January 9, 2023

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

Andrew Disipio, Sander A.J.R. Grieve, Kristopher Hanc, Yohanna Laurensia

Bennett Jones LLP

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Bennett Jones LLP 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 ahead of the full review of the OSC Service Commitment for the next fiscal year. The OSC had previously temporarily changed its service commitments standards and expanded service timelines on December 7, 2021 (as updated by the 2022 annual service commitment review), which are effective to March 31, 2023, in response to heightened market activity and substantially increased volume and complexity of filings submitted to the OSC.

Below is a comparative chart of changing OSC service commitment standards to review prospectus filings and issue an initial comment letter:

	Pre-December 7, 2021 Timeline	Temporary Timelines (since December 7, 2021)	Updated 2022 Service Commitment	January 9, 2023, Updated Timeline
Simplified prospectus and long form prospectus	10 working days (target¹: 80%)	15 working days (target¹: 80%)	15 working days (target¹: 85%)	10 working days (target¹: 80%)
Short form / shelf prospectus	3 working days (target¹: 80%)	5 working days (bought deals: 3 working days) (target¹: 80%)	5 working days (target¹: 90%) Bought deals: 3 working days (target¹: 80%)	3 working days (target¹: 80%)
Amendment to short form or shelf prospectus before OSC issues a comment letter	3 working days (target¹: 80%)		5 working days (bought deals: 3 working days) (target¹: 80%)	3 working days (target¹: 80%)

Note:

Represents the minimum percentage of all filings received that the OSC expects to meet these service standards and timelines.

The return of shorter standard review periods for prospectus filings is expected to be conducive for issuers as it affords greater agility in capital raising efforts.

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DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.