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Canadian Securities Administrators Issue Notice on Use of Artificial Intelligence

On December 5, 2024, the Canadian Securities Administrators (CSA) published CSA Staff Notice and Consultation 11-348: Applicability of Canadian Securities Laws and the use of Artificial Intelligence Systems in Capital Markets...more

Ontario Tribunal Refines Public Interest Test in Cease Trade Decision on Shareholder Rights Plans

On November 19, 2024, the Ontario Capital Markets Tribunal (Tribunal) released its reasons for its July 2024 decision granting an application by Riot Platforms, Inc. (Riot) to cease trade a shareholder rights plan (Plan)...more

Capital Markets Tribunal Keeps High Bar to Establish Improper Defensive Private Placement

On March 11, 2024, the Ontario Capital Markets Tribunal (Tribunal) released its reasons for dismissing Mithaq Capital Inc.'s (Mithaq) application on December 14, 2023, to cease trade a private placement that Aimia Inc....more

OSC Provides Guidance on “Necessary Course of Business” Exception to Prohibition Against Tipping

In a recent decision, Kraft (Re) (Kraft), the Ontario Capital Markets Tribunal (the Tribunal) articulated clear guidance with respect to the application of the necessary course of business (NCOB) exception to the prohibition...more

Canadian Securities Regulators Propose Permanent Expedited Well-Known Seasoned Issuer Program

On September 21, 2023, the Canada Securities Administrators (CSA) published a notice and request for comment regarding proposed amendments to National Instrument 44-102—Shelf Distributions (NI 44-102) and other securities law...more

The Final Countdown Is On for SEDAR+ Onboarding

Key Takeaways for All Market Participants In Canada - - All SEDAR users are required to complete their pre-launch onboarding submissions by April 14, 2023. - SEDAR+ goes live on June 13, 2023. - Filers that miss...more

TSX Provides Guidance on Voting Agreements

On February 27, 2023, the Toronto Stock Exchange (TSX) published Staff Notice 2023-0001 (the Notice), providing guidance on how TSX addresses voting agreements entered into between a TSX listed issuer and one or more of its...more

New CSA Exemption Relating to Proxy Requirements For Uncontested Director Elections

Clarity for CBCA Incorporated Reporting Issuers On January 31, 2023, the Canadian Securities Administrators (CSA) published an exemption (the Exemption) for reporting issuers incorporated under the Canada Business...more

Ontario Securities Commission Reverts to Pre-Covid Shorter Prospectus Review Periods

The Ontario Securities Commission (OSC) has announced that it will return to its pre-December 7, 2021, service standard timelines and commitments for prospectus reviews effective January 9, 2023, given market changes and...more

Canadian Securities Regulators Adopt Exemptions from Certain Base Shelf Prospectus Requirements

On December 6, 2021, the Canadian Securities Administrators (CSA) announced temporary exemptions providing for the adoption of a "well-known seasoned issuer" (WKSI) program applicable to certain issuers filing base shelf...more

CSA Publishes New Guidance on Disclosure of Women on Boards and in Executive Officer Positions

The Canadian Securities Administrators (CSA) has published the seventh annual Review of Disclosure Regarding Women on Boards and in Executive Officer Positions. The participating jurisdictions from the previous...more

Amendments to NI 51-102 Continuous Disclosure Obligations Related to Business Acquisition Reports

The Canadian Securities Administrators recently published amendments to National Instrument 51-102 Continuous Disclosure Requirements (NI 51-102) related to the Business Acquisition Report (BAR) requirements. The amendments...more

TSX Clarifies Mandatory Majority Voting for Director Elections and Makes Other Housekeeping Amendments

The Toronto Stock Exchange (TSX) has adopted housekeeping amendments to - - Clarify the method to count votes "for" and "withheld" in director elections; - Clarify the dividend notification requirement for a...more

Securities Regulators Provide Guidance for AGMs During COVID-19 Outbreak

As discussed in our earlier update, COVID-19 and Annual Shareholder Meetings, many issuers are reconsidering certain elements of their upcoming annual shareholders meeting (AGM). The regulatory reaction to this trend has...more

Review Debt Covenants Before Relying on Proposed CSA COVID-19 Financial Reporting Relief

On March 18, 2020, the Canadian securities administrators (CSA) indicated that they will be providing blanket relief granting a 45-day extension for periodic filings normally required to be made on or before June 1, 2020, by...more

CSA Staff Notice Provides Guidance on Climate Change-Related Risk Disclosure

On August 1, 2019, the Canadian Securities Administrators (CSA) issued CSA Staff Notice 51-358: Reporting of Climate Change-related Risks (the "Notice") that provides guidance on risk identification and disclosure by...more

Changes Coming to Non-GAAP and Other Financial Measures Disclosures Regime

On September 6, 2018, the Canadian Securities Administrators (CSA) published a Notice and Request for Comment (the "Notice") regarding Proposed National Instrument 52-112 Non-GAAP and Other Financial Measures Disclosure (the...more

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