Granite Real Estate Investment Trust (GRP-UN) SC 13G Granite Real Estate Investment Trust

UNITED STATES

Securities and Exchange Commission

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.     )

GRANITE REAL ESTATE INVT TR

(Name of Issuer)

UNIT 99/99/9999

(Title of Class of Securities)

387437114

(CUSIP Number)

Dec 31, 2019

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☒ Rule13d-1(b)

☐ Rule13d-1(c)

☐ Rule13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing in this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Act”), or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

SCHEDULE 13G

CUSIP No. 387437114

1)	Name of Reporting Person   Bank Of Montreal
2)	Check the Appropriate Box if a Member of a Group   (a)  ☐        (b)  ☐
3)	SEC Use Only
4)	Citizenship or Place of Organization   Canada

Number of Shares  Beneficially  Owned by Each Reporting Person With:	5)	Sole Voting Power:   3,355,376(1)
	6)	Shared Voting Power:
	7)	Sole Dispositive Power:   3,355,376(1)
	8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person   3,355,376(1)
10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares   ☐
11)	Percent of Class Represented by Amount in Row (9)   6.2087%
12)	Type of Reporting Person   HC

(1) Shares are held indirectly by the Reporting Person’s subsidiaries, BMO Capital Markets Corp., BMO Nesbitt Burns, Inc., BMO Private Investment Counsel Inc., BMO Asset Management Inc., BMO Asset Management Limited., and BMO Global Asset Management Corp.

SCHEDULE 13G

CUSIP No. 387437114

1)	Name of Reporting Person   BMO Capital Markets Corp.
2)	Check the Appropriate Box if a Member of a Group   (a)  ☐        (b)  ☐
3)	SEC Use Only
4)	Citizenship or Place of Organization   United States

Number of Shares  Beneficially  Owned by Each Reporting Person With:	5)	Sole Voting Power:   131,964
	6)	Shared Voting Power:
	7)	Sole Dispositive Power:   131,964
	8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person   131,964
10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares   ☐
11)	Percent of Class Represented by Amount in Row (9)   0.2441%
12)	Type of Reporting Person   FI

SCHEDULE 13G

CUSIP No. 387437114

1)	Name of Reporting Person   BMO NESBITT BURNS INC.
2)	Check the Appropriate Box if a Member of a Group   (a)  ☐        (b)  ☐
3)	SEC Use Only
4)	Citizenship or Place of Organization   Canada

Number of Shares  Beneficially  Owned by Each Reporting Person With:	5)	Sole Voting Power:   720,952
	6)	Shared Voting Power:
	7)	Sole Dispositive Power:   720,952
	8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person   720,952
10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares   ☐
11)	Percent of Class Represented by Amount in Row (9)   1.334%
12)	Type of Reporting Person   FI

SCHEDULE 13G

CUSIP No. 387437114

1)	Name of Reporting Person   BMO PRIVATE INVESTMENT COUNSEL INC.
2)	Check the Appropriate Box if a Member of a Group   (a)  ☐        (b)  ☐
3)	SEC Use Only
4)	Citizenship or Place of Organization   Canada

Number of Shares  Beneficially  Owned by Each Reporting Person With:	5)	Sole Voting Power:   205,417
	6)	Shared Voting Power:
	7)	Sole Dispositive Power:   205,417
	8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person   205,417
10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares   ☐
11)	Percent of Class Represented by Amount in Row (9)   0.38%
12)	Type of Reporting Person   IA

SCHEDULE 13G

CUSIP No. 387437114

1)	Name of Reporting Person   BMO ASSET MANAGEMENT INC.
2)	Check the Appropriate Box if a Member of a Group   (a)  ☐        (b)  ☐
3)	SEC Use Only
4)	Citizenship or Place of Organization   Canada

Number of Shares  Beneficially  Owned by Each Reporting Person With:	5)	Sole Voting Power:   2,244,707
	6)	Shared Voting Power:
	7)	Sole Dispositive Power:   2,244,707
	8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person   2,244,707
10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares   ☐
11)	Percent of Class Represented by Amount in Row (9)   4.1535%
12)	Type of Reporting Person   IA

SCHEDULE 13G

CUSIP No. 387437114

1)	Name of Reporting Person   BMO Asset Management Limited
2)	Check the Appropriate Box if a Member of a Group   (a)  ☐        (b)  ☐
3)	SEC Use Only
4)	Citizenship or Place of Organization   United Kingdom

Number of Shares  Beneficially  Owned by Each Reporting Person With:	5)	Sole Voting Power:   7,331
	6)	Shared Voting Power:
	7)	Sole Dispositive Power:   7,331
	8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person   7,331
10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares   ☐
11)	Percent of Class Represented by Amount in Row (9)   0.0135%
12)	Type of Reporting Person   IA

SCHEDULE 13G

CUSIP No. 387437114

1)	Name of Reporting Person   BMO ASSET MANAGEMENT CORP.
2)	Check the Appropriate Box if a Member of a Group   (a)  ☐        (b)  ☐
3)	SEC Use Only
4)	Citizenship or Place of Organization   United States

Number of Shares  Beneficially  Owned by Each Reporting Person With:	5)	Sole Voting Power:   45,005
	6)	Shared Voting Power:
	7)	Sole Dispositive Power:   45,005
	8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person   45,005
10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares   ☐
11)	Percent of Class Represented by Amount in Row (9)   0.0832%
12)	Type of Reporting Person   IA

SCHEDULE 13G

CUSIP No. 387437114

ITEM 1(a). Name of Issuer.

GRANITE REAL ESTATE INVESTMENT TRUST

ITEM 1(b). Address of Issuer’s Principal Executive Offices.

77 King ST. West, Suite 4010

P.O. Box 159, TD Centre

Toronto, A6 M5K 1H1

ITEM 2(a). Names of Persons Filing.

Bank Of Montreal

BMO CAPITAL MARKETS, CORP.

BMO NESBITT BURNS INC.

BMO PRIVATE INVESTMENT COUNSEL INC.

BMO ASSET MANAGEMENT INC.

BMO ASSET MANAGEMENT LIMITED

BMO ASSET MANAGEMENT CORP.

ITEM 2(b). Address of Principal Business Office or, if none, Residence.

Bank of Montreal

1 First Canadian Place

Toronto, Ontario, Canada M5X 1A1

BMO Capital Markets Corp.

3 Times Square

New York, NY 10036

BMO Nesbitt Burns, Inc.

IBG Finance Dept.

FCP – 7^th Floor

Toronto, ON, Canada M5X 1H3

BMO Private Investment Counsel Inc.

1 First Canadian Place

P.O. Box 150

9^th Floor

Toronto, ON, Canada M5X 1H3

BMO Asset Management, Inc.

Royal Trust Tower

77 King Street West

Suite 4200

Toronto, ON, Canada M5K 1J5

BMO Asset Management Limited

Exchange House, 8^th Floor, Primrose Street

London, EC2A 2NY

BMO Asset Management Corp.

190 South LaSalle Street

Chicago, IL 60603

ITEM 2(c). Citizenship or Place of Organization.

Bank Of Montreal is organized under the laws of Canada

BMO Capital Markets Corp. is organized under the laws of United States

BMO Nesbitt Burns Inc. is organized under the laws of Canada

BMO Private Investment Counsel Inc. is organized under the laws of Canada

BMO Asset Management Inc. is organized under the laws of Canada

BMO Asset Management Limited is organized under the laws of the United Kingdom

BMO Asset Management Corp. is organized under the laws of United States

ITEM 2(d). Title of Class of Securities.

UNIT 99/99/9999

ITEM 2(e). CUSIP Number.

387437114

ITEM 3. If this statement is filed pursuant to Sections240.13d-1(b) or240.13d-2(b) or (c), check whether the person filing is a:

(a)	☒	Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
(b)	☒	Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	☐	Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	☐	Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C.80a-8);
(e)	☒	An investment adviser in accordance withSection 240.13d-1(b)(1)(ii)(E);
(f)	☐	An employee benefit plan or endowment fund in accordance withSection 240.13d-1(b)(1)(ii)(F);
(g)	☒	A parent holding company or control person in accordance withSection 240.13d-1(b)(1)(ii)(G);
(h)	☐	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	☒	A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.80a-3);
(j)	☐	Anon-U.S. institution in accordance withSection 240.13d-1(b)(1)(ii)(J);
(k)	☐	Group, in accordance withSection 240.13d-1(b)(1)(ii)(K).

ITEM 4. Ownership.

The information contained in Items 5 – 11 on the cover pages is incorporated herein by reference.

ITEM 5. Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following  ☐.

ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.

Bank of Montreal is reporting on this Schedule 13G securities held through its subsidiaries, BMO Capital Markets Corp., BMO Nesbitt Burns Inc., BMO Private Investment Counsel Inc., BMO Asset Management Inc., BMO Asset Management Limited, and BMO Asset Management Corp. as fiduciaries for certain employee benefit plans, trust and/or customer accounts. As a result, participants in the plans, trust beneficiaries and customers are entitled to receive, or have the power to direct the receipt of, dividends and proceeds from the sale of such securities. No such person is known to have such an interest relating to more than five percent of the class of subject securities.

ITEM 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

Bank of Montreal is the ultimate parent company of BMO Capital Markets Corp., a broker-dealer registered under Section 15 of the Securities Exchange Act of 1934 and an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and a U.S. institution, BMO Nesbitt Burns Inc., anon-U.S. institution, BMO Private Investment Counsel Inc., an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and anon-U.S. institution, BMO Asset Management Inc., an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and anon-U.S. institution, BMO Asset Management Limited, an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 andnon-U.S. institution, and BMO Global Asset Management Inc., an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and a U.S. institution.

ITEM 8. Identification and Classification of Members of the Group.

Not Applicable

ITEM 9. Notice of Dissolution of Group.

Not Applicable

ITEM 10. Certifications.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated as of the 14^th day of February, 2020.

BANK OF MONTREAL

/s/ Dragan Lazich

Dragan Lazich

Chief Compliance Officer