Canadian Securities Administration

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The Financial Report - Volume 3, No. 14 • July 24, 2014 (Global)

Discussion and Analysis - Monday of this week was the fourth anniversary of the signing of the Dodd-Frank Wall Street Reform and Consumer Protection Act. Like all anniversaries, it is a time for looking back. As would...more

The Corporate Governance Review: Chapter 4: Canada

OVERVIEW OF GOVERNANCE REGIME - Canada’s system of corporate governance is derived from the British common law model and strongly influenced by developments in the United States. While corporate governance practices in...more

CSA Releases Crowdfunding Proposals for Comment

On March 20, 2014, the Canadian Securities Administrators (CSA) published a notice (the CSA Notice) announcing the release for comment of two proposed equity crowdfunding prospectus exemptions. Some provincial securities...more

CSA Proposes Amendments to Accredited Investor and Minimum Amount Investment Prospectus Exemptions

On February 27, 2014, the Canadian Securities Administrators (CSA) published for comment proposed amendments to National Instrument 45-106 Prospectus and Registration Exemptions. The proposed amendments, if adopted, would...more

CSA Issues Guidance on Know-Your-Client, Know-Your-Product and Suitability Obligations

HIGHLIGHTS: - Establish policies and procedures for collection of KYC information, meaningful KYP and suitability assessment – provide adequate training to ensure understanding by representatives. - Take...more

Proposed New Prospectus Exemption For Distributions To Existing Security Holders Of TSX-V Issuers

On November 21, 2013, the securities regulatory authorities in all Canadian jurisdictions, with the exception of Ontario and Newfoundland and Labrador (the “Participating Jurisdictions”), published for comment Multilateral...more

Proposed Prospectus Exemption for Distributions to Existing Security Holders of TSXV Issuers

On November 21, 2013, Canadian securities regulators in all jurisdictions but Ontario and Newfoundland and Labrador published for comment a proposed prospectus exemption for issuers listed on the TSX Venture Exchange (TSXV...more

Canadian Securities Administrators Seek Input on Disclosure Regarding the Representation of Women in Public Companies and the...

This summer, Canadian securities administrators issued two consultation papers with comments due this fall. The first initiative is an Ontario Securities Commission (OSC) staff consultation paper on proposed new public...more

CSA Will Not Implement NI 51-103

On July 25, 2013, the Canadian Securities Administrators (“CSA”) announced that they would not pursue implementation of National Instrument 51-103 Ongoing Governance and Disclosure Requirements for Venture Issuers (“NI...more

The Financial Report - Volume 2, No. 12 • June 20, 2013

Discussion and Analysis - Earlier this week, US Securities and Exchange Commission Chairman Mary Jo White informed the SEC’s Enforcement Division staff that the SEC will begin requiring defendants to admit guilt in...more

Changes to Rules for Marketing Activities during a Public Offering

The Canadian Securities Administrators (CSA) have adopted amendments to the rules governing permissible marketing activities in the context of a public offering. The amendments, which will come into force on August 13, 2013,...more

Canadian Securities Regulators Grant Exemptions from Wrapper Requirements

A group of securities dealers has successfully obtained relief from most of the requirements that typically drive the need for a Canadian private placement supplement, or wrapper, for selling securities of non-Canadian...more

Second Phase of the CRM Project: Additional Disclosure of Charges and Performance Reports

The Canadian Securities Administrators (the “CSA”) published a notice on March 28, 2013 outlining the amendments made to National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations (“NI...more

AMF Publishes Consultation Paper On Alternative Approach To Securities Regulators’ Intervention In Defensive Tactics

Further to an earlier post, the Autorité des marchés financiers (“AMF”) has published a consultation paper (the “AMF Proposal”) inviting comments on an alternative approach to that contemplated by the Canadian Securities...more

The CSA Proposes a New Framework for Shareholder Rights Plans and Amendments to the Early Warning Reporting Regime

Last week, the Canadian Securities Administrators (CSA) published a proposed new regulatory framework for shareholder rights plans under National Instrument 62-105 Security Holder Rights Plans, and significant changes to...more

CSA Proposes National Instrument 62-105: Security Holder Rights Plans

The Canadian Securities Administrators (CSA) published for comment proposed National Instrument 62-105 Security Holder Rights Plans, with the intention of establishing a comprehensive regulatory framework in respect of rights...more

Significant Changes Proposed to Early Warning Regime – Key Disclosure Trigger Lowered to 5%

The Canadian Securities Administrators (the CSA) have proposed significant amendments to the “early warning” regime with respect to the disclosure of ownership positions in Canadian public companies....more

New Rights Plan and Defensive Tactics Proposals Shift Canadian M&A Landscape

A newly-proposed Canadian Securities Administrators (CSA) rule on shareholder rights plans and an alternative proposal on defensive tactics from the Autorité des marchés financiers (AMF) of Quebec would, if adopted, each...more

Canadian Securities Regulators Issue Discussion Paper on Mutual Fund Fees

On December 13, 2012 the Canadian Securities Administrators (CSA) published Discussion Paper and Request for Comment 81-407 Mutual Fund Fees (Discussion Paper) focused on the regulation of mutual fund fees in Canada. The...more

Canadian Securities Administrators Publish Model Provincial Rules – Derivatives: Product Determination And Trade Repositories And...

I. INTRODUCTION - On December 6, 2012, the Canadian Securities Administrators OTC Derivatives Committee (the “Committee”) published model provincial rules for a sixty (60) day comment period. The model rules...more

CSA Seeks Comments On Model Rules Related To Derivatives

On December 6, 2012, the Canadian Securities Administrators (“CSA”) published CSA Staff Consultation Paper 91-301, requesting comments regarding the following Model Provincial Rules: Derivatives: Product Determination (the...more

Canadian Securities Regulators Adopt Amendments To Improve Issuer Communications With Investors

On November 29, 2012, the Canadian Securities Administrators (“CSA”) announced the adoption of regulatory changes and amendments (the “Notice”) to National Instrument 54-101 – Communication with Beneficial Owners of...more

"Notice-and-Access" Mechanism Comes to Canada

On November 29, 2012, the Canadian Securities Administrators (CSA) announced the adoption of amendments to National Instrument 54-101 Communication with Beneficial Owners of Securities of a Reporting Issuer and National...more

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