Brompton Split Banc : Prospectus Supplement

This prospectus supplement together with the short form base shelf prospectus to which it relates dated April 27, 2023, as amended or supplemented, and each document incorporated or deemed to be incorporated by reference herein and in the short form base shelf prospectus, as amended or supplemented, constitutes a public offering of these securities only in those jurisdictions where they may be lawfully offered for sale and therein only by persons permitted to sell such securities. No securities regulatory authority has expressed an opinion about these securities and it is an offence to claim otherwise.

Information has been incorporated by reference in this prospectus supplement and the accompanying short form base shelf prospectus dated April 27, 2023 from documents filed with securities commissions or similar authorities in Canada. Copies of the documents incorporated herein by reference may be obtained on request without charge from the Corporate Secretary of Brompton Split Banc Corp. at its head office located at Bay Wellington Tower, Brookfield Place, 181 Bay Street, Suite 2930, Toronto, Ontario M5J 2T3, or by calling 1-866-642-6001,and are also available electronically at www.sedar.com.

New Issue	PROSPECTUS SUPPLEMENT	April 27, 2023
	(To a Short Form Base Shelf Prospectus dated April 27, 2023)

Up to $75,000,000 of Preferred Shares and $75,000,000 of Class A Shares

This prospectus supplement (this "Prospectus Supplement"), together with the short form base shelf prospectus dated April 27, 2023, qualifies the distribution of preferred shares (the "Preferred Shares") and class A shares (the "Class A Shares") of Brompton Split Banc Corp. (the "Company") having an aggregate market value of up to $75,000,000 and $75,000,000, respectively (the "Offering"). The Company is a mutual fund corporation incorporated under the laws of the Province of Ontario.

The Company invests, on an approximately equally weighted basis, in a portfolio (the "Portfolio") consisting of common shares of the six largest Canadian banks (currently, Bank of Montreal, Canadian Imperial Bank of Commerce, National Bank of Canada, Royal Bank of Canada, The Bank of Nova Scotia and The Toronto Dominion Bank). In addition, the Company may hold up to 10% of the total assets of the Portfolio in investments in global financial companies for the purposes of enhanced diversification and return potential, at the discretion of Brompton Funds Limited (the "Manager"), the manager of the Company.

The Preferred Shares and the Class A Shares are listed for trading on the Toronto Stock Exchange (the "TSX") under the symbols "SBC.PR.A" and "SBC", respectively. On April 26, 2023, the closing price on the TSX of the Preferred Shares was $9.86 and of the Class A Shares was $10.74. The most recently calculated NAV per Unit (as defined herein) prior to the pricing of the Offering on April 20, 2023 was $19.13. The TSX has conditionally approved the listing of the Preferred Shares and Class A Shares offered hereby. Listing will be subject to the Company fulfilling all of the listing requirements of the TSX.

The Manager, in its capacity as manager of the Company and the Company have entered into an equity distribution agreement dated April 27, 2023 (the "Equity Distribution Agreement") with RBC Dominion Securities Inc. (the "Agent") pursuant to which the Company may distribute Preferred Shares and Class A Shares from time to time through the Agent, as agent, in accordance with the terms of the Equity Distribution Agreement. Sales of Preferred Shares and Class A Shares, if any, under this Prospectus Supplement and the short form base shelf prospectus are anticipated to be made in transactions that are deemed to be "at-the-market distributions" as defined in National Instrument 44-102 - Shelf Distributions ("NI 44-102"), including sales made directly on the TSX or on any other existing trading market for the Preferred Shares or Class A Shares, as applicable, in Canada. The Preferred Shares and Class A Shares will be distributed at the market prices prevailing at the time of the sale. As a result, prices at which Preferred Shares and Class A Shares are sold may vary as between purchasers and during the period of any distribution. In accordance with paragraph 9.3(2)(a) of National Instrument 81-102 - Investment Funds ("NI 81-102"), the issue price of the Preferred Shares and/or Class A Shares will not (a) as far as reasonably practicable, be a price that causes dilution of the NAV of the Company's other outstanding securities at the time of issue and (b) be a price that is less than 100% of the most recently calculated NAV per Unit. There is no minimum amount of funds that must be raised under this Offering. This means that the Offering may terminate after raising only a portion of the

Offering amount set out above, or none at all. See "Plan of Distribution".

The Company will pay the Agent compensation for its services in acting as agent in connection with the sale of Preferred Shares and Class A Shares pursuant to the Equity Distribution Agreement of up to 2.5% of the gross sales price per Preferred Share sold and up to 2.5% of the gross sales price per Class A Share sold (the "Commission").

As agent, the Agent will not engage in any transactions to stabilize or maintain the price of the Preferred Shares or Class A Shares. No Agent, or underwriter of the at-the-market distribution, and no person or company acting jointly or in concert with such Agent or underwriter may, in connection with the distribution, enter into any transaction that is intended to stabilize or maintain the market price of the Preferred Shares or Class A Shares or securities of the same class as the Preferred Shares and/or Class A Shares distributed under this Prospectus Supplement, including selling an aggregate number or principal amount of Preferred Shares and/or Class A Shares that would result in the Agent or underwriter creating an over-allocation position in the Preferred Shares and/or Class A Shares. See "Plan of Distribution".

An investment in the Preferred Shares or the Class A Shares involves a degree of risk. It is important for prospective investors to consider the risk factors described in this Prospectus Supplement and the short form base shelf prospectus. See "Risk Factors".

TABLE OF CONTENTS
PROSPECTUS SUPPLEMENT
GLOSSARY OF TERMS	S-2
IMPORTANT NOTICE ABOUT INFORMATION IN THIS PROSPECTUS SUPPLEMENT AND THE
ACCOMPANYING SHORT FORM BASE SHELF PROSPECTUS	S-6
FORWARD LOOKING STATEMENTS	S-6
ELIGIBILITY FOR INVESTMENT	S-6
DOCUMENTS INCORPORATED BY REFERENCE	S-6
THE COMPANY	S-8
CONSOLIDATED CAPITALIZATION	S-10
USE OF PROCEEDS	S-10
DESCRIPTION OF THE SHARES OF THE COMPANY	S-10
DISTRIBUTION HISTORY	S-15
EARNINGS COVERAGE RATIOS	S-15
TRADING PRICES AND VOLUMES	S-16
PLAN OF DISTRIBUTION	S-16
CANADIAN FEDERAL INCOME TAX CONSIDERATIONS	S-18
EXCHANGE OF TAX INFORMATION	S-21
RISK FACTORS	S-21
INTEREST OF EXPERTS	S-21
TRANSFER AGENT AND REGISTRAR, CUSTODIAN, SECURITIES LENDING AGENT AND
AUDITOR	S-22
PURCHASERS' STATUTORY RIGHTS	S-22
CERTIFICATE OF THE AGENT	C-1
PROSPECTUS
GLOSSARY OF TERMS	1
FORWARD LOOKING STATEMENTS	5
DOCUMENTS INCORPORATED BY REFERENCE	5
THE COMPANY	7
DESCRIPTION OF THE SHARES OF THE COMPANY	9
DESCRIPTION OF SHARE CAPITAL	13
USE OF PROCEEDS	13
PLAN OF DISTRIBUTION	13
ORGANIZATION AND MANAGEMENT OF THE COMPANY	15
RISK FACTORS	15
EXCHANGE OF TAX INFORMATION	20
FEES AND EXPENSES	20
LEGAL MATTERS	21
PURCHASERS' STATUTORY RIGHTS	21
CERTIFICATE OF THE COMPANY AND THE MANAGER	C-1

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GLOSSARY OF TERMS

In this Prospectus Supplement, the following terms have the meanings set forth below, unless otherwise indicated. Unless otherwise indicated, all references to dollar amounts in this Prospectus Supplement are to Canadian dollars.

"1933 Act" means the United States Securities Act of 1933, as it may be amended from time to time.

"2022 ATM Offering" has the meaning given to such term under "The Company - Investment Guidelines" in this Prospectus Supplement.

"Agent" means RBC Dominion Securities Inc.

"Annual Retraction Date" means the second last Business Day of November of each year. The Annual Retraction Date will not apply in any year in which a special retraction right has been exercised.

"April Offering" has the meaning given to such term under "The Company" in this Prospectus Supplement.

"Auditor" has the meaning given to such term under "Transfer Agent and Registrar, Custodian, Securities Lending Agent and Auditor" in this Prospectus Supplement.

"Banks" has the meaning given to such term under "The Company - Investment Guidelines" in this Prospectus Supplement.

"Board of Directors" means the Company's board of directors.

"Business Day" means any day on which the TSX is open for business.

"Capital Gains Dividends" has the meaning given to such term under "Canadian Federal Income Tax Considerations

• Tax Treatment of the Company" in this Prospectus Supplement.

"cash equivalents" means, and for the purposes of "cash cover" and "cash covered put option", "cash" as used therein means:

1. cash on deposit at the Custodian;
2. an evidence of indebtedness that has a remaining term to maturity of 365 days or less and that is issued, or fully and unconditionally guaranteed as to principal and interest, by:
3. 1. any of the federal or provincial governments of Canada;
   2. the Government of the United States; or
   3. a Canadian financial institution;

provided that, in the case of (ii) and (iii), such evidence of indebtedness has a rating of at least R-1 (mid) by DBRS or the equivalent rating from another designated rating organization; or

1. other cash cover as defined in NI 81-102.

"CCPC" has the meaning given to such term under "Canadian Federal Income Tax Considerations - Disposition of Shares" in this Prospectus Supplement.

"CDS" means CDS Clearing and Depository Services Inc.

"CDS Participant" means a participant in CDS.

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"Class A Redemption" has the meaning given to such term under "Description of the Shares of the Company - Certain Provisions of the Class A Shares - Redemptions" in this Prospectus Supplement.

"Class A Shares" means the class A shares of the Company.

"Class B Shares" means the class B shares of the Company, issuable in series.

"Class C Shares" means the class C shares of the Company, issuable in series.

"Class J Shares" means the class J shares of the Company.

"Company" means Brompton Split Banc Corp., a mutual fund corporation incorporated under the laws of the Province of Ontario.

"controlling individual" has the meaning given to such term under "Eligibility for Investment" in this Prospectus Supplement.

"CRA" means the Canada Revenue Agency.

"CRS Rules" has the meaning given to such term under "Exchange of Tax Information" in this Prospectus Supplement.

"Custodial Services Agreement" means the custodian agreement entered into by the Company and the Custodian dated as of September 15, 2016, as it may be amended from time to time.

"Custodian" means CIBC Mellon Trust Company, in its capacity as custodian under the Custodial Services Agreement, as appointed from time to time by the Company.

"DBRS" means DBRS Limited.

"Equity Distribution Agreement" has the meaning given to such term under "The Company" in this Prospectus Supplement.

"Extraordinary Resolution" means a resolution passed by the affirmative vote of at least 66⅔% of the votes cast, either in person or by proxy, at a meeting of shareholders called for the purpose of approving such resolution.

"FHSA" has the meaning given to such term under "Eligibility for Investment" in this Prospectus Supplement.

"IFRS" has the meaning given to such term under "Earnings Coverage Ratios" in this Prospectus Supplement.

"Investment Guidelines" means the investment guidelines of the Company described under "The Company - Investment Guidelines" in this Prospectus Supplement.

"Investment Objectives" means the investment objectives of the Company described under "The Company - Investment Objectives" in this Prospectus Supplement.

"Investment Restrictions" means the investment restrictions of the Company, including without limitation those described under "The Company - Investment Restrictions" in this Prospectus Supplement.

"Manager" means Brompton Funds Limited, in its capacity as manager of the Company, or if applicable, its successor.

"Maturity Date" means November 29, 2027, subject to extension for successive terms of up to five years as determined by the Board of Directors. See "The Company - Maturity Date" in this Prospectus Supplement.

"NAV" means net asset value.

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