Jov Diversified Quebec 2009 Flow-Through Limited Partnership: Notice of Rollover Transaction

Jov Diversified Quebec 2009 Flow-Through Limited Partnership - 

PART I - FUND ROLLOVER TRANSACTION

The Liquidity Transaction

This notice is being sent to advise that Jov Diversified Quebec 2009
Flow-Through Limited Partnership (the "Partnership") will be proceeding with a
transaction (the "Liquidity Transaction") pursuant to which the assets of the
Partnership (the "Assets") will be transferred on a tax-deferred basis to the
Jov Canadian Equity Class (the "Mutual Fund Class") of Jov Corporate Funds Ltd.
(the "Corporation" or "Mutual Fund"), an open-ended mutual fund corporation, in
exchange for Series A shares of the Mutual Fund Class. Pursuant to the Liquidity
Transaction, limited partners of the Partnership (the "Partners") will receive
the Mutual Fund Class shares in connection with the dissolution of the
Partnership. The general partner of the Partnership (the "General Partner") will
be implementing the Liquidity Transaction in accordance with the amended and
restated limited partnership agreement (the "Partnership Agreement") that
governs the Partnership. The Liquidity Transaction has been mutually agreed to
by the General Partner and the Mutual Fund.


The effective date of the Liquidity Transaction (the "Effective Date") is
expected to be on or about September 30, 2011. Within 60 days of the Effective
Date, the Mutual Fund Class shares that the Partnership will receive as
consideration for the transfer of the Assets will be distributed to the Partners
on a pro rata basis and thereafter the Partnership will be dissolved.
Information with respect to the Mutual Fund Class can be found on the website of
JovInvestment Management Inc. (the "Manager" or "JovInvestment") at
www.jovfunds.com.


Please be advised that JovInvestment, the Manager of the Mutual Fund Class of
the Corporation, has announced on July 25, 2011, that on or about September 30,
2011 it would be transferring its fund management duties to its affiliate,
JovFinancial Solutions Inc. ("JovFinancial"), and its investment management
responsibilities with respect to the Mutual Fund Class to another affiliate,
Leon Frazer and Associates Inc. There will be no change to the investment
sub-advisor, T.I.P. Wealth Manager Inc., or to the investment objectives and
strategies of the Mutual Fund Class as a result of these transfers of duties.
The assignment of management functions to JovFinancial and investment management
functions to Leon Frazer is being done to better align the responsibilities for
the Mutual Fund Class within the Jovian Capital Corporation group of companies
and is not expected to have any material impact on the Funds' operations or
expense levels.




Summary Information of the Rollover Event

--  Jov Diversified Quebec 2009 Flow-Through Limited Partnership units
    (CUSIP # 48114R102). 

--  The Conversion Ratio to the Mutual Fund Class shares will be determined
    based on the Net Asset Value per unit of the Partnership and the Net
    Asset Value per Mutual Fund Class Series A share, each as determined at
    the close of business on or about September 30, 2011. A ratio will be
    established such that each Partner will receive a proportionate number
    of Series A shares (rounded down) of the Mutual Fund, the total value of
    which is equivalent, based on the Net Asset Value per Mutual Fund Class
    Series A share, to the total market value of their units of the
    Partnership, based on the Net Asset Value per unit of the Partnership. 

--  ACB (adjusted cost base) for each unit of Jov Diversified Quebec 2009
    Flow-Through Limited Partnership and each share of the Mutual Fund Class
    will be determined by the General Partner upon the wind-up of the
    Partnership's affairs. The Partnership will dissolve within 60 days of
    the Effective Date. The General Partner will communicate the finalized
    details at that time. Partners should consult with their Investment
    Advisor and/or tax advisor for all tax-related matters. 

Example of what should occur in an investor's dealer account:

1.  Investor holds 400 Partnership units in their dealer account (nominee
    basis) with a final value of $20.00 per unit or $8,000. 

2.  Closing Net Asset Value per Series A share of the Mutual Fund Class
    shares on September 30, 2011 is $8.00 

3.  Unit/share exchange ratio based on the above valuations would be 1:2.5. 

4.  400 Partnership units exchanged out of the account. 

5.  1,000 Series A shares of the Mutual Fund Class received into the
    account. 

6.  Investor holds 1,000 Series A shares of the Mutual Fund Class @
    $8.00/share or $8,000 based on September 30, 2011 market valuation
    close. 

Note 1:   Redemptions of the Mutual Fund Class shares ARE NOT subject to a  
          30 day short term trading fee. Transactions may be executed as    
          soon as the dealer has processed the rollover details in the      
          investors' dealer accounts and verifies with the Partnership's    
          records.                                                          
                                                                            
Note 2:   Not all dealers will have processed the rollover exchange based on
          information received by their back-office from CDS (deletion of   
          Jov Diversified Quebec 2009 Flow-Through Limited Partnership and  
          setup holding of the Series A shares of the Mutual Fund Class) as 
          well as from Jov Diversified Quebec 2009 Flow-Through Limited     
          Partnership since the effective date was announced on August 10,  
          2011.                                                             



Processing at the dealer level can be delayed after the rollover occurs,
therefore transactions such as switches or redemptions may not be processed
until the Mutual Fund Class shares have been credited to client accounts.


Neither the Partnership nor the Mutual Fund will accept any liability for
transactions in Mutual Fund Class shares executed prior to dealer records being
updated.


PART II - THE PARTNERSHIP AND THE MUTUAL FUND

Jov Diversified Quebec 2009 Flow-Through Limited Partnership

The Partnership was established to provide Limited Partners with a tax-assisted
investment in a diversified portfolio of flow-through shares of resource
companies with a view to achieving capital appreciation for Limited Partners.
The principal business of the resource companies was oil and gas exploration,
development and/or production and mining exploration, development and/or
production.


Investors received tax deductions for 2009 of approximately 100% of the amount
of their investment.


Jov Canadian Equity Class

The Mutual Fund is a mutual fund corporation authorized to issue up to 100
separate classes of which the Jov Canadian Equity Class of shares is one. Each
class of mutual fund shares is a separate mutual fund. The Corporation's
articles permit it to issue an unlimited number of mutual fund shares in each
class in one or more series. The Corporation currently offers only series A
shares of the Jov Canadian Equity Class. The Corporation may, without notice to
or approval from the existing shareholders of the Fund, create new mutual funds
by distributing these classes of mutual fund shares to the public.




Specific Information about the Mutual Fund

----------------------------------------------------------------------------
               Organization and Management of the Mutual Fund               
----------------------------------------------------------------------------
Investment Manager:                   JovInvestment is the investment       
JovInvestment Management Inc.         manager of the Mutual Fund and is     
26 Wellington Street East, Suite 608  responsible for coordinating portfolio
Toronto, Ontario M5E 1S2              management and advisory services for  
Tel: [phone]                     the Mutual Fund. As administrative    
Fax: [phone]                     manager for the Mutual Fund,          
Toll free: 1-866-514-6603             JovInvestment manages the overall     
www.jovfunds.com                      undertaking of the Mutual Fund,       
                                      including providing administration    
                                      services and making provisions for    
                                      fund accounting.                      
----------------------------------------------------------------------------
Sub-Advisor:                          JovInvestment has retained TIP as a   
T.I.P. Wealth Manager Inc. ("TIP")    sub-advisor to provide investment     
Toronto, Ontario                      advice for the Mutual Fund. A         
                                      significant shareholder of TIP is also
                                      a significant shareholder of Jovian   
                                      Capital Corporation, the parent       
                                      company of JovInvestment.             
----------------------------------------------------------------------------
Custodian:                            The custodian has physical custody of 
RBC Dexia Investor Services Trust     the Mutual Fund's property.           
Toronto, Ontario                                                            
----------------------------------------------------------------------------
Registrar:                            The registrar keeps track of the      
CIBC Mellon Global Securities         owners of shares of the Mutual Fund   
Services Company                      and processes purchases.             
Toronto, Ontario                                                            
----------------------------------------------------------------------------
Auditors:                             The auditors are responsible for      
KPMG LLP                              auditing the annual financial         
Toronto, Ontario                      statements of the Mutual Fund. The    
                                      auditors of the Mutual Fund may not be
                                      changed unless the independent review 
                                      committee of the Mutual Fund has      
                                      approved the change and a written     
                                      notice describing the change is sent  
                                      to unit holders at least 60 days      
                                      before the effective date of the      
                                      change.                               
----------------------------------------------------------------------------
Independent Review Committee          Canadian securities legislation       
(the "IRC")                           requires the Mutual Fund to have an   
                                      IRC. The IRC is composed of three     
                                      members, each of whom is independent  
                                      of us. The mandate of the IRC is to   
                                      review, and provide input on, our     
                                      written policies and procedures that  
                                      deal with conflict of interest matters
                                      in respect of the Mutual Fund and to  
                                      give their recommendation regarding   
                                      and, in some cases, approve, conflict 
                                      of interest matters identified and    
                                      referred to the IRC by us.The IRC will
                                      prepare, at least annually, a report  
                                      of its activities for investors. This 
                                      report will be available at our       
                                      website at http://www.jovfunds.com/ or
                                      you may request a copy, at no cost to 
                                      you, by contacting us at              
                                      [e-mail]. Additional         
                                      information about the IRC, including  
                                      the names of the members, is available
                                      in the Fund's Annual Information Form.
----------------------------------------------------------------------------



Investment Objective & Strategies of the Mutual Fund

The investment objective of the Mutual Fund is to seek consistent long term
growth by investing primarily in equity securities of Canadian companies.


The Mutual Fund will invest in a diversified basket of equity securities of
Canadian companies involved in all sectors of the Canadian economy. The manager
may, from time to time, decide to over/under weight any industry sector such as
the energy, natural resource or financial sectors. Using a bottom-up investment
approach, the manager will select companies that have the best combination of
relative valuation, growth potential, competitive positioning and management
ability.


The Mutual Fund may take positions in other securities, such as convertible
securities, high-yield debt securities and derivative instruments based on such
securities, invest in foreign companies listed on major stock exchanges or
exchange traded funds that provide magnified positive or inverse exposure to the
foregoing.


Commissions, trailing commissions, management fees and expenses all may be
associated with mutual fund investments. Mutual Funds are not guaranteed, their
values change frequently, and past performance may not be repeated. Please read
the prospectus before investing.


Sub-Advisor

T.I.P. Wealth Manager Inc. ("TIP") will act as sub-advisor to JovInvestment (the
"Investment Manager"), and will be responsible for the Mutual Fund's investment
activities. Mr. Jim Huang, the President of T.I.P., will act as Portfolio
Manager on behalf of TIP. Mr. Huang has over 16 years of experience investing in
the Canadian capital markets. As lead or co-manager while working at NATCAN
(formerly Altamira), Mr. Huang has managed or co-managed over $2 billion in
mutual funds and institutional assets, including all of the resource and equity
income products in the Altamira and National Bank mutual fund families. Altamira
Energy Fund, Altamira Resource Fund, Altamira Precious and Strategic Metals Fund
and AltaFund (a Canadian Equity fund focusing on Western Canada) had
industry-leading performance and won awards and positive press coverage during
Mr. Huang's management. Currently, Mr. Huang is the manager for the T.I.P.
Opportunities Fund, a long/short North American equity hedge fund, as well as
being the lead manager for the Maple Leaf Short Duration Flow-Through Funds, the
Maple Leaf Corporate Funds Ltd. family of mutual funds and a small cap equity
mutual fund.


Regulatory Approvals

Completion of the Liquidity Transaction is subject to the receipt of all
necessary regulatory approvals and other closing conditions.


Additional Information

Additional information about the Mutual Fund will be available in the Mutual
Fund's simplified prospectus, annual information form, management reports of
fund performance and financial statements. You can obtain a copy of these
documents at your request and at no cost by calling toll free 1-866-514-6603, or
from your financial advisor, or by e-mailing [e-mail], or at
www.jovfunds.com.


These documents and other information about the Mutual Fund, such as information
circulars and material contracts, will also be available at SEDAR (the System
for Electronic Document Analysis and Retrieval established by the Canadian
Securities Administrators) at www.sedar.com. 


For further information or assistance with respect to the Mutual Fund, please
contact the Manager of the Mutual Fund via the contact information listed below.


For further information or assistance with respect to Jov Diversified Quebec
2009 Flow-Through Limited Partnership please contact The Limited Partnership via
the contact information listed below.