special meetings of the following investors group …€¦ · ig putnam low volatility u.s. equity...

SPECIAL MEETINGS

OF THE FOLLOWING INVESTORS GROUP UNIT TRUST FUNDS

INVESTORS CANADIAN EQUITY FUND

IG MACKENZIE CANADIAN EQUITY GROWTH FUND

INVESTORS CANADIAN GROWTH FUND

INVESTORS CANADIAN LARGE CAP VALUE FUND

INVESTORS CANADIAN SMALL CAP FUND

IG MACKENZIE IVY CANADIAN BALANCED FUND

INVESTORS U.S. DIVIDEND GROWTH FUND

INVESTORS U.S. LARGE CAP VALUE FUND

IG PUTNAM LOW VOLATILITY U.S. EQUITY FUND

INVESTORS CANADIAN BOND FUND

IG PUTNAM EMERGING MARKETS INCOME FUND

IG MACKENZIE CUNDILL GLOBAL VALUE FUND

INVESTORS GLOBAL REAL ESTATE FUND

INVESTORS CANADIAN NATURAL RESOURCE FUND

INVESTORS CANADIAN SMALL CAP GROWTH FUND

ALTO MONTHLY INCOME & GLOBAL GROWTH PORTFOLIO

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OF THE FOLLOWING CORPORATE CLASS FUNDS ISSUED BY INVESTORS GROUP CORPORATE CLASS INC.

INVESTORS CANADIAN SMALL CAP CLASS

INVESTORS CANADIAN SMALL CAP GROWTH CLASS

IG MACKENZIE CUNDILL GLOBAL VALUE CLASS

INVESTORS CANADIAN EQUITY CLASS

IG MACKENZIE CANADIAN EQUITY GROWTH CLASS

INVESTORS CANADIAN GROWTH CLASS

INVESTORS CANADIAN LARGE CAP VALUE CLASS

IG PUTNAM LOW VOLATILITY U.S. EQUITY CLASS

To be Held

December 4, 2018

TABLE OF CONTENTS

NOTICE AND SUMMARY ..................................................................................................................................................................... i JOINT MANAGEMENT INFORMATION CIRCULAR ........................................................................................................................... 1 GENERAL INFOMRAITON…………………………………………………………………………………………………...…………………...2 PART A: CHANGE OF OBJECTIVES ..................................................................................................................................... 5

INVESTORS CANADIAN NATURAL RESOURCE FUND ................................................................................................................................ 5 INVESTORS CANADIAN SMALL CAP GROWTH FUND ................................................................................................................................. 7 INVESTORS CANADIAN SMALL CAP GROWTH CLASS ............................................................................................................................... 8 INVESTORS CANADIAN SMALL CAP CLASS .............................................................................................................................................. 10 IG MACKENZIE CUNDILL GLOBAL VALUE CLASS...................................................................................................................................... 13 INVESTORS CANADIAN EQUITY CLASS .................................................................................................................................................... 15 IG MACKENZIE CANADIAN EQUITY GROWTH CLASS ............................................................................................................................... 16 INVESTORS CANADIAN GROWTH CLASS ................................................................................................................................................. 17 INVESTORS CANADIAN LARGE CAP VALUE CLASS ................................................................................................................................. 18 IG PUTNAM LOW VOLATILITY U.S.EQUITY CLASS .................................................................................................................................... 19

PART B: MERGER PROPOSALS ........................................................................................................................................ 20 COMPARISON OF THE MERGING FUNDS WITH THE CONTINUING FUNDS ............................................................................................ 20 MERGER DETAILS ....................................................................................................................................................................................... 22 INVESTORS CANADIAN EQUITY FUND ...................................................................................................................................................... 22 IG MACKENZIE CANADIAN EQUITY GROWTH FUND ................................................................................................................................. 24 INVESTORS CANADIAN GROWTH FUND ................................................................................................................................................... 25 INVESTORS CANADIAN LARGE CAP VALUE FUND ................................................................................................................................... 26 INVESTORS CANADIAN SMALL CAP FUND ................................................................................................................................................ 27 IG MACKENZIE IVY CANADIAN BALANCED FUND ..................................................................................................................................... 29 INVESTORS U.S. DIVIDEND GROWTH FUND ............................................................................................................................................. 31 INVESTORS U.S. LARGE CAP VALUE FUND .............................................................................................................................................. 33 IG PUTNAM LOW VOLATILITY U.S.EQUITY FUND ...................................................................................................................................... 34 INVESTORS CANADIAN BOND FUND ......................................................................................................................................................... 35 IG PUTNAM EMERGING MARKETS INCOME FUND ................................................................................................................................... 37 IG MACKENZIE CUNDILL GLOBAL VALUE FUND ....................................................................................................................................... 39 INVESTORS GLOBAL REAL ESTATE FUND ................................................................................................................................................ 39 ALTO MONTHLY INCOME & GLOBAL GROWTH PORTOLIO ...................................................................................................................... 42 FUND MERGER STEPS ............................................................................................................................................................................... 45 EXCHANGE OF MERGING FUND UNITS FOR CONTINUING FUND UNITS ................................................................................................ 45 INCOME TAX CONSEQUENCES OF THE MERGERS ................................................................................................................................. 46

PART C: INFORMATION APPLICABLE TO ALL MEETINGS ................................................................................................. 47 MANAGEMENT SOLICITATION OF PROXIES ............................................................................................................................................. 47 APPOINTMENT AND REVOCATION OF PROXIES ...................................................................................................................................... 47 EXERCISE OF DISCRETION BY PROXIES .................................................................................................................................................. 47 VOTING YOUR UNITS OR SHARES ............................................................................................................................................................. 47 NON-RETAIL SERIES ................................................................................................................................................................................... 48 UNITS AND SHARES OF THE VOTING FUNDS ISSUED AND OUTSTANDING ........................................................................................... 48 PRINCIPAL SECURITYHOLDERS OF THE VOTING FUNDS ....................................................................................................................... 51 REDEMPTION OF UNITS OR SHARES AND DISSENT RIGHTS .................................................................................................................. 51 INTEREST OF MANAGEMENT AND OTHERS IN THE MATTERS TO BE ACTED UPON ............................................................................. 51 INFORMED PERSONS ................................................................................................................................................................................. 53 DIRECTORS AND EXECUTIVE OFFICERS OF I.G. INVESTMENT MANAGEMENT, LTD. ........................................................................... 53 DIRECTORS AND EXECUTIVE OFFICERS OF INVESTORS CORPORATE CLASS INC. ............................................................................ 54 RESOLUTIONS TO BE CONSIDERED ......................................................................................................................................................... 55 DISCRETION OF MANAGEMENT ................................................................................................................................................................ 55 RECOMMENDATIONS TO THE MANAGER BY THE INVESTORS GROUP FUNDS INDEPENDENT REVIEW COMMITTEE. ..................... 55 RECOMMENDATIONS ................................................................................................................................................................................. 56 DIRECTORS' APPROVAL ............................................................................................................................................................................. 56

GLOSSARY OF TERMS .................................................................................................................................................................... 57

APPENDIX ......................................................................................................................................................................................... 60

SCHEDULE A: RESOLUTIONS FOR CHANGE OF OBJECTIVES PROPOSALS ............................................................................ 62

SCHEDULE A-1 ................................................................................................................................................................................. 62

SCHEDULE A-2 ................................................................................................................................................................................. 63

SCHEDULE A-3 ................................................................................................................................................................................. 64

SCHEDULE A-4 ................................................................................................................................................................................. 65

SCHEDULE A-5 ................................................................................................................................................................................. 66

SCHEDULE A-6 ................................................................................................................................................................................. 67

SCHEDULE A-7 ................................................................................................................................................................................. 68

SCHEDULE A-8 ................................................................................................................................................................................. 69

SCHEDULE A-9 ................................................................................................................................................................................. 70

SCHEDULE A-10 ............................................................................................................................................................................... 71

SCHEDULE B: RESOLUTIONS FOR MERGER PROPOSALS ......................................................................................................... 72

SCHEDULE B-1 ................................................................................................................................................................................. 72

SCHEDULE B-2 ................................................................................................................................................................................. 73

SCHEDULE B-3 ................................................................................................................................................................................. 74

SCHEDULE B-4 ................................................................................................................................................................................. 75

SCHEDULE B-5 ................................................................................................................................................................................. 76

SCHEDULE B-6 ................................................................................................................................................................................. 77

SCHEDULE B-7 ................................................................................................................................................................................. 78

SCHEDULE B-8 ................................................................................................................................................................................. 79

SCHEDULE B-9 ................................................................................................................................................................................. 80

SCHEDULE B-10 ............................................................................................................................................................................... 81

SCHEDULE B-11 ............................................................................................................................................................................... 82

SCHEDULE B-12 ............................................................................................................................................................................... 83

SCHEDULE B-13 ............................................................................................................................................................................... 84

SCHEDULE B-14 ............................................................................................................................................................................... 85

This is not a solicitation to purchase the securities of any mutual fund. Mutual funds are sold by prospectus only. Please read the prospectus of the mutual funds, before investing. Commissions, trailing commissions, management fees and expenses all may be associated with mutual fund investments. There can be no assurances that the full amount of your investment in any mutual fund will be returned to you. Past performance may not be repeated. The Investors Group Funds are distributed across Canada by Investors Group Financial Services Inc., (in Québec, a financial services firm), and by Investors Group Securities Inc., (in Québec, a firm in financial planning). These documents are also available at www.sedar.com and the Investors Group website at www.investorsgroup.com.

http://www.sedar.com/

http://www.investorsgroup.com/

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NOTICE OF SPECIAL MEETINGS AND

SUMMARY OF THE PROPOSALS

Investors Group is convening Special Meetings (each a “Meeting” and collectively the “Meetings”) of several of its unit trust mutual funds (the “Unit Trust Funds”) and several of the classes of Investors Group Corporate Class Inc. (the “Corporate Class Funds” or “Classes”, and collectively with the Unit Trust Funds, the “Funds” or a “Fund”), to consider, and if deemed advisable, to approve the following matters (referred to as “Proposals”):

1. Change of Objectives: To approve by ordinary resolution changes to the investment objectives (referred to as the “Change of Objectives”) of: PROPOSED CHANGE OF OBJECTIVES

Fund Proposed Changes Page

reference in the Circular

Investors Canadian Natural Resource Fund

Expand the investment objective to permit the Fund to provide exposure to corporations from around the world involved in the

natural resources sector. 5

Investors Canadian Small Cap Growth Fund

Expand the investment objective to permit the Fund to provide exposure to small and mid cap Canadian companies. 7

Investors Canadian Small Cap Growth Class

Expand the investment objective to permit the Class to provide exposure to small and mid cap Canadian companies. 8

Investors Canadian Small Cap Class* Expand the investment objective to permit the Class to provide exposure to small and mid cap Canadian companies. 10

IG Mackenzie Cundill Global Value Class*

Change the investment objective to permit the Class to invest primarily in other mutual funds that provide exposure to

corporations from around the world. 13

Investors Canadian Equity Class* Expand the investment objective to permit the Class to provide exposure primarily to corporations across North America. 15

IG Mackenzie Canadian Equity Growth Class*

Expand the investment objective to permit the Class to provide exposure primarily to corporations across North America. 16

Investors Canadian Growth Class* Expand the investment objective to permit the Class to provide exposure primarily to corporations across North America. 17

Investors Canadian Large Cap Value Class*

Expand the investment objective to permit the Class to provide exposure primarily to corporations across North America. 18

IG Putnam Low Volatility U.S. Equity Class*

Expand the investment objective by permitting the Class to seek long-term capital growth through exposure to U.S. equity

markets while not limited to a low volatility mandate. 19

* It is the intention of Management to close further investment into these Classes on or about February 4, 2019 (for IG Mackenzie Cundill Global Value Class) and February 8, 2019 (for Investors Canadian Small Cap Class, Investors Canadian Equity Class, IG Mackenzie Canadian Equity Growth Class, Investors Canadian Growth Class, Investors Canadian Large Cap Value Class and IG Putnam Low Volatility U.S. Equity Value Class), and to only allow the reinvestment of Dividends, and investments through pre-authorized contribution plans (PACs) by current Shareholders. Switches between Series within the same Class will also be permitted subject to the usual eligibility requirements.

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2. Fund Mergers: To approve the merger of each “Merging Fund” into a corresponding “Continuing Fund” (each transaction referred to as a “Merger”) as shown in the table below:

PROPOSED MERGERS

Merging Fund Continuing Fund

Page reference in the Circular

Investors Canadian Equity Fund IG Mackenzie Canadian Equity Growth Fund Investors Canadian Growth Fund Investors Canadian Large Cap Value Fund

into Investors North American Equity Fund 22

Investors Canadian Small Cap Fund into Investors Canadian Small Cap Growth Fund* 27

IG Mackenzie Ivy Canadian Balanced Fund into Investors Mutual of Canada 29

Investors U.S. Dividend Growth Fund Investors U.S. Large Cap Value Fund IG Putnam Low Volatility U.S. Equity Fund

into Investors Core U.S. Equity Fund 31

Investors Canadian Bond Fund into IG Mackenzie Income Fund 35

IG Putnam Emerging Markets Income Fund into IG Putnam U.S. High Yield Income Fund 37

IG Mackenzie Cundill Global Value Fund Investors Global Real Estate Fund into Investors Global Fund 39

Alto Monthly Income & Global Growth Portfolio into Allegro Balanced Growth Portfolio** 42

* The Securityholders of Investors Canadian Small Cap Growth Fund are being asked to vote on a Change of Objectives of their Fund, as further described in Part A of this Circular. Should the Securityholders of Investors Canadian Small Cap Fund vote in favour of the Merger with Investors Canadian Small Cap Growth Fund, the Merger will proceed independently of the vote by the Securityholders of Investors Canadian Small Cap Growth Fund on the Change of Objective. ** Effective on or about November 1, 2018, Allegro Balanced Growth Portfolio will change its name to IG Core Portfolio – Balanced Growth. For ease of reference, we will continue to refer to the fund as Allegro Balanced Growth Portfolio.

3. Other Business

Any other business as may properly come before each Meeting or any adjournments or postponements of the Meeting(s).

You should read all of the Management Information Circular (the “Circular”) to understand all the details for the Proposal(s) affecting your Fund(s), your rights and applicable income tax consequences. Why are we making these changes? Change of Objectives: The Change of Objectives are being proposed for:

1. In all cases, to expand the geographic focus and/or the investment objective of each Fund to provide broader investment management diversification opportunities; and

2. In the case of IG Mackenzie Cundill Global Value Class, to create a fund-of-funds investment structure to pool

assets with the assets of one or more Investors Group Funds which will provide a larger amount of assets to invest in (or allocate to) the markets. This is expected to enhance its ability to invest in an efficient manner, which may result in reduced trading costs.

Overall, the Change of Objectives are expected to provide the potential for improved long-term performance. Mergers: The Mergers are proposed for one or more of the following reasons:

1. To provide a more streamlined and simplified product line-up that is easier for investors to understand;

2. In the case of Alto Monthly Income & Global Growth Portfolio, the Continuing Fund has a more flexible asset allocation approach, which allows it to respond more quickly to changing market conditions; and

3. In the case of IG Mackenzie Ivy Canadian Balanced Fund, IG Putnam Emerging Markets Income Fund and Investors Global Real Estate Fund, the merger will result in lower annual contractual fees payable for each

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Series of the Merging Fund (except for the fees of Series C of Investors Global Real Estate Fund which will remain at the same level).

Overall, it is expected that these elements will result in the potential for improved long-term performance in larger Continuing Funds.

Why are these Meetings necessary?

Meetings of the Merging Funds are being convened to approve the Mergers because Management views the investment objectives of the Merging Funds as not substantially similar to those of their corresponding Continuing Funds. Also, the Merging Funds will cease to exist after their Mergers occur. The Mergers are not considered to be a material change for any of the Continuing Funds.

Meetings to approve each Change of Objectives have been convened as required by Canadian securities regulations, and by the documents establishing the Investors Group Funds.

When are the Meetings?

The Meetings will be held at the head office of Investors Group, located at 447 Portage Avenue in Winnipeg, Manitoba on December 4, 2018 at 10:00 a.m. CST. Although the Meetings are scheduled to be held at the same time and place for purposes of convenience, the Securityholders of each Voting Fund will vote separately on each matter. The Record Date for determining Securityholders entitled to vote at the Meetings is October 5, 2018. What am I being asked to do?

Securityholders of each Fund that is seeking a Change of Objectives are being asked to approve the change in the investment objective of that Fund, by completing the Proxy Form sent to them. (See Part A of the Circular for details.)

Securityholders of each Merging Fund are being asked to approve its Merger into a Continuing Fund (and any associated changes to their Investment(s) including any fee changes), by completing the Proxy Form sent to them. (See Part B of the Circular for details). How to Vote

If you attend the Meeting(s) of your Fund(s) to vote in person, do not complete the Proxy Form that accompanies this Notice. If you will not be attending the Meeting(s), you can appoint someone else as your proxy to attend and vote on your behalf. When you sign, date, and return the Proxy Form to us, you authorize us to vote at the Meeting(s) of the Fund(s) (indicated on your Proxy Form) according to your instructions by checking the applicable box(es) on your Proxy Form. If you sign, date and return your Proxy Form, but leave any vote unmarked, we will vote in favour of the Proposal(s).

Completing and returning your Proxy Form allows you to have a say concerning the Proposal(s) (and any associated changes) affecting your Fund(s). To make sure your vote counts, please complete your Proxy Form and return it in the enclosed postage-paid business reply envelope so it is received no later than 4:00 p.m. (CST), November 30, 2018 or, should your Meeting(s) be adjourned or postponed, at least 24 hours (excluding Saturdays, Sundays and holidays) before the rescheduled date of the Meeting(s).

We have tried to reduce duplication by consolidating accounts held by each individual Securityholder; however, under certain circumstances you may receive more than one Proxy Form, and in some instances, you may be asked to vote more than once. Unless you attend the Meetings, please complete, sign, date and return each Proxy Form that you receive.

IF YOU CHOOSE TO VOTE IN FAVOUR OF (ALL OF) THE MATTERS INVOLVING YOUR FUND(S), YOU MAY SIMPLY DATE AND SIGN YOUR PROXY FORM AND RETURN IT TO US IN THE ENCLOSED ENVELOPE.1

1 Please do not fill in the name of any person on your Proxy Form if you wish to authorize us to vote in accordance with your instructions on your behalf at the Meetings.

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GENERAL INFORMATION Under Canadian securities regulations, the Circular must meet certain legal requirements to provide you with details about these Proposals.

We have tried to simplify the benefits for each of the Mergers and the Change of Objectives in this Notice, however, you should read the entire Circular before completing your Proxy Form. If you have any questions about the Proposal(s) concerning your Fund(s), please call Investors Group directly toll free at 1-888-746-6344 (outside Québec) or 1-800-661-4578 (if you live in Québec). Notice and Access Process

We have obtained regulatory relief that allows us to send a notice advising when your Fund(s) has convened a Meeting of Securityholders, and how you may obtain a copy of the Circular for those Meetings, without sending you the Circular (referred to as “Notice and Access”). Accordingly, most Securityholders will receive only the Notice of these Meetings (and a copy of the Fund Facts document of the relevant Series of the Continuing Fund if they are being asked to approve the Merger of their Fund into that Continuing Fund), together with a Proxy Form and a postage-paid self-addressed reply envelope with which to return their proxy (the “Proxy Materials”). We are also sending the Proxy Materials directly to beneficial owners. Independent Review Committee

The Investors Group Funds Independent Review Committee (the “IRC”) has reviewed the proposed Mergers and has provided a positive recommendation to the Manager that the Mergers all achieve a fair and reasonable result for the Merging Funds and the Continuing Funds. (Please see the Circular for more information about the IRC). Text of Resolutions

Details of the Proposals are set forth in the accompanying Circular, which forms part of this Notice. The full texts of the resolutions to be considered at each Meeting are attached to the Circular as Schedules A and B (as indicated in the Circular). Record Date

The Board of Directors of I.G. Investment Management, Ltd., the Trustee of the Unit Trust Funds and as Manager of the Funds, and the Board of Directors of Investors Group Corporate Class Inc., the issuer of the Classes, have fixed the close of business on October 5, 2018 as the Record Date to determine Securityholders entitled to receive Notice of these Meetings. DATED at Winnipeg, Manitoba, on September 25th, 2018.

By Order of the Board of I.G. Investment Management, Ltd., as Trustee of the Unit Trust Funds

“S. Reiss”

Sonya Reiss, Secretary

By Order of the Board of Investors Group Corporate Class Inc., as issuer of the Classes

“S. Reiss”

Sonya Reiss, Secretary

IMPORTANT

IF YOU ARE UNABLE TO ATTEND THE MEETING(S) OF YOUR VOTING FUND(S) IN PERSON YOU SHOULD READ AND COMPLETE THE ENCLOSED PROXY FORM IN ACCORDANCE WITH THE INSTRUCTIONS NOTED THEREON AND RETURN IT IN THE ENVELOPE PROVIDED SO THAT IT IS RECEIVED BY NO LATER THAN 4:00 P.M. (CST), NOVEMBER 30, 2018, OR IF THE MEETING IS ADJOURNED OR POSTPONED, AT LEAST 24 HOURS (EXCLUDING SATURDAYS, SUNDAYS AND HOLIDAYS) BEFORE ANY RESCHEDULED MEETING. IF YOU ARE PRESENT IN PERSON, YOUR PROXY FORM WILL BECOME VOID AND YOU MAY VOTE PERSONALLY ON ALL MATTERS BROUGHT BEFORE THE MEETING(S) OF THEIR VOTING FUND(S).

THIS NOTICE IS LIKELY THE ONLY NOTICE OF MEETING(S) WHICH YOU MAY RECEIVE, AND YOU MAY NOT RECEIVE ANOTHER NOTICE AND/OR MANAGEMENT INFORMATION CIRCULAR OR PROXY FORM.

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FOR MORE INFORMATION You may request that a complete copy of the following materials be sent to you at no charge, or by calling Investors Group directly at the toll-free telephone numbers given above, or by fax at 1 866 202-1923 (outside Quebec) or 1 866 815-8881 (if inside Quebec):

• Circular; • Simplified prospectus and annual information form of any Continuing Fund; • Most recent annual and interim financial statements of any Continuing Fund; • Management Report of Fund Performance of any Continuing Fund.

If you wish to have the Circular sent to you in advance of the Meetings, please contact us on or before November 20, 2018, so that you will have sufficient time to complete and return your Proxy Form on or before November 30, 2018. These documents are also available at www.sedar.com, and the Investors Group website at www.InvestorsGroup.com/en/legal/proxy.

This is not a solicitation to purchase the securities of any mutual fund. Mutual funds are sold by prospectus only. Please read the prospectus of the mutual funds, before investing. Commissions, trailing commissions, management fees and expenses all may be associated with mutual fund investments. There can be no assurances that the full amount of your investment in any mutual fund will be returned to you. Past performance may not be repeated. The Investors Group funds are distributed across Canada by Investors Group Financial Services Inc., (in Québec, a financial services firm), and by Investors Group Securities Inc., (in Québec, a firm in financial planning).


http://www.investorsgroup.com/en/legal/proxy

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JOINT MANAGEMENT INFORMATION CIRCULAR

Relating to the Special Meetings of the following Investors Group Unit Trust Funds

INVESTORS CANADIAN EQUITY FUND

IG MACKENZIE CANADIAN EQUITY GROWTH FUND

INVESTORS CANADIAN GROWTH FUND

INVESTORS CANADIAN LARGE CAP VALUE FUND

INVESTORS CANADIAN SMALL CAP FUND

IG MACKENZIE IVY CANADIAN BALANCED FUND

INVESTORS U.S. DIVIDEND GROWTH FUND

INVESTORS U.S. LARGE CAP VALUE FUND

IG PUTNAM LOW VOLATILITY U.S. EQUITY FUND

INVESTORS CANADIAN BOND FUND

IG PUTNAM EMERGING MARKETS INCOME FUND

IG MACKENZIE CUNDILL GLOBAL VALUE FUND

INVESTORS GLOBAL REAL ESTATE FUND

INVESTORS CANADIAN NATURAL RESOURCE FUND

INVESTORS CANADIAN SMALL CAP GROWTH FUND

ALTO MONTHLY INCOME & GLOBAL GROWTH PORTFOLIO

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Of the following Investors Group Corporate Class Funds issued by Investors Group Corporation Class Inc.

IG MACKENZIE CUNDILL GLOBAL VALUE CLASS

INVESTORS CANADIAN EQUITY CLASS

IG MACKENZIE CANADIAN EQUITY GROWTH CLASS

INVESTORS CANADIAN GROWTH CLASS

INVESTORS CANADIAN LARGE CAP VALUE CLASS

IG PUTNAM LOW VOLATILITY U.S. EQUITY CLASS

INVESTORS CANADIAN SMALL CAP CLASS

INVESTORS CANADIAN SMALL CAP GROWTH CLASS

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GENERAL INFORMATION Special Meetings (the “Meetings”) are being held for certain Investors Group Funds established as unit trust mutual funds (the “Unit Trust Funds”) or as mutual fund classes (the “Corporate Class Funds” or “Classes”) issued by Investors Group Corporate Class Inc. (the “Corporation”). Collectively, the Investors Group Funds for which Meetings are being convened are referred to as the “Voting Funds”. The Meetings are being held for one of the following reasons:

(i) to approve the change of investment objective for some of the Voting Funds, (the “Change of Objectives”), (see Part A of this Management Information Circular for more details); and

(ii) to approve the mergers of some of the Voting Funds (the “Mergers”), (see Part B of this Management Information Circular for more details).

The Mergers and the Change of Objectives are referred to together as the “Proposals”. These Proposals are independent, meaning that a Securityholder may vote for (or against) each Proposal separately. It also means that the decision to implement one of the Proposals, should it be approved by the Securityholders, will proceed independently of the outcome of the vote on the other Proposals. The Meetings are scheduled to be held at the same time and place for convenience, but the Securityholders of each Voting Fund will vote separately on the matters to be voted upon by them.

I.G. Investment Management, Ltd. (the "Trustee") is the trustee of all the Unit Trust Funds. All of the Funds referred to in this Management Information Circular (the “Circular”) are also managed by I.G. Investment Management, Ltd. (in this capacity referred to as the “Manager”). The external Auditor of the Voting Funds is Deloitte LLP (Winnipeg, Manitoba).

A single combined Circular is being utilized for the purposes set forth in the accompanying Notice calling these Meetings of the Unitholders (of the Unit Trust Funds) or Shareholders (of the Classes) (as the case may be, and collectively referred to as the “Securityholders”) of the Voting Funds. Where appropriate, information pertaining to only some of the Voting Funds has been disclosed separately in this Circular from the commentary applicable to all of the Voting Funds. Each Voting Fund is only responsible for the disclosure relating to it in this Circular and accompanying materials.

This Circular contains the detailed information about the Proposals. Securityholders are being asked to approve the Proposal relating to their Funds because the securities regulations and the constating documents of the Funds provide that these changes must be approved by the majority of their Securityholders who vote at a meeting called for that purpose. The full text of the resolutions to be considered at the Meetings are attached in Schedules A and B. The Management of the Funds encourages Securityholders to read the details of the Proposal(s) relating to their Voting Fund(s) carefully, and recommends that Securityholders vote in favour of the Change of Objectives and the Merger(s) (as the case may be) involving their Voting Fund(s).

Additional information about the Investors Group Funds is contained in the simplified prospectus of the Investors Group Unit Trust Funds and the simplified prospectus of Investors Group Corporate Class Inc., both dated June 30, 2018 as amended and restated on September 20, 2018. The Fund Facts document(s) for the applicable Series of the Continuing Funds into which your investment in a Merging Fund (if applicable) will be invested as a result of the Merger(s) accompany the Notice of Meeting and are being provided for informational purposes only and not with the intention of soliciting subscriptions for the purchase of Units of any of the Continuing Funds.

The Investors Group Funds have obtained regulatory relief that allow them to send a notice advising Securityholders when their Fund has convened a Meeting, and how they may obtain a copy of the Circular for those Meetings, without sending them the Circular (referred to as “Notice and Access”). The Manager has elected to make use of Notice and Access for these Meetings. Accordingly, Securityholders of the Voting Funds will receive only the Notice of these Meetings (and a copy of the Fund Facts document of the relevant Series of the Continuing Fund if they are being asked to approve the Merger of their Fund into that Continuing Fund), together with a Proxy Form and a postage paid reply envelope with which to return their proxy (the “Proxy Materials”).

Securityholders of the Voting Funds may request a complete copy of the Circular be sent to them, as well as the simplified prospectus, the annual information form, the most recent annual and interim financial reports and Management Report of Fund Performance for their corresponding Continuing Fund, at no charge or by calling Investors Group directly toll free at 1 888 746-6344 (outside Quebec) or 1 800 661-4578 (if you live inside Quebec), or by fax at 1 888-746-6344 (outside Quebec) and 1 800-661-4578 (inside Quebec). If you wish to have the Circular sent to you in advance of the Meetings, please contact us on or before November 20, 2018, so that you will have sufficient time to complete and return your Proxy Form on or before November 30, 2018. These documents are also available at www.sedar.com, and the Investors Group website at www.InvestorsGroup.com/en/legal/proxy.

Except as otherwise stated, the information stated in this Circular is current to September 25, 2018.


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Purpose of the Meetings

The purpose of these Meetings are as follows:

1. Approve Change of Objectives

To consider and if deemed advisable, to authorize by ordinary resolution the change of the investment objective of: (i) Investors Canadian Natural Resource Fund; (ii) IG Mackenzie Cundill Global Value Class; (iii) Investors Canadian Equity Class; (iv) IG Mackenzie Canadian Equity Growth Class; (v) Investors Canadian Growth Class; (vi) Investors Canadian Large Cap Value Class; (vii) IG Putnam Low Volatility U.S. Equity Class; (viii) Investors Canadian Small Cap Growth Fund; (ix) Investors Canadian Small Cap Growth Class; and (x) Investors Canadian Small Cap Class.

2. Approve Fund Mergers

To consider and, if deemed advisable, authorize by ordinary resolution of each “Merging Fund”, its Merger into a corresponding “Continuing Fund” (as shown in the Table below):

PROPOSED MERGERS


Investors Canadian Equity Fund IG Mackenzie Canadian Equity Growth Fund Investors Canadian Growth Fund Investors Canadian Large Cap Value Fund

Into Investors North American Equity Fund

Investors Canadian Small Cap Fund Into Investors Canadian Small Cap Growth Fund*

IG Mackenzie Ivy Canadian Balanced Fund Into Investors Mutual of Canada

Investors U.S. Dividend Growth Fund Investors U.S. Large Cap Value Fund IG Putnam Low Volatility U.S. Equity Fund

Into Investors Core U.S. Equity Fund

Investors Canadian Bond Fund Into IG Mackenzie Income Fund

IG Putnam Emerging Markets Income Fund Into IG Putnam U.S. High Yield Income Fund

IG Mackenzie Cundill Global Value Fund Investors Global Real Estate Fund Into Investors Global Fund

Alto Monthly Income & Global Growth Portfolio Into Allegro Balanced Growth Portfolio**

* If the Securityholders of Investors Canadian Small Cap Growth Fund vote in favour of the Change of Objective as described in Part I of this Notice, the Manager will change the name of Investors Canadian Small Cap Growth Fund to Investors Canadian Small/Mid Cap Fund to better reflect the Fund’s objective. ** Effective on or about November 1, 2018, Allegro Balanced Growth Portfolio will change its name to IG Core Portfolio – Balanced Growth. For ease of reference, we will continue to refer to the fund as Allegro Balanced Growth Portfolio.

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In all cases, the Merging Funds will cease to exist upon completion of their Mergers. The Mergers are not considered to be a material change for any of the Continuing Funds.

The Investors Group Funds Independent Review Committee (the “IRC”) was formed to review, among other things, conflict of interest matters referred to it by the Manager. The IRC has reviewed the Mergers and has provided a positive recommendation to the Manager that the Mergers achieve a fair and reasonable result for the Merging and the Continuing Funds and their Securityholders. (Please see Recommendations to the Manager by the Investors Group Funds Independent Review Committee later for more information.)

3. Other business

Any other business as may properly come before each Meeting or any adjournment of a Meeting.

Part A: Change of Objective Proposals

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PART A: CHANGE OF OBJECTIVES

I. Change of Objectives for: • Investors Canadian Natural Resource Fund

Securityholders of Investors Canadian Natural Resource Fund are being asked to approve a change to its investment objective. The Fund aims to provide long-term capital growth by investing primarily in securities issued by Canadian corporations involved in natural resource industries, or those who supply goods and services to these industries. The proposed change to the investment objective will broaden the Fund’s mandate, permitting it to invest in corporations from around the world involved in natural resource industries, or those who supply goods and services to those industries. The intention is that the expanded geographic focus and investment objective will provide broader investment management diversification opportunities. The asset class exposure and volatility of the Fund is not expected to change from current levels as a result of the Change of Objectives. If approved by Securityholders, the Change of Objectives will take place on a date determined by Management in its sole discretion which is expected to be on or about the close of business on February 4, 2019 at which time the name of the Fund is expected to change to “IG Mackenzie Global Natural Resources Fund”. THE PROPOSED CHANGE OF OBJECTIVES FOR THE FUND IS SET OUT IN THE TABLE BELOW:

Current Investment Objective Proposed Investment Objective

The Fund aims to provide long-term capital growth by investing primarily in securities issued by Canadian corporations involved in natural resource industries, or who supply goods and services to these industries.

The Fund aims to provide long-term capital growth by investing primarily in securities issued by corporations from around the world involved in natural resource industries, or who supply goods and services to these industries.

Should the Change of Objectives be approved by Securityholders, the Manager intends to change the investment strategies of the Fund to better implement the new investment objective, as set out below:

Current Investment Strategies Proposed Investment Strategies

To achieve the Fund’s investment objective, the Fund selects primarily the common shares of Canadian companies based on:

• value analysis, including both quantitative and qualitative factors, such as price-to-earnings ratios and management; and

• macro-economic factors to determine their effects on market development and capital market prices such as GDP growth and inflation.

The Fund may also invest in commodities such as gold, silver and natural gas up to 20% of its total net assets. The Fund may invest up to 50% of its assets in foreign securities. The Fund’s Portfolio Turnover Rate may be expected to be more than 70%. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.

To achieve the Fund’s investment objective, the Fund: • invests primarily in the global energy and materials

industries which include the following sub-sectors: o energy equipment and services, o oil and gas, o chemicals, o construction materials, o metals and mining, and o paper and forest products;

• adheres to a disciplined research approach driven by fundamental analysis, integrating both quantitative and qualitative investment perspectives, and

• ensures adequate geographic and industry diversification and typically makes investments within the context of a long-term horizon. Investments are continuously monitored for changes in company fundamentals.

The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.

A copy of the text of the resolution for the Change of Objectives with respect to Investors Canadian Natural Resource Fund is attached as Schedule A-1 to this Circular. Management recommends that Securityholders vote in favour of this resolution.


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II. Change of Objectives for: • Investors Canadian Small Cap Growth Fund

• Investors Canadian Small Cap Growth Class

• Investors Canadian Small Cap Class Securityholders of Investors Canadian Small Cap Growth Fund, Investors Canadian Small Cap Growth Class and Investors Canadian Small Cap Class are being asked to approve a change to their investment objectives. Each of these Funds will continue to seek to provide long-term capital growth through exposure to the equities markets of Canada, but will seek to achieve their objectives through exposure to both small and mid capitalization Canadian corporations, rather than primarily small capitalization Canadian corporations. Investors Canadian Small Cap Growth Fund will seek to achieve this objective by investing directly in equity securities, whereas Investors Canadian Small Cap Growth Class and Investors Canadian Small Cap Class will achieve this objective by investing up to 100% of their net assets in of one or more Investors Group Funds (referred to as the “Underlying Funds”) and/or directly in equity securities. The Manager intends that the initial Underlying Fund for Investors Canadian Small Cap Growth Class and Investors Canadian Small Cap Class to be Investors Canadian Small Cap Growth Fund.

If the Change of Objectives is approved, Management also proposes to change the names of the Funds to better reflect the Change of Objectives: from Investors Canadian Small Cap Growth Fund to Investors Canadian Small/Mid Cap Fund; from Investors Canadian Small Cap Growth Class to Investors Canadian Small/Mid Cap Class and from Investors Canadian Small Cap Class to Investors Canadian Small/Mid Cap Class II.

It is the intention of Management to close further investment to Investors Canadian Small Cap Class on or about February 8, 2019. The reinvestment of Dividends and investments through pre-authorized contribution plans (PACs) by current Shareholders will continue even after the Class is closed to new investments, as will switches between Series within the same Class, subject to the usual eligibility requirements.

The Change of Objectives is being undertaken to expand the investment objective of the Funds, to provide broader investment management diversification opportunities. The asset class exposure and volatility of these Funds is not expected to change from their current levels as a result of their respective Change of Objectives. If approved by Securityholders, each of these Change of Objectives will take place on a date determined by Management in its sole discretion which is expected to be on or about the close of business on February 4, 2019 (for Investors Canadian Small Cap Growth Fund and Investors Small Cap Growth Class) and February 8, 2019 (for Investors Canadian Small Cap Class).


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THE PROPOSED CHANGE OF OBJECTIVES FOR EACH FUND ARE SET OUT IN THE TABLES BELOW: Investors Canadian Small Cap Growth Fund (the “Fund”)


The Fund aims to provide long-term capital growth by investing primarily in Canadian small cap corporations, diversified geographically and by industry.

The Fund aims to provide long-term capital growth by investing primarily in Canadian small and mid cap corporations, diversified geographically and by industry

Should the Change of Objectives be approved by Securityholders, the Manager intends to change the investment strategies of the Fund to better implement the new investment objective, as set out below:


To achieve the Fund’s investment objective, it invests primarily in:

• the common shares of small capitalization Canadian companies diversified geographically and by industry;

• companies with positive fundamentals, strong balance sheets and compelling valuations;

• companies with above-average growth prospects; and

• companies that have strong management teams, are market leaders, address market niches and have significant potential markets,

using a growth investment style with growth stocks that meet investment criteria under a fundamental approach. The Fund may also:

• invest in corporations with larger capitalizations if market conditions warrant; and

• hold investments in corporations which later achieve a larger capitalization.

The Manager intends to apply fundamental analysis to stock selection and valuation. Generally speaking, it is the Fund’s intention that its investment in foreign securities will not exceed 50% of its assets, at the discretion of the Portfolio Advisor. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.


• the common shares of small and medium capitalization Canadian companies diversified geographically and by industry;




using a growth investment style with growth stocks that meet investment criteria under a fundamental approach. The Fund may also:

• invest in corporations with larger capitalizations if market conditions warrant; and

• hold investments in corporations which later achieve a larger capitalization.

The Manager intends to apply fundamental analysis to stock selection and valuation. Generally speaking, it is the Fund’s intention that its investment in foreign securities will not exceed 50% of its assets, at the discretion of the Portfolio Advisor. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.

A copy of the text of the resolution for the Change of Objectives with respect to Investors Canadian Small Cap Growth Fund is attached as Schedule A-2 to this Circular. Management recommends that Securityholders vote in favour of this resolution.


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• Investors Canadian Small Cap Growth Class (the “Class”)


The Class aims to provide long-term capital growth primarily through exposure to the common shares of small capitalization Canadian corporations. The Class aims to achieve this exposure by investing primarily in other Investors Group mutual fund(s) and/or directly in equity securities.

The Class aims to provide long-term capital growth primarily through exposure to the common shares of small and mid capitalization Canadian corporations. The Class aims to achieve this exposure by investing primarily in other Investors Group mutual fund(s) and/or directly in equity securities.

Should the Change of Objectives be approved by Securityholders, the Manager intends to change the investment strategies of the Class to better implement the new investment objective, as set out on the following page.


To achieve its investment objective, the Class intends to invest up to 100% of its net assets in one or more Investors Group Funds to facilitate the achievement of the investment objective of the Class. The Underlying Fund(s) of the Class may be changed from time to time without prior notice to Shareholders as long as investment in the Underlying Fund(s) facilitates achieving the Class’ investment objective.

Investors Canadian Small Cap Growth Fund (the “Fund”) is an Underlying Fund of the Class. The Fund aims to provide long-term capital growth by investing primarily in Canadian small cap corporations diversified geographically and by industry. To achieve the Fund’s investment objective, it invests primarily in: • the common shares of small capitalization Canadian

companies diversified geographically and by industry; • companies with positive fundamentals, strong balance

sheets and compelling valuations; • companies with above-average growth prospects; and • companies that have strong management teams, are

market leaders, address market niches and have significant potential markets using a blended style which incorporates both growth and value stocks that meet the investment criteria under a fundamental approach.

The Fund may also: • invest in corporations with larger capitalizations if

market conditions warrant; and • hold securities in corporations which later achieve a

larger capitalization.

Generally speaking, it is the Fund’s intention that its investment in foreign securities will range from 0% to 30% of its assets, but the Fund may invest up to 50% of its assets in foreign securities from time to time.

The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the Rules.

The Class may also engage in Securities Lending, Repurchase and Reverse Repurchase Transactions and use Derivatives. To the extent the Class invests directly


It is expected that that the Class will invest its assets in Investors Canadian Small/Mid Cap Fund1 (the “Fund”) as an Underlying Fund of the Class. The Fund aims to provide long-term capital growth by investing primarily in Canadian small and mid cap corporations. To achieve the Fund’s investment objective, it invests primarily in: • the common shares of small and medium capitalization

Canadian corporations diversified geographically and by industry;


• companies with above-average growth prospects; and • companies that have strong management teams, are

market leaders, address market niches and have significant potential markets, using a growth investment style with growth stocks.




The Manager intends to apply fundamental analysis to stock selection and valuation.

Generally speaking, it is the Fund’s intention that its investment in foreign securities will not exceed 50% of its assets, at the discretion of the Portfolio Advisor.


The Class may also engage in Securities Lending, Repurchase and Reverse Repurchase Transactions and


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in equity securities, it intends to follow the same investment strategies as the Fund.

use Derivatives. To the extent the Class invests directly in equity securities, it intends to follow the same investment strategies as the Fund.

1 Currently, this Fund is known as Investors Canadian Small Cap Growth Fund. Management intends to change the name of the Fund to Investors Canadian Small/Mid Cap Fund if Securityholders approve the Proposal to change its investment objectives, as described earlier in this Circular. A copy of the text of the resolution for the Change of Objectives with respect to Investors Canadian Small Cap Growth Class is attached as Schedule A-3 to this Circular. Management recommends that Securityholders vote in favour of this resolution.


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• Investors Canadian Small Cap Class (the “Class”)


The Class aims to provide long-term capital growth primarily through exposure to the common shares of small capitalization Canadian corporations. The Class aims to achieve this exposure by investing primarily in other Investors Group mutual fund(s) and/or directly in equity securities.

The Class aims to provide long-term capital growth primarily through exposure to the common shares of small and mid capitalization Canadian corporations. The Class aims to achieve this exposure by investing primarily in other Investors Group mutual fund(s) and/or directly in equity securities.

Should the Change of Objectives be approved by Securityholders, the Manager intends to change the investment strategies of the Class to better implement the new investment objective, as set out below:



Investors Canadian Small Cap Fund (the “Fund”) is an Underlying Fund of the Class. The Fund aims to provide long-term capital growth by investing primarily in Canadian small cap corporations diversified geographically and by industry. To achieve the Fund’s investment objective, it invests primarily in: • the common shares of small capitalization Canadian

companies diversified geographically and by industry; • companies with positive fundamentals, strong balance

sheets and compelling valuations; and • companies that have strong management teams, are

market leaders, address market niches and have significant potential markets using a blended style which incorporates both growth and value stocks that meet the investment criteria under a fundamental approach.






The Class may also engage in Securities Lending, Repurchase and Reverse Repurchase Transactions and use Derivatives. To the extent the Class invests directly


It is expected that that the Class will invest its assets in Investors Canadian Small/Mid Cap Fund1 (the “Fund”) as an Underlying Fund of the Class. The Fund aims to provide long-term capital growth by investing primarily in Canadian small and mid cap corporations. To achieve the Fund’s investment objective, it invests primarily in: • the common shares of small and medium capitalization

Canadian corporations diversified geographically and by industry;


• companies with above-average growth prospects; and • companies that have strong management teams, are

market leaders, address market niches and have significant potential markets, using a growth investment style with growth stocks.




The Manager intends to apply fundamental analysis to stock selection and valuation.

Generally speaking, it is the Fund’s intention that its investment in foreign securities will not exceed 50% of its assets, at the discretion of the Portfolio Advisor.


The Class may also engage in Securities Lending, Repurchase and Reverse Repurchase Transactions and


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in equity securities, it intends to follow the same investment strategies as the Fund.

use Derivatives. To the extent the Class invests directly in equity securities, it intends to follow the same investment strategies as the Fund.

1 Currently, this Fund is known as Investors Canadian Small Cap Growth Fund. Management intends to change the name of the Fund to Investors Canadian Small/Mid Cap Fund if Securityholders approve the Proposal to change its investment objective, as described earlier in this Circular. A copy of the text of the resolution for the Change of Objectives with respect to Investors Canadian Small Cap Class is attached as Schedule A-4 to this Circular. Management recommends that Securityholders vote in favour of this resolution.


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III. Change of Objectives for: • IG Mackenzie Cundill Global Value Class

Securityholders of IG Mackenzie Cundill Global Value Class are being asked to approve a change to its investment objective. The Class will continue to seek to provide long-term capital growth through exposure to the equities markets of the world, but will seek to achieve this objective by investing up to 100% of its net assets in of one or more Investors Group Funds (referred to as the “Underlying Funds”) and/or directly in equity securities with exposure to corporations from around the world. The initial Underlying Fund is expected to be Investors Global Fund.

If approved, Management also proposes to change the name of the Class to better reflect the Change of Objectives: from IG Mackenzie Cundill Global Value Class to Investors Global Class II.

It is the intention of Management to close further investment to IG Mackenzie Cundill Global Value Class on or about February 4, 2019. The reinvestment of Dividends and investments through pre-authorized contribution plans (PACs) by current Shareholders will continue even after the Class is closed to new investments, as will switches between Series within the same Class, subject to the usual eligibility requirements.

The Change of Objectives for the Class is being undertaken so that it may combine its assets with the assets of its Underlying Fund(s) into a larger investment pool(s) that may result in greater portfolio management opportunities, including potential efficiencies such as reduced trading costs. The asset class exposure and volatility of the Class is not expected to change from its current level as a result of the Change of Objectives. If approved by Securityholders, the Change of Objectives will take place on a date determined by Management in its sole discretion which is expected to be on or about the close of business on February 4, 2019.


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THE PROPOSED CHANGE OF OBJECTIVES FOR THE CLASS ARE SET OUT IN THE TABLE BELOW: IG Mackenzie Cundill Global Value Class (the “Class”)


The Class pursues long-term capital growth from investments primarily in global equity securities in markets around the world. The Class may also invest the majority of its assets in the securities of a single country or a single industry depending on prevailing market conditions.

The Class aims to provide long-term capital growth by investing primarily in common shares of companies around the world. The Class aims to achieve this exposure by investing primarily in other mutual fund(s) and/or directly in equity securities.

Should the Change of Objectives be approved by Securityholders, the Manager intends to change the investment strategies of the Class to better implement the new investment objective, as set out below:


The Class invests primarily in equities, but may invest in all types of securities such as a range of fixed income securities including high yield bonds.

The investment approach is based on a fundamental value philosophy: invest in securities which are trading below their estimated intrinsic value, determined by reviewing corporate financial statements and other records, business prospects, management strengths and identifying potential catalysts to realize securityholder value. Preservation of invested capital is a hallmark of the contrarian, value-based approach.

The Class may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions and use Derivatives. These transactions and Derivatives will be used in conjunction with the Class’ other investment strategies in a manner considered most appropriate to achieving the Class’ overall investment objectives and enhancing the Class’ returns as permitted by the Rules.

The Class intends to invest up to 100% of its net assets in one or more mutual funds to facilitate the achievement of the investment objective of the Class. The Underlying Fund(s) of the Class may be changed from time to time without prior notice to Shareholders as long as investment in the Underlying Fund(s) facilitates achieving the Class’ investment objective.

It is expected that the Class will invest its assets in Investors Global Fund (the “Fund”), or any successor mutual fund(s). The Fund aims to provide long-term capital growth by investing primarily in common shares of companies around the world.

To achieve its investment objective, the Fund selects investments of high-quality companies from around the world that offer above-average growth prospects. The Fund combines top-down macro and sector views with fundamental stock analysis. The Fund takes long-term strategic views in terms of geographic and sector allocation, while the Fund’s approach to stock selection emphasizes a fundamental approach placing importance on return on equity, free cash flow generation and price to book, among other metrics.


The Class may also engage in Securities Lending, Repurchase and Reverse Repurchase transactions and use Derivatives. To the extent the Class invests directly in equity securities, it intends to follow the same investment strategies as the Fund.

A copy of the text of the resolution for the Change of Objectives with respect to IG Mackenzie Cundill Global Value Class is attached as Schedule A-5 to this Circular. Management recommends that Securityholders vote in favour of this resolution.


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IV. Change of Objectives for: Investors Canadian Equity Class IG Mackenzie Canadian Equity Growth Class Investors Canadian Growth Class Investors Canadian Large Cap Value Class IG Putnam Low Volatility U.S. Equity Class

Securityholders of Investors Canadian Equity Class, IG Mackenzie Canadian Equity Growth Class, Investors Canadian Growth Class, Investors Canadian Large Cap Value Class and IG Putnam Low Volatility U.S. Equity Class are being asked to approve a change to their investment objectives. Each of these Classes currently seeks to achieve their investment objectives by investing up to 100% of their net assets in one or more Investors Group Funds (referred to as the “Underlying Funds”) and/or directly in equity securities, and this will continue to be the case.

In the case of Investors Canadian Equity Class, IG Mackenzie Canadian Equity Growth Class, Investors Canadian Growth Class and Investors Canadian Large Cap Value Class, the proposed change to their investment objectives will broaden each Class’ mandates, providing exposure to North American corporations rather than primarily Canadian corporations. In the case of IG Putnam Low Volatility U.S. Equity Class, the proposed change will remove the reference to low volatility in its investment objective. In all cases, the intention is that the expanded investment objective and/or investment strategies will provide broader investment management diversification opportunities. As a result of the expanded mandate, Management proposes to change the Underlying Fund(s) into which each Class may invest. The new Underlying Funds are expected to be as follows:

Class Underlying Fund

Investors Canadian Equity Class IG Mackenzie Canadian Equity Growth Class

Investors Canadian Growth Class Investors Canadian Large Cap Value Class

to invest up to 100% of its net assets in Investors North American Equity Fund

IG Putnam Low Volatility U.S. Equity Class to invest up to 100% of its net assets in Investors Core U.S. Equity Fund

If approved, Management also intends to change the names of the Classes to better reflect the Change of Objectives:

Class New Name

Investors Canadian Equity Class to be renamed Investors North American Equity Class II

IG Mackenzie Canadian Equity Growth Class to be renamed Investors North American Equity Class III

Investors Canadian Growth Class to be renamed Investors North American Equity Class IV

Investors Canadian Large Cap Value Class to be renamed Investors North American Equity Class V

IG Putnam Low Volatility U.S. Equity Class to be renamed Investors Core U.S. Equity Class III

If approved, it is the intention of Management to close further investment to Investors Canadian Equity Class, IG Mackenzie Canadian Equity Growth Class, Investors Canadian Growth Class, Investors Canadian Large Cap Value Class and IG Putnam Low Volatility U.S. Equity Class on or about February 8, 2019. The reinvestment of Dividends and investments through pre-authorized contribution plans (PACs) by current Shareholders will continue even after the Classes are closed to new investments, as will switches between Series within the same Class, subject to the usual eligibility requirements.

The asset class exposure and volatility of the Classes is not expected to increase from their current levels as a result of the Change of Objectives. If approved by Securityholders, the Change of Objectives will take place on a date determined by Management in its sole discretion which is expected to be on or about the close of business on February 8, 2019.


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THE PROPOSED CHANGE OF OBJECTIVES FOR EACH CLASS IS SET OUT IN THE TABLES BELOW: Investors Canadian Equity Class (the “Class”)


The Class aims to provide long-term capital growth primarily through exposure to the common shares of Canadian corporations. The Class aims to achieve this exposure by investing primarily in other Investors Group mutual fund(s) and/or directly in equity securities.

The Class aims to provide long-term capital growth primarily through exposure to the common shares of North American corporations. The Class aims to achieve this exposure by investing primarily in other Investors Group mutual fund(s) and/or directly in equity securities.

The Manager intends to change the investment strategies of the Class to better implement its proposed investment objective, as set out on the following page.


The Class intends to invest up to 100% of its net assets in one or more Investors Group Funds to facilitate the achievement of the investment objective of the Class. The Underlying Fund(s) of the Class may be changed from time to time without prior notice to Shareholders as long as investment in the Underlying Fund(s) facilitates achieving the Class’ investment objective.

Investors Canadian Equity Fund (the “Fund”) is an Underlying Fund of the Class. The Fund aims to provide long-term capital growth by investing primarily in the common shares of leading, large and medium-sized Canadian companies in various industries.

To achieve the Fund’s investment objective, the Fund looks at broad economic trends for various industries, and then selects companies from these industries based on: • the strength of the company’s balance sheet; • how the company has been performing; • the management team at the company; and • the valuation of the company.



The Class may also engage in Securities Lending, Repurchase and Reverse Repurchase Transactions and use Derivatives. To the extent the Class invests directly in equity securities, it intends to follow the same investment strategies as the Fund.


It is expected that the Class will invest its assets in Investors North American Equity Fund (the “Fund”) as an Underlying Fund of the Class. The Fund aims to provide long-term capital growth consistent with preservation of capital by investing primarily in North American markets.

To achieve the Fund’s investment objective, the Fund selects primarily common shares of companies diversified by industry and geography based on: • an analysis of the company’s finances; • economic forecasts for the company and industry in

which it operates; and • an assessment of whether the company has better-

than-average growth prospects.



A copy of the text of the resolution for the Change of Objectives with respect to Investors Canadian Equity Class is attached as Schedule A-6 to this Circular. Management recommends that Securityholders vote in favour of this resolution.


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• IG Mackenzie Canadian Equity Growth Class (the “Class”)


The Class seeks to provide long-term capital growth by exposure to the common shares of Canadian-based corporations of any size. The Class aims to achieve this objective by investing primarily in other mutual fund(s) and/or directly in equity securities.


The Manager intends to change the investment strategies of the Class to better implement its proposed investment objective, as set out on the following page.


To achieve its investment objective, the Class intends to invest up to 100% of its net assets in IG Mackenzie Canadian Equity Growth Fund (the “Fund”) or any successor mutual fund(s). The Fund is an Underlying Fund of the Class.

The Fund uses a systematic and disciplined stock selection process to identify companies that can show above average growth in earnings, cash flow, revenues or, in the case of natural resource companies, reserves. The Fund invests primarily in the common shares of well-established Canadian companies. The Fund follows a growth style of investing. It looks for companies that it believes are growing at faster than market rates and whose share prices may be expected to follow suit.

Investments are made primarily in companies with a history of predictable growth. In constructing the portfolio, the Sub-advisor prefers to invest in companies with simple, easily understood business models, those that have demonstrated earnings and cash flow growth and preferably those that are able to finance growth internally, rather than rely on debt or equity markets for financing.

Generally speaking, it is the Fund’s intention that its investment in foreign securities will not exceed 50% of its assets. The Fund may invest up to 10% of the market value of the Fund in mutual funds managed by the Sub-advisor or other Sub-advisors of the Fund.

The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions and use Derivatives. These transactions and Derivatives will be used in conjunction with the Class’ other investment strategies in a manner considered most appropriate to achieving the Class’ overall investment objectives and enhancing the Class’ returns as permitted by the Rules.

The Class may also engage in Securities Lending, Repurchase and Reverse Repurchase Transactions and use Derivatives. To the extent the Class invests directly in equity securities, it intends to follow the same investment strategies as the Fund. The Class’ Portfolio Turnover Rate may be expected to be more than 70%.








A copy of the text of the resolution for the Change of Objectives with respect to IG Mackenzie Canadian Equity Growth Class is attached as Schedule A-7 to this Circular. Management recommends that Securityholders vote in favour of this resolution.


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• Investors Canadian Growth Class (the “Class”)


The Class aims to provide long-term capital growth primarily through exposure to the Canadian equity markets. The Class aims to achieve this exposure by investing primarily in other Investors Group mutual fund(s) and/or directly in equity securities.


The Manager intends to change the investment strategies of the Class to better implement its proposed investment objective, as set out below:



Investors Canadian Growth Fund (the “Fund”) is an Underlying Fund of the Class. The Fund aims to provide long-term capital growth by investing primarily in Canadian equity markets. To achieve the Fund’s investment objective, the Fund seeks to invest primarily in the common shares of Canadian companies that have: • above-average growth prospects; • strong operating metrics including margins, return on

investment capital and return on equity; • strong management; and • growth principally sourced from capital rather than

income yield.











A copy of the text of the resolution for the Change of Objectives with respect to Investors Canadian Growth Class is attached as Schedule A-8 to this Circular. Management recommends that Securityholders vote in favour of this resolution.


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• Investors Canadian Large Cap Value Class (the “Class”)


The Class aims to provide long-term capital growth primarily through exposure to the common shares of Canadian corporations. The Class aims to achieve this exposure by investing primarily in other Investors Group mutual fund(s) and/or directly in equity securities.


The Manager intends to change the investment strategies of the Class to better implement its proposed investment objective, as set out in the following table:



Investors Canadian Large Cap Value Fund (the “Fund”) is an Underlying Fund of the Class. The Fund aims to provide long-term capital growth by investing primarily in common shares of Canadian companies that have: • strong balance sheets; • a history of performance; • strong management; and • the ability to provide consistent income streams with

solid future growth potential.



The Class’ Portfolio Turnover Rate may be expected to be more than 70%.









A copy of the text of the resolution for the Change of Objectives with respect to Investors Canadian Large Cap Value Class is attached as Schedule A-9 to this Circular. Management recommends that Securityholders vote in favour of this resolution.


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• IG Putnam Low Volatility U.S. Equity Class (the “Class”)


The Class aims to provide long-term capital growth primarily through exposure to U.S. equity securities, while seeking to provide lower volatility. The Class aims to achieve this objective by investing primarily in other mutual fund(s) and/ or directly in equity securities.

The Class aims to provide long-term capital growth primarily through exposure to U.S. equity securities. The Class aims to achieve this objective by investing primarily in other mutual fund(s) and/ or directly in equity securities.

The Manager intends to change the investment strategies of the Class to better implement its proposed investment objective, as set out below:



The Class intends to invest 100% of its net assets in IG Putnam Low Volatility U.S. Equity Fund (the “Fund”). The Fund seeks to provide lower volatility than the broad U.S. equity market over a full market cycle (generally at least three years or more) and it invests mainly in equity securities of U.S. companies usually across all sectors. Within each sector, the Fund generally focuses its investments on those stocks that are believed to likely have lower sensitivity to broader market or sector movements.

The Fund currently intends to use Derivatives, including Options, as permitted by the Rules, to achieve its investment objective of reducing portfolio volatility.

The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions. These transactions will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the Rules.

The Class may also invest directly in equity securities or engage in Securities Lending, Repurchase and Reverse Repurchase Transactions and use Derivatives. To the extent the Class invests directly in equity securities, it intends to follow the same investment strategies as the Fund.

To achieve its investment objective, the Class intends to invest up to 100% of its net assets in Investors Core U.S. Equity Fund (the “Fund”) or any successor mutual fund(s). The Fund is an Underlying Fund of the Class. The Fund aims to provide long-term capital growth by investing primarily in U.S. equity securities. To achieve the Fund’s objective, investments are allocated by the Portfolio Advisor to specific components that are managed within market capitalization (cap) ranges. The components for the Fund are: • U.S. Large Cap Value; • U.S. Large Cap Growth; • U.S. Mid Cap; and • U.S. Small Cap. The allocations to the components will generally reflect the broad U.S. market. The Portfolio Advisor will vary the allocations based on an assessment of overall economic and market conditions from time to time, and may change the Fund’s investment components at any time without prior notice.



If approved, the Change of Objective will result in a change in the subadvisor from Putnam Investments Canada ULC (Toronto, Ontario operating in Manitoba as Putnam Management) and its affiliate, The Putnam Advisory Company, LLC (Boston, Massachusetts) (collectively referred to as “Putnam”) to Mackenzie Financial Corporation (Toronto, Ontario). Both Putnam and Mackenzie Financial Corporation are affiliates of I.G. Investment Management, Ltd., the Manager and Portfolio Advisor of the Class.

A copy of the text of the resolution for the Change of Objectives with respect to I.G. Putnam Low Volatility U.S. Equity Class is attached as Schedule A-10 to this Circular. Management recommends that Securityholders vote in favour of this resolution.

Part B: Merger Proposals

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PART B: MERGER PROPOSALS

Change of Investment Objectives and/or fundamental strategies

Securityholders of each Merging Fund are being asked to approve the Merger of their Fund with a corresponding Continuing Fund having investment objectives and/or fundamental investment strategies that are not substantially the same as their existing investment objectives and strategies. To the extent that the investment objective and/or investment strategies of a Merging Fund differs from that of its corresponding Continuing Fund, these differences are discussed under Comparison of the Merging Funds with the Continuing Funds.

Income Tax Consequences

The Mergers will occur on a tax-deferred basis which means that the exchange of Merging Fund Units for Units of their corresponding Continuing Funds will not result in any immediate capital gains (or losses) to Securityholders with respect to their Units in their Funds.

Please see Income Tax Consequences of the Mergers for more details.

Costs Paid by Investors Group

No sales charges, redemption fees or other fees or commissions will be payable by Securityholders in connection with the Mergers. The costs and expenses specifically associated with the Mergers will be borne by Investors Group.

No Changes to Investment Plans

The Merging Funds will be discontinued after their Mergers. Securityholders who held their Units in dollar averaging accounts (such as accounts with regular pre-authorized contributions or “PACs”), as well as those who invest through share purchase plans for Investors U.S. Large Cap Value Fund, and those with pre-authorized regular redemptions (commonly referred to as systematic withdrawal plans or “SWPs”), and similar services will have these services re-established in the corresponding Series of the applicable Continuing Fund (as determined in the reasonable judgment of the Manager), unless they already had a similar service set up in that Continuing Fund, or in multiple Merging Funds merging into the same Continuing Fund. If either of these situations apply to you or if you wish to discontinue the service, please contact your Investors Group Consultant.

Material Changes to Continuing Funds

The Mergers are not considered by Management to be a material change to the Continuing Funds.

COMPARISON OF THE MERGING FUNDS WITH THE CONTINUING FUNDS

All of the Merging Funds and the Continuing Funds have the same Manager and this will remain the same for the Continuing Funds after the Mergers. Also, I.G. Investment Management, Ltd. will continue to be the Portfolio Advisor of the Continuing Funds after the Mergers, although the assets of some Merging Funds may now be sub-advised by a different Sub-advisor in a few instances.

The assets and liabilities of the Merging Funds and the Continuing Funds are determined using the same valuation policies and procedures. Each Series of each Merging Fund will be able to merge into the same Series of the Continuing Fund, having the same purchase options, either because the same Series of the Continuing Fund currently exists, or because the same Series of the Continuing Fund will be launched prior to the Effective Date of the Mergers. The Merging Funds and their corresponding Continuing Funds also have identical distribution policies other than (i) Investors U.S. Dividend Growth Fund and Investors Global Real Estate Fund, which offer a quarterly distribution, and are merging into Investors Core U.S. Equity Fund and Investors Global Fund, respectively, which offer an annual distribution, and (ii) Alto Monthly Income & Global Growth Portfolio, which offers a monthly distribution, which is merging into Allegro Balanced Growth Portfolio, which offers an annual distribution.

A Securityholder’s Units in a Continuing Fund after the Mergers will be subject to the same fees, including the same deferred sales charge schedule (if any), as had applied to their investment in its corresponding Merging Fund before the Mergers, however, some of the Continuing Funds (or some of their Series) may have lower management fees, administration fees, service fees and/or trustee fees than their corresponding Merging Fund (or for certain Series of the Merging Fund). In all cases, the fees paid by the Continuing Funds are the same as, or in some instances lower than, those payable by their corresponding Merging Funds on the Effective Date of the Mergers.

All of the Merging Funds and Continuing Funds are responsible for their own Fund Costs and taxes in the same manner. Sales Taxes are payable on all management fees and most operating expenses charged to the Merging and Continuing Funds. For each Series, the Sales Taxes are charged at a rate based, in general, on the residence of the Securityholders of that Series, as determined under the appropriate regulations. Upon completion of each Merger, the Sales Taxes charged to a Series of the Continuing Fund may be greater or less than the Sales Taxes that would otherwise be charged to the corresponding Series of Merging Fund or the Continuing Fund.


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The investment objectives and/or fundamental investment strategies of the Merging Funds and their corresponding Continuing Funds are not substantially the same and, accordingly, there are differences in the composition of their investment portfolios. These differences are discussed on the following pages. A detailed description of the current investment objective and investment strategy of each Continuing Fund can be found in the Fund Facts document(s) which accompany the Notice of Meeting sent to Securityholders of the Merging Funds.

If approved by the Securityholders, the Mergers will take place on a date determined by Management in its sole discretion which is expected to be on or about the close of business on February 8, 2019.


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MERGER DETAILS

MERGER OF INTO CONTINUING FUND

Investors Canadian Equity Fund IG Mackenzie Canadian Equity Growth Fund

Investors Canadian Growth Fund Investors Canadian Large Cap Value Fund

Investors North American Equity Fund

Benefits of these Mergers include:

• To provide a more streamlined and simplified product line-up that is easier for investors to understand; and • The Merging Funds all invest primarily in Canadian companies, whereas the Continuing Fund invests primarily in

North American markets. The result of the Mergers will therefore be a geographic expansion of the Merging Funds’ investment objective.

Overall, it is expected that the Mergers will provide broader investment management diversification opportunities.

Securityholders of the Merging Funds are being asked to approve the Merger of their Funds because the investment objectives of the Merging Funds are not substantially the same as that of the Continuing Fund. A copy of the text of the resolutions for the Mergers is attached as Schedules B-1 to B-4 of this Management Information Circular. The Management of the Funds recommends that Securityholders vote in favour of these resolutions.

Financial Highlights and Fee Comparison:

In all cases, the fee structure of the Continuing Fund is the same as the fee structure for the corresponding Series of the Merging Funds.

The following tables show the financial highlights of the Merging and Continuing Funds, as at September 25, 2018 (unless otherwise indicated below):


Investors Canadian Equity Fund Investors North American Equity Fund

Investment objective The Fund aims to provide long-term capital growth by investing primarily in the common shares of leading large and medium sized Canadian companies in various industries. Investment strategies

To achieve the Fund’s investment objective, the Fund looks at broad economic trends for various industries, and then selects companies from these industries based on:

• the strength of the company’s balance sheet; • how the company has been performing; • the management team at the company; and • the valuation of the company.

Generally speaking, it is the Fund’s intention that its investment in foreign securities will range from 0% to 30% of its assets, but the Fund may invest up to 50% of its assets in foreign securities from time to time. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.

Investment objective

The Fund aims to provide long-term capital growth consistent with preservation of capital by investing primarily in North American markets. Investment strategies

To achieve the Fund’s investment objective, the Fund selects primarily common shares of companies diversified by industry and geography based on:

• an analysis of the company’s finances; • economic forecasts for the company and industry

in which it operates; and • an assessment of whether the company has better-

than-average growth prospects. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.


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Investors Canadian Equity Fund Investors North American Equity Fund

Net Assets: $1,082.58 million Net Assets: $637.65 million

Management Fee: 1.85% (Series A and B) 2.00% (Series C) 1.60% (Series JDSC and JNL) 0.75% (Series U)


Trustee Fee: 0.05% Trustee Fee: 0.05%

Service Fee: 0.30% (Series A, B, JDSC and JNL) Up to 0.50% (Series C)


Administration Fee: 0.17% Administration Fee: 0.17%

MER1: 2.59% Series A 2.59% Series B 2.94% Series C 2.30% Series JDSC 2.31% Series JNL 1.06% Series U


1MER is the annualized ratio of management fees plus other expenses (excluding brokerage commissions and trading costs) to average net assets for the 12-month period ended March 31, 2018.


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IG Mackenzie Canadian Equity Growth Fund Investors North American Equity Fund


The Fund seeks to provide long-term capital growth by investing primarily in the common shares of Canadian-based corporations of any size. Investment strategies

The Sub-advisor uses a systematic and disciplined stock selection process to identify companies that can show above-average growth in earnings, cash flow, revenues or, in the case of natural resource companies, reserves. The Fund invests primarily in the common shares of well-established Canadian companies. The Fund follows a growth style of investing. It looks for companies that it believes are growing at faster than market rates and whose share prices may be expected to follow suit. Investments are made primarily in companies with a history of predictable growth. In constructing the portfolio, the Sub-advisor prefers to invest in companies with simple, easily understood business models, those that have demonstrated earnings and cash flow growth and preferably those that are able to finance growth internally, rather than rely on debt or equity markets for financing. The Fund may invest up to 50% of its assets in foreign securities. The Fund may invest up to 10% of the market value of the Fund in mutual funds managed by the Sub-advisor or other Sub-advisors of the Fund. The Fund’s Portfolio Turnover Rate may be expected to be more than 70%. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.







Net Assets: $1,128.75 million1 Net Assets: $637.65 million









1Certain non-retail series assets are expected to be transferred out of the Merging Fund prior to the Effective Date of the Mergers. On the Effective Date of the Mergers, the net assets under management is expected to be $327.71 million. 2MER is the annualized ratio of management fees plus other expenses (excluding brokerage commissions and trading costs) to average net assets for the 12-month period ended March 31, 2018.


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Investors Canadian Growth Fund Investors North American Equity Fund


The Fund aims to provide long-term capital growth by investing primarily in the Canadian equity markets. Investment strategies

To achieve the Fund’s investment objective, the Fund seeks to invest primarily in the common shares of Canadian companies that have:

• above-average growth prospects; • strong operating metrics including margins, return

on investment capital and return on equity; • strong management; and • growth principally sourced from capital rather than

income yield. Generally speaking, it is the Fund’s intention that its investment in foreign securities will range from 0% to 30% of its assets, but the Fund may invest up to 50% of its assets in foreign securities from time to time. The Fund’s Portfolio Turnover Rate may be expected to be more than 70%. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.







Net Assets: $196.28 million1 Net Assets: $637.65 million











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Investors Canadian Large Cap Value Fund Investors North American Equity Fund


The Fund aims to provide long-term capital growth by investing primarily in the Canadian equity markets. Investment strategies

To achieve the Fund’s investment objective, the Fund invests primarily in common shares of Canadian companies that have:

• strong balance sheets; • a history of performance; • strong management; and • the ability to provide consistent income streams with

solid future growth potential. Generally speaking, it is the Fund’s intention that its investment in foreign securities will range from 0% to 30% of its assets, but the Fund may invest up to 50% of its assets in foreign securities from time to time. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules. The Fund’s Portfolio Turnover Rate may be expected to be more than 70%.







Net Assets: $2,468.08 million1 Net Assets: $637.65 million






Administration Fee: 0.17% Administration Fee:

0.17%



1Certain non-retail series assets are expected to be transferred out of the Merging Fund prior to the Effective Date of the Mergers. On the Effective Date of the Mergers, the net assets under management is expected to be $1,343.18 million. 2MER is the annualized ratio of management fees plus other expenses (excluding brokerage commissions and trading costs) to average net assets for the 12-month period ended March 31, 2018.


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Investors Canadian Small Cap Fund Investors Canadian Small Cap Growth Fund

Benefits of this Merger include:

• To provide a more streamlined and simplified product line-up that is easier for investors to understand; and • If the proposed Change of Objectives of Investors Canadian Small Cap Growth Fund is approved by its

Securityholders, Securityholders of Investors Canadian Small Cap Fund will benefit from a broader investment objective.

Overall, it is expected that the Merger will provide broader investment management diversification opportunities.

A Meeting has been convened for Investors Canadian Small Cap Growth Fund to approve a change in its investment objective to permit it to invest in both small and mid cap Canadian issuers. If this change is approved by the Securityholders of Investors Canadian Small Cap Growth Fund, the Change of Objective will take place prior to the Merger (Please see Part A: Change of Objectives of this Circular for more details about the Proposal to change the investment objective of Investors Canadian Small Cap Growth Fund). However, the intention of the Manager is to proceed with the Merger independently of the vote of the Securityholders of the Continuing Fund on its Change of Objectives.

Securityholders of the Merging Fund are being asked to approve the Merger because the investment objective or investment strategies of the Merging Fund are not substantially the same as that of the Continuing Fund. By voting to approve the Merger, Securityholders of the Merging Fund support merging their Fund regardless of whether the Change of Objectives proposed for the Continuing Fund is adopted. A copy of the text of the resolution for the Merger is attached as Schedule B-5 to this Management Information Circular. The Management of the Funds recommends that Securityholders vote in favour of this resolution.


In all cases, the fee structure of the Continuing Fund is the same as the fee structure for the corresponding Series of the Merging Fund.

The following table shows the financial highlights of the Merging Fund and the Continuing Fund, as at September 25, 2018 (unless otherwise indicated below):


Investors Canadian Small Cap Fund Investors Canadian Small Cap Growth Fund (Investment objective and strategies as proposed to be effective on February 4, 2019, subject to Securityholder

approval)1


The Fund aims to provide long-term capital growth by investing primarily in Canadian small cap corporations, diversified geographically and by industry. Investment strategies


• the common shares of small capitalization Canadian companies diversified geographically and by industry;

• companies with positive fundamentals, strong balanced sheets and compelling valuations; and


using a blended style that incorporates both growth and value stocks that meet the investment criteria under a fundamental approach.

Proposed Investment objective

The Fund aims to provide long-term capital growth by investing primarily in Canadian small and mid cap corporations, diversified geographically and by industry. Proposed Investment strategies


• the common shares of small and medium capitalization Canadian companies diversified geographically and by industry;




using a growth investment style with growth stocks that meet investment criteria under a fundamental approach.


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Investors Canadian Small Cap Fund Investors Canadian Small Cap Growth Fund (Investment objective and strategies as proposed to be effective on February 4, 2019, subject to Securityholder

approval)1



larger capitalization. Generally speaking, it is the Fund’s intention that its investment in foreign securities will range from 0% to 30% of its assets, but the Fund may invest up to 50% of its assets in foreign securities from time to time. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.

The Fund may also: • invest in corporations with larger capitalizations

if market conditions warrant; and • hold investments in corporations which later

achieve a larger capitalization. The Manager intends to apply fundamental analysis to stock selection and valuation. Generally speaking, it is the Fund’s intention that its investment in foreign securities will not exceed 50% of its assets, at the discretion of the Portfolio Advisor. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.

Net Assets: $451.50 million2

Net Assets: $144.91 million

Management Fee: 2.00% (Series A, B and C) 1.75% (Series JDSC and JNL) 0.90% (Series U)

Management Fee: 2.00% (Series A, B and C) 1.75% (Series JDSC and JNL) 0.90% (Series U)


Service Fee: 0.30% (Series A, B, JDSC and JNL) up to 0.50 % (Series C)



MER3 : 2.75% Series A 2.75% Series B 2.93% Series C 2.47% Series JDSC 2.50% Series JNL 1.21% Series U


1The proposed investment objective and strategies in this table reflect the proposed Change of Objectives for the Continuing Fund. Please see Part A of this Circular for information about the current objective and strategies of the Continuing Fund. If approved, this Merger will occur whether or not the Change of Objectives for the Continuing Fund is approved. Therefore, Securityholders of the Merging Fund should assume that either the current or the proposed investment objective and strategies of the Continuing Fund will apply after the Merger. 2Certain non-retail series assets are expected to be transferred out of the Merging Fund prior to the Effective Date of the Mergers. On the Effective Date of the Mergers, the net assets under management is expected to be $361.85 million. 3MER is the annualized ratio of management fees plus other expenses (excluding brokerage commissions and trading costs) to average net assets for the 12-month period ended March 31, 2018.


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IG Mackenzie Ivy Canadian Balanced Fund Investors Mutual of Canada


• To provide a more streamlined and simplified product line-up that is easier for investors to understand; • Lower annual contractual fees payable by each Series of the Merging Fund; and • Although both Funds invest in a mix of equity and fixed income investments of Canadian issuers, the Continuing

Fund has a different investment mandate than the Merging Fund, and uses broader investment strategies.


Securityholders of the Merging Fund are being asked to approve the Merger because the investment objective of the Merging Fund is not substantially the same as that of the Continuing Fund. A copy of the text of the resolution for the Merger is attached as Schedule B-6 to this Management Information Circular. The Management of the Funds recommends that Securityholders vote in favour of this resolution.


The fee structure of the Continuing Fund is the same as the fee structure for the corresponding Series of the Merging Fund. Securityholders of the Merging Fund will see a reduction in annual contractual fees payable by each Series following the Merger.



IG Mackenzie Ivy Canadian Balanced Fund Investors Mutual of Canada


The Fund aims to provide high total investment return by investing primarily in a mix of Canadian equity, fixed income and money market securities, using an asset allocation approach. Investment strategies

To achieve its investment objective, the Fund’s asset allocation will generally fall within the following ranges: 60-90% equity securities, and 10-40% fixed income securities, including cash and cash equivalents. The asset allocation may vary depending on market conditions, such as interest rates and market expectations, in order to produce the best overall return. The Fund may invest a portion of its assets in securities of other funds, including ETFs managed by third parties and funds managed by the Sub-advisor, in accordance with its investment objective. The Fund may invest in any kind of fixed income or equity security or money market instrument, including high yield securities and lower quality debt securities, and in other securities that do not fall within these classes. When buying and selling securities for the equity portfolio of the Fund, the Sub-advisor examines each company’s potential for success in light of its current financial condition, its industry position and economic and market conditions, including factors like growth potential, earnings and quality of management. The Sub-advisor employs a value investment style for the fixed income portion of the Fund by analyzing macro economic factors such as:

(i) economic growth (ii) inflation, and


The Fund aims to provide an above-average income yield and long-term capital growth by investing primarily in debt and equity investments of Canadian corporations involved in various industries. Investment strategies

To achieve the Fund’s investment objective, the Fund is expected to maintain a relatively stable asset mix of primarily equities and some fixed income investments based on pre-established guidelines, but there is no restriction on the weighting that may be placed on any type of investments. Generally speaking, it is the Fund’s intention that its investment in foreign securities will range from 0% to 30% of its assets, but the Fund may invest up to 50% of its assets in foreign securities from time to time. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.


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IG Mackenzie Ivy Canadian Balanced Fund Investors Mutual of Canada (iii) monetary and fiscal policy,

in order to position the industry and credit quality for different stages in the economic cycle. A bottom-up approach focusing on the stability of cash flows and recovery value of debt instruments is used to assess the valuation of securities that typically have a lower credit quality. The Fund has obtained regulatory approval to invest up to 10% of its net assets in aggregate at the time of purchase in gold, gold certificates, silver, silver certificates and Derivatives, the underlying interest of which are gold and/or silver and certain gold/silver exchange traded funds (ETFs) that trade in Canada or the United States on an unlevered basis. The Fund may invest up to 50% of its assets in foreign securities. The Fund’s Portfolio Turnover Rate may be expected to be more than 70%. The Fund may limit foreign currency risk by hedging foreign currency exposure back to Canadian dollars. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules. The Fund may also use Derivatives for purposes other than to reduce risk such as to increase its exposure to certain market sectors or foreign markets.

Net Assets: $1,070.70 million Net Assets: $2,224.47 million

Management Fee: 1.80% (Series A, B, TDSC and TNL) 2.00% (Series C and TC) 1.55% (Series JDSC, JNL TJDSC and TJNL) 0.70% (Series U and TU)

Management Fee: 1.70% (Series A, B, TDSC and TNL) 1.90% (Series C and TC) 1.45% (Series JDSC, JNL TJDSC and TJNL) 0.60% (Series U and TU)


Service Fee: 0.30% (Series A, B, JDSC, JNL, TDSC, TNL TJDSC and TJNL) Up to 0.50% (Series C and TC)

Service Fee: 0.30% (Series A, B, JDSC, JNL, TDSC, TNL TJDSC and TJNL) Up to 0.50% (Series C and TC)


MER1 : 2.56% Series A 2.54% Series B 2.97% Series C 2.63% Series TDSC 2.62% Series TNL 2.86% Series TC 2.27% Series JDSC 2.27% Series JNL 2.30% Series TJDSC 2.17% Series TJNL 1.02% Series U 1.02% Series TU

MER1: 2.43% Series A 2.41% Series B 2.84% Series C 2.45% Series TDSC 2.46% Series TNL 2.77% Series TC 2.14% Series JDSC 2.14% Series JNL 2.16% Series TJDSC 2.14% Series TJNL 0.89% Series U 0.94% Series TU



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MERGERS OF INTO CONTINUING FUND

Investors U.S. Dividend Growth Fund Investors U.S. Large Cap Value Fund

IG Putnam Low Volatility U.S. Equity Fund

Investors Core U.S. Equity Fund

Benefits of the Mergers include: • To provide a more streamlined and simplified product line-up that is easier for investors to understand; • The Continuing Fund offers broader investment management diversification opportunities; and • After the Mergers, the Continuing Fund will be significantly larger which could provide more efficient investment

management opportunities and the potential for lower trading costs.


The investment objectives of the Merging Funds and the Continuing Fund have some similarities as they all seek long term capital growth by investing primarily in U.S. equity securities, though the fundamental investment strategies used by each Fund are substantially different.

Investors Core U.S. Equity Fund is sub-advised by Mackenzie Financial Corporation (“Mackenzie”) and Aristotle Capital Boston, LLC (“Aristotle”), whereas Investors U.S. Dividend Growth Fund and Investors U.S. Large Cap Value Fund are currently sub-advised by Mackenzie.

In the case of IG Putnam Low Volatility U.S. Equity Fund, the Merger will result in a change to the sub-advisor from Putnam Investments Canada ULC to Mackenzie and Aristotle. Both Putnam Investments Canada ULC and Mackenzie are affiliates of I.G. Investment Management, Ltd., the Manager and Portfolio Advisor of the Funds.

Securityholders of the Merging Funds are being asked to approve these Mergers because the fundamental investment strategies of the Continuing Fund are not substantially the same as those of the Merging Funds. A copy of the text of the resolutions for each of these Mergers is attached separately as Schedules B-7 through B-9, respectively, to this Management Information Circular. The Management of the Funds recommends that Securityholders vote in favour of these resolutions.


In all cases, the fee structure of the Continuing Fund is the same as the fee structure for the corresponding Series of the Merging Funds.



Investors U.S. Dividend Growth Fund Investors Core U.S. Equity Fund


The Fund aims to provide income and long-term capital growth by primarily investing in dividend-paying U.S. equity securities. Investment strategies To achieve the Fund’s investment objective, the Fund will be actively managed in order to take full advantage of changing market conditions. The Fund will invest primarily in U.S. dividend-paying corporations and other Equity Income paying securities, with a focus on those securities that have a strong track record for paying dividends or other Equity Income, and/or that have the potential for future growth in their dividends or income distributions. The Fund’s Portfolio Turnover Rate may be expected to be more than 70%.


The Fund aims to provide long-term capital growth by investing primarily in U.S. equity securities. Investment strategies

To achieve the Fund’s investment objective, investments are allocated by the Portfolio Advisor to specific components that are managed within market capitalization (cap) ranges. The components for the Fund are:

• U.S. Large Cap Value; • U.S. Large Cap Growth; • U.S. Mid Cap; and • U.S. Small Cap.

The allocations to the components will generally reflect the broad U.S. market. The Portfolio Advisor will vary the allocations based on an assessment of overall economic and market conditions from time to time, and may change the Fund’s investment components at any time without prior notice.


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Investors U.S. Dividend Growth Fund Investors Core U.S. Equity Fund The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.

The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objective and enhancing the Fund’s returns as permitted by the securities Rules.

Net Assets: $1,203.63 million Net Assets: $287.43 million1

Management Fee:

1.85% (Series A and B) 2.00% (Series C) 1.60% (Series JDSC and JNL) 0.75% (Series U)

Management Fee: (Effective June 1, 2017)





Administration Fee:

0.18% Administration Fee:

0.18%



1Certain non-retail series assets are expected to be transferred into the Continuing Fund prior to the Effective Date of the Mergers. On the Effective Date of the Mergers, the net assets under management is expected to be $623.65 million. 2MER is the annualized ratio of management fees plus other expenses (excluding brokerage commissions and trading costs) to average net assets for the 12-month period ended March 31, 2018.


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Investors U.S. Large Cap Value Fund Investors Core U.S. Equity Fund


The Fund aims to provide long-term capital growth by investing primarily in the U.S. equity markets. Investment strategies

To achieve the Fund’s investment objective, while seeking to protect the value of its investments, the Fund invests primarily in the common shares of U.S. corporations that:

• exhibit good return on investment through low capital investment requirements, strong cash flow, good management and a competitive position in their industry; and

• represent good value relative to other companies in their industry.






The allocations to the components will generally reflect the broad U.S. market. The Portfolio Advisor will vary the allocations based on an assessment of overall economic and market conditions from time to time, and may change the Fund’s investment components at any time without prior notice. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objective and enhancing the Fund’s returns as permitted by the securities Rules.

Net Assets: $4,226.25 million1 Net Assets: $287.43 million2

Management Fee:


Management Fee: (Effective June 1, 2017)





Administration Fee:


0.18%



1Certain non-retail series assets are expected to be transferred out of the Merging Fund prior to the Effective Date of the Mergers. On the Effective Date of the Mergers, the net assets under management is expected to be $2,622.36 million. 2Certain non-retail series assets are expected to be transferred into the Continuing Fund prior to the Effective Date of the Mergers. On the Effective Date of the Mergers, the net assets under management is expected to be $623.65 million. 3MER is the annualized ratio of management fees plus other expenses (excluding brokerage commissions and trading costs) to average net assets for the 12-month period ended March 31, 2018.


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IG Putnam Low Volatility U.S. Equity Fund Investors Core U.S. Equity Fund


The Fund aims to provide long-term capital growth by investing primarily in U.S. equity securities, while seeking to provide lower volatility. Investment strategies

The Fund seeks to provide lower volatility than the broad U.S. equity market over a full market cycle (generally at least three years or more). To achieve its objective, the Fund invests primarily in equity securities of U.S. companies usually across all sectors. Within each sector the Fund generally focuses on those stocks that are believed to likely have lower sensitivity to broader market or sector movements. To further reduce portfolio volatility the Fund may also use Derivatives as permitted by the securities Rules, including Options. The Fund’s Portfolio Turnover Rate may be expected to be more than 70%. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions. These transactions will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objective and enhancing the Fund’s returns as permitted by the Rules.





The allocations to the components will generally reflect the broad U.S. market. The Portfolio Advisor will vary the allocations based on an assessment of overall economic and market conditions from time to time, and may change the Fund’s investment components at any time without prior notice. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objective and enhancing the Fund’s returns as permitted by the securities Rules.

Net Assets: $479.36 million1 Net Assets: $287.43 million2

Management Fee:


Management Fee:





Administration Fee:


0.18%



1Certain non-retail series assets are expected to be transferred out of the Merging Fund prior to the Effective Date of the Mergers. On the Effective Date of the Mergers, the net assets under management is expected to be $133.75 million. 2Certain non-retail series assets are expected to be transferred into the Continuing Fund prior to the Effective Date of the Mergers. On the Effective Date of the Mergers, the net assets under management is expected to be $623.65 million. 3MER is the annualized ratio of management fees plus other expenses (excluding brokerage commissions and trading costs) to average net assets for the 12-month period ended March 31, 2018.


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Investors Canadian Bond Fund IG Mackenzie Income Fund

Benefits of this Merger includes:

• To provide a more streamlined and simplified product line-up that is easier for investors to understand; and • The Continuing Fund has a broader investment mandate than the Merging Fund, with less of an emphasis on

Canadian corporate and government-issued debt.


Securityholders of the Merging Fund are being asked to approve the Merger because the investment objective and/or the investment strategies of the Merging Fund are not substantially the same as that of the Continuing Fund. A copy of the text of the resolution for the Merger is attached as Schedule B-10 to this Management Information Circular. The Management of the Funds recommends that Securityholders vote in favour of this resolution.


The fee structure of the Continuing Fund is the same as the fee structure for the corresponding Series of the Merging Fund.

The following table shows the financial highlights of the Merging and Continuing Funds, as at September 25, 2018 (unless otherwise indicated below):




The Fund aims to provide a high level of current income by investing primarily in a combination of Canadian corporate and government-issued debt securities. Investment strategies

To achieve the Fund’s investment objective, the Portfolio Advisor will assess bonds for the Fund using these criteria:

• creditworthiness of the issuer; • income level that the bond provides; • pricing of the bond; and • term and interest rate sensitivity of the bond.

The Fund may invest any portion of its assets in Canadian federal, provincial or municipal government bonds or corporate bonds or other similar debt securities. The Fund’s investments in debt instruments rated below BBB or its equivalent will not generally exceed 10% of its assets. The Fund may hold equities acquired through conversion of its debt securities, and the Fund may hold mortgage-backed securities and other less liquid obligations. The Fund may also invest up to 10% of its assets in non-debt, income-producing securities. Generally speaking, it is the Fund’s intention that its investment in foreign securities will range from 0% to 30% of its assets, but the Fund may invest up to 50% of its assets in foreign securities from time to time. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.


The Fund aims to maximize income by investing primarily in government and corporate debt. Investment strategies

To achieve the Fund’s investment objective, the Fund selects investments that may include a combination of:

• bonds; • debentures; • notes; • mortgages; and • other income-producing securities.

The portfolio is actively managed to achieve long-term growth while assuming moderate risk. The primary strategy is top-down by managing the duration of the Fund in response to an anticipated longer-term interest rate outlook. The Fund follows a value investment style. For high-quality government bonds an analysis of macroeconomic factors such as economic growth, inflation, and monetary and fiscal policy is done in order to position the maturity and credit quality of the Fund for different stages in the business cycle. Securities that have a lower credit quality, such as corporate bonds, are analyzed using a bottom-up approach to determine their valuation. This company-specific analysis focuses on stability of cash flows and recovery value of the bonds. Generally speaking, it is the Fund’s intention that its investment in foreign securities will range from 0% to 30% of its assets, but the Fund may invest up to 50% of its assets in foreign securities from time to time. The Fund’s Portfolio Turnover Rate may be expected to be more than 70%.


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Net Assets: $3,268.33 million1 Net Assets: $1,602.36 million




Service Fee: None Service Fee: None




1Certain non-retail series assets are expected to be transferred out of the Merging Fund prior to the Effective Date of the Mergers. On the Effective Date of the Mergers, the net assets under management is expected to be $2,454.83 million. 2MER is the annualized ratio of management fees plus other expenses (excluding brokerage commissions and trading costs) to average net assets for the 12-month period ended March 31, 2018.


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IG Putnam Emerging Markets Income Fund IG Putnam U.S. High Yield Income Fund


• To provide a more streamlined and simplified product line-up that is easier for investors to understand; • Lower annual contractual fees payable for each Series of the Merging Fund; and • The Continuing Fund has a different investment mandate from the Merging Fund, with an emphasis on a different

geographical area, namely the United States, with a greater focus on non-investment grade securities.




The fee structure of the Continuing Fund is the same as the fee structure for the corresponding Series of the Merging Fund. Securityholders of the Merging Fund will see a reduction in the annual contractual fees payable for each Series of the Merging Fund.





The Fund aims to provide a high level of current income and the potential for capital growth by investing primarily in fixed income securities that are obligations of emerging market companies and governments.

Investment strategies

To achieve its objective, the Fund invests primarily in fixed income securities that are obligations of emerging market companies and governments. The Fund may invest in both investment grade and below investment grade investments. When deciding whether to buy or sell investments, the Fund may consider, among other factors, credit and interest rate risks, as well as general market conditions. The Fund may also consider the fundamental characteristics of the particular countries in which the Fund invests and the currencies of those countries when making investment decisions. The Fund may limit foreign currency risk by hedging foreign currency exposure back to Canadian dollars. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objective and enhancing the Fund’s returns as permitted by the Rules.


The Fund aims to provide a high level of current income and the potential for moderate capital appreciation by investing primarily in U.S. high-yielding investments. Investment strategies

To achieve the Fund’s investment objective, the Fund intends to invest primarily in U.S. high-yield securities (including, but not limited to, non-investment grade bonds, debentures, convertible securities, asset-backed securities, and notes). The Fund seeks to diversify by industry and company and may also invest in securities of issuers outside the United States. The Fund intends to limit foreign currency risk by hedging foreign currency exposure back to Canadian dollars. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the Rules.


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Net Assets: $44.21 million1 Net Assets: $666.70 million

Management Fee: N/A (Series A and B) N/A (Series C) 1.55% (Series JDSC and JNL) 0.45% (Series U)



Service Fee: None Service Fee: None


MER2: N/A Series A N/A Series B N/A Series C 1.93% Series JDSC 1.93% Series JNL 0.69% Series U




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MERGERS OF INTO CONTINUING FUND

IG Mackenzie Cundill Global Value Fund Investors Global Real Estate Fund

Investors Global Fund

Benefits of these Mergers include:

• To provide a more streamlined and simplified product line-up that is easier for investors to understand; • To merge smaller Merging Funds into a larger Continuing Fund, providing the potential for efficiencies in

investment management which may include lower portfolio transaction costs; and • In the case of the merger of Investors Global Real Estate Fund into Investors Global Fund, lower annual

contractual fees payable for each Series of the Merging Fund (except Series C).


The investment objective of IG Mackenzie Cundill Global Value Fund and Investors Global Fund have some similarities, as they both invest in issuers across sectors from around the world, though the investment strategies are substantially different, as the Merging Fund follows a value management style. Investors Global Fund has a broader investment mandate than Investors Global Real Estate Fund, as it invests in companies from a variety of sectors, and not primarily in the real estate sector.

The Merger of Investors Global Real Estate Fund into Investors Global Fund will result in a change in the sub-advisor of the Merging Fund. LaSalle Investment Management Securities, LLC will be replaced by Mackenzie Financial Corporation. Mackenzie Financial Corporation is an affiliate of I.G. Investment Management, Ltd., the Manager and Portfolio Advisor of the Merging and the Continuing Funds.

Securityholders of the Merging Funds are being asked to approve the Merger because the investment objective or investment strategies of the Merging Funds are not substantially the same as that of the Continuing Fund. A copy of the text of the resolutions for the Mergers is attached as Schedules B-12 and B-13, respectively, to this Management Information Circular. The Management of the Funds recommends that Securityholders vote in favour of these resolutions.


In all cases, the fee structure of the Continuing Fund is the same as the fee structure for the corresponding Series of the Merging Funds. Securityholders of Investors Global Real Estate Fund will see a reduction in annual contractual fees payable by each Series (except Series C) following the Merger.

The following tables show the financial highlights of the Merging Funds and the Continuing Fund, as at September 25, 2018 (unless otherwise indicated below):

Merging Funds Continuing Fund

IG Mackenzie Cundill Global Value Fund

Investors Global Real Estate Fund Investors Global Fund


The Fund pursues long-term capital growth from investments primarily in global equity securities in markets around the world. The Fund may invest the majority of its assets in the securities of companies in a single country or a single industry depending on prevailing market conditions. Investment strategies

The Fund invests primarily in equities, but may invest in all types of securities such as a range of fixed income securities including high-yield bonds.


The Fund aims to provide a combination of long-term capital growth and current income by investing primarily in real estate investment trust units (REITs) and equity securities of companies around the world that principally derive their revenues from activities in the real estate sector. Investment strategies

To achieve the Fund’s investment objective, the Fund will be actively managed and diversified globally and by property type. The Fund will invest primarily in REITs, Equity Income paying securities and other equity securities.


The Fund aims to provide long-term capital growth by investing primarily in common shares of companies around the world. Investment strategies

To achieve the Fund’s investment objective, the Fund selects investments of high-quality companies from around the world that offer above-average growth prospects. The Fund combines top-down macro and sector views with fundamental stock analysis.


- 40 -



The investment approach is based on a fundamental value philosophy:

• investing in securities which are trading below their estimated intrinsic value, determined by reviewing corporate financial statements and other records, business prospects, and management strengths, and

• identifying potential catalysts to realize securityholder value. Preservation of invested capital is a hallmark of the contrarian, value-based approach.

The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules. The Fund does not intend to engage in any Securities Lending, Repurchase or Reverse Repurchase Transactions at this time.

The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules. The Fund’s Portfolio Turnover Rate may be expected to be more than 70%.

The Fund takes long-term strategic views in terms of geographic and sector allocation, while the Fund’s approach to stock selection emphasizes a fundamental approach placing importance on return on equity, free cash flow generation and price to book, among other metrics. The Fund may engage in Securities Lending, Repurchase and Reverse Repurchase Transactions, and use Derivatives. These transactions and Derivatives will be used in conjunction with the Fund’s other investment strategies in a manner considered most appropriate to achieving the Fund’s overall investment objectives and enhancing the Fund’s returns as permitted by the securities Rules.

Merging Funds Continuing Fund



Net Assets: $140.10 million1 $103.87 million2 $2,398.57 million3


2.00% (Series A, B) 2.00% (Series C) 1.75% (Series JDSC and JNL) 0.90% (Series U)


Trustee Fee: 0.05% 0.05% 0.05%


0.30% (Series A, B, JDSC and JNL) up to 0.50 % (Series C)

0.30% (Series A, B, JDSC and JNL) up to 0.50 % (Series C)

1Certain non-retail series assets are expected to be transferred out of the Merging Fund prior to the Effective Date of the Mergers. On the Effective Date of the Mergers, the net assets under management is expected to be $125.68 million. 2Certain non-retail series assets are expected to be transferred out of the Merging Fund prior to the Effective Date of the Mergers. On the Effective Date of the Mergers, the net assets under management is expected to be $87.58 million. 3Certain non-retail series assets are expected to be transferred into the Continuing Fund prior to the Effective Date of the Mergers. On the Effective Date of the Mergers, the net assets under management is expected to be $2,423.69 million.


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Administration Fee: 0.18% 0.18% 0.18%


2.77% Series A 2.76% Series B 2.96% Series C 2.49% Series JDSC 2.51% Series JNL 1.24% Series U

2.71% Series A 2.69% Series B 2.95% Series C 2.43% Series JDSC 2.42% Series JNL 1.18% Series U



- 42 -


Alto Monthly Income & Global Growth Portfolio

Allegro Balanced Growth Portfolio (effective on or about November 1, 2018,

IG Core Portfolio – Balanced Growth)


• To provide a more streamlined and simplified product line-up that is easier for investors to understand; • The Continuing Fund has a more flexible asset allocation approach, which allows it to respond more quickly to

changing market conditions; and • Lower annual contractual fees payable for each Series of the Merging Fund.


Currently, the Continuing Fund does not offer the TDSC, TNL, TC, TJDSC, TJNL or TU Series (the “Fixed Distribution Series”) of mutual fund units; however, the Manager intends to make the Fixed Distribution Series available for purchase for the Continuing Fund prior to the Merger.

This Merger will result in a change in the sub-advisor of the Merging Fund. Effective November 1, 2018, Mackenzie Financial Corporation, an affiliate of the Manager, will be removed as sub-advisor of the Continuing Fund and the Manager/Portfolio Advisor will make investment decisions without the assistance of an investment sub-advisor.



The fee structure of the Continuing Fund is the same as the fee structure for the corresponding Series of the Merging Fund. Securityholders of the Merging Fund will see a reduction in annual contractual fees payable by each Series following the Merger.



Alto Monthly Income & Global Growth Portfolio Allegro Balanced Growth Portfolio


The Portfolio aims to provide a flow of income and higher potential for long-term capital growth. The Portfolio invests primarily in Underlying Funds that invest in Canadian and global equity securities. The Portfolio also has limited exposure to fixed income markets through investment in Underlying Funds.


The Portfolio intends to provide investors with a diversified portfolio solution that provides long-term capital appreciation.


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To achieve the Portfolio’s investment objective, the Manager invests in the following Underlying Funds: Weighting

Income Funds (5%) IG Putnam U.S. High Yield Income Fund

5%

Balanced Funds (39%) Investors Dividend Fund 19% Investors Global Dividend Fund 20% Canadian Equity Funds (24%) IG Mackenzie Dividend Growth Fund 15% Investors Canadian Equity Income Fund

9%

Foreign Equity Funds (26%) Investors Global Fund 7% IG Mackenzie Cundill Global Value Fund

9%

Investors Global Real Estate Fund 10% Investors Real Property (6%) 6% 100%

The Portfolio is passively managed, meaning that the investments in the Underlying Funds will not vary by more than 10%, up or down from the percentages shown above, in response to market fluctuations. The Portfolio Advisors of the Underlying Funds manage the assets invested in the Portfolio, and investments are made in accordance with the objectives of the Underlying Funds. Excluding any assets held as cash, the Portfolio’s long-term asset class exposure based on its mix of Underlying Funds is generally expected to be about 14% in fixed income, 80% in equity (including 10% in Investors Global Real Estate Fund), and 6% in Investors Real Property Fund. This allocation will vary from time to time as a result of daily management of the Underlying Funds and market fluctuations. The Portfolio has received regulatory approval to invest up to 10% of its net assets in Investors Real Property Fund. Currently, it is the Portfolio Advisor’s intention to maintain an investment in Investors Real Property Fund equal to approximately 6% of the assets of the Portfolio, subject to a variation of up to 2.5% to account for market fluctuations. As the Portfolio is required to make fixed monthly Distributions, the Portfolio intends to maintain sufficient liquidity to cover all redemptions in a timely manner and to make Distributions. We may implement changes from time to time to the Underlying Funds held by the Portfolio to better enable it to meet its investment objective. These changes will become effective after you have been given at least 21 days prior written notice, and after this Simplified Prospectus has been revised (as necessary) to reflect the change.


To achieve the investment objective, the Portfolio primarily invests in, or gains exposure to, equity and fixed income securities. The Portfolio will obtain its exposures by investing in Underlying Funds, and/or directly in securities. Under normal market conditions, exposures to fixed income and equity will be kept within the following ranges:

Asset Class Exposure Range

Fixed Income 10-30%

Equity 70-90%

The Portfolio Advisor may review and adjust the above ranges at any time depending on economic conditions and the relative value of fixed income and equity securities. Based on its assessment of economic and market conditions, the Portfolio Advisor may actively shift the allocation of the Portfolio's exposures across asset classes and within asset classes with respect to geography, sector, investment style, market capitalization, yield, credit, duration and/or currency. In addition to fixed income and equity exposures, the Portfolio may also invest in other asset classes, including Investors Real Property Fund. The Portfolio has received regulatory approval to invest up to 10% of its net assets in Investors Real Property Fund, subject to variation of up to 2.5% to account for market fluctuations. It is the Portfolio Advisor’s intention to maintain an investment in Investors Real Property Fund equal to approximately 5% of the assets of the Portfolio subject to a variation of 2.5%. The investment by the Portfolio in Investors Real Property Fund may change at any time without prior notice. Subject to regulatory restrictions on the maximum investment in Investors Real Property Fund, the Portfolio may invest more than 5% of its net assets in one or more Underlying Funds. The Portfolio has obtained regulatory approval to invest up to 10% of its net assets, at the time of purchase, in aggregate, in gold, gold certificates, silver, silver certificates and Derivatives, the underlying interest of which are gold and/or silver and certain gold/silver exchange traded funds that trade in Canada or the United States on an unlevered basis. The Portfolio may also hold a significant portion of its assets in cash or cash-equivalent instruments in response to or in anticipation of unfavorable market conditions and/or for liquidity purposes. The Portfolio may invest up to 100% of its assets in foreign securities. The Portfolio Advisor may limit foreign currency risk by hedging foreign currency exposure back to Canadian dollars. Derivatives may be used in conjunction with the Portfolio's other investment strategies in a manner considered most appropriate to achieving the Portfolio's overall investment objectives and enhancing the Portfolio's returns as permitted by the Rules.


- 44 -


Net Assets: $200.85 million Net Assets: $2,699.90 million

Management Fee: 1.843% (Series A, B, C, TDSC, TNL and TC) 1.593% (Series JDSC, JNL TJDSC and TJNL) 0.752% (Series U and TU)

Management Fee1: 1.823% (Series A, B, A-RDSP, B-RDSP and C) 1.573% (Series JDSC, JNL, JDSC-RDSP and JNL-RDSP) 0.691% (Series U)

Trustee Fee: 0.05% Trustee Fee1: 0.046%

Service Fee: 0.285% (Series A, B, JDSC, JNL TDSC, TNL, TJDSC and TJNL) Up to 0.475% (Series C and TC)

Service Fee1: 0.240% (Series A, B, A-RDSP, B-RDSP, JDSC, JNL JDSC-RDSP and JNL-RDSP) Up to 0.400% (Series C)

Distribution Fee: 0.10% Distribution Fee1: 0.10%

Administration Fee: 0.18% Administration Fee1: 0.17%

MER2: 2.66% Series A 2.65% Series B 2.84% Series C 2.67% Series TDSC 2.63% Series TNL 2.87% Series TC 2.39% Series JDSC 2.38% Series JNL 2.41% Series TJDSC 2.37% Series TJNL 1.16% Series U 1.19% Series TU

MER2: 2.62% Series A 2.61% Series B 2.77% Series C 2.34% Series JDSC 2.34% Series JNL 1.12% Series U 2.64% A-RDSP 2.65% B-RDSP

1Although Allegro Balanced Growth Portfolio does not currently offer the TDSC, TNL, TC, TJDSC, TJNL or TU Series of mutual fund units, the Fixed Distribution Series is expected to become available for purchase prior to the Merger. The fees associated with Series TDSC and TNL of the Continuing Fund will be identical to the fees associated with Series A of the Continuing Fund, the fees associated with Series TC of the Continuing Fund will be identical to the fees associate with Series C of the Continuing Fund, the fees associated with Series TJDSC and TJNL will be identical to the fees associated with the Series JDSC of the Continuing Fund and the fees associate with Series TU of the Continuing Fund will be identical to the fees associated with Series U of the Continuing Fund. 2MER is the annualized ratio of management fees plus other expenses (excluding brokerage commissions and trading costs) to average net assets for the 12-month period ended March 31, 2018. As Series JDSC-RDSP and JNL-RDSP were only launched in July 2018, there is insufficient data to calculate the MER for these two Series.


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FUND MERGER STEPS

Upon completion of the Mergers, each Continuing Fund will have acquired the net assets of the applicable Merging Fund, and will continue as an open-end mutual fund trust governed by the laws of Manitoba.

The Mergers will take place on a date determined by the Management of the Funds (the “Effective Date of the Mergers”), in its sole discretion which is expected to be after the close of business on or about February 8, 2019. Any outstanding Unit certificates of the Merging Funds will be cancelled and new certificates issued (upon request) for Units of equal value in the Continuing Fund (based on the fair market value on the Effective Date of the Mergers). It is expected that the Merging Funds will be wound-up within 60 days of the Mergers.

The Manager has reviewed the investment portfolios of the Merging Funds and anticipates that some of the portfolio assets of the Merging Funds are not suitable for their corresponding Continuing Funds and may have to be liquidated (at least in part) by the Portfolio Advisor prior to the Mergers.

If the Securityholders of a Merging Fund vote in favour of its Merger, the Manager may seek to align the holdings of that Merging Fund with the investment objective of its corresponding Continuing Fund during the period following the vote up until the Effective Date of the Mergers. It may do so by purchasing securities that are consistent with the investment objective of the corresponding Continuing Fund. The Merging Funds may also convert some or all of their holdings to cash, and may hold their assets as cash (or cash-like investments such as overnight deposits and commercial paper) for up to three business days or more prior to the Mergers. Alternatively, in circumstances where permitted, the Manager may elect to use this cash to purchase Units of the corresponding Continuing Fund so that these assets are invested during this period of time. Accordingly, on the Effective Date of the Mergers, up to 100% of the assets of the Merging Funds may consist of the Units of their corresponding Continuing Funds. If portfolio assets must be sold because of the Proposed Mergers, and not as a result of ongoing portfolio management decisions, the transactional costs (if any) relating to those dispositions will be borne by Investors Group.

Please refer to Resolutions to be considered and to Schedule B for the text of the resolutions Securityholders are asked to vote upon with respect to the Mergers at the Meetings.

Subject to regulatory approval (as may be required) and Securityholder approval, the Mergers will occur as follows:

Step 1: Prior to the Mergers, the Merging Funds and the Continuing Funds will determine the amount of income and net capital gains each has realized during the taxation year up to the Effective Date of the Mergers. These Funds will then distribute sufficient income and net capital gains to their Securityholders to ensure that the Funds will not pay any taxes.

Step 2: Each Merging Fund will transfer or sell all of its net assets (being its investment portfolio, other assets including cash, and liabilities) to its corresponding Continuing Fund in exchange for Units of equivalent value in the Continuing Fund, as determined on the Effective Date of the Mergers.

Step 3: Following Step 2, each Merging Fund will immediately thereafter redeem its own Units at their net asset value per Unit. Securityholders of the Merging Fund will receive Units of the equivalent Series of the corresponding Continuing Fund in an amount equal to the fair market value of their Units in the Merging Fund. After this step, Securityholders of each Merging Fund will become Securityholders of its corresponding Continuing Fund.

Step 4: Within 60 days after the Merger, the Merging Funds each will be wound-up.

EXCHANGE OF MERGING FUND UNITS FOR CONTINUING FUND UNITS

The Merging Funds issue several different Series of Units, each with different pricing options. (Please see Units and Shares of the Voting Funds Issued and Outstanding for more information). Securityholders of the Merging Funds will exchange their Units for the equivalent Series of Units of the Continuing Funds under the corresponding purchase option. Accordingly, the Units of the Continuing Fund they receive will have the same deferred sales charge (if any) as had applied to the Units they held in the Merging Fund, including the same service fee and service fee rebate (where applicable). (Please see Financial Highlights and Fee Comparison with respect to each Merger for more details about any differences in fees between the Merging and Continuing Funds.)

The number of Units of a Continuing Fund that Securityholders will receive for each Unit of their Merging Fund will depend on the Net Asset Value per Unit (generally referred to as the Unit “price”) of the Merging Fund, and of the Continuing Fund, on the Effective Date of the Mergers. For example, if the price of a Unit of a Merging Fund is $10.00 on the Effective Date of the Mergers, and the price of the corresponding Unit of the Continuing Fund is $5.00, the Securityholder will receive two Units of the Continuing Fund for each of their Units of the Merging Fund. The Unit prices of the Merging and Continuing Funds fluctuate on a daily basis and may be higher or lower on the Effective Date of the Mergers.


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INCOME TAX CONSEQUENCES OF THE MERGERS

These summaries1 describe the principal Canadian federal income tax consequences of the Mergers and assume that Securityholders, at all relevant times for purposes of the Income Tax Act, are resident in Canada, hold their Units as capital property and deal with each Fund at arm’s length. These summaries are based on the current provisions of the Income Tax Act, the Regulations thereunder, specific proposals to amend the Income Tax Act (if any) publicly announced prior to the date hereof (the “Tax Proposals”) and an understanding of the current published administrative policies and practices of the Canada Revenue Agency, but do not take into account the tax laws of any province or territory of Canada or of any foreign jurisdiction. Except for the Tax Proposals (if any), the summaries do not take into account or anticipate any changes in law whether by legislative, governmental or judicial action or any changes in administrative practices.

These summaries assume that all of the Merging and Continuing Funds involved in the Mergers qualify and will continue to qualify as mutual fund trusts for purposes of the Income Tax Act at all material times.

Units of the Merging and Continuing Funds (as applicable) are qualified investments for Registered Plans. Following the Mergers, the Units of the Continuing Funds will remain qualified investments for Registered Plans.

The tax consequences of each Merger depend on whether the Merger is done on a taxable or tax-deferred basis. As of the date of this Management Information Circular, it is expected that all of the Mergers will occur on a tax-deferred basis.

Tax Impact on Funds:

The Mergers will trigger a tax year-end for both the Merging and Continuing Funds on the Effective Date of the Mergers. Prior to the Mergers, all Funds involved in the Mergers intend to distribute sufficient income and net realized capital gains so they will not pay tax. On the Effective Date of the Mergers, the Merging Funds and the Continuing Funds will realize for tax purposes all of their unrealized capital losses, if any, on investments in their portfolios and may elect to realize sufficient capital gains to maximize the use of losses and the capital gains refunds available to the Funds. If any Fund has any unused tax losses, including losses it realizes as a result of a Merger, these losses cannot be used to shelter income or gains arising after the Merger.

The expiry of any unused tax losses will not affect the net asset values, or Unit values, of any Funds, but the fact that they will expire means that there may be a higher likelihood that the Continuing Funds may make a capital gains or income distribution in the future.

As at the date of this Management Information Circular, the Manager cannot predict whether there will be any tax losses which will expire as a result of the Mergers in part because a tax year end will occur after the Meeting Date and before the Effective Date of the Mergers because all of the Merging and Continuing Funds will have a tax year end as at December 15, 2018.

If any of the Mergers result in the tax losses of any Merging Fund or Continuing Fund (or both) not being utilized, the Trustee believes Securityholders will still benefit from these Mergers as described earlier in this Circular. Accordingly, the Trustee intends to proceed with these Mergers on a tax-deferred basis as described herein if it is approved at the Meeting.

Tax Impact on Securityholders:

Each of the Merging and Continuing Funds intends to distribute sufficient income and net realized capital gains (if any) to ensure that the Funds will not be required to pay any tax as a result of the Mergers. These distributions, if any, will occur within a few days prior to the Mergers, and if reinvested into each Securityholder’s account, the amount of any distribution will be added to the cost for purposes of determining the Securityholder’s adjusted cost base of their Units. These distributions must be included in the income for the taxation year of the Securityholder in which a distribution is received, unless the Securityholder’s investment is held in a Registered Plan. Securityholders will not realize any capital gain or loss for tax purposes as a result of the exchange of their Units in the Merging Fund for Units of the Continuing Fund. The aggregate adjusted cost base for tax purposes of the Units of the Continuing Fund received will be equal to the Securityholder’s adjusted cost base of the Units of the Merging Fund immediately prior to the Merger taking into account any reinvested distributions, as described above.

For all the Mergers, the adjusted cost base of the new Units of the Continuing Fund will be averaged with the adjusted cost base of any other Units of the same Series of the Continuing Fund already held by the Securityholder.

1 These summaries are general in nature only and are not intended to be, nor should they be treated as, legal or tax advice. They are not exhaustive of all possible tax consequences. Securityholders should consult their own tax advisors about their particular circumstances.

Part C: Information Applicable to all Meetings

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PART C: INFORMATION APPLICABLE TO ALL MEETINGS

MANAGEMENT SOLICITATION OF PROXIES

This Circular is being made available to all Securityholders of the Voting Funds in connection with the solicitation of proxies for the Meetings. It is expected that the solicitation will be primarily by mail. The cost of solicitation by Management and any other costs and expenses directly associated with the Proposals will be borne by Investors Group. Proxies are being solicited by Management. (Please see Voting your Units or Shares later for more information.)

APPOINTMENT AND REVOCATION OF PROXIES

The Management is named in the accompanying Proxy Form to attend and vote upon the matters to be discussed at the Meetings. A SECURITYHOLDER OF A VOTING FUND DESIRING TO APPOINT SOME OTHER PERSON TO REPRESENT HIM OR HER AT THE MEETING OF THEIR FUND MAY DO SO either by inserting the person's name in the accompanying Proxy Form or by completing another proxy in proper form and, in either case, delivering the completed proxy to the Secretary or the Chairperson prior to the Meeting.

A Securityholder who has given a proxy may revoke it either: (a) by signing a proxy bearing a later date and delivering it to the Secretary or the Chairperson prior to the Meeting; or (b) as to any matter on which a vote shall not already have been cast pursuant to the authority conferred by the proxy, by signing a written notice of revocation and delivering it to the Secretary or the Chairperson at the Meeting; or (c) attending the Meeting in person.

Securityholders are asked to complete, date and sign the enclosed Proxy Form and return it to the address shown on the postage paid return envelope. PROXIES SHOULD BE RETURNED AS SOON AS POSSIBLE, AND THE SECURITYHOLDER SHOULD ENSURE THAT THEY ARE RECEIVED BY NO LATER THAN 4:00 P.M. (CST) ON NOVEMBER 30, 2018, OR IF ANY OF THE MEETINGS ARE ADJOURNED OR POSTPONED, AT LEAST 24 HOURS (EXCLUDING SATURDAYS, SUNDAYS AND HOLIDAYS) PRIOR TO THE RE-SCHEDULED MEETING(S).

EXERCISE OF DISCRETION BY PROXIES

Units or Shares of a Voting Fund represented by a properly executed Proxy Form (or other proxy in proper form) will be voted in accordance with the instructions indicated thereon (including on any ballot that may be called for in regard to any matter before the Meeting(s)). The enclosed Proxy Form confers discretionary authority upon the persons named therein with respect to amendments or variations to the matters identified in the Notice and with respect to other matters which may properly come before the Meetings. At the time of printing this Circular, Management knows of no such amendments, variations or other matters to come before the Meetings.

IMPORTANT: IF YOU ARE A SECURITYHOLDER OF MORE THAN ONE OF THE VOTING FUNDS, OR IF YOUR VOTING FUND IS BEING ASKED TO APPROVE MORE THAN ONE PROPOSAL, THEN THE PROXY MUST BE COMPLETED IN ALL PLACES WHERE INDICATED AND SIGNED IN ORDER FOR THAT PROXY TO BE CONSIDERED VALID FOR THE VOTING FUNDS OF WHICH YOU ARE A SECURITYHOLDER. IN THE ABSENCE OF ANY INSTRUCTIONS, THE UNITS OR SHARES REPRESENTED BY ANY SIGNED AND RETURNED PROXY FORM WILL BE VOTED IN FAVOUR OF EACH OF THE MATTERS REFERRED TO IN THE ACCOMPANYING NOTICE. ACCORDINGLY, IF YOU CHOOSE TO VOTE IN FAVOUR OF THE PROPOSAL(S) YOU MAY SIMPLY DATE AND SIGN YOUR PROXY FORM AND RETURN IT TO US IN THE ENCLOSED ENVELOPE.

VOTING YOUR UNITS OR SHARES

Only those persons included on the list of Securityholders of a Voting Fund as at the close of business on October 5, 2018 (the “Record Date”) will be entitled to vote at that Fund’s Meeting. If a Securityholder transfers the ownership of any Units or Shares after the Record Date, or if a person purchases Units or Shares of a Voting Fund after the Record Date, the new owner may be entitled to vote in the same manner as described above, provided that he or she establishes proper ownership and requests, not later than ten days before the Meeting, to be included in the list of Securityholders of that Voting Fund.

Each Change of Objectives must be approved by ordinary resolution, which is the affirmative vote of the holders of not less than a simple majority (50%) of the Units or Shares present in person or represented by proxy at the Meeting. The Mergers must also each be approved by ordinary resolution.

Only the Securityholders of a Voting Fund will vote on the Proposals with respect to that Fund. In order for the Meeting of any Voting Fund to be duly constituted, at least two Securityholders of that Fund must be present in person or represented by proxy at the meeting regardless of the number of Units or Shares they hold.

Please note that if a quorum is not achieved to convene a Meeting, the Manager reserves the right to adjourn or postpone the Meeting as announced at the time and place of the original Meeting and reconvene the Meeting at (or about) the same location and time of day within 21 days of the original Meeting date, at which time attendance by any Securityholder in person or represented by proxy shall be quorum to constitute the Meeting. If the Meeting is adjourned or postponed


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to any time beyond 21 days after the original Meeting date, the Manager may provide notice of the adjourned or postponed Meeting similar to the Notice for the original Meeting date by means of publishing same in a newspaper of general circulation, or by any other means as permitted by applicable securities regulations. In the event that quorum is not present at a Meeting, Investors Group reserves the right to be present at that Meeting for purposes of helping achieve quorum, but will limit its participation by voting no more than one Share or Unit of any invested ‘seed capital’ or other investment it holds in that Fund. Please note, however, that any informed persons (see Informed Persons below) and any employees or consultants of Investors Group may vote their personal holdings at the Meetings.

NON-RETAIL SERIES

Some Securityholders of the Voting Funds may include certain other Investors Group Funds (that invest in Series P or F Units). As well, some segregated funds and Guaranteed Investment Funds administered by the Great-West Life Assurance Company invest in Series “S” Units or Shares issued by some Voting Funds. The Series P, Series F and Series S Units or Shares are referred to as the “Non-retail Series”. These Non-retail Series have different fees in order to ensure that there is no duplication of management (or other) fees.

The Securityholders that invest in any of the Non-retail Series are not required to approve, and are not being asked to approve, any of the Mergers or Change of Objectives.

UNITS AND SHARES OF THE VOTING FUNDS ISSUED AND OUTSTANDING

The Voting Funds have each issued and outstanding securities, commonly known as mutual fund Units (or simply “Units”) in the case of the Unit Trust Funds, or mutual fund Shares (or simply “Shares”) in the case of the Corporate Class Funds, which rank pari passu with each other for voting purposes at the Meeting of each Voting Fund, as applicable.

The Corporate Class Funds are issued by Investors Group Corporate Class Inc., a corporation governed by the Canada Business Corporations Act (the “CBCA”). The Unit Trust Funds are open-end mutual fund trusts established (or continued) under a Master Declaration of Trust governed by the laws of Manitoba with I.G. Investment Management, Ltd. as their Trustee. Under the CBCA (in the case of the Corporate Class Funds), and under the terms of the Master Declaration of Trust (in the case of the Unit Trust Funds), Securityholders of the Voting Funds have certain rights, including the right to vote in respect of certain fundamental changes.

Each Securityholder is entitled to one vote for each Unit or Share registered in the Securityholder’s name on the books of a Voting Fund1. There are no votes attached to fractional Units or Shares. As at September 25, 2018, the number of Units or Shares of each Voting Fund issued and outstanding, excluding investments by Investors Group such as “seed capital” if any which will not be voted other than in the manner and under the circumstances disclosed under Voting Your Units or Shares, and excluding the common shares of the Corporation as well as any Non-retail Series Securityholders which will also not be voted, were as follows:

Voting Unit Trust Funds

Retail Series A, B, C, JDSC, JNL, TDSC, TNL,

TC, TJDSC, TJNL, U and TU Units Issued

and Outstanding

Voting Classes*

Retail Series A, B, JDSC, JNL and U Shares Issued and Outstanding

Investors Canadian Equity Fund 34,293,788 Investors Canadian Small Cap Growth Class 407,728

Investors Canadian Small Cap Growth Fund 4,791,863 Investors Canadian Small

Cap Class 3,642,033

IG Mackenzie Canadian Equity Growth Fund 19,700,574 IG Mackenzie Cundill

Global Value Class 2,146,670

Investors Canadian Growth Fund 3,650,836 Investors Canadian Equity Class 1,360,689

Investors Canadian Large Cap Value Fund 51,149,635 IG Mackenzie Canadian

Equity Growth Class 1,950,445

Investors Canadian Small Cap Fund 17,775,784 Investors Canadian Growth Class 1,173,250

1 For this purpose, the term “Securityholder” includes persons whose investment in a Voting Fund is held by an intermediary through a nominee name account.


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Voting Unit Trust Funds

Retail Series A, B, C, JDSC, JNL, TDSC, TNL,

TC, TJDSC, TJNL, U and TU Units Issued

and Outstanding

Voting Classes*

Retail Series A, B, JDSC, JNL and U Shares Issued and Outstanding

IG Mackenzie Ivy Canadian Balanced Fund 87,312,737 Investors Canadian Large

Cap Value Class 6,003,366

Investors U.S. Dividend Growth Fund 83,824,367 IG Putnam Low Volatility U.S. Equity Class 3,094,430

Investors U.S. Large Cap Value Fund 79,046,605

IG Putnam Low Volatility U.S. Equity Fund 6,246,084

Investors Canadian Bond Fund 66,296,932

IG Putnam Emerging Markets Income Fund 1,362,917

IG Mackenzie Cundill Global Value Fund 9,544,004

Investors Global Real Estate Fund 6,597,148

Alto Monthly Income & Global Growth Portfolio 17,786,280

Investors Canadian Natural Resource Fund 38,022,034

*The Corporate Class Funds do not issue Series C or Series T Shares.

As the Voting Funds are mutual funds in continuous distribution, further Units or Shares will have been issued and some will have been surrendered for cancellation since those shown in the table above and prior to or after the Record Date. At the date of the Meetings, the number of issued and outstanding Units and Shares will have changed accordingly.

(i) Unit Trust Funds

The Voting Funds currently issue up to 12 classes of Units to retail purchasers referred to as “Series”. These Series of Units available to retail Securityholders have different fees and purchase options as follows:

• Series A Units: These are Units subject to a Deferred Sales Charge (that were issued on or after July 28, 2003); • Series B Units: These are No-Load Units (that were issued on or after July 28, 2003); • Series C Units: These are both No-Load Units, and Units subject to a Deferred Sales Charge, that were issued prior to July 28, 2003 (or were issued subsequent to that date for purchases under an existing pre-authorized contribution (PAC) arrangement), or issued upon a switch of Series C or TC investments from other Investors Group Funds after that date; • Series JDSC Units: These are Units subject to a Deferred Sales Charge available for purchase by investors who generally have a minimum of $500,000 of Household Investments; • Series JNL Units: These are No-Load Units available for purchase by investors who generally have a minimum of $500,000 of Household Investments; • Series U Units: These are usually No-Load Units available for purchase by investors who generally have a minimum of Household Investments as determined by the Manager from time to time, and which are subject to a separate advisory fee payable by Securityholders directly to the Principal Distributors; • Series TDSC Units: These are Units subject to a Deferred Sales Charge and which pay a distribution of a fixed amount per Unit on or about every month end; • Series TNL Units: These are No-Load Units which pay a distribution of a fixed amount per Unit on or about every month end;


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• Series TC Units: These are both No-Load Units and Units subject to a Deferred Sales Charge, which pay a distribution of a fixed amount per Unit on or about every month end, that were issued prior to July 28, 2003, or were issued subsequent to that date for purchases under an existing pre-authorized contribution (PAC) arrangement, or issued upon a switch of Series C or TC investments from other Investors Group Funds after that date; • Series TJDSC Units: These are Units subject to a Deferred Sales Charge available for purchase by investors who generally have purchased (and currently own) a minimum of $500,000 of Household Investments and which pay a regular distribution of a fixed amount per Unit on or about every month end; • Series TJNL Units: These are No-Load Units available for purchase by investors who generally have purchased (and currently own) a minimum of $500,000 of Household Investments and which pay a distribution of a fixed amount per Unit on or about every month end; • Series TU Units: These are usually No-Load Units available for purchase by investors who generally have a minimum Household Investments as determined by the Manager from time to time and which are subject to a separate advisory free payable by Securityholders directly to the Principal Distributors, and which pay a distribution of a fixed amount per Unit on or about every month end.

As mentioned under Voting Your Units or Shares, some of the Funds have issued one or more Non-Retail Series to qualified investors, including other Investors Group Funds. These Non-Retail Series generally have the same rights and privileges as the other Series, but have a different fee structure in order to ensure that there is no duplication of fees under a “fund-of-fund” investment arrangement. As stated earlier, the Non-Retail Series will not be voted by the Manager.

(ii) Corporate Class Funds

Investors Group Corporate Class Inc. (the “Corporation”) currently issues 60 separate classes of mutual fund Shares.

Each Class currently issues up to 10 types of mutual fund Shares to retail purchasers, referred to as “Series”. These Series of Shares to available to retail Securityholders have different fees and purchase options, as follows:

• Series A Shares: These are Shares subject to a Deferred Sales Charge; • Series B Shares: These are No-Load Shares; • Series JDSC Shares: These are Shares subject to a Deferred Sales Charge available for purchase by investors who generally have a minimum of $500,000 of Household Investments; • Series JNL Shares: These are No-Load Shares available for purchase by investors who generally have a minimum of $500,000 of Household Investments; • Series U Shares: These are usually No-Load Shares available for purchase by investors who generally have a minimum of Household Investments as determined by the Manager from time to time, and which are subject to a separate advisory fee payable by Securityholders directly to the Principal Distributors; • Series TDSC Shares: These are Shares subject to a Deferred Sales Charge and which pay a regular capital distribution of a fixed amount per Share on or about every month end and/or as determined by the Corporation’s Board of Directors; • Series TNL Shares: These are No-Load Shares which pay a regular capital distribution of a fixed amount per Share on or about every month end and/or as determined by the Corporation’s Board of Directors; • Series TJDSC Shares: These are Shares subject to a Deferred Sales Charge available for purchase by investors who generally have purchased (and currently own) a minimum of $500,000 of Household Investments and which pay a regular capital distribution of a fixed amount per Share on or about every month end and/or as determined by the Corporation’s Board of Directors; • Series TJNL Shares: These are No-Load Shares available for purchase by investors who generally have purchased (and currently own) a minimum of $500,000 of Household Investments and which pay a regular capital distribution of a fixed amount per Share on or about every month end and/or as determined by the Corporation’s Board of Directors; and • Series TU Shares: These are usually No-Load Shares available for purchase by investors who generally have a minimum of Household Investments as determined by the Manager from time to time and which are subject to a separate advisory free payable by Securityholders directly to the Principal Distributors, and which pay a regular capital distribution of a fixed amount per Share on or about every month and/or as determined by the Board of Directors of the Corporation.

In addition, the Corporation has issued and outstanding common shares. These common shares are held by the Manager and will not be voted at any of the Meetings involving a Corporate Class Fund.


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PRINCIPAL SECURITYHOLDERS OF THE VOTING FUNDS

As at the Record Date, Management of the Voting Funds has no knowledge of any person or company beneficially owning, directly or indirectly, or exercising control or direction over, more than 10% of the issued and outstanding Units or Shares of any Series of the Voting Funds, other than with respect to:

(1) investments by Investors Group as “seed capital” (if any) when a Voting Fund was launched;

(2) investments by Securityholders in Non-retail Series including:

(i) other Investor Group Funds who hold 100% of Series F and P Units or Shares; and

(ii) IG/GWL Segregated Funds and Guaranteed Income Funds (which comprise 100% of the issued and outstanding Series S Units or Shares);

none of which will be voted;

(3) investments by the Manager in the common shares of the Corporation which will also not be voted because they are not issued by any of the Classes; and

(4) investments by certain retail Securityholders may exceed more than 10% of the value of the Units or Shares in some Series, but in each instance (except one) those investments represent less than 10% of the issued and outstanding Units or Shares of any Voting Fund. Please see the Appendix for more details.

Any investments by Investors Group will not be voted for purposes of these Meetings – other than for purposes as discussed earlier under Voting Your Units or Shares.

REDEMPTION OF UNITS OR SHARES AND DISSENT RIGHTS

Securityholders of the Voting Funds and the Continuing Funds may continue to redeem their Units or Shares as provided by the simplified prospectus of their Fund. The Proposals will not have any effect on their ability to redeem their Units or Shares and their deferred sales charge (redemption fee) schedule will continue to apply.

Prior to the Mergers, Securityholders of the Merging Funds may continue to redeem their Units as provided by their Fund’s simplified prospectus. Requests to redeem Units of a Merging Fund may be made up to the close of business on the Effective Date of the Mergers. Redemption requests received prior to or on the Effective Date of the Mergers, but not settled until after the Mergers, will be processed as requests to redeem Units of the corresponding Continuing Fund, and the normal settlement procedures will apply after the Mergers. A Securityholder’s deferred sales charge (redemption fee) schedule will not change as a result of the Mergers. As already stated, there are no sales charges, redemption, exchange, switch or transfer fees payable in connection with the exchange of Units held by a Securityholder between the Merging and Continuing Funds arising from the Mergers.

Similarly, the Securityholders of any Fund for which a Change of Objectives is proposed may continue to redeem their Units or Shares as provided by their Fund’s simplified prospectus, and their deferred sales charge (redemption fee) schedule will not change.

A Securityholder who does not hold their investment in a Registered Plan and who redeems Units or Shares of a Voting Fund before the February 4, 2018 or February 8, 2018 (as applicable to the Securityholder’s Fund(s)), or of a Continuing Fund before or after the Mergers, will realize a capital gain (or loss) to the extent that the proceeds of disposition exceed (or are exceeded by) the Securityholder’s adjusted cost base for those Units or Shares.

There are no dissent rights associated with the approval of the Mergers or Changes of Objectives involving the Unit Trust Funds, however, Shareholders of the Classes may exercise the right to dissent to the Change of Objectives of their Class as provided by the Canada Business Corporations Act. To do so the Shareholder must provide the Corporation with a written objection to the resolutions to be considered by their Class at or before its Meeting. Dissenting Shareholders must demand payment for the “fair value” of their Shares (which is considered by the Board of the Corporation to be essentially the net asset value of their Shares on the date of demand) within 20 days of their becoming aware of the adoption of the resolution. (Results of the vote held at each Meeting will be posted on SEDAR www.sedar.com shortly after the Meetings). Shareholders of a Class that wish to exercise this right should consult with their legal advisor, keeping in mind that they may likewise receive the fair market value of their Shares (less any applicable redemption fees and tax) earlier than by exercising their right of dissent by simply submitting a redemption request prior to the February 4, 2018 or February 8, 2018 (as applicable), or at any time thereafter.

INTEREST OF MANAGEMENT AND OTHERS IN THE MATTERS TO BE ACTED UPON

I.G. Investment Management, Ltd. (IGIM) is the Manager of the Voting Funds pursuant to separate master administrative management agreements with the Trustee (for the Unit Trust Funds) and the Corporation (for the Corporate Class Funds). Under the terms of these agreements (collectively the “Management Agreements”), the Manager is responsible for all general management and administrative services required for the day-to-day operations of the Voting Funds. As



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compensation for all these services, the Voting Funds pay an annual management fee (inclusive of any fees that are payable for investment advisory services provided by the Portfolio Advisor) and an administration fee, calculated in accordance with these agreements as disclosed in the simplified prospectus of each Voting Fund. In addition, the Manager and Portfolio Advisor will continue to receive a management fee and administration fee (as applicable) for the services provided to each of the Continuing Funds. In its capacity as Trustee, IGIM receives a trustee fee from the Unit Trust Funds. The Voting Funds also pay an annual service fee (and in certain cases an annual distribution fee) to the Principal Distributors (whom are affiliates of the Manager) that varies by Series.

The management fees, administration fees, trustee fees (if applicable), service fees and distribution fees (excluding any Sales Taxes as applicable) paid by the Voting Funds during the most recently completed fiscal year, ended on March 31, 2018, are set out below:

Voting Fund/Class

Fees (excluding Sales Taxes) for the period from April 1, 2017 to March 31, 2018

(‘000)

Fees (excluding Sales Taxes) for the period from April 1, 2018 to September 25,

2018 (‘000)

Investors Canadian Equity Fund $ 16,053,697.92 $ 6,986,372.41

IG Mackenzie Canadian Equity Growth Fund $ 7,075,628.65 $ 3,089,590.41

Investors Canadian Growth Fund $ 1,184,519.66 $ 542,642.32

Investors Canadian Large Cap Value Fund $ 19,806,496.44 $ 8,677,112.29

Investors Canadian Small Cap Fund $ 7,494,177.52 $ 3,334,242.22

IG Mackenzie Ivy Canadian Balanced Fund $ 26,917,814.56 $ 11,109,606.27

Investors U.S. Dividend Growth Fund $ 27,594,054.93 $ 12,260,644.72

Investors U.S. Large Cap Value Fund $ 52,255,721.93 $ 24,675,508.32

IG Putnam Low Volatility U.S. Equity Fund $ 2,171,885.08 $ 898,930.79

Investors Canadian Bond Fund $12,974,868.25 $ 5,620,496.89

IG Putnam Emerging Markets Income Fund $ 173,760.95 $ 79,375.84

IG Mackenzie Cundill Global Value Fund $ 2,848,697.97 $1,311,895.14

Investors Global Real Estate Fund $ 2,100,317.37 $ 907,099.77

Alto Monthly Income & Global Growth Portfolio $ 4,540,997.18 $ 2,176,448.52

Investors Canadian Natural Resource Fund $ 7,526,567.03 $ 3,263,678.22

Investors Canadian Small Cap Growth Fund $ 1,952,750.54 $ 872,819.98

Investors Canadian Small Cap Growth Class $ 102,281.81 $ 50,793.00

Investors Canadian Small Cap Class $ 931,432.26 $ 414,133.41

IG Mackenzie Cundill Global Value Class $ 534,827.39 $ 247,469.54

Investors Canadian Equity Class $ 391,905.25 $ 173,437.79

IG Mackenzie Canadian Equity Growth Class $ 535,697.81 $ 242,379.35

Investors Canadian Growth Class $ 254,799.22 $121,336.65

Investors Canadian Large Cap Value Class $ 1,922,311.06 $ 827,562.21

IG Putnam Low Volatility U.S. Equity Class $ 738,210.64 $ 327,865.83

In addition, Securityholders with investments in Series U and TU pay a separate advisory fee directly to the Principal Distributors which are not included in the table above. This advisory fee is negotiable for each Series U and TU Securityholder and depends on their Household Investments in Series U or TU and the level of service they receive (amongst other things). The advisory fee rate payable by Series U and TU Securityholders will not change because of the Mergers or because of the Change of Objectives; however, the investment from which this fee is paid may change after the Mergers depending on each Securityholder’s holdings of Investors Group Funds. Contact your Investors Group Consultant to determine whether this applies to you.


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I.G. Investment Management, Ltd. is also the Portfolio Advisor for the Voting Funds, however; the Funds do not pay a separate fee for the advisory services because these fees are paid from the management fees. Additional details concerning the management fees and other fees and expenses paid by each Voting Fund in prior years are contained in their audited annual and unaudited interim financial statements.

Overall, the Mergers will not result in any increase in fees or expenses payable to the Manager or its affiliates and, in fact, Securityholders of some Series of some Merging Funds will see a reduction of fees as a result of the Mergers as disclosed in the “Merger Details” section of this Circular. However, Investors Group will benefit to the extent that there is a net reduction or elimination of any expenses, or other administrative efficiencies that arise as a result of the Mergers.

Similarly, by adopting a fund-of-funds structure, IG Mackenzie Cundill Global Value Class may achieve certain administrative efficiencies which could benefit the Manager.

Please see “Recommendations to the Manager by the Investors Group Funds Independent Review Committee” for more details regarding actual or potential conflicts of interest involving the Manager.

INFORMED PERSONS

Informed persons of the Voting Funds include directors and executive officers of the Manager and any person who beneficially owns, controls or directs more than 10% of the voting securities of the Manager or the Voting Funds. As I.G. Investment Management, Ltd. is the Trustee of the Unit Trust Funds and Manager of all the Voting Funds, and the Corporate Class Funds are part of Investors Group Corporate Class Inc., information concerning the Manager’s and Corporation’s directors and executive officers is set out below, as these individuals are considered “informed persons” of the Voting Funds. (Please see Directors and Executive Officers of I.G. Investment Management, Ltd. and Directors and Executive Officers of Investors Group Corporate Class Inc., respectively, for more information.)

None of the informed persons, nor any associate or affiliate of them was indebted to the Voting Funds, nor did they have any transaction or arrangement with the Voting Funds during the last fiscal year, other than indirectly with respect to the Management Agreements between the Voting Funds and I.G. Investment Management, Ltd., as Manager of the Voting Funds. None of the executive officers of the Manager, Corporation or Trustee are compensated by the Voting Funds, but rather are compensated as employees of Investors Group (or its affiliates). If the Mergers are approved, the Manager will continue to provide management services to the Corporation and to the Continuing Funds, as well as to any Fund for which a Change of Objectives is proposed.

In all other respects, the directors and executive officers of the Trustee and Manager, and the directors and executive officers of Investors Group Corporate Class Inc., have no material interest in the matters to be acted upon at the Meetings.

DIRECTORS AND EXECUTIVE OFFICERS OF I.G. INVESTMENT MANAGEMENT, LTD.

The Unit Trust Funds are not incorporated entities and, therefore, do not have their own board of directors or executive officers, but I.G. Investment Management, Ltd. (as their Trustee) performs these functions on their behalf. I.G. Investment Management, Ltd. is also the Manager of the Voting Funds.

The Board of Directors of I.G. Investment Management, Ltd. consists of 6 persons, 5 of whom are non-management directors not otherwise affiliated with IGM Financial Inc. or its affiliates as officers or employees other than as disclosed herein.

The names of the directors and executive officers and other insiders of the Trustee, I.G. Investment Management, Ltd., are as follows:

(i) DIRECTORS OF I.G. INVESTMENT MANAGEMENT, LTD.

Jeffrey R. Carney President, Director and Chairman of the Board Wellesley, Massachusetts

Robert MacDonald Director East St. Paul, Manitoba

Bernd S. Christmas Director Toronto, Ontario

Jean-Claude Bachand Director Montreal, Quebec

The Hon. Martin Cauchon, P.C., LL.M. Director Montreal, Quebec

William J. Assini Director London, Ontario


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(ii) EXECUTIVE OFFICERS OF I.G. INVESTMENT MANAGEMENT, LTD.

Jeffrey R. Carney President and Chairman of the Board Wellesley, Massachusetts

Todd Asman Senior Vice-President, Products and Financial Planning Winnipeg, Manitoba

Ian Lawrence Chief Financial Officer Winnipeg, Manitoba

Dave Cheop, Q.C. Chief Compliance Officer Winnipeg, Manitoba

The executive officers are compensated by the Manager and/or Investors Group and do not receive any compensation from the Unit Trust Funds for acting as officers of the Manager.

(iii) INSIDERS OF I.G. INVESTMENT MANAGEMENT, LTD.

IGM Financial Inc. Power Financial Corporation (and its other affiliates) Insider Insider Winnipeg, Manitoba Montreal, Quebec

The voting common shares of I.G. Investment Management, Ltd. are held by Investors Group Inc., located at One Canada Centre, 447 Portage Avenue, Winnipeg, Manitoba, Canada R3B 3H5. IGM Financial Inc. indirectly owns 100% of the shares of the Manager. Other than the directors and officers of I.G. Investment Management, Ltd., there are no other insiders of I.G. Investment Management, Ltd.

As at September 25, 2018, Power Corporation of Canada owned, directly or indirectly, 65.52% of the outstanding voting shares of Power Financial Corporation. As at that date, Power Financial Corporation, owned directly or indirectly, 65.25% of the outstanding voting shares of IGM Financial Inc. of which 58.24% was held directly, and 3.82% was held indirectly through Great-West Life (excluding 36,306 shares representing 0.02% held by Great-West Life in its segregated funds or for similar purposes), and 3.18%, was held indirectly through wholly-owned subsidiaries of Power Financial Corporation. The Desmarais Family Residuary Trust, a trust for the benefit of members of the family of the late Mr. Paul G. Desmarais has voting control, directly and indirectly, of Power Corporation of Canada.

DIRECTORS AND EXECUTIVE OFFICERS OF INVESTORS GROUP CORPORATE CLASS INC.

The Classes are separate classes of mutual fund Shares issued by Investors Group Corporate Class Inc. The Board of Directors of Investors Group Corporate Class Inc. consists of 6 persons, 5 of whom are non-management directors not otherwise affiliated with IGM Financial Inc. or its affiliates as officers or employees other than as disclosed herein.

The names of the directors and executive officers and other insiders of the Investors Group Corporate Class Inc. are as follows:

(i) DIRECTORS OF INVESTORS GROUP CORPORATE CLASS INC.

Jeffrey R. Carney Chairman of the Board Wellesley, Massachusetts

Robert MacDonald Director East St. Paul, Manitoba

Bernd S. Christmas Director Toronto, Ontario

Jean-Claude Bachand Director Montreal, Quebec

The Hon. Martin Cauchon, P.C., LL.M. Director Montreal, Quebec

William J. Assini Director London, Ontario

(ii) EXECUTIVE OFFICERS OF INVESTORS GROUP CORPORATE CLASS INC.

Jeffrey R. Carney Chairman of the Board Wellesley, Massachusetts

Keith Potter President and Chief Executive Officer Winnipeg, Manitoba

Barbara J. Reid Vice-President, Finance and Chief Financial Officer Winnipeg, Manitoba

The executive officers of the Corporation are compensated by the Manager and/or Investors Group and do not receive any compensation from the Corporation for acting as officers of the Corporation.

(iii) INSIDERS OF INVESTORS GROUP CORPORATE CLASS INC.

IGM Financial Inc. Power Financial Corporation (and its other affiliates) Insider Insider Winnipeg, Manitoba Montreal, Quebec


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The voting common shares of Investors Group Corporate Class Inc. are held by I.G. Investment Management, Ltd. IGM Financial Inc., located at One Canada Centre, 447 Portage Avenue, Winnipeg, Manitoba, Canada R3B 3H5, indirectly owns 100% of the shares of the Manager. Other than the directors and executive officers of Investors Group Corporate Class Inc., there are no other insiders of Investors Group Corporate Class Inc. See the section Insiders of I.G. Investment Management, Ltd. for more information on the ownership of Power Financial Corporation and its affiliates.

RESOLUTIONS TO BE CONSIDERED

To be passed, the Merger resolutions and the Change of Objectives resolutions must be approved by the affirmative vote of not less than a majority of the votes cast by the Securityholders at each Meeting.

Each Proposal will be considered separately. Following successful votes, and subject to any necessary regulatory approvals, we anticipate that:

(i) the Change of Objectives (for Investors Canadian Natural Resource Fund, Investors Canadian Small Cap Growth Fund, Investors Canadian Small Cap Growth Class and IG Mackenzie Cundill Global Value Class) will take place after the close of business on or about February 4, 2019; and

(ii) that the Change of Objectives (for Investors Canadian Equity Class, IG Mackenzie Canadian Equity Growth Class, Investors Canadian Growth Class, Investors Canadian Large Cap Value Class, IG Putnam Low Volatility U.S. Equity Class and Investors Canadian Small Cap Class) and the Mergers will take place after the close of business on or about February 8, 2019. The Merging Funds will be wound-up within 60 days.

Copies of the text of the resolutions for each Change of Objectives are attached as Schedule A to this Circular, and each of the Merger resolutions are attached as Schedule B to this Circular. Management recommends that Securityholders vote in favour of the resolutions.

DISCRETION OF MANAGEMENT

The Proposals involve a number of components and some aspects may require regulatory approval. As a result, there are contingencies that may or may not occur. These contingencies prevent Management from determining, in advance, the appropriate action to take if the requested approvals are not all obtained. Therefore, the Proposals are being submitted to the Meetings on the basis that, if they are approved by Securityholders, the actions authorized by their approval may be implemented in the sole discretion of the Manager. Accordingly, even if any Proposal is approved, it may not be implemented in full, or may be postponed, or may not proceed at all.

RECOMMENDATIONS TO THE MANAGER BY THE INVESTORS GROUP FUNDS INDEPENDENT REVIEW COMMITTEE

The IRC is a committee created pursuant to National Instrument 81-107. It consists of individuals who are not in any way related to the Manager, the Corporation or their affiliates. Their portion of the member fees and any expenses of the IRC (the “IRC Costs”) are paid by the Voting Funds, and not the Manager, the Corporation or their affiliates. IRC Costs include, without limitation, an annual retainer, a per meeting fee for each meeting attended and reimbursement of reasonable expenses incurred by the members of the IRC in the performance of their duties (such as travel and accommodation).

The Mergers raise a potential conflict of interest for the Manager. Each of the Mergers constitute a potential conflict between the Manager’s interest in reducing its administrative fees and burden by merging the Funds and the interests of the Securityholders in maintaining their investment in the Merging Funds. Some of the Mergers also constitute a potential conflict of interest where, as a result of a Merger, the assets of the Merging Fund will be managed by a sub-advisor that is an affiliate of the Manager (or directly by the Manager in its capacity as Portfolio Advisor), rather than by a third party sub-advisor as had been the case for the Merging Fund. However, notwithstanding any potential conflict of interest, the Mergers are also, in the view of the Manager, advantageous to investors in the Merging Funds for the reasons described earlier in this Circular. The Manager has referred each of the Mergers to the IRC for review with respect to any actual, potential or perceived conflicts of interest arising from the Mergers, and, after review, the IRC has provided a positive recommendation to the Manager that the Mergers each achieve a fair and reasonable result for the Merging Funds and the Continuing Funds.

While the IRC has reviewed the Mergers from a “conflict of interest” perspective, it is not the role of the IRC to make any recommendation to the Securityholders that the Securityholders of any of the Funds vote in favour of the Proposals. Therefore, Securityholders of the Voting Funds should review each of the Proposals involving their Fund(s) and make their own decision.


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RECOMMENDATIONS

Change of Objectives: The Manager, the Trustee (if applicable) and the Corporation recommend that Securityholders vote to approve the Change of Objectives for their Fund(s) (if applicable) as described in this Circular by voting “FOR” the resolutions set out in Schedule A approving the Change of Objectives of their Fund(s).

Mergers: The Manager and the Trustee recommend that Securityholders of the Merging Funds vote to approve the Mergers as described in this Circular by voting “FOR” the respective resolutions set out in Schedule B approving each of their Fund(s).

DIRECTORS’ APPROVAL

The contents and the mailing of this Management Information Circular have been authorized by resolution of the Board of Directors of the Trustee (for the Unit Trust Funds), and by resolution of the Board of Directors of Investors Group Corporate Class Inc. (for the Classes).

DATED at Winnipeg, Manitoba, this September 25th, 2018.

By Order of the Board of I.G. Investment Management, Ltd., as Trustee of the Unit Trust Funds

“S. Reiss” Sonya Reiss, Secretary

By Order of the Board of Investors Group Corporate Class Inc., as issuer of the Classes

“S. Reiss” Sonya Reiss, Secretary

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GLOSSARY OF TERMS

The following terms are used throughout the Notice and Summary and this Management Information Circular:

“CBCA” means the Canada Business Corporations Act.

“Change of Objectives” means the change of the investment objective and/or fundamental investment strategy for one or more of the following Classes and Unit Trust Funds:

Investors Canadian Natural Resource Fund; Investors Canadian Small Cap Growth Fund; Investors Canadian Small Cap Growth Class; Investors Canadian Small Cap Class; IG Mackenzie Cundill Global Value Class; Investors Canadian Equity Class; IG Mackenzie Canadian Equity Growth Class Investors Canadian Growth Class; Investors Canadian Large Cap Value Class; and IG Putnam Low Volatility U.S. Equity Class.

“Class” or “Classes” means any one or more of Investors Canadian Small Cap Growth Class, Investors Canadian Small Cap Class, IG Mackenzie Cundill Global Value Class, Investors Canadian Equity Class, IG Mackenzie Canadian Equity Growth Class, Investors Canadian Growth Class, Investors Canadian Large Cap Value Class and IG Putnam Low Volatility U.S. Equity Class, or as the context requires.

“Continuing Fund” or “Continuing Funds” means any one or more of the Investors Group Funds into which one or more of the Merging Funds are merging its assets and liabilities.

“Corporate Class Fund” or “Corporate Class Funds” means any one or more of the mutual funds issued by Investors Group Corporate Class Inc., including the Classes.

“Corporation” means Investors Group Corporate Class Inc.

“Derivative(s)” means a financial instrument that derives its value from the value of another security, index, economic indicator or other financial instrument. Please see each Fund’s Simplified Prospectus for examples of Derivatives.

“Effective Date of the Mergers” is, for the Mergers, expected to be on or about the close of business on February 8, 2019, subject to regulatory and Securityholder approvals.

“Equity Income” refers to income received from investments deemed to have equity-like characteristics. This may include, but is not limited to, income from dividend-paying common shares, and preferred shares and distributions from real estate investment trusts, income and royalty trusts. This could also include securities that provide a return of capital or that could be converted into equity securities.

“Fixed Distribution Series” refers to any or all of the Series TDSC, Series TNL, Series TC, Series TJDSC, Series TJNL and Series TU.

“Fund” or “Funds” means any one or more of the mutual funds issued by Investors Group Corporate Class Inc., or for which I.G. Investment Management, Ltd. is the trustee, and includes all of the Voting Funds.

“Fund Costs” consist of interest and borrowing costs, all applicable taxes (including, without limitation, Sales Taxes, income taxes and withholding taxes), all fees and expenses of the Investors Group Funds Independent Review Committee (the fees of which are set by the Investors Group Funds Independent Review Committee in consultation with Investors Group), the costs of complying with any new regulatory requirements (including, without limitation, any new fees) imposed after July 25, 2007 and any new third-party administrative charge that is not standard within the Canadian mutual fund industry as of that date. Fund Costs also include any Trustee, service, management, administration and distribution fees paid directly by a Fund, the mortgage administration and servicing fee paid by Funds that invest in mortgages administered by the Manager (if applicable), as well as brokerage fees and other transaction costs, including the costs associated with the use of Derivatives.

“Guaranteed Investment Funds” or “GIFs” refers to the family of segregated funds named “IG/GWL Guaranteed Investment Funds” which are issued by The Great-West Life Assurance Company and are available exclusively through Investors Group Consultants.

“Household” includes individuals residing at the same primary residence who, generally, are advised by the same Investors Group Consultant. Some exceptions may apply for certain client relationships, including but not limited to corporations and foundations.

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“Household Investments” includes investments made and still held by a Household in all Investors Group Funds (other than investments in RDSP Series units offered by some Investors Group Funds) and in GIFs, except for the purpose of determining the advisory fees payable for Series U Shares or Units and Series TU Shares or Units where GIFs are not included.

“Income Tax Act” means the federal legislation including regulations pertaining to the Income Tax Act, R.S.C. 1985 (5th Supp.) c.1, as amended.

“Investors Group” means IGM Financial Inc. and its subsidiaries, including the Trustee and the Manager, but excluding Mackenzie Financial Corporation and Investment Planning Counsel Inc.

“Investors Group Fund” or “Investors Group Funds” means any one or more of the mutual funds issued by Investors Group Corporate Class Inc., or for which I.G. Investment Management Ltd., is the Trustee.

“IRC” means the Investors Group Funds Independent Review Committee.

“Management Expense Ratio” or “MER” means the percentage obtained by dividing the total expenses of a Series of a Fund during the year by the average net assets of that Series of the Fund during that year.

“Management Information Circular” refers to this document, dated October 11, 2018.

“Management of the Funds” or “Management” means the officers of Manager for the Unit Trust Funds, and/or the officers of Investors Group Corporate Class Inc. for the Corporate Class Funds, as applicable.

“Manager” means I.G. Investment Management, Ltd., the investment fund manager of all of the Investors Group Funds and Trustee of the Unit Trust Funds.

“Meeting” or “Meetings” mean any one or more of the Special Meetings of the Funds to be held at 10:00 a.m. (CST), December 4, 2018, 447 Portage Avenue, Winnipeg, Manitoba or any adjournment(s) or postponements of such Meeting(s).

“Meeting Date” means December 4, 2018.

“Merger(s)” means to combine one or more of the Merging Funds into a Continuing Fund, as applicable.

“Merging Fund”, “Merging Funds”, means any one or more of the Funds that are merging their assets and liabilities into other Investors Group Funds.

“NI 81-102” refers to National Instrument 81-102 – Investment Funds, being the regulatory policy adopted by the Canadian Securities Administrators with respect to the regulation of retail mutual funds in Canada.

“NI 81-107” refers to National Instrument 81-107 – Independent Review Committee for Investment Funds, being the regulatory policy adopted by the Canadian Securities Administrators with respect to the independent review committee for retail mutual funds in Canada.

“Non-Retail Series” refers to Units (or Shares, as applicable) that may be offered by the Funds from time to time for investment by qualified investors, including Investors Group Funds as well as the IG/GWL Segregated Funds, GIFs and other segregated funds offered by The Great-West Life Assurance Company (or its affiliates), being Series F, Series P, and Series S.

“Portfolio Turnover Rate” indicates the rate at which a mutual fund changes its investments. A rate of 100% means that the mutual fund entered into transactions equivalent to having bought and sold its entire portfolio once in a year.

“Principal Distributors” means Investors Group Financial Services Inc. and Investors Group Securities Inc.

“Proposals” or “Proposals” means any Change of Objectives or any Merger individually, or any or either in combination.

“Proxy Form” refers to both the (i) Request for Voting instructions made by a Reporting Issuer (Form 54-101 F6) and (ii) Request for voting instructions made by an issuer (Form 54-101 F7).

“Record Date” means the date on which the list of registered Unitholders or Shareholders of the Funds to whom a Notice of Meetings is being sent was determined, being the close of business on October 5, 2018.

“Registered Plan” means a registered retirement savings plan (RRSP), registered retirement income fund (RRIF), registered education savings plan (RESP), Tax Free Savings Account (TFSA), or other similar tax-deferred plan under the Income Tax Act.

“Sales Taxes” means Goods and Services Tax (GST), Harmonized Sales Tax (HST) and Quebec Sales Tax (QST) as applicable.

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“Securityholders” means the Unitholders (in the case of the Unit Trust Funds), and mutual fund Shareholders (in the case of the Corporate Class Funds), that are entitled to vote at one or more of the Meetings. For purposes of this Notice and the accompanying Management Information Circular, Securityholders excludes any Investors Group Funds and other Securityholders of Non-Retail Series that are Securityholders of any of the Voting Funds on the Record Date, because it is contemplated that the Non-Retail Series Securityholders will not be Securityholders at the time when the Mergers and/or Change of Objectives are expected to occur.

“Series” means a series of Shares of a Corporate Class Fund or a series of Units of a Unit Trust Fund.

“Shares” means the mutual fund shares of one or more of the Series of one or more of the Corporate Class Funds.

“Shareholders” means the owners of mutual fund Shares in one or more of the Corporate Class Funds on the Record Date.

“Trustee” means I.G. Investment Management, Ltd., or any successor of I.G. Investment Management, Ltd. as trustee for each of the Unit Trust Funds.

“Unitholders” means the owners of mutual fund Units in one or more of the Unit Trust Funds on the Record Date.

“Unit Trust Fund” or “Unit Trust Funds” means Investors Canadian Equity Fund, IG Mackenzie Canadian Equity Growth Fund, Investors Canadian Growth Fund, Investors Canadian Large Cap Value Fund, Investors Canadian Small Cap Fund, IG Mackenzie Ivy Canadian Balanced Fund, Investors U.S. Dividend Growth Fund, Investors U.S. Large Cap Value Fund, IG Putnam Low Volatility U.S. Equity Fund, Investors Canadian Bond Fund, IG Putnam Emerging Markets Income Fund, IG Mackenzie Cundill Global Value Fund, Investors Global Real Estate Fund, Alto Monthly Income & Global Growth Portfolio, Investors Canadian Natural Resource Fund, Investors North American Equity Fund, Investors Canadian Small Cap Growth Fund, Investors Mutual of Canada, Investors Core U.S. Equity Fund, IG Mackenzie Income Fund, IG Putnam U.S. High Yield Income Fund and Investors Global Fund.

“Units” means the mutual fund Units of a Series of one or more of the Unit Trust Funds.

“Underlying Fund” or “Underlying Funds” means any one or more of the Investors Group Funds, or other mutual funds managed by an affiliate or associate of the Manager (as the context requires), into which one or more Investors Group Funds invest.

“Voting Funds” means any one or all of the Classes and Unit Trust Funds, being the Investors Group Funds for which the Meetings are being convened to approve (or facilitate) the Mergers, and/or to approve a Change of Objectives.

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APPENDIX

PRINCIPAL SECURITYHOLDERS OF THE FUNDS (RETAIL SERIES)

As at September 26, 2018, only the following persons were known by the Manager to own, of record or beneficially, directly or indirectly, more than 10% of the voting securities of any retail Series of the Funds:

Name of Fund Series Number of Shares or

Units

% of Series Investor

Alto Monthly Income & Global Growth Portfolio TNL 22,574 10.85% Individual Investor 1

Alto Monthly Income & Global Growth Portfolio TC 12,529 35.46% Individual Investors 2

Alto Monthly Income & Global Growth Portfolio TC 8,323 23.55% Joint Investors 1

Alto Monthly Income & Global Growth Portfolio TC 5,265 14.90% Individual Investor 3

Alto Monthly Income & Global Growth Portfolio TJDSC 148,819 26,57% Individual Investor 4

Alto Monthly Income & Global Growth Portfolio TJDSC 82,625 14,75% Joint Investors 2

Alto Monthly Income & Global Growth Portfolio TJDSC 108,533 19,37% Corporate Investor 1

Alto Monthly Income & Global Growth Portfolio TJNL 28,516 24.99% Individual Investor 5




Investors Canadian Small Cap Growth Class B 752 10.90% Corporate Investor 2

Investors Canadian Small Cap Growth Class JNL 2,885 12.16% Corporate Investor 3

Investors Canadian Small Cap Growth Class JNL 4,768 20.09% Individual Investor 9

Investors Canadian Small Cap Growth Class JNL 2,768 11.66% Individual Investor 10

Investors Canadian Small Cap Growth Fund JNL 6,447 11.54% Individual Investor 11

IG Mackenzie Ivy Canadian Balanced Fund TDSC 822 23.21% Individual Investor 12

IG Mackenzie Ivy Canadian Balanced Fund TDSC 1,358 38.38% Individual Investor 13

IG Mackenzie Ivy Canadian Balanced Fund TDSC 1,200 33.91% Individual Investor 14

IG Mackenzie Ivy Canadian Balanced Fund TNL 1,027 37.18% Individual Investor 13

IG Mackenzie Ivy Canadian Balanced Fund TNL 1,576 57.06% Individual Investor 12

IG Mackenzie Ivy Canadian Balanced Fund TC 1,899 91.77% Joint Investors 3

IG Mackenzie Ivy Canadian Balanced Fund TJDSC 6,147 29.34% Individual Investor 15



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Name of Fund Series Number of Shares or

Units

% of Series Investor

IG Mackenzie Ivy Canadian Balanced Fund TJNL 5,846 97.30% Joint Investor 4

IG Mackenzie Ivy Canadian Balanced Fund TU 11,401 30.70% Individual Investor 18




Investors Canadian Growth Class JDSC 71,740 20.39% Corporate Investor 4

Investors Canadian Growth Class JDSC 104,551 29.72% Trust Investor 1

Investors Canadian Growth Class JNL 4,218 11.71% Joint Investors 5

Investors Canadian Growth Class JNL 5,506 15.28% Individual Investor 9

Investors Canadian Equity Class JNL 11,754 24.55% Joint Investors 6

Investors Canadian Equity Class JNL 4,900 10.24% Individual Investor 22

IG Mackenzie Canadian Equity Growth Class JNL 15,531 23.53% Corporate Investor 5

IG Mackenzie Canadian Equity Growth Class JNL 16,905 25.61% Individual Investor 23

IG Putnam Low Volatility U.S. Equity Fund JNL 68,167 17.79% Joint Investors 7

IG Putnam Low Volatility U.S. Equity Class U 329,013 16.72% Joint Investors 8*

IG Mackenzie Cundill Global Value Class JNL 9,420 10.44% Corporate Investor 6

IG Putnam Emerging Markets Income Fund U 82,432 13.25% Corporate Investor 7

* Joint Investors 8 own 16.72% of Series U of IG Putnam Low Volatility U.S. Equity Class. This investment also represents 10.77% of all shares of the Retail Series of IG Putnam Low Volatility U.S. Equity Class.

Securityholder contact information is available from the Manager upon request.

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SCHEDULE A: RESOLUTIONS FOR CHANGE OF OBJECTIVES PROPOSALS

SCHEDULE A-1

RESOLUTION TO BE CONSIDERED IN RESPECT OF THE CHANGE OF OBJECTIVE

BY SECURITYHOLDERS OF INVESTORS CANADIAN NATURAL RESOURCE FUND

AT THE SPECIAL MEETING TO BE HELD DECEMBER 4, 2018

WHEREAS it is desirable and in the interest of Investors Canadian Natural Resource Fund (the “Fund”) to change its investment objective (the “Change of Objectives”); RESOLVED THAT: 1. Subject to paragraph 3 below, effective on or about February 4, 2019:

(a) The investment objective of the Fund be revised as more fully disclosed in the Management Information Circular to provide that the Fund aims to provide long-term capital growth by investing primarily in securities issued by corporations from around the world involved in nature resource industries, or who supply goods and services to these industries;

(b) The Manager be authorized to describe the Change of Objectives as referred to in sub-paragraph 1(a) of this resolution in such a manner as it deems advisable in the best interests of the Fund’s Unitholders to reflect the Change of Objectives.

2. The Trustee and the Manager are authorized to adopt the Change of Objectives as authorized above and their

respective officers are authorized to amend and/or file such other documents to implement the Change of Objectives and to take any other actions as they deem necessary or desirable to give effect to the foregoing.

3. Any one or more of the authorized officers and directors of the Manager are authorized to implement this

resolution on the date or the dates determined by the Manager, or to revoke or delay in whole or in part the implementation of this resolution for any reason whatsoever, in their sole and absolute discretion without further approval of the Securityholders of the Fund if they consider such course to be in the best interests of the Fund and its Securityholders.

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SCHEDULE A-2


BY SECURITYHOLDERS OF INVESTORS CANADIAN SMALL CAP GROWTH FUND


WHEREAS it is desirable and in the interest of Investors Canadian Small Cap Growth Fund (the “Fund”) to change its investment objective (the “Change of Objectives”); RESOLVED THAT: 1. Subject to paragraph 3 below, effective on or about February 4, 2019:

(a) The investment objective of the Fund be revised as more fully disclosed in the Management Information Circular to provide that the Fund aims to provide long-term capital growth primarily through exposure to the common shares of small and mid capitalization Canadian corporations, diversified geographically and by industry;

(b) The Manager be authorized to describe the Change of Objectives as referred to in sub-paragraph 1(a) of this resolution in such a manner as it deems advisable in the best interests of the Fund’s Unitholders to reflect the Change of Objectives.

2. The Trustee and the Manager are authorized to adopt the Change of Objectives as authorized above and their

respective officers are authorized to amend and/or file such other documents to implement the Change of Objectives and to take any other actions as they deem necessary or desirable to give effect to the foregoing.


resolution on the date or the dates determined by the Manager, or to revoke or delay in whole or in part the implementation of this resolution for any reason whatsoever, in their sole and absolute discretion without further approval of the Securityholders of the Fund if they consider such course to be in the best interests of the Fund and its Securityholders.

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SCHEDULE A-3


BY SECURITYHOLDERS OF INVESTORS CANADIAN SMALL CAP GROWTH CLASS


WHEREAS it is desirable and in the interest of Investors Canadian Small Cap Growth Class (the “Class”) to change its investment objective (the “Change of Objectives”); RESOLVED THAT: 1. Subject to paragraph 3 below, effective on or about February 4, 2019:

(a) The investment objective of the Class be revised as more fully disclosed in the Management Information Circular to provide that the Class aims to provide long-term capital growth primarily through exposure to the common shares of small and mid capitalization Canadian corporations or such other investment objective and/or fundamental investment strategy as approved by the Manager from time to time. The Class aims to achieve this exposure by investing primarily in other mutual fund(s) and/or directly in equity securities;

(b) The Manager be authorized to describe the Change of Objectives as referred to in sub-paragraph 1(a) of

this resolution in such a manner as it deems advisable in the best interests of the Class’ Shareholders to reflect the Change of Objectives.

2. Investors Group Corporate Class Inc. (the “Corporation”) and the Manager are authorized to adopt the Change

of Objectives as authorized above and their respective officers are authorized to amend and/or file such other documents to implement the Change of Objectives and to take any other actions as they deem necessary or desirable to give effect to the foregoing.


resolution on the date or the dates determined by the Manager, or to revoke or delay in whole or in part the implementation of this resolution for any reason whatsoever, in their sole and absolute discretion without further approval of the Securityholders of the Class if they consider such course to be in the best interests of the Class and its Securityholders.

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SCHEDULE A-4


BY SECURITYHOLDERS OF INVESTORS CANADIAN SMALL CAP CLASS


WHEREAS it is desirable and in the interest of Investors Canadian Small Cap Class (the “Class”) to change its investment objective (the “Change of Objectives”); RESOLVED THAT: 1. Subject to paragraph 3 below, effective on or about February 8, 2019:

(a) The investment objective of the Class be revised as more fully disclosed in the Management Information Circular to provide that the Class aims to provide long-term capital growth primarily through exposure to the common shares of small and mid capitalization Canadian corporations or such other investment objective and/or fundamental investment strategy as approved by the Manager from time to time. The Class aims to achieve this exposure by investing primarily in other mutual fund(s) and/or directly in equity securities;



2. Investors Group Corporate Class Inc. (the “Corporation”) and the Manager are authorized to adopt Change of

Objectives as authorized above and their respective officers are authorized to amend and/or file such other documents to implement the Change of Objectives and to take any other actions as they deem necessary or desirable to give effect to the foregoing.



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SCHEDULE A-5


BY SECURITYHOLDERS OF IG MACKENZIE CUNDILL GLOBAL VALUE CLASS


WHEREAS it is desirable and in the interest of IG Mackenzie Cundill Global Value Class (the “Class”) to change its investment objective (the “Change of Objectives”); RESOLVED THAT: 1. Subject to paragraph 3 below, effective on or about February 4, 2019:

(a) The investment objective of the Class be revised as more fully disclosed in the Management Information Circular to provide that the Class aims to provide long-term capital growth primarily through exposure to common shares of companies around the world. The Class aims to achieve this exposure by investing primarily in other mutual fund(s) and/or directly in equity securities;







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SCHEDULE A-6


BY SECURITYHOLDERS OF INVESTORS CANADIAN EQUITY CLASS


WHEREAS it is desirable and in the interest of Investors Canadian Equity Class (the “Class”) to change its investment objective (the “Change of Objectives”); RESOLVED THAT: 1. Subject to paragraph 3 below, effective on or about February 8, 2019:

(a) The investment objective of the Class be revised as more fully disclosed in the Management Information Circular to provide that the Class aims to provide long-term capital growth primarily through exposure to the common shares of North American corporations. The Class aims to achieve this exposure by investing primarily in other Investors Group mutual fund(s) and/or directly in equity securities;







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SCHEDULE A-7


BY SECURITYHOLDERS OF IG MACKENZIE CANADIAN EQUITY GROWTH CLASS


WHEREAS it is desirable and in the interest of IG Mackenzie Canadian Equity Growth Class (the “Class”) to change its investment objective (the “Change of Objectives”); RESOLVED THAT: 1. Subject to paragraph 3 below, effective on or about February 8, 2019:




2. Investors Group Corporate Class Inc. (the “Corporation”) and the Manager are authorized to adopt the revised

Change of Objectives as authorized above and their respective officers are authorized to amend and/or file such other documents to implement the Change of Objectives and to take any other actions as they deem necessary or desirable to give effect to the foregoing.



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SCHEDULE A-8


BY SECURITYHOLDERS OF INVESTORS CANADIAN GROWTH CLASS


WHEREAS it is desirable and in the interest of Investors Canadian Growth Class (the “Class”) to change its investment objective (the “Change of Objectives”); RESOLVED THAT: 1. Subject to paragraph 3 below, effective on or about February 8, 2019:

(a) The investment objective of the Class be revised as more fully disclosed in the Management Information Circular to provide that the Class aims to provide long-term capital growth through exposure to the common shares of North American corporations. The Class aims to achieve this exposure by investing primarily in other Investors Group mutual fund(s) and/or directly in equity securities;



2. Investors Group Corporate Class Inc. (the “Corporation”) and the Manager are authorized to adopt Change of

Objectives as authorized above and their respective officers are authorized to amend and/or file such other documents to implement the Change of Objectives and to take any other actions as they deem necessary or desirable to give effect to the foregoing.



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SCHEDULE A-9


BY SECURITYHOLDERS OF INVESTORS CANADIAN LARGE CAP VALUE CLASS


WHEREAS it is desirable and in the interest of Investors Canadian Large Cap Value Class (the “Class”) to change its investment objective (the “Change of Objectives”); RESOLVED THAT: 1. Subject to paragraph 3 below, effective on or about February 8, 2019:








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SCHEDULE A-10


BY SECURITYHOLDERS OF IG PUTNAM LOW VOLATILITY U.S. EQUITY CLASS


WHEREAS it is desirable and in the interest of IG Putnam Low Volatility U.S. Equity Class (the “Class”) to change its investment objective (the “Change of Objectives”); RESOLVED THAT: 1. Subject to paragraph 3 below, effective on or about February 8, 2019:

(a) The investment objective of the Class be revised as more fully disclosed in the Management Information Circular to provide that the Class aims to provide long-term capital growth primarily through exposure to U.S. equity securities. The Class aims to achieve this objective by investing primarily in other mutual fund(s) and/or directly in equity securities;







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SCHEDULE B: RESOLUTIONS FOR MERGER PROPOSALS

SCHEDULE B-1

RESOLUTION TO BE CONSIDERED BY UNITHOLDERS OF

INVESTORS CANADIAN EQUITY FUND AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018 WHEREAS it is desirable and in the interest of Investors Canadian Equity Fund (the “Merging Fund”) to merge into Investors North American Equity Fund (the “Continuing Fund”); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units

of the Continuing Fund of a corresponding Series to the outstanding Units of the Merging Fund, as determined in the reasonable judgement of the Manager at an aggregate net asset value equal to the aggregate net asset value of the Merging Fund effective on or about February 8, 2019;

2. The Merging Fund redeem all of its outstanding Units and distribute the Units of the corresponding Series of the

Continuing Fund it receives to Unitholders of the Merging Fund as proceeds of redemption so that Unitholders of the Merging Fund receive the same Series of the Continuing Fund as they held in the Merging Fund (or the corresponding Series as determined in the reasonable judgement of the Manager), on a pro rata basis;

3. The Merger proceed on a tax deferred basis (as described in the Management Information Circular), or in such

manner as the Manager may determine is in the best interests of the Merging Fund and Unitholders of the Merging Fund;

4. No deferred sales charge shall be payable upon the redemption of Units of the Merging Fund referred to in

paragraph 2 and the Units of the Continuing Fund received by a Unitholder of the Merging Fund shall be subject to the same deferred sales charge schedule (if any) as applicable to the Units of the Merging Fund that are redeemed, but in all other respects the Units of the Continuing Fund received by Unitholders of the Merging Fund shall be subject to the same fees as applicable to other Unitholders of the same Series of the Continuing Fund;

5. The Merging Fund be terminated as soon as is reasonably practical and, in any event, within 60 days of the

transfer of assets and liabilities to the Continuing Fund;

6. Any one or more of the authorized officers and directors of the Manager (as applicable) are authorized and directed, on behalf of the Merging Fund, to execute and deliver all such documents and do all such acts and things (including the filing of any applications for regulatory relief and tax elections) as may be necessary or desirable to implement this resolution, including without limitation, the execution of any amendments to the Master Declaration of Trust relating to the Merging Fund and the filing of any revisions to the Simplified Prospectus (including any documents incorporated by reference into the Simplified Prospectus) of the Merging Fund; and

7. Any one or more of the authorized officers and directors of the Manager (as applicable) shall have the right to

revoke or delay the implementation of this resolution for any reason whatsoever in their sole and absolute discretion without further approval of the Unitholders of the Merging Fund if they consider such course to be in the best interests of the Merging Fund and its Unitholders.

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SCHEDULE B-2


IG MACKENZIE CANADIAN EQUITY FUND AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018 WHEREAS it is desirable and in the interest of IG Mackenzie Canadian Equity Fund (the “Merging Fund”) to merge into Investors North American Equity Fund (the “Continuing Fund”); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units













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SCHEDULE B-3


INVESTORS CANADIAN GROWTH FUND AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018 WHEREAS it is desirable and in the interest of Investors Canadian Growth Fund (the “Merging Fund”) to merge into Investors North American Equity Fund (the “Continuing Fund”); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units













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SCHEDULE B-4


INVESTORS CANADIAN LARGE CAP VALUE FUND AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018

WHEREAS it is desirable and in the interest of Investors Canadian Large Cap Value Fund (the “Merging Fund”) to merge into Investors North American Equity Fund (the “Continuing Fund”); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units of the Continuing Fund of a corresponding Series to the outstanding Units of the Merging Fund, as determined in the reasonable judgement of the Manager at an aggregate net asset value equal to the aggregate net asset value of the Merging Fund effective on or about February 8, 2019; 2. The Merging Fund redeem all of its outstanding Units and distribute the Units of the corresponding Series of the Continuing Fund it receives to Unitholders of the Merging Fund as proceeds of redemption so that Unitholders of the Merging Fund receive the same Series of the Continuing Fund as they held in the Merging Fund (or the corresponding Series as determined in the reasonable judgement of the Manager), on a pro rata basis; 3. The Merger proceed on a tax deferred basis (as described in the Management Information Circular), or in such manner as the Manager may determine is in the best interests of the Merging Fund and Unitholders of the Merging Fund; 4. No deferred sales charge shall be payable upon the redemption of Units of the Merging Fund referred to in paragraph 2 and the Units of the Continuing Fund received by a Unitholder of the Merging Fund shall be subject to the same deferred sales charge schedule (if any) as applicable to the Units of the Merging Fund that are redeemed, but in all other respects the Units of the Continuing Fund received by Unitholders of the Merging Fund shall be subject to the same fees as applicable to other Unitholders of the same Series of the Continuing Fund; 5. The Merging Fund be terminated as soon as is reasonably practical and, in any event, within 60 days of the transfer of assets and liabilities to the Continuing Fund; 6. Any one or more of the authorized officers and directors of the Manager (as applicable) are authorized and directed, on behalf of the Merging Fund, to execute and deliver all such documents and do all such acts and things (including the filing of any applications for regulatory relief and tax elections) as may be necessary or desirable to implement this resolution, including without limitation, the execution of any amendments to the Master Declaration of Trust relating to the Merging Fund and the filing of any revisions to the Simplified Prospectus (including any documents incorporated by reference into the Simplified Prospectus) of the Merging Fund; and 7. Any one or more of the authorized officers and directors of the Manager (as applicable) shall have the right to revoke or delay the implementation of this resolution for any reason whatsoever in their sole and absolute discretion without further approval of the Unitholders of the Merging Fund if they consider such course to be in the best interests of the Merging Fund and its Unitholders.

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SCHEDULE B-5


INVESTORS CANADIAN SMALL CAP FUND AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018 WHEREAS it is desirable and in the interest of Investors Canadian Small Cap Fund (the “Merging Fund”) to merge into Investors Canadian Small Cap Growth Fund (the “Continuing Fund”, to be known as Investors Canadian Small/Mid Cap Fund effective February 4, 2019 subject to all necessary securityholder and regulatory approvals); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units













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SCHEDULE B-6


IG MACKENZIE IVY CANADIAN BALANCED FUND AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018 WHEREAS it is desirable and in the interest of IG Mackenzie Ivy Canadian Balanced Fund (the “Merging Fund”) to merge into Investors Mutual of Canada (the “Continuing Fund”); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units of the Continuing Fund of a corresponding Series to the outstanding Units of the Merging Fund, as determined in the reasonable judgement of the Manager at an aggregate net asset value equal to the aggregate net asset value of the Merging Fund effective on or about February 8, 2019; 2. The Merging Fund redeem all of its outstanding Units and distribute the Units of the corresponding Series of the Continuing Fund it receives to Unitholders of the Merging Fund as proceeds of redemption so that Unitholders of the Merging Fund receive the same Series of the Continuing Fund as they held in the Merging Fund (or the corresponding Series as determined in the reasonable judgement of the Manager), on a pro rata basis; 3. The Merger proceed on a tax deferred basis (as described in the Management Information Circular), or in such manner as the Manager may determine is in the best interests of the Merging Fund and Unitholders of the Merging Fund; 4. No deferred sales charge shall be payable upon the redemption of Units of the Merging Fund referred to in paragraph 2 and the Units of the Continuing Fund received by a Unitholder of the Merging Fund shall be subject to the same deferred sales charge schedule (if any) as applicable to the Units of the Merging Fund that are redeemed, but in all other respects the Units of the Continuing Fund received by Unitholders of the Merging Fund shall be subject to the same fees as applicable to other Unitholders of the same Series of the Continuing Fund; 5. The Merging Fund be terminated as soon as is reasonably practical and, in any event, within 60 days of the transfer of assets and liabilities to the Continuing Fund; 6. Any one or more of the authorized officers and directors of the Manager (as applicable) are authorized and directed, on behalf of the Merging Fund, to execute and deliver all such documents and do all such acts and things (including the filing of any applications for regulatory relief and tax elections) as may be necessary or desirable to implement this resolution, including without limitation, the execution of any amendments to the Master Declaration of Trust relating to the Merging Fund and the filing of any revisions to the Simplified Prospectus (including any documents incorporated by reference into the Simplified Prospectus) of the Merging Fund; and 7. Any one or more of the authorized officers and directors of the Manager (as applicable) shall have the right to revoke or delay the implementation of this resolution for any reason whatsoever in their sole and absolute discretion without further approval of the Unitholders of the Merging Fund if they consider such course to be in the best interests of the Merging Fund and its Unitholders.

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SCHEDULE B-7


INVESTORS U.S. DIVIDEND GROWTH FUND AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018 WHEREAS it is desirable and in the interest of Investors U.S. Dividend Growth Fund (the “Merging Fund”) to merge into Investors Core U.S. Equity Fund (the “Continuing Fund”); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units













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SCHEDULE B-8


INVESTORS U.S. LARGE CAP VALUE FUND AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018 WHEREAS it is desirable and in the interest of Investors U.S. Large Cap Value Fund (the “Merging Fund”) to merge into Investors Core U.S. Equity Fund (the “Continuing Fund”); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units













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SCHEDULE B-9


IG PUTNAM LOW VOLATILITY U.S. EQUITY FUND AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018

WHEREAS it is desirable and in the interest of IG Putnam Low Volatility U.S. Equity Fund (the “Merging Fund”) to merge into Investors Core U.S. Equity Fund (the “Continuing Fund”); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units of the Continuing Fund of a corresponding Series to the outstanding Units of the Merging Fund, as determined in the reasonable judgement of the Manager at an aggregate net asset value equal to the aggregate net asset value of the Merging Fund effective on or about February 8, 2019; 2. The Merging Fund redeem all of its outstanding Units and distribute the Units of the corresponding Series of the Continuing Fund it receives to Unitholders of the Merging Fund as proceeds of redemption so that Unitholders of the Merging Fund receive the same Series of the Continuing Fund as they held in the Merging Fund (or the corresponding Series as determined in the reasonable judgement of the Manager), on a pro rata basis; 3. The Merger proceed on a tax deferred basis (as described in the Management Information Circular), or in such manner as the Manager may determine is in the best interests of the Merging Fund and Unitholders of the Merging Fund; 4. No deferred sales charge shall be payable upon the redemption of Units of the Merging Fund referred to in paragraph 2 and the Units of the Continuing Fund received by a Unitholder of the Merging Fund shall be subject to the same deferred sales charge schedule (if any) as applicable to the Units of the Merging Fund that are redeemed, but in all other respects the Units of the Continuing Fund received by Unitholders of the Merging Fund shall be subject to the same fees as applicable to other Unitholders of the same Series of the Continuing Fund; 5. The Merging Fund be terminated as soon as is reasonably practical and, in any event, within 60 days of the transfer of assets and liabilities to the Continuing Fund; 6. Any one or more of the authorized officers and directors of the Manager (as applicable) are authorized and directed, on behalf of the Merging Fund, to execute and deliver all such documents and do all such acts and things (including the filing of any applications for regulatory relief and tax elections) as may be necessary or desirable to implement this resolution, including without limitation, the execution of any amendments to the Master Declaration of Trust relating to the Merging Fund and the filing of any revisions to the Simplified Prospectus (including any documents incorporated by reference into the Simplified Prospectus) of the Merging Fund; and 7. Any one or more of the authorized officers and directors of the Manager (as applicable) shall have the right to revoke or delay the implementation of this resolution for any reason whatsoever in their sole and absolute discretion without further approval of the Unitholders of the Merging Fund if they consider such course to be in the best interests of the Merging Fund and its Unitholders.

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SCHEDULE B-10


INVESTORS CANADIAN BOND FUND AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018 WHEREAS it is desirable and in the interest of Investors Canadian Bond Fund (the “Merging Fund”) to merge into IG Mackenzie Income Fund (the “Continuing Fund”); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units













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SCHEDULE B-11


IG PUTNAM EMERGING MARKETS INCOME FUND AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018 WHEREAS it is desirable and in the interest of IG Putnam Emerging Markets Income Fund (the “Merging Fund”) to merge into IG Putnam U.S. High Yield Income Fund (the “Continuing Fund”); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units













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SCHEDULE B-12


IG MACKENZIE CUNDILL GLOBAL VALUE FUND AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018 WHEREAS it is desirable and in the interest of IG Mackenzie Cundill Global Value Fund (the “Merging Fund”) to merge into Investors Global Fund (the “Continuing Fund”); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units of the Continuing Fund of a corresponding Series to the outstanding Units of the Merging Fund, as determined in the reasonable judgement of the Manager at an aggregate net asset value equal to the aggregate net asset value of the Merging Fund effective on or about February 8, 2019; 2. The Merging Fund redeem all of its outstanding Units and distribute the Units of the corresponding Series of the Continuing Fund it receives to Unitholders of the Merging Fund as proceeds of redemption so that Unitholders of the Merging Fund receive the same Series of the Continuing Fund as they held in the Merging Fund (or the corresponding Series as determined in the reasonable judgement of the Manager), on a pro rata basis; 3. The Merger proceed on a tax deferred basis (as described in the Management Information Circular), or in such manner as the Manager may determine is in the best interests of the Merging Fund and Unitholders of the Merging Fund; 4. No deferred sales charge shall be payable upon the redemption of Units of the Merging Fund referred to in paragraph 2 and the Units of the Continuing Fund received by a Unitholder of the Merging Fund shall be subject to the same deferred sales charge schedule (if any) as applicable to the Units of the Merging Fund that are redeemed, but in all other respects the Units of the Continuing Fund received by Unitholders of the Merging Fund shall be subject to the same fees as applicable to other Unitholders of the same Series of the Continuing Fund; 5. The Merging Fund be terminated as soon as is reasonably practical and, in any event, within 60 days of the transfer of assets and liabilities to the Continuing Fund; 6. Any one or more of the authorized officers and directors of the Manager (as applicable) are authorized and directed, on behalf of the Merging Fund, to execute and deliver all such documents and do all such acts and things (including the filing of any applications for regulatory relief and tax elections) as may be necessary or desirable to implement this resolution, including without limitation, the execution of any amendments to the Master Declaration of Trust relating to the Merging Fund and the filing of any revisions to the Simplified Prospectus (including any documents incorporated by reference into the Simplified Prospectus) of the Merging Fund; and 7. Any one or more of the authorized officers and directors of the Manager (as applicable) shall have the right to revoke or delay the implementation of this resolution for any reason whatsoever in their sole and absolute discretion without further approval of the Unitholders of the Merging Fund if they consider such course to be in the best interests of the Merging Fund and its Unitholders.

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SCHEDULE B-13


INVESTORS GLOBAL REAL ESTATE FUND AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018 WHEREAS it is desirable and in the interest of Investors Global Real Estate Fund (the “Merging Fund”) to merge into Investors Global Fund (the “Continuing Fund”); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units













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SCHEDULE B-14


ALTO MONTHLY INCOME AND GLOBAL GROWTH PORTFOLIO AT THE SPECIAL MEETING

TO BE HELD DECEMBER 4, 2018 WHEREAS it is desirable and in the interest of Alto Monthly Income and Global Growth Portfolio (the “Merging Fund”) to merge the Fund into Allegro Balanced Growth Portfolio (the “Continuing Fund”, known as IG Core Portfolio - Balanced Growth effective November 1, 2018); AND WHEREAS this Merger has been submitted to the Investors Group Funds Independent Review Committee (the “IRC”) which, after review, has provided a recommendation to the Manager that this Merger achieves a fair and reasonable result. RESOLVED THAT: 1. All of the assets and liabilities of the Merging Fund be transferred to the Continuing Fund in exchange for Units

of the Continuing Fund of a corresponding Series to the outstanding Units of the Merging Fund, as determined in the reasonable judgement of the Manager, at an aggregate net asset value equal to the aggregate net asset value of the Merging Fund effective on or about February 8, 2019;












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