Sec Form 13G Filing - Beutel Goodman & Co Ltd. filing for BRP INC SHS SUB VTG (DOOO) - 2023-05-10

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. ___________)*

BRP Inc.

Common Stock

05577W200
May 10, 2023

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


Rule 13d-1(b) X
Rule 13d-1(c)
Rule 13d-1(d)

*The remainder of this cover page shall be filled out
for a reporting persons initial filing on 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 (Act) or otherwise subject to the liabilities
of that section of the Act but shall be subject to all
other provisions of the Act (however, see the Notes).

Persons who respond to the collection of information
contained in this form are notrequired to respond
unless the form displays a currently valid OMB control
number.

SEC 1745 (3-06) Page 1 of 6 pages






CUSIP No. 05577W200


1. Names of Reporting Persons.

I.R.S. Identification Nos. of above persons
(entities only).

	Beutel, Goodman & Company Ltd.


2. Check the Appropriate Box if a Member of a Group
(See Instructions)

	(a)
	(b)

3. SEC Use Only


4. Citizenship or Place of Organization
	Ontario, Canada

5. Number of Sole Voting Power
	3,596,707
6. Shares Beneficially by Shared Voting Power
	0

7. Owned by Each Reporting Sole Dispositive Power
	3,736,132

8. Person With Shared Dispositive Power
	0

9. Aggregate Amount Beneficially Owned by Each
Reporting Person
	3,736,132

10. Check if the Aggregate Amount in Row Excludes
Certain Shares
	(See Instructions)

11. Percent of Class Represented by Amount in Row (9)
	10.2298

12. Type of Reporting Person (See Instructions)
	IA

Page 2 of 6 pages






INSTRUCTIONS FOR SCHEDULE 13G


Instructions for Cover Page

(l) Names and I.R.S. Identification Numbers of Reporting Persons Furnish
the full legal name of each person for whom the report is filed i.e.,
each person required to sign the schedule itself including each member
of a group. Do not include the name of a person required to be
identified in the report but who is not a reporting person. Reporting
persons that are entities are also requested to furnish their I.R.S.
identification numbers, although disclosure of such numbers is
voluntary, not mandatory (see SPECIAL INSTRUCTIONS FOR
COMPLYING WITH SCHEDULE 13G below).

(2) If any of the shares beneficially owned by a reporting person are
held as a member of a group and that membership is expressly
affirmed, please check row 2(a). If the reporting person disclaims
membership in a group or describes a relationship with other persons
but does not affirm the existence of a group, please check row 2(b)
[unless it is a joint filing pursuant to Rule 13d-1(k)(1) in which
case it may not be necessary to check row 2(b)].

(3) The third row is for SEC internal use; please leave blank.

(4) Citizenship or Place of Organization Furnish citizenship if
the named reporting person is a natural person. Otherwise,
furnish place of organization.

(5)-(9), (11) Aggregate Amount Beneficially Owned By Each Reporting
Person, Etc. Rows (5) through (9) inclusive, and (11) are to be completed
in accordance with the provisions of Item 4 of Schedule 13G. All
percentages are to be rounded off to the nearest tenth
(one place after decimal point).

(10) Check if the aggregate amount reported as beneficially owned in row
(9) does not include shares as to which beneficial ownership is disclaimed
pursuant to Rule 13d-4 (17 CFR 240.13d-4] under the Securities
Exchange Act of 1934.

(12) Type of Reporting Person Please classify each reporting person
according to the following breakdown (see Item 3 of
Schedule 13G) and place the appropriate symbol on the form:

Category Symbol

Broker Dealer BD
Bank BK
Insurance Company IC
Investment Company IV
Investment Adviser IA
Employee Benefit Plan, Pension Fund,
or Endowment Fund EP
Parent Holding Company/Control Person HC
Savings Association SA
Church Plan CP
Corporation CO
Partnership PN
Individual IN
Other OO

Notes:

Attach as many copies of the second part of the cover page
as are needed, one reporting person per page.

Filing persons may, in order to avoid unnecessary duplication,
answer items on the schedules (Schedule 13D, 13G or 14D-1)
by appropriate cross references to an item or items on the cover
page(s). This approach may only be used where the cover page
item or items provide all the disclosure required by the schedule
item. Moreover, such a use of a cover page item will result in the
item becoming a part of the schedule and accordingly being considered
as filed for purposes of Section 18 of the Securities
Exchange Act or otherwise subject to the liabilities of
that section of the Act.

Reporting persons may comply with their cover page filing requirements
by filing either completed copies of the blank forms
available from the Commission, printed or typed facsimiles, or
computer printed facsimiles, provided the documents filed have
identical formats to the forms prescribed in the Commissions
regulations and meet existing Securities Exchange Act rules as to
such matters as clarity and size
(Securities Exchange Act Rule 12b-12).

SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G

Under Sections 13(d), 13(g), and 23 of the Securities Exchange Act of
1934 and the rules and regulations thereunder, the Commission is
authorized to solicit the information required to be supplied by
this schedule by certain security holders of certain
issuers.

Page 3 of 6 pages


Disclosure of the information specified in this schedule is mandatory,
except for I.R.S. identification numbers, disclosure of
which is voluntary. The information will be used for the primary
purpose of determining and disclosing the holdings of certain
beneficial owners of certain equity securities. This statement will
be made a matter of public record. Therefore, any information
given will be available for inspection by any member of the public.

Because of the public nature of the information, the Commission can use
it for a variety of purposes, including referral to other
governmental authorities or securities self-regulatory organizations for
investigatory purposes or in connection with litigation
involving the Federal securities laws or other civil, criminal or
regulatory statutes or provisions. I.R.S. identification numbers,
if furnished, will assist the Commission in identifying security holders
and, therefore, in promptly processing statements of
beneficial ownership of securities.

Failure to disclose the information requested by this schedule, except
for I.R.S. identification numbers, may result in civil or criminal action
against the persons involved for violation of the Federal securities laws
and rules promulgated thereunder.

GENERAL INSTRUCTIONS

A. Statements filed pursuant to Rule 13d-1(b) containing the information
required by this schedule shall be filed not later than February 14 following
the calendar year covered by the statement or within the time specified
in Rules 13d-1(b)(2) and 13d-2(c). Statements filed pursuant to Rule 13d-1(c)
shall be filed within the time specified in Rules 13d-1(c), 13d-2(b) and
13d-2(d). Statements filed pursuant to Rule 13d-1(d) shall be filed not
later than February 14 following the calendar year covered by the statement
pursuant to Rules 13d-1(d) and 13d-2(b).

B. Information contained in a form which is required to be filed by rules
under section 13(f) (15 U.S.C. 78m(f)) for the same calendar year as that
covered by a statement on this schedule may be incorporated by reference in
response to any of the items of this schedule. If such information is
incorporated by reference in this schedule, copies of the relevant pages
of such form shall be filed as an exhibit to this schedule.

C. The item numbers and captions of the items shall be included but the
text of the items is to be omitted. The answers to the items shall be so
prepared as to indicate clearly the coverage of the items without referring
to the text of the items. Answer every item. If an item is inapplicable
or the answer is in the negative, so state.


Item 1.

(a) Name of Issuer:

	BRP Inc.

(b) Address of Issuers Principal Executive Offices:

	726 Sain-Joseph St,
	Valcourt, QC
	J0E 2L0
	Canada


Item 2.

(a) Name of Person Filing

	Beutel, Goodman & Company Ltd.

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

	20 Eglinton Ave. W., Suite 2000
	Toronto, Ontario, M4R 1K8, Canada

(c) Citizenship

	Canadian incorporated company

(d) Title of Class of Securities

	Common stock

(e) CUSIP Number

	05577W200


Item 3. If this statement is filed pursuant to   240.13d-1(b)
or 240.13d-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) X An investment adviser in accordance with  240.13d-1(b)(1)(ii)(E);

(f) An employee benefit plan or endowment fund in accordance with
240.13d-1(b)(1)(ii)(F);

(g) A parent holding company or control person in accordance with
240.13d-1(b)(1)(ii)(G);

(h) A savings associations 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);


Page 4 of 6 pages





(j) Group, in accordance with 240.13d-1(b)(1)(ii)(J).


Item 4. Ownership.

Provide the following information regarding the aggregate
number and percentage of the class of securities of the issuer
identified in Item 1. AS AT APRIL 30,2023.

(a) Amount beneficially owned: 3,736,132


(b)Percent of class: 10.2298


(c) Number of shares as to which the person has:

	(i) Sole power to vote or to direct the vote 3,596,707.

	(ii) Shared power to vote or to direct the vote 0.

	(iii) Sole power to dispose or to direct the disposition of 3,736,132.

	(iv) Shared power to dispose or to direct the disposition of 0.


All of the shares reported in the statement are owned by investment
advisory clients of Beutel Goodman.  In its role as investment adviser,
Beutel Goodman has voting power with respect to these shares indicated above.

Instruction. For computations regarding securities which represent a
right to acquire an underlying security see  240.13d-3(d)(1).


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 ...

Instruction: Dissolution of a group requires a response to this item.


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

If any other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of,
such securities, a statement to that effect should be included in response
to this item and, if such interest relates to more than five percent of
the class, such person should be identified.

A listing of the shareholders of an investment company registered
under the Investment Company Act of 1940 or the beneficiaries
of employee benefit plan, pension fund or endowment fund is not required.


Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding Company

If a parent holding company has filed this schedule, pursuant to
Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach
an exhibit stating the identity and the Item 3 classification of
the relevant subsidiary. If a parent holding company has filed this
schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit
stating the identification of the relevant subsidiary.


Item 8. Identification and Classification of Members of the Group

If a group has filed this schedule pursuant to  240.13d-1(b)(1)(ii)(J),
so indicate under Item 3(j) and attach an exhibit stating
the identity and Item 3 classification of each member of the group.
If a group has filed this schedule pursuant to  240.13d-1(c)
or  240.13d-1(d), attach an exhibit stating the identity of each member
of the group.


Item 9. Notice of Dissolution of Group

Notice of dissolution of a group may be furnished as an exhibit stating
the date of the dissolution and that all further filings
with respect to transactions in the security reported on will be
filed, if required, by members of the group, in their individual
capacity. See Item 5.

Item 10. Certification


(a) The following certification shall be included if the statement is
filed pursuant to  240.13d-1(b):

Page 5 of 6 pages




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.

(b) The following certification shall be included if the statement is
filed pursuant to  240.13d-1(c): By signing below I certify that, to the
best of my knowledge and belief, the securities referred to above 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.

Date   May 10, 2023



Signature


Michal Pomotov
General Counsel & CCO

The original statement shall be signed by each person on
whose behalf the statement is filed or his authorized
representative. If the statement is signed on behalf of a person
by his authorized representative other than an executive officer
or general partner of the filing person, evidence of the
representatives authority to sign on behalf of such person shall
be filed with the statement, provided, however, that a power of
attorney for this purpose which is already on file with the
Commission may be incorporated by reference. The name and any
title of each person who signs the statement shall be typed or
printed beneath his signature.

NOTE: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See  240.13d-7 for other parties for whom copies are to be sent.

Attention: Intentional misstatements or omissions of fact
Constitute Federal criminal violations (See 18 U.S.C. 1001)

Page 6 of 6 pages