appreciation Fund

Investment Objective The fundamental investment objective of Castlerock Capital Appreciation Fund is to seek growth of capital by investing primarily in United States stocks selected on the basis of potential for capital appreciation.
To fulfil this objective, the investment policy of the Fund is to invest a majority of its total assets in common stocks of medium and large U.S. companies. The Fund may invest up to 35% of its total assets in the securities of non-U.S. companies. The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

The Fund is permitted to invest some of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into reverse repurchase agreements or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

Fund details
Type of Fund U.S. Equity Start Date May 1, 2000 (February 1, 2005 for Series A units, June 13, 2006 for Series F units and Series I units and July 7, 2008 for Series T(A) units and Series T(B) units) Securities Offered Seven series of units of a mutual fund trust namely Series A units, Series B units, Series D units(1), Series F units, Series I units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor Tetrem Capital Management Ltd., Winnipeg, Manitoba(2)
Notes: (1) Effective May 9, 2008, Series D units of this Fund were closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008 and automatically reinvested distributions. The Manager may re-open Series D units of this Fund to new subscriptions in the future. (2) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

Investment Strategy Through fundamental analysis, the sub-advisor identifies companies that it believes have substantial near term capital appreciation potential regardless of company size or industry sector. This strategy is sometimes referred to as a stock picking approach. Companies are selected primarily on the basis of dynamic earnings growth potential and/or the expectation of a significant event that the sub-advisor believes will trigger an increase in stock price. Although not limited, the Fund generally will not invest in securities of companies having market capitalizations less than U.S. $2 billion. In analyzing a prospective investment, the sub-advisor looks at a number of factors, such as business environment, management quality, balance sheet, income statement, anticipated earnings, revenues, dividends and other related measures or indicators of value.
Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash equivalent securities are held by the Funds in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives.

What are the risks of investing in this fund?


The risks of investing in this Fund are: Cash Deposit Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Market Risk; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

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C A S T L E R O C K C A P I TA L A P P R E C I AT I O N F U N D

Who should invest in this fund?


This Fund may be suitable to you if you want a U.S. equity fund that focuses on value, you are investing for the medium and/or long term, and you are willing to accept a medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Fund expenses indirectly borne by investors Distribution policy


Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund has made such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment. At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31st of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. No information is provided in respect of Series I units as management fees for Series I units are negotiated and paid directly by the investor, not by the Fund (which fees will not exceed the management fees applicable to the Series D units). Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year Series A units Series B units Series D units Series F units Series T(A) units Series T(B) units $24.09 $26.64 $20.49 $13.83 $24.09 $26.64 3 years $75.92 $83.99 $64.61 $43.61 $75.92 $83.99 5 years $133.06 $147.22 $113.25 $76.44 $133.06 $147.22 10 years $302.89 $335.11 $257.78 $174.00 $302.89 $335.11

3 6 - PA R T B

What does the fund invest in?

Castlerock Global Leaders Fund

Investment Objective The fundamental investment objective of Castlerock Global Leaders Fund is to seek growth of capital by investing primarily in stocks issued by companies worldwide.
Under normal market and economic conditions, the Fund will invest a majority of its total assets in common stocks of high quality growth companies worldwide. These companies will be those identified by the Fund as leaders in their respective industries as indicated by an established market presence and strong global, regional or country competitive positions. The Fund will invest primarily in a diversified portfolio of common stocks covering a broad range of countries, industries and companies. Securities in which the Fund may invest are denominated in many currencies and may trade in markets around the world. Under normal market and economic conditions, the Fund will diversify its investments in securities of companies among a number of different countries throughout the world, which may include Canada. There are no limits on the amount of the Funds assets that may be invested in each country. The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash-equivalent securities are held by the Funds in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund is permitted to invest some of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into reverse repurchase agreements or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

Fund details
Type of Fund Global Equity Start Date May 1, 2000 (February 1, 2005 for Series A units, June 13, 2006 for Series F units and Series I units and July 7, 2008 for Series T(A) units and Series T(B) units) Securities Offered Seven series of units of a mutual fund trust namely Series A units, Series B units, Series D units(1), Series F units, Series I units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor Black Creek Investment Management Inc., Toronto, Ontario(2)
Notes: (1) Effective May 9, 2008, Series D units of this Fund were closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008 and automatically reinvested distributions. The Manager may re-open Series D units of this Fund to new subscriptions in the future. (2) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

Investment Strategy The approach of the sub-advisor is to invest in globally competitive companies within growing sectors. The sub-advisor takes a long-term view of the world and strives to understand the economics and characteristics of different businesses and industries. The sub-advisor analyzes historical financial performance, trends and technological changes in the business, sensitivities to economic factors, and other factors which may affect the future economics of the business. The sub-advisor strives to select companies with industry leadership, strong management, growing profits and potential for capital appreciation.
The Fund may invest in a broad range of market capitalizations but tends to focus on mid to large capitalization companies. Although diversified by country, industry and company, the Funds portfolio is focused and concentrated. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent

3 7 - PA R T B

CASTLEROCK GLOBAL LEADERS FUND

What are the risks of investing in this fund?


The risks of investing in this Fund are: Cash Deposit Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Market Risk; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Who should invest in this fund?


This Fund is intended for those investors seeking growth of capital associated with quality growth companies worldwide. This Fund may be suitable if you are investing for the medium and/or long term and are willing to accept a medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Fund expenses indirectly borne by investors


The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. No information is provided in respect of Series I units as management fees for Series I units are negotiated and paid directly by the investor, not by the Fund (which fees will not exceed the management fees applicable to the Series D units). Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year Series A units Series B units Series D units Series F units Series T(A) units Series T(B) units $24.08 $26.64 $20.49 $13.83 $24.08 $26.64 3 years $75.92 $83.99 $64.61 $43.61 $75.92 $83.99 5 years $133.06 $147.22 $113.25 $76.44 $133.06 $147.22 10 years $302.89 $335.11 $257.78 $174.00 $302.89 $335.11

Distribution policy
Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund has made such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment. At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31st of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund.

3 8 - PA R T B

What does the fund invest in?

Castlerock International Equity Fund

Investment Objective The fundamental investment objective of Castlerock International Equity Fund is to seek long-term capital growth by investing primarily in equity securities of companies located outside of Canada and the United States.
The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

Fund details
Type of Fund International Equity Start Date Series A, Series B, Series F, Series I, Series T(A) and Series T(B) September 25, 2008 Securities Offered Six series of units of a mutual fund trust, namely Series A units, Series B units, Series F units, Series I units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor Black Creek Investment Management Inc., Toronto, Ontario(1)

Investment Strategy To fulfill this objective, the Fund will primarily invest in a portfolio of equity securities of companies domiciled in countries outside of Canada and the United States, including companies located in emerging markets. It may invest in small, medium and large companies, and may hold cash and cash-equivalent securities. Although diversified by country, industry and company, the Funds portfolio may hold larger positions in a smaller number of securities.
When selecting securities for the Fund, the sub-advisor evaluates the merits of each company in terms of its leadership position within its industry, the strength of management, profit growth and the potential for capital appreciation. In order to develop a proprietary view of the company, the sub advisor also considers overall macro-economic conditions, historical financial performance of the company, trends and technological changes in the business, sensitivity to economic factors as well as other factors which may affect the future economics of the business. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash equivalent securities are held by the Fund in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives.

The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into repurchase, reverse repurchase or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. The Fund is permitted to invest some of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investments are permitted by Canadian securities laws. The sub advisor will select such investments based on the Funds investment objective. See Risks of Investments in Other Mutual Funds. At present, the Fund does not invest in securities of other mutual funds. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

What are the risks of investing in this fund?


The risks of investing in this Fund are: Cash Deposit Risk; Concentration Risk; International Investment Exposure; Investments in Emerging Countries; Investments in Small and Mid-Sized Companies Market Risk; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

Notes: (1) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

3 9 - PA R T B

C A S T L E R O C K I N T E R N AT I O N A L E Q U I T Y F U N D

Who should invest in this fund?


This Fund is intended for those investors seeking capital growth associated with quality companies located primarily outside of Canada and the United States. This Fund may be suitable if you are investing for the medium and/or long term and are willing to accept a medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Fund expenses indirectly borne by investors Distribution policy


Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund has made such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment. At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31st of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain the same as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. No information is provided in respect of Series I units as management fees for Series I units are negotiated and paid directly by the investor, not by the Fund (which fees will not exceed the management fees applicable to the Series A units). Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year Series A units Series B units Series F units Series T(A) units Series T(B) units $24.08 $26.64 $13.83 $24.08 $26.64 3 years $75.92 $83.99 $43.61 $75.92 $83.99 5 years $133.06 $147.22 $76.44 $133.06 $147.22 10 years $302.89 $335.11 $174.00 $302.89 $335.11

4 0 - PA R T B

What does the fund invest in?

Castlerock U.S. Dividend Growth Fund

Investment Objective The fundamental investment objective of Castlerock U.S. Dividend Growth Fund is to provide modest longterm capital appreciation and dividend income by investing in an actively managed portfolio of primarily U.S. equities.
To fulfill its objective, the investment policy of the Fund is to invest a majority of the Funds assets in a diversified portfolio of U.S. equities and, to a lesser extent, U.S. equity equivalents, focusing primarily on larger capitalization companies with high dividend yields and predictable levels of profitability. Emphasis is also placed on earnings quality and financial strength all of which facilitate dividend growth. The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

for companies with earnings growth, because rising earnings mean a current income stream that could be used to fund dividends and often the capital appreciation of higher stock prices. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash equivalent securities are held by the Fund in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund is permitted to invest some of its assets in non-U.S. equities. The Fund is permitted to invest some of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into repurchase, reverse repurchase or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength.

Fund details
Type of Fund U.S. Dividend Start Date June 13, 2006 (July 7, 2008 for Series T(A) units and Series T(B) units) Securities Offered Seven series of units of a mutual fund trust namely Series A units, Series B units, Series D units(1), Series F units, Series I units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor Greystone Managed Investments Inc., Regina, Saskatchewan(2)
Notes: (1) Effective May 9, 2008, Series D units of this Fund were closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008 and automatically reinvested distributions. The Manager may re-open Series D units of this Fund to new subscriptions in the future. (2) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

Investment Strategy The Funds sub-advisor follows a focused investment strategy by normally causing the Fund to hold a diversified portfolio of approximately 25 selected equities. Typically, the sub-advisor attempts to produce a modest long term capital appreciation and dividend income by selecting a base of mature companies with predictable levels of profitability. The sub-advisor favours U.S. companies that show financial strength, balanced by a desire for the Funds portfolio to show above-average growth rates.
The sub-advisors disciplined approach uses both quantitative and qualitative tools to build an incomeoriented portfolio. The portfolio management process focuses on mature companies with high dividend yields and predictable levels of profitability, which will facilitate dividend growth into the future. Emphasis is also placed on earnings quality and financial strength. Analysis is undertaken in the context of the overall market and accordingly growth characteristics are assessed on a relative basis. The sub-advisors quantitative tools automatically identify those companies worthy of personal attention. The sub-advisor supplements quantitative information with an in-depth knowledge of the companies in each industry and its economic requirements. An equity security is more likely to be included in the Funds portfolio if its profitability is greater than the market and if realized results meet or exceed market expectations. The Funds portfolio is built from the bottom-up as new companies replace holdings whose growth in the opinion of the sub-advisor show deterioration. Income on equities in the Fund comes from selecting a base of companies that exhibit predictable levels of profitability. More specifically, the sub-advisor looks

4 1 - PA R T B

CASTLEROCK U.S. DIVIDEND GROWTH FUND

From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

What are the risks of investing in this fund?


The risks of investing in this Fund are: Cash Deposit Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Market Risk; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31st of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance.

Who should invest in this fund?


This Fund is intended for those investors seeking capital preservation and modest capital appreciation through investments in high quality U.S. equities. This Fund may be suitable if you are investing for the medium and/or long term and are willing to accept a medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Fund expenses indirectly borne by investors


The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain the same as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. No information is provided in respect of Series I units, as management fees for Series I units are negotiated and paid directly by the investor, not by the Fund (which fees will not exceed the management fees applicable to the Series D units). Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year 3 years $72.69 $80.76 $64.61 $40.38 $72.69 $80.76 5 years $127.40 $141.56 $113.25 $70.78 $127.40 $141.56 10 years $290.00 $322.22 $257.78 $161.11 $290.00 $322.22 Series A units Series B units Series D units Series F units Series T(A) units Series T(B) units $23.06 $25.62 $20.49 $12.81 $23.06 $25.62

Distribution policy
Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund has made such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. In addition, the Fund intends to distribute income earned by the Fund at the end of March, June and September of each year. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment.

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What does the fund invest in?

Castlerock Canadian Dividend Fund

Investment Objective The fundamental investment objective of Castlerock Canadian Dividend Fund is to achieve a balance between high dividend income and capital growth by investing mainly in a diversified portfolio of Canadian common stocks that are paying a dividend or are expected to pay a dividend and, to a lesser extent, in high-yield preferred shares and interest bearing securities.
To fulfill its objective, the investment policy of the Fund is to invest a majority of the Funds total assets in a diversified portfolio primarily composed of shares of free cash flow generating Canadian companies providing a stable income stream and trading at a significant discount to their intrinsic value. The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash equivalent securities are held by the Funds in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund is permitted to invest some of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into repurchase, reverse repurchase or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

Fund details
Type of Fund Canadian Dividend Start Date September 1, 2004 (February 1, 2005 for Series A units, June 13, 2006 for Series F units and Series I units and July 7, 2008 for Series T(A) units and Series T(B) units) Securities Offered Seven series of units of a mutual fund trust namely Series A units, Series B units, Series D units(1), Series F units, Series I units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor Tetrem Capital Management Ltd., Winnipeg, Manitoba(2)
Notes: (1) Effective May 9, 2008, Series D units of this Fund were closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008 and automatically reinvested distributions. The Manager may re-open Series D units of this Fund to new subscriptions in the future. (2) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

Investment Strategy The sub-advisor focuses on the Fund investing in securities with strong fundamentals, a record of dividend payments, potential for dividend increases or an expectation of dividend payments within 6 to 12 months. The sub-advisor directs research efforts to identify free cash flow generating companies trading at a sufficient discount to their intrinsic value. The sub-advisor uses quantitative and qualitative methods in the stock selection process. The sub-advisor chooses the investments by seeking out reputable stocks that are undervalued on the market compared to their true worth, focusing on small, mid and large capitalization Canadian corporations in a variety of industries while favouring equity securities, including preferred stock, that provide a stable income. The sub-advisor employs a bottom-up investment approach in constructing the investment portfolio of the Fund.
From time-to-time, the Fund may also purchase Canadian debt securities, both governmental and corporate. The Fund may also purchase equity securities of foreign corporations and debt securities of foreign corporations and governmental entities provided that the Fund may only invest a maximum of 30% of its assets (book value) in foreign securities. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives

What are the risks of investing in this fund?


The risks of investing in this Fund are: Cash Deposit Risk; Income Trust Risk; Interest Rate Sensitive Securities;

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CASTLEROCK CANADIAN DIVIDEND FUND

International Investment Exposure; Investments in Emerging Countries; Market Risk; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Who should invest in this fund?


This Fund is intended for those investors seeking current income balanced by the prospect of capital growth through investments in dividend paying Canadian equity securities. This Fund may be suitable if you are investing for a medium and/or long term and are willing to accept a medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Distribution policy
Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund has made such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. In addition, the Fund intends to distribute income earned by the Fund at the end of March, June and September of each year. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment. At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31st of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund.

Fund expenses indirectly borne by investors


The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain the same as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. No information is provided in respect of Series I units as management fees for Series I units are negotiated and paid directly by the investor, not by the Fund (which fees will not exceed the management fees applicable to the Series D units). Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year Series A units Series B units Series D units Series F units Series T(A) units Series T(B) units $23.06 $25.62 $20.49 $12.81 $23.06 $25.62 3 years $72.69 $80.76 $64.61 $40.38 $72.69 $80.76 5 years $127.40 $141.56 $113.25 $70.78 $127.40 $141.56 10 years $290.00 $322.22 $257.78 $161.11 $290.00 $322.22

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What does the fund invest in?

The Fund may invest a maximum of 30% of its assets (book value) in foreign securities. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash-equivalent securities are held by the Funds in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund is permitted to invest some of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into repurchase, reverse repurchase or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength.

Castlerock Canadian Dividend Growth Fund

Investment Objective The fundamental investment objective of Castlerock Canadian Dividend Growth Fund is to provide primarily a predictable stream of income and, secondarily, modest long-term capital appreciation, by investing in an actively managed portfolio of primarily Canadian stocks.
To fulfill its objective, the investment policy of the Fund is to invest a majority of the Funds total assets in a diversified portfolio of primarily Canadian stocks and equivalent securities with high dividend yields that have predictable levels of profitability and earnings which facilitate dividend growth. The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

Fund details
Type of Fund Canadian Dividend Start Date September 1, 2004 (February 1, 2005 for Series A units and June 13, 2006 for Series F units and Series I units) Securities Offered Five series of units of a mutual fund trust namely Series A units, Series B units, Series D units, Series F units and Series I units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor Greystone Managed Investments Inc., Regina, Saskatchewan(2)
Notes: (1) Effective May 9, 2008, Series D units of this Fund were closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008 and automatically reinvested distributions. (2) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

Investment Strategy The Funds sub-advisor follows a focused investment strategy by normally causing the Fund to hold a diversified portfolio of approximately 25 selected stocks. Typically, the sub-advisor attempts to produce superior dividend income and modest long-term capital appreciation by selecting a base of mature companies with predictable and growing levels of profitability. The sub-advisor favours Canadian companies that show financial strength, balanced by a desire for the Funds portfolio to show above-average growth rates.
The sub-advisors disciplined approach uses both quantitative and qualitative tools to build an incomeoriented portfolio. By using carefully selected factors, the sub-advisor screens the entire Canadian market every day to isolate possible opportunities. The sub-advisors quantitative tools automatically identify those companies worthy of personal attention. The sub-advisor supplements quantitative information with an in-depth knowledge of the companies in each industry and its economic requirements. A security is more likely to be included in the Funds portfolio if its profitability is growing faster than the market rate and if realized results meet or exceed market expectations. The Funds portfolio is built from the bottom-up as new companies replace holdings whose growth in the opinion of the sub-advisor shows deterioration. Reliable income on equities in the Fund comes from selecting a base of companies that exhibit predictable and growing levels of profitability. More specifically, the sub-advisor looks for stocks with earnings growth, because rising earnings mean a current income stream that could be used to fund dividends and often the capital appreciation of higher stock prices.

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CASTLEROCK CANADIAN DIVIDEND GROWTH FUND

From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

What are the risks of investing in this fund?


The risks of investing in this Fund are: Cash Deposit Risk; Income Trust Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Market Risk; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time.

Fund expenses indirectly borne by investors


The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain the same as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. No information is provided in respect of Series I units as management fees for Series I units are negotiated and paid directly by the investor, not by the Fund (which fees will not exceed the management fees applicable to the Series D units). Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year Series A units Series B units Series D units Series F units $23.06 $25.62 $20.49 $12.81 3 years $72.69 $80.76 $64.61 $40.38 5 years $127.40 $141.56 $113.25 $70.78 10 years $290.00 $322.22 $257.78 $161.11

Who should invest in this fund?


This Fund is intended for those investors seeking income and the potential for modest capital appreciation through investments in Canadian equity securities. This Fund may be suitable if you are investing for the medium and/or long term and are willing to accept a medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Distribution policy
Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund has made such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. In addition, the Fund intends to distribute income earned by the Fund at the end of March, June and September of each year. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by a Fund on units are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined.

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What does the fund invest in?

Castlerock Canadian Growth Companies Fund


Fund details
Type of Fund Canadian Equity Start Date February 9, 2011 Securities Offered Five series of units of a mutual fund trust, namely Series A units, Series B units, Series F units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor CI Investments Inc. and CI Global Holdings Inc., Boston, Massachusetts (1)

Investment Objective The fundamental investment objective of Castlerock Canadian Growth Companies Fund is to provide longterm capital growth by investing primarily in common shares of Canadian companies.
The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

The Fund may depart from its investment objective by temporarily investing most or all of its assets in cash or fixed-income securities issued or guaranteed by a Canadian or U.S. government, government agency or company to try to protect it during a market downturn or for other reasons. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. The portfolio manager may actively trade the Funds investments. This can increase trading costs, which lower the Funds returns. It also increases the possibility that youll receive taxable capital gains if you hold the fund in a non-registered account. The Fund is permitted to invest up to 100% of its assets in securities of other mutual funds, either directly or by gaining exposure to other mutual funds through derivatives, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. In selecting other mutual funds, the portfolio manager will assess a variety of criteria, including: management style investment performance and consistency risk tolerance levels calibre of reporting procedures quality of the manager and/or portfolio advisor. We review and monitor the performance of the Underlying Funds in which we invest. The review process consists of an assessment of the Underlying Funds. Factors such as adherence to stated investment mandate, returns, risk adjusted return measures, assets, investment management process, style, consistency and continued portfolio fit may be considered. This process may result in suggested revisions to weightings of the Underlying Funds, the inclusion of new Underlying Funds or the removal of one or more Underlying Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into securities lending transactions, repurchase transactions and reverse repurchase transactions to the extent permitted by the Canadian securities regulators. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions.

Investment Strategy When buying and selling securities for the Fund, the portfolio manager examines each companys potential for success in light of its current financial condition, its industry position and economic and market conditions. The portfolio manager considers factors like growth potential, earnings estimates and quality of management.
The Fund will focus on small and medium size companies. It may invest up to approximately 49% of its assets in foreign securities and may hold cash and fixed-income securities. The Fund may invest in equity securities of large companies and may also enter into repurchase transactions, reverse repurchase transactions, and securities lending transactions (described on page 5). The Fund will only do so if there are suitable counterparties available and if the transactions are considered appropriate. The Fund may also invest a portion of its assets in securities of other funds, which may be managed by CII, in accordance with its investment objectives. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and nonhedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash-equivalent securities are held by the Fund in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives.

Notes: (1) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub advisor. There may be difficulty enforcing any legal rights against CI Global Holdings Inc. because it is a foreign company and its assets are located outside Canada.

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C A S T L E R O C K C A N A D I A N G R O W T H C O M PA N I E S F U N D

To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength.

For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment. At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31st of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

What are the risks of investing in this fund?


The risks of investing in this Fund are: Cash Deposit Risk; Income Trust Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Small and Mid-Sized Companies; Market Risk; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

Large Unitholders As at June 30, 2011, the only unitholder of the Fund which, to the knowledge of the Manager, beneficially held more than 10% of the units of the Fund was CI Investments Inc., which held 60.14% of the outstanding units of the Fund.

Who should invest in this fund?


This Fund is intended for those investors seeking growth of capital associated with Canadian equity securities. This Fund may be suitable if you are investing for the medium and/or long term and are willing to accept a medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Fund expenses indirectly borne by investors


You do not pay the Funds expenses directly, but they will reduce the Funds returns. Since this is a new Fund there is no data currently available.

Distribution policy
Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund intends to make such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash.

4 8 - PA R T B

What does the fund invest in?

Castlerock Canadian Stock Fund

Investment Objective The fundamental investment objective of Castlerock Canadian Stock Fund is to seek long-term growth of capital and current income by investing primarily in Canadian equity securities.
To fulfil its objective, the investment policy of the Fund is to invest a majority of the Funds total assets in a diversified portfolio of primarily Canadian stocks and equivalent securities, and Canadian securities convertible into stocks.

Fund details
Type of Fund Canadian Equity Start Date May 1, 2000 (February 1, 2005 for Series A units, June 13, 2006 for Series F units and Series I units and July 7, 2008 for Series T(A) units and Series T(B) units) Securities Offered Seven series of units of a mutual fund trust namely Series A units, Series B units, Series D units(1), Series F units, Series I units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor Greystone Managed Investments Inc., Regina, Saskatchewan(2)
Notes: (1) Effective May 9, 2008, Series D units of this Fund were closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008 and automatically reinvested distributions. The Manager may re-open Series D units of this Fund to new subscriptions in the future. (2) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and nonhedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash-equivalent securities are held by the Funds in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund is permitted to invest some of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into reverse repurchase agreements or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

Investment Strategy The sub-advisor uses both quantitative and qualitative methods to evaluate a security for purchase or sale by the Fund. An internally developed quantitative process of the sub-advisor is utilized to screen the market on an ongoing basis to isolate possible opportunities for the Fund. The quantitative process considers various factors for screening securities, including earningsper-share momentum, earnings surprise and quarterly earnings revisions related to a particular issuer. The quantitative process provides the sub advisor potential targets for further review and ultimate consideration for inclusion in the Funds portfolio.
The sub-advisor then supplements quantitative information with its in-depth knowledge of the companies in each industry and its economic requirements in deciding to add or remove a security from the Funds portfolio. The primary consideration when adding a stock is confidence in a companys ability to grow its earnings and therefore a growing ability to pay income. In addition, a large emphasis is placed on quality and sustainability of earnings growth. Consideration is also made to the market environment, therefore allowing earnings growth to be measured on a relative basis. The emphasis on a companys quality of earnings and its ability to grow earnings is expected to result in a portfolio of securities that will generate dividend income. The Funds portfolio is broadly diversified by industry and company. The Fund may invest a maximum of 30% of its assets (book value) in foreign securities. Once securities are acquired for the Fund, they are continuously monitored for changes in performance outlook. This means tracking and ranking daily the latest valuations, sales, cash flow, earnings surprises, etc. In the event of a holding falling below a threshold, the investment is formally reviewed. Similar to buy decisions, decisions to sell portfolio securities of the Fund are made after qualitative assessment. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but

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CASTLEROCK CANADIAN STOCK FUND

What are the risks of investing in this fund?


The risks of investing in this Fund are: Cash Deposit Risk; Income Trust Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Market Risk; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Who should invest in this fund?


This Fund is intended for those investors seeking growth of capital associated with Canadian equity securities. This Fund may be suitable if you are investing for the medium and/or long term and are willing to accept a medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Fund expenses indirectly borne by investors


The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. No information is provided in respect of Series I units as management fees for Series I units are negotiated and paid directly by the investor, not by the Fund (which fees will not exceed the management fees applicable to the Series D units). Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year 3 years $72.69 $80.76 $64.61 $40.38 $72.69 $80.76 5 years $127.40 $141.56 $113.25 $70.78 $127.40 $141.56 10 years $290.00 $322.22 $257.78 $161.11 $290.00 $322.22 Series A units Series B units Series D units Series F units Series T(A) units Series T(B) units $23.06 $25.62 $20.49 $12.81 $23.06 $25.62

Distribution policy
Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund has made such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment. At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31st of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund.

5 0 - PA R T B

What does the fund invest in?

Castlerock Canadian Value Fund

Investment Objective The fundamental investment objective of Castlerock Canadian Value Fund is to seek long term capital appreciation by primarily investing in common shares of established Canadian issuers that are undervalued relative to their intrinsic value.
To fulfill its objective, the investment policy of the Fund is to invest a majority of the Funds total assets in a diversified portfolio primarily composed of shares of free cash flow generating Canadian companies trading at a significant discount to their intrinsic value.

The Fund is permitted to invest some of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into repurchase, reverse repurchase or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

Fund details
Type of Fund Canadian Equity Start Date September 1, 2004 (February 1, 2005 for Series A units, June 13, 2006 for Series F units and Series I units and July 7, 2008 for Series T(A) units and Series T(B) units) Securities Offered Seven series of units of a mutual fund trust namely Series A units, Series B units, Series D units(1), Series F units, Series I units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor Tetrem Capital Management Ltd., Winnipeg, Manitoba(2)

The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

Investment Strategy The sub-advisor employs a bottom-up investment approach in constructing the investment portfolio of the Fund. The sub-advisor directs research to identify free cash flow generating companies trading at a sufficient discount to their intrinsic value. The subadvisor uses quantitative and qualitative methods in the stock selection process and attempts to buy the best economic value in the market regardless of what sector the issuer operates in. Research efforts are directed to identify stocks that are undervalued in relation to the asset or business value of the issuer. If short-term results fall short of expectations, the intrinsic value of the underlying assets of the issuer should provide important downside protection.
The Fund may invest a maximum of 30% of its assets (book value) in foreign securities. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash-equivalent securities are held by the Funds in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives.

What are the risks of investing in this fund?


The risks of investing in this Fund are: Cash Deposit Risk; Income Trust Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Market Risk; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

Notes: (1) Effective May 9, 2008, Series D units of this Fund were closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008 and automatically reinvested distributions. The Manager may re-open Series D units of this Fund to new subscriptions in the future. (2) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

5 1 - PA R T B

CASTLEROCK CANADIAN VALUE FUND

Who should invest in this fund?


This Fund is intended for those investors seeking growth of capital associated with Canadian equity securities perceived to be under-valued by the broader market. This Fund may be suitable if you are investing for the medium and/or long term and are willing to accept a medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Fund expenses indirectly borne by investors Distribution policy


Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund has made such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment. At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31st of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain the same as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. No information is provided in respect of Series I units as management fees for Series I units are negotiated and paid directly by the investor, not by the Fund (which fees will not exceed the management fees applicable to the Series D units). Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year Series A units Series B units Series D units Series F units Series T(A) units Series T(B) units $23.06 $25.62 $20.49 $12.81 $23.06 $25.62 3 years $72.69 $80.76 $64.61 $40.38 $72.69 $80.76 5 years $127.40 $141.56 $113.25 $70.78 $127.40 $141.56 10 years $290.00 $322.22 $257.78 $161.11 $290.00 $322.22

5 2 - PA R T B

What does the fund invest in?

Castlerock Pure Canadian Equity Fund

Investment Objective The fundamental investment objective of Castlerock Pure Canadian Equity Fund is to achieve long-term capital growth by investing, directly or indirectly, primarily in equity securities of Canadian companies. Indirect investments may include convertible securities, derivatives, equity-related securities and securities of other mutual funds.
The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

Fund details
Type of Fund Canadian Equity Start Date February 9, 2011 Securities Offered Six series of units of a mutual fund trust, namely Series A units, Series B units, Series F units, Series I units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor CI Investments Inc. and CI Global Holdings Inc., Boston, Massachusetts(1)

The Fund is permitted to invest up to 100% of its assets in securities of other mutual funds, either directly or by gaining exposure to other mutual funds through derivatives, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. In selecting other mutual funds, the portfolio manager will assess a variety of criteria, including: management style investment performance and consistency risk tolerance levels calibre of reporting procedures quality of the manager and/or portfolio advisor. We review and monitor the performance of the Underlying Funds in which we invest. The review process consists of an assessment of the Underlying Funds. Factors such as adherence to stated investment mandate, returns, risk adjusted return measures, assets, investment management process, style, consistency and continued portfolio fit may be considered. This process may result in suggested revisions to weightings of the Underlying Funds, the inclusion of new Underlying Funds or the removal of one or more Underlying Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into securities lending transactions, repurchase transactions and reverse repurchase transactions to the extent permitted by the Canadian securities regulators. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

Investment Strategy When buying and selling securities for the Fund, the portfolio manager examines each companys potential for success in light of its current financial condition, its industry positioning, and economic and market conditions. The portfolio manager considers factors like growth potential, earning estimates, quality of management and current market value of the securities.
The Fund may invest in common and preferred shares of small, medium and large companies and in other types of equity securities or equity-type securities. It may invest up to approximately 10% of its assets in foreign securities and may hold income trust units, cash and fixed income securities. The portfolio manager may actively trade the Funds investments. This can increase trading costs, which lower the funds returns. It also increases the possibility that youll receive taxable capital gains if you hold the fund in a non-registered account. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash-equivalent securities are held by the Fund in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives.

Notes: (1) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub advisor. There may be difficulty enforcing any legal rights against CI Global Holdings Inc. because it is a foreign company and its assets are located outside Canada.

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CASTLEROCK PURE CANADIAN EQUITY FUND

What are the risks of investing in this fund?


The risks of investing in this Fund are: Cash Deposit Risk; Concentration Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Small and Mid-Sized Companies; Market Risk; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31st of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Large Unitholders As at June 30, 2011, the only unitholder of the Fund which, to the knowledge of the Manager, beneficially held more than 10% of the units of the Fund was CI Investments Inc., which held 75.20% of the outstanding units of the Fund.

Who should invest in this fund?


This Fund is intended for those investors seeking growth of capital associated with Canadian equity securities perceived to be under-valued by the broader market. This Fund may be suitable if you are investing for the medium and/or long term and are willing to accept a medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Distribution policy
Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund intends to make such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment.

Fund expenses indirectly borne by investors


You do not pay the Funds expenses directly, but they will reduce the Funds returns. Since this is a new Fund there is no data currently available.

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What does the fund invest in?

Castlerock Canadian Balanced Fund

Investment Objective The fundamental investment objective of Castlerock Canadian Balanced Fund is to seek the growth of long-term total return by investing primarily in Canadian stocks, bonds and other debt securities and money market instruments.
The equity securities in which the Fund will invest are a diversified portfolio of primarily Canadian stocks and equivalent securities, and Canadian securities convertible into stocks.

Fund details
Type of Fund Canadian Balanced Start Date May 1, 2000 (February 1, 2005 for Series A units, June 13, 2006 for Series F units and Series I units and July 7, 2008 for Series T(A) units and Series T(B) units) Securities Offered Seven series of units of a mutual fund trust namely Series A units, Series B units, Series D units(1), Series F units, Series I units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor Greystone Managed Investments Inc., Regina, Saskatchewan(2)
Notes: (1) Effective May 9, 2008, Series D units of this Fund were closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008 and automatically reinvested distributions. The Manager may re-open Series D units of this Fund to new subscriptions in the future. (2) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

The debt securities in which the Fund will invest are a diversified portfolio of primarily Canadian fixed income securities, including Canadian federal, provincial or municipal government bonds, corporate bonds, assetbacked mortgage securities and short-term money market instruments. The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non-hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash-equivalent securities are held by the Funds in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund is permitted to invest some of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into reverse repurchase agreements or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

Investment Strategy The sub-advisor uses both quantitative and qualitative methods to evaluate equity securities for purchase or sale in the same manner employed by Castlerock Canadian Stock Fund.
The fixed income decision making process involves top-down and bottom-up strategies that are based upon fundamentally-oriented qualitative and quantitative analysis. Risk will be monitored throughout the process and managed at the portfolio level. The following active management techniques are employed by the sub-advisor: (1) interest rate anticipation; (2) yield curve positioning; (3) sector rotation; (4) credit quality strategies; and (5) individual security selection. The Fund is not restricted to any specific maturity term. The Fund may invest a maximum of 30% of its assets (book value) in foreign securities. Asset allocation decisions are based on the subadvisors judgment of the proposed investment environment for financial assets, relative fundamental values, the attractiveness of each asset category and expected future returns of each asset category. The sub-advisor does not attempt to engage in short term market timing among asset categories, and asset allocation is at the sub-advisors discretion. As a result, shifts in asset allocation are expected to be gradual and continuous and the Fund will normally have some portion of its assets invested in each asset category. There is no limit on the amount of fund assets that may be allocated to each asset category and the allocation is in the discretion of the Manager and the sub-advisor.

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CASTLEROCK CANADIAN BALANCED FUND

The Funds portfolio turnover rate may be higher than 70%. The higher a Funds portfolio turnover rate: the greater the chance you may receive taxable capital gains; and the greater the trading costs of the Fund. These costs are an expense of the Fund and are paid out of Fund assets, which may reduce your returns.

What are the risks of investing in this fund?


The risks of investing in this Fund are: Asset Backed and Mortgage Backed Securities Risk; Cash Deposit Risk; Income Trust Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Market Risk; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31st of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Who should invest in this fund?


This Fund is intended for those investors seeking growth and income with reduced volatility through diversified exposure to both equity and fixed income securities. This Fund may be suitable if you are investing for a medium term and are willing to accept a low to medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Fund expenses indirectly borne by investors


The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. No information is provided in respect of Series I units as management fees for Series I units are negotiated and paid directly by the investor, not by the Fund (which fees will not exceed the management fees applicable to the Series D units). Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year 3 years $72.69 $80.76 $64.61 $40.38 $72.69 $80.76 5 years $127.40 $141.56 $113.25 $70.78 $127.40 $141.56 10 years $290.00 $322.22 $257.78 $161.11 $290.00 $322.22 Series A units Series B units Series D units Series F units Series T(A) units Series T(B) units $23.06 $25.62 $20.49 $12.81 $23.06 $25.62

Distribution policy
Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund has made such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment.

5 6 - PA R T B

What does the fund invest in?

Castlerock Global Balanced Fund

Investment Objective The fundamental investment objective of Castlerock Global Balanced Fund is to seek the growth of long-term total return by investing primarily in a balanced portfolio of equities, convertible and fixed income securities issued by governments, supra-national agencies or corporations anywhere in the world.
To achieve its objective, the investment policy of the Fund is to invest a majority of the Funds assets in a portfolio consisting of equities, convertible and fixed income investments issued globally.

exchange exposure and the Funds average maturity. The investment team uses top-down analysis to determine which securities may benefit or be harmed from changes in the economy. The investment team then selects individual securities to buy or sell, which from a total return perspective, appear either attractive or unattractive. Asset allocation decisions are based on the judgment of both sub-advisors of the Fund in respect of the proposed investment environment for financial assets, relative fundamental values, the attractiveness of each asset category and expected future returns of each asset category. The sub-advisors do not attempt to engage in short-term market timing among asset categories. There is no limit on the amount of Fund assets that may be allocated to each asset category and the allocation is in the discretion of the Manager and the sub-advisors. As a result, shifts in asset allocation are expected to be gradual and continuous and the Fund will normally have some portion of its assets invested in each asset category. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash-equivalent securities are held by the Funds in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund is permitted to invest some of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into repurchase, reverse repurchase or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive

Fund details
Type of Fund Global Balanced Start Date January 31, 2007 (July 7, 2008 for Series T(A) units and Series T(B) units) Securities Offered Seven series of units of a mutual fund trust namely Series A units, Series B units, Series D units(1), Series F units, Series I units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor Black Creek Investment Management Inc., Toronto, Ontario and CI Investments Inc., Toronto, Ontario(2)

The global equity securities in which the Fund will invest are a diversified portfolio of primarily globally competitive companies within growing sectors. The debt securities in which the Fund will invest are a diversified portfolio of primarily convertible and fixed income investments issued by governments, corporations and supra-national organizations throughout the world. The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

Investment Strategy The global equities component of the Funds portfolio will be invested by Black Creek Investment Management Inc. (Black Creek). Black Creek as sub-advisor takes a long-term view of the world and strives to understand the economics and characteristics of different businesses and industries. Black Creek as sub advisor analyzes historical financial performance, trends and technological changes in the business, sensitivities to economic factors, and other factors which may affect the future economics of the business. Black Creek as sub advisor strives to select companies with industry leadership, strong management, growing profits and potential for capital appreciation.
The fixed income component of the Funds portfolio will be invested by CI Investments Inc. This fixed income component of the Fund will primarily be invested in global debt securities such as high quality government, nongovernment and corporate bonds. To a lesser extent, this component of the Fund may also invest in higher yielding, lower quality fixed income securities as well as other asset classes including, but not limited to, bank loans or loan participation interests in secured, second lien or unsecured variable, fixed or floating rate loans, convertible securities and preferred stocks. Higher yielding, lower quality fixed income securities may include non-investment grade debt securities that are rated below BBB by Standard & Poors (or the equivalent rating from another rating agency), as well as debt obligations of issuers located in emerging markets. CI Investments Inc. will endeavour to ensure that at all times, the average credit quality of the fixed income component of the portfolio remains investment grade. In choosing investments, CI Investments Inc. as sub-advisor uses quantitative and qualitative factors, including credit analysis, security selection, adjustment of foreign

Notes: (1) Effective May 9, 2008, Series D units of this Fund were closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008 and automatically reinvested distributions. The Manager may re-open Series D units of this Fund to new subscriptions in the future. (2) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisors.

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CASTLEROCK GLOBAL BALANCED FUND

position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment. At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31st of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund. No sales charge is payable upon automatic reinvestment of distributions.

What are the risks of investing in this fund?


The risks of investing in this Fund are: Asset Backed and Mortgage Backed Securities Risk; Cash Deposit Risk; Credit Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Market Risk; Risks of Investing in Bank Loans and Loan Participations; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

Who should invest in this fund?


This Fund is intended for those investors seeking growth and income with reduced volatility through diversified exposure to both global equity and fixed income securities versus global equity securities alone. This Fund may be suitable if you are investing for a medium term and are willing to accept a low to medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Fund expenses indirectly borne by investors


The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratio during the periods indicated remain the same as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. No information is provided in respect of Series I units as management fees for Series I units are negotiated and paid directly by the investor, not by the Fund (which fees will not exceed the management fees applicable to the Series D units). Although your costs may be higher or lower, based on these assumptions your costs would be:
Series A units Series B units Series D units Series F units Series T(A) units Series T(B) units 1 year $24.08 $26.64 $20.49 $13.83 $24.08 $26.64 3 years $75.92 $83.99 $64.61 $43.61 $75.92 $83.99 5 years $133.06 $147.22 $113.25 $76.44 $133.06 $147.22 10 years $302.89 $335.11 $257.78 $174.00 $302.89 $335.11

Distribution policy
Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund has made such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in

5 8 - PA R T B

What does the fund invest in?

Castlerock Total Return Fund

Investment Objective The fundamental investment objective of Castlerock Total Return Fund is to generate long term capital growth and income by investing, directly or indirectly, in a combination of equity and fixed income securities of primarily Canadian companies. The Fund may also invest in foreign securities.
The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

Fund details
Type of Fund Canadian Balanced Start Date February 9, 2011 Securities Offered Five series of units of a mutual fund trust, namely Series A units, Series B units, Series F units, Series T(A) units and Series T(B) units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor CI Investments Inc., Toronto, Ontario(1)

Investment Strategy The portfolio advisor seeks to achieve the Funds investment objective by investing in a combination of equity, fixed income and derivatives. To achieve its objective, the portfolio advisor will actively manage the equity, fixed income, and cash components of the Fund. To the extent the Fund invests in equity securities, these will include preferred and common shares broadly diversified by sector and style. The Fund is limited to investing no more than 80% of its assets in equity securities. Fixed income may consist of high-yielding government and corporate bonds, debentures, bank loans and floating rate debt instruments. This may include securities that are unrated or have credit rating below investment grade. At no time will the Fund invest more than 50% of its assets in non-investment grade corporate debt, meaning corporate debt rated below BBB. The term to maturity of these securities will vary depending on the portfolio advisors outlook for interest rates. The Fund may also generate income by investing in real estate investment trusts (REITs), royalty trusts and other similar high yielding instruments. The portfolio advisor may seek to produce additional income through covered call writing and other derivative strategies.
The portfolio advisor uses a combination of top down macro analysis and fundamental analysis for bottom-up security selection. When deciding to buy or sell an investment, the portfolio advisor also considers whether the investment is a good value relative to its current price. The portfolio advisor may also choose to invest the Funds assets in foreign securities. It is currently expected that investments in foreign securities will generally be no more than 49% of the Funds assets. The portfolio advisor may also choose to use warrants and derivatives such as options, futures, forward contracts and swaps to: hedge against losses from changes in the prices of the funds investments and from exposure to foreign currencies gain exposure to individual securities and markets instead of buying the securities directly.

Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non-hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash-equivalent securities are held by the Fund in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund is permitted to invest up to 100% of its assets in securities of other mutual funds, either directly or by gaining exposure to other mutual funds through derivatives, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. In selecting other mutual funds, the portfolio manager will assess a variety of criteria, including: management style investment performance and consistency risk tolerance levels calibre of reporting procedures quality of the manager and/or portfolio advisor. We review and monitor the performance of the Underlying Funds in which we invest. The review process consists of an assessment of the Underlying Funds. Factors such as adherence to stated investment mandate, returns, risk adjusted return measures, assets, investment management process, style, consistency and continued portfolio fit may be considered. This process may result in suggested revisions to weightings of the Underlying Funds, the inclusion of new Underlying Funds or the removal of one or more Underlying Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into securities lending transactions, repurchase transactions and reverse repurchase transactions to the extent permitted by the Canadian securities regulators. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase,

Notes: (1) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

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C A S T L E R O C K T O TA L R E T U R N F U N D

reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

discretion. Distributions paid by the Fund on units (other than Series T(A) units or Series T(B) units) are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. For Series T(A) units and Series T(B) units, the Fund expects to make monthly distributions of return of capital, which can be paid in cash or reinvested in additional units of the Fund at the option of the unitholder. Any additional income and capital gains distributed by the Fund must be reinvested in additional units of the Fund. If the cash distributions to you are greater than the net increase in value of your investment, the distributions will erode the value of your investment. At the beginning of each year, we will determine an annual distribution rate for Series T(A) units and Series T(B) units, which will be expressed as a fixed amount per unit. The current intention is to distribute approximately 6% of the net asset value per unit of the Series T(A) and Series T(B) units each year, based on the net asset value per unit of the series as at December 31st of the previous year. This distribution amount for any series of units may be changed, depending upon market conditions and the impact of the distribution on the Fund. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions on account of income and capital gains among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time on one or more series of units. The character, for Canadian tax purposes, of monthly distributions made on Series T(A) units and Series T(B) units during the year will not be determined with certainty until after the end of the Funds taxation year. Distributions on Series T(A) units and Series T(B) units are not guaranteed to occur on a specific date and the Fund is not responsible for any fees or charges incurred by you because the Fund did not effect a distribution on a particular day.

What are the risks of investing in this fund?


The risks of investing in this Fund are: Asset Backed and Mortgage Backed Securities Risk; Cash Deposit Risk; Credit Risk; Income Trust Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Market Risk; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

Large Unitholders As at June 30, 2011, the only unitholders of the Fund which, to the knowledge of the Manager, beneficially held more than 10% of the units of the Fund were CI Investments Inc. and Shou or Hongman Zhou & Li Rujie, which held 37.49% and 11.74% respectively of the units of the Fund.

Who should invest in this fund?


This Fund may be suitable to you if you want both equity securities and fixed income securities in a single fund and prefer to have the portfolio advisor make the asset mix decisions, you are investing for the medium term, and you are willing to accept a low to medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Fund expenses indirectly borne by investors


You do not pay the Funds expenses directly, but they will reduce the Funds returns. Since this is a new Fund there is no data currently available.

Distribution policy
Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund intends to make such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers

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What does the fund invest in?

Castlerock Canadian Bond Fund

Investment Objective The fundamental investment objective of Castlerock Canadian Bond Fund is to seek a high level of current income consistent with prudent risk by investing primarily in high quality Canadian bonds.
To fulfil its fundamental investment objective, the investment policy of the Fund is to invest in a wide variety of Canadian bond issues including Canadian federal, provincial or municipal government bonds, corporate bonds and asset-backed mortgage securities and to invest in money market instruments. Although there is no minimum or maximum average term to maturity, the Fund focuses on intermediate to long term bonds. The investments are primarily denominated in Canadian dollars. The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash-equivalent securities are held by the Funds in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund is permitted to invest some of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into reverse repurchase agreements or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

Fund details
Type of Fund Canadian Bond Start Date May 1, 2000 (February 1, 2005 for Series A units and June 13, 2006 for Series F units) Securities Offered Five series of units of a mutual fund trust namely Series A units, Series B units, Series D units(1), Series F units and Series I units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor CI Investments Inc.
(2)

Investment Strategy In analyzing a prospective investment, the sub-advisor uses quantitative and qualitative factors, including credit analysis, security selection and adjustment of the Funds average maturity. The Fund may invest a maximum of 30% of its assets (book value) in foreign securities.
The sub-advisor intends to meet the Funds investment objective by using top-down analysis to determine which industries may benefit from current and future changes in the economy. The investment process includes an investment strategy about the economic environment using such indicators as global monetary and fiscal policies, current economic data, market sentiment and technical conditions. The sub-advisor then selects individual securities that appear comparatively undervalued within selected industries by using fundamental analysis to identify specific sectors and securities to fulfil the objective of the Fund. The sub-advisor assesses such factors as a companys business environment, balance sheet, income statement, anticipated earnings and management team. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and nonhedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative that may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities,

Notes: (1) Effective May 9, 2008, Series D units of this Fund were closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008 and automatically reinvested distributions. The Manager may re-open Series D units of this Fund to new subscriptions in the future. (2) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

What are the risks of investing in this fund?


The risks of investing in this Fund are: Asset Backed and Mortgage Backed Securities Risk; Cash Deposit Risk; Credit Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Risks of Investments in Other Mutual Funds;

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CASTLEROCK CANADIAN BOND FUND

Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

Allocations of distributions among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time.

Fund expenses indirectly borne by investors


Large Unitholders As at June 30, 2011, the only unitholder of the Fund which, to the knowledge of the Manager, beneficially held more than 10% of the units of the Fund was the Castlerock Balanced Portfolio Fund, which held 11.58% of the outstanding units of the Fund.
The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain as that incurred in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. No information is provided in respect of Series I units as management fees for Series I units are negotiated and paid directly by the investor, not by the Fund (which fees will not exceed the management fees applicable to the Series D units). Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year Series A units Series B units Series D units Series F units $12.81 $17.93 $12.81 $10.25 3 years $40.38 $56.53 $40.38 $32.30 5 years $70.80 $99.09 $70.80 $56.62 10 years $161.11 $225.56 $161.11 $128.89

Who should invest in this fund?


This Fund is intended for those investors seeking a high current income from investments primarily in mid to long-term bonds. This Fund may be suitable if you are investing for a short and/or medium term and are willing to accept a low degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Distribution policy
Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund has made such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. In addition, the Fund intends to distribute income earned by the Fund monthly on or about the last day of the month. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by a Fund on units are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance.

6 2 - PA R T B

What does the fund invest in?

Castlerock Enhanced Yield Fund

Investment Objective The fundamental investment objective of Castlerock Enhanced Yield Fund is to generate a high level of income through exposure to a portfolio of fixed income and highyielding equity securities throughout the world.
The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

The portfolio advisor to the Fund may also choose to use warrants and derivatives such as options, futures, forward contracts and swaps to: hedge against losses from changes in the prices of the Funds investments and from exposure to foreign currencies gain exposure to individual securities and markets instead of buying the securities directly. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash-equivalent securities are held by the Fund in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund is permitted to invest up to 100% of its assets in securities of other mutual funds, either directly or by gaining exposure to other mutual funds through derivatives, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. In selecting other mutual funds, the portfolio manager will assess a variety of criteria, including: management style investment performance and consistency risk tolerance levels calibre of reporting procedures quality of the manager and/or portfolio advisor. We review and monitor the performance of the Underlying Funds in which we invest. The review process consists of an assessment of the Underlying Funds. Factors such as adherence to stated investment mandate, returns, risk adjusted return measures, assets, investment management process, style, consistency and continued portfolio fit may be considered. This process may result in suggested revisions to weightings of the Underlying Funds, the inclusion of new Underlying Funds or the removal of one or more Underlying Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds.

Fund details
Type of Fund Diversified Income Start Date February 9, 2011 Securities Offered Four series of units of a mutual fund trust namely Series A units, Series B units, Series F units and Series I units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor CI Investments Inc.(1)

Investment Strategy The Fund invests primarily in companies throughout the world that have the potential for growth and value in their industry and then considers the impact of economic trends. The portfolio advisor to the Fund will actively manage the equity, fixed income, and cash components of the fund. The Fund is not limited to how much it invests in each geographic region. This will vary according to market conditions. The portfolio advisor to the Fund decides how much of the Funds assets are invested in equity and fixed income securities according to market conditions.
Equity investments may include common shares, preferred shares and real estate investment trusts (REITs), royalty trusts, and similar high yielding investments. The portfolio advisor to the Fund may use techniques such as underlying fundamental analysis to assess growth and value potential. This means evaluating the financial condition and management of each company, its industry and the overall economy. As part of this evaluation, the portfolio advisor to the Fund: analyzes credit ratings analyzes financial data and other information sources assesses the quality of management conducts company interviews, where possible. When deciding to buy or sell an investment, the portfolio advisor to the Fund considers whether the investment is a good value relative to its current price. Fixed income securities may include investment grade corporate and government fixed income securities throughout the world. The Fund may also invest in corporate bonds that have a below-investment grade credit rating or are unrated, but offer a higher yield than investment grade bonds. At no time will the Fund invest more than 50% of its assets in non-investment grade corporate debt, meaning corporate debt rated below BBB. It may also invest in bank loans, convertible bonds and floating rate debt instruments. The Fund may also invest in emerging market bonds. These investments may be denominated in or have exposure to foreign currencies.

Notes: (1) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

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CASTLEROCK ENHANCED YIELD FUND

The Fund may enter into securities lending transactions, repurchase transactions and reverse repurchase transactions to the extent permitted by the Canadian securities regulators. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

Distribution policy
Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund intends to make such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. In addition, the Fund expects to make a fixed distribution each month on or about the last day of the month. The timing of such distributions is within the discretion of the Manager. If the Fund earns more income or capital gains than the fixed distribution, it will distribute the excess each December. If the Fund earns less than the amount distributed, the difference is a return of capital. Additional distributions may be made at the Managers discretion. Distributions paid by a Fund on units are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time.

What are the risks of investing in this fund?


The risks of investing in this Fund are: Asset Backed and Mortgage Backed Securities Risk; Cash Deposit Risk; Credit Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Market Risk; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document.

Fund expenses indirectly borne by investors


Large Unitholders As at June 30, 2011, the only unitholder of the Fund which, to the knowledge of the Manager, beneficially held more than 10% of the units of the Fund was CI Investments Inc., which held 25.54% of the outstanding units of the Fund.
You do not pay the Funds expenses directly, but they will reduce the Funds returns. Since this is a new Fund there is no data currently available.

Who should invest in this fund?


This Fund may be suitable to you if you want to receive income, you are investing for the medium term, and you are willing to accept a low to medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

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What does the fund invest in?

Castlerock Global High Income Fund

Investment Objective The fundamental investment objective of Castlerock Global High Income Fund is to provide a high level of current income with the potential for capital appreciation.
To fulfill its objective the investment policy of the Fund is to invest primarily in global debt securities. This may include high quality government, non-government and corporate bonds as well as higher yielding, lower quality fixed income securities including debt obligations of issuers located in emerging markets.

The overall investment approach of the sub-advisors team emphasizes security selection and maturity management. In choosing investments, the sub-advisor uses quantitative and qualitative factors, including credit analysis, security selection, adjustment of foreign exchange exposure and the Funds average maturity. The investment team uses top-down analysis to determine which securities may benefit or be harmed from current and future changes in the economy. The investment team then selects individual securities to buy or sell which, from a yield perspective, appear either attractive or unattractive. Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative which may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash-equivalent securities are held by the Funds in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund may use derivatives to minimize exposure to currency fluctuations between global currencies and the Canadian dollar. The Fund is permitted to invest some of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds. The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into repurchase, reverse repurchase or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse

Fund details
Type of Fund Global Bond Start Date July 7, 2008 Securities Offered Four series of units of a mutual fund trust namely Series A units, Series B units, Series F units and Series I units Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor CI Investments Inc.(1)

The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

Investment Strategy The Fund seeks to achieve its goal by investing primarily in global debt securities. The Fund focuses its investments, under normal circumstances, in highly rated securities as well as non-investment grade debt securities and foreign debt securities. Non-investment grade debt securities are those securities rated below BBB by Standard & Poors (or the equivalent rating from another rating agency), or securities, which if unrated are determined by the Funds sub-advisor, to be of comparable quality. Non investment grade debt securities are commonly referred to as high yield or junk bonds. Foreign securities are securities issued by foreign governments or corporations, including issuers located in emerging markets. Highly rated securities include, but are not limited to securities issued by sovereign governments, asset backed securities and commercial mortgage backed securities, in each case rated AA or higher by Standard & Poors (or the equivalent rating from another rating agency). In the case of split-rated securities (i.e., securities assigned non-equivalent credit quality ratings, such as Baa by Moodys but BB by Standard & Poors but B by Fitch) the Funds sub-advisor will determine whether a particular security is considered investment grade or below investment grade as follows: (a) if all three credit rating agencies have rated a security the median credit rating is used for this determination and (b) if only two credit rating agencies have rated a security, the lower (i.e. most conservative) credit rating is used.
The Fund may also invest in other asset classes of Canadian or foreign issuers, including but not limited to bank loans or loan participation interests in secured, second lien or unsecured variable, fixed or floating rate loans, convertible securities, and preferred stock. The Fund may invest in debt securities of any maturity.

Notes: (1) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisors.

The Fund will generally hold a diversified portfolio of investments in various sectors, although the Fund is not required to invest in all sectors at all times and may invest 100% of assets in one sector if conditions warrant.

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CASTLEROCK GLOBAL HIGH INCOME FUND

repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. From time to time the Fund may invest some or all of its assets in cash or high quality money market securities for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective.

Distribution policy
Income tax legislation allows a qualifying mutual fund to elect to have a taxation year end of December 15 instead of December 31. The Fund has made such an election. The Fund distributes the income earned by the Fund and the net capital gains made by the Fund at least annually on a day between December 15 and December 31 to ensure there is no income tax payable by the Fund under the Tax Act. In addition, the Fund intends to distribute income earned by the Fund monthly on or about the last day of the month. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by a Fund on units are automatically reinvested in whole or fractional units of the Fund unless the unitholder makes a written request for payments in cash. No sales charge is payable upon automatic reinvestment of distributions.

What are the risks of investing in this fund?


The risks of investing in this Fund are: Asset Backed and Mortgage Backed Securities Risk; Cash Deposit Risk; Credit Risk; Concentration Risk; Interest Rate Sensitive Securities; International Investment Exposure; Investments in Emerging Countries; Market Risk; Risks of Investing in Bank Loans and Loan Participations; Risks of Investments in Other Mutual Funds; Risks of Large Unitholders and of Unit Transactions; Risks of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Series Risk. You will find an explanation of each risk starting on page 2 of this document. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary between series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time.

Large Unitholders As at June 30, 2011, the only unitholders of the Fund which, to the knowledge of the Manager, beneficially held more than 10% of the units of the Fund were Castlerock Balanced Growth Portfolio, Castlerock Balanced Portfolio, and Castlerock Conservative Portfolio, which held 21.16%, 22.65% and 15.62% respectively of the units of the Fund.

Fund expenses indirectly borne by investors


The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratio during the periods indicated remain, as that incurred (on an annualized basis) in respect of the Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You. No information is provided in respect of Series I units as management fees for Series I units are negotiated and paid directly by the investor, not by the Fund (which fees will not exceed the management fees applicable to the Series A units). Although your costs may be higher or lower, based on these assumptions your costs would be:
1 year Series A units Series B units Series F units $18.45 $19.98 $11.78 3 years $58.15 $62.99 $37.15 5 years $101.92 $110.41 $65.12 10 years $232.00 $251.33 $148.22

Who should invest in this fund?


This Fund is intended for those investors seeking a high level of income with the potential for some capital gains through exposure to a diversified portfolio of fixed income securities. This Fund may be suitable if you are investing for a medium term and are willing to accept a low to medium degree of risk. We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

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What does the fund invest in?

Castlerock Canadian Money Market Fund

Investment Objective The fundamental investment objective of Castlerock Canadian Money Market Fund is to seek current income while preserving invested capital by investing primarily in short term Canadian money market instruments.
To fulfil its fundamental investment objective, the investment policy of the Fund is to invest in Canadian money market instruments including, but not limited to, short-term government securities, commercial paper, bankers acceptances and other short-term instruments. The fundamental investment objective of the Fund is contained and/or incorporated by reference in its Declaration of Trust. It may be changed by the Manager only with the sanction of a resolution passed by a majority of the votes cast at a meeting of the unitholders of the Fund duly convened for that purpose and held in accordance with the applicable provisions of its Declaration of Trust.

Fund details
Type of Fund Canadian Money Market Start Date May 1, 2000 (February 1, 2005 for Series A units) Securities Offered Three series of units of a mutual fund trust namely: (i) Series A units; (ii) Series B units; (iii) Series D units(1); Eligible for Registered Plans Yes, units are qualified investments for RRSPs, RRIFs, LIFs, LIRAs, LRSPs, PRIFs, RLIFs, RLSPs and TFSAs Portfolio Sub-Advisor CI Investments Inc.(2)

The Fund may enter into repurchase, reverse repurchase and securities lending agreements to the extent permitted by the Canadian securities regulators. The Fund does not currently intend to enter into repurchase, reverse repurchase or securities lending agreements. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements for a description of the nature of each type of agreement which may be used. The Fund may from time to time use repurchase, reverse repurchase and securities lending agreements to maximize returns and for temporary defensive purposes in response to adverse market, economic or political conditions. To the extent the Fund is in a defensive position, the Fund may lose the benefit of upswings and limit its ability to meet its investment objective. Investing in and using repurchase, reverse repurchase and securities lending agreements are subject to certain risks. See Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements. The Fund will limit these transactions to parties that have, in the opinion of the Manager and its portfolio sub-advisors, adequate resources and financial strength. The Fund purchases securities that the sub-advisor believes offer attractive returns relative to the risks undertaken. In addition, the average maturity of the portfolio will be adjusted in anticipation of interest rate changes.

Investment Strategy The Fund attempts to preserve invested capital, produce a steady income stream and maintain a stable net asset value, although this cannot be guaranteed. In order to qualify as a money market fund within the meaning of National Instrument 81-102 (NI 81-102), Castlerock Canadian Money Market Fund has adopted the standard restrictions related to investments of money market funds set out in NI 81-102.
Subject to compliance with applicable registration and proficiency requirements, the Fund is permitted, but not required, to use derivatives like options, futures, forward contracts, swaps, index participation units and other similar instruments for hedging and non hedging purposes and for the purpose of making a profit provided the use of derivatives is consistent with the Funds objectives and is permitted by Canadian securities laws. The Fund may implement hedging strategies. See Risks of Using Derivatives for a description of the nature of each type of derivative that may be used. The Fund may from time to time use these instruments to, among other reasons, gain exposure to the underlying securities, indexes or currencies without investing in them directly, manage risks and implement investment strategies more efficiently. Derivatives can only be used if sufficient cash or cash equivalent securities are held by the Funds in order that a leveraged portfolio cannot be created. Investing in and using derivative instruments are subject to certain risks. See Risks of Using Derivatives. The Fund is permitted to invest some of its assets in securities of other mutual funds, including other mutual funds managed by the Manager or an affiliate or associate of the Manager or securities of a foreign mutual fund, provided such investment is consistent with the Funds objective and is permitted by Canadian securities laws. See Risks of Investments in Other Mutual Funds. With the exception of index participation units, the Fund does not intend to purchase securities of, or enter into specified derivative transactions for which the underlying interest is based on the securities of, other mutual funds.

What are the risks of investing in this fund?


The risks of investing in this Fund are: Cash Deposit Risk; Interest Rate Sensitive Securities; International Investment Exposure; Risks of Large Unitholders and of Unit Transactions; Risk of Using Derivatives; Risks of Using Repurchase, Reverse Repurchase and Securities Lending Agreements; and Risks of Yield Fluctuations; and Series Risk. You will find an explanation of each risk starting on page 2 of this document. Although the Fund intends to maintain a constant price for its units, there is no guarantee that the price will not go up and down.

Who should invest in this fund?


This Fund is intended for those investors seeking a steady source of income with stability of capital as well as for those investors wishing to diversify an investment or retirement account with a conservative and liquid investment with minimal risk of a fluctuation in the Funds net asset value. This Fund may be suitable if you are investing for a short term and are willing to accept a low degree of risk.

Notes: (1) Effective May 9, 2008, Series D units of this Fund were closed to new subscriptions other than purchases through systematic investment programs or systematic transfer plans established prior to May 9, 2008 and automatically reinvested distributions. The Manager may re-open any of these series of units of this Fund to new subscriptions in the future. (2) The Manager is responsible for the investment advice and portfolio management services provided by the portfolio sub-advisor.

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CASTLEROCK CANADIAN MONEY MARKET FUND

We determine the risk level for the Fund by reviewing the fund type and standard deviation of the Fund. Funds with higher standard deviations are generally classified as being more risky. We review the risk levels on an annual basis. The manner in which we identify risks is available on request, at no cost, by contacting us using the information found at the back of this prospectus. Historical performance may not be indicative of future returns and a Funds historical volatility may not be an indication of its future volatility. See Who Should Invest In This Fund on page 26 for additional information.

Although your costs may be higher or lower, based on these assumptions your costs of investing in units of Castlerock Canadian Money Market Fund would be:
1 year Series A units Series B units Series D units $4.30 $4.71 $4.41 3 years $13.57 $14.86 $13.89 5 years $23.78 $26.05 $24.35 10 years $54.13 $59.29 $55.42

Distribution policy
The Fund distributes sufficient net taxable income and net taxable capital gains (if any) to its unitholders in the year earned to ensure there is no income tax payable by the Fund under the Tax Act. Where a unitholder has redeemed all his units of a particular series or series distributions in respect of such units shall be paid to the unitholder in cash at the time of the redemption payment. Distributions of income are expected to be made monthly on or about the last day of the month. For the Fund, income is accrued and credited as a distribution daily, but paid monthly to ensure there is no income tax payable by the Fund under the Tax Act. The timing of such distributions is within the discretion of the Manager. Additional distributions may be made at the Managers discretion. Distributions paid by a Fund on units are automatically reinvested in whole or fractional units of the Fund of the same series or series as the units in respect of which such distribution is made unless the unitholder makes a written request for payments in cash. No sales charge is payable upon automatic reinvestment of distributions. Distributions are only made to those unitholders who are unitholders of record at the time the amounts of such distributions are determined. Management fee distributions (where applicable) will be calculated and credited daily and distributed quarterly or on such other basis as the Manager may determine. Management fee distributions will generally be paid first out of net income and/or net capital gains of the Fund and otherwise as a return of capital. Where a unitholder who is entitled to management fee distributions redeems all of the applicable units, any unpaid management fee distributions shall be paid in cash at the time of the redemption rather than being reinvested in units. Details of distributions will be included in the Funds financial statements and/or management reports of fund performance. Allocations of distributions among series of units are generally made based upon the income and capital gains of the Fund attributable to each series of units. These allocations vary among series to reflect different net asset values, management fees and other special expenses, if any. The Fund may distribute capital at any time.

Fund expenses indirectly borne by investors


The Fund pays for some expenses out of Fund assets. The following table is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The information presented in the table assumes that you invest $1,000 in units of the Fund for the time periods indicated and then sell all of your units at the end of those periods; your investment has an annual return of 5%; and the Funds management expense ratios during the periods indicated remain as that incurred in respect of each Funds financial year ended December 31, 2010. Please also see Fees and Expenses Payable Directly by You.

6 8 - PA R T B

TORONTO | 2 Queen Street East, Twentieth Floor, Toronto, Ontario M5C 3G7 | 1-800-268-9374 or 416-364-1145 | CALGARY | 1-800-776-9027 or 403-205-4396 | MONTREAL | 1-800-268-1602 or 514-875-0090 | VANCOUVER | 1-800-665-6994 or 604-681-3346 | CLIENT SERVICES | 1-877-540-4828 or 416-306-6091 | WWW.CASTLEROCKINVESTMENTS.CA

Castlerock Mutual Funds Simplified Prospectus dated July 27, 2011 Castlerock Growth Portfolio Castlerock Balanced Growth Portfolio Castlerock Balanced Portfolio Castlerock Conservative Portfolio Castlerock Capital Appreciation Fund Castlerock Global Leaders Fund Castlerock International Equity Fund Castlerock U.S. Dividend Growth Fund Castlerock Canadian Dividend Fund Castlerock Canadian Dividend Growth Fund Castlerock Canadian Growth Companies Fund Castlerock Canadian Stock Fund Castlerock Canadian Value Fund Castlerock Pure Canadian Equity Fund Castlerock Canadian Balanced Fund Castlerock Global Balanced Fund Castlerock Total Return Fund Castlerock Canadian Bond Fund Castlerock Enhanced Yield Fund Castlerock Global High Income Fund Castlerock Canadian Money Market Fund

Manager, registrar and transfer agent CI Investments Inc. 2 Queen Street East, Twentieth Floor Toronto, Ontario M5C 3G7 Telephone toll free number 1 800 268 9374 Auditor PricewaterhouseCoopers LLP Royal Trust Tower, TD Centre, Suite 3000 Toronto, Ontario M5K 1G8 Custodian RBC Dexia Investor Services Trust Royal Trust Tower, 77 King Street West, 12th Floor Toronto, Ontario M5W 1P9 Additional information about the Funds is available in each Funds Annual Information Form, management report of fund performance and financial statements. These documents are incorporated by reference into this Simplified Prospectus, which means that they legally form part of this document just as if they were printed as part of this document. You can get a copy of these documents at your request, and at no cost, by calling toll free at 1 800 268 9374 or, from your dealer, or by e mail at castlerockservice@ci.com or by writing to the Manager at the address above. These documents and other information about the Funds, such as information circulars and material contracts, are also available at www.sedar.com.

CR_PRO_07/11E

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