965.78. The certificate to which paragraph d of section 965.76 refers means a certificate from a manager of the issuing corporation certifying that it is a qualified issuing corporation and that the share issued to the mutual fund, as part of the distribution of a share for which an exemption from filing a prospectus is provided for in subsection 2 of section 2.10 of Regulation 45-106 respecting prospectus and registration exemptions approved by ministerial order 2005-20 (2005, G.O. 2, 3664), is a qualifying share.