Canada’s New Rules for Marketing Prospectus Offerings - 10 Things to Know About the Proposed Changes


On November 25, 2011, the Canadian Securities Administrators (CSA) published for comment proposed changes to the rules on the marketing of prospectus offerings (the proposed rules). We summarized some of the proposals in a previous Osler Update on December 1, 2011.

The market practice in Canada for bought deals, road shows and term sheet usage is long established, so it may come as a surprise to some market participants that there is currently very little law governing these activities. The CSA is therefore proposing rules that it believes codify established market practice and that expand the scope of permissible marketing activities during a prospectus offering in Canada. However, there are a number of possible unintended consequences resulting from some of the proposed rules that, if adopted in their proposed form, could result in significant changes to current Canadian practice. We highlight these issues in this Update and, through the public comment process, will raise these concerns with the CSA.

We encourage others to submit their own comments on the proposed rules to the CSA before the deadline of February 23, 2012.

Please see full update below for more information.

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