Exempt Market Dealers (EMDs) in several Canadian provinces—British Columbia, Alberta, Saskatchewan, Ontario, Quebec and Nova Scotia—can now, under certain conditions, participate in prospectus offerings as part of a selling...more
The Securities and Exchange Commission (the SEC) adopted new and somewhat controversial rules and rule amendments (the Final Rules) under the U.S. Investment Advisers Act of 1940 (the Act) in the fall of 2023 that impact the...more
As an update to our blog post dated April 19, 2022, on January 11, 2024, the Canadian Securities Administration (CSA) published amendments implementing an "Access Equals Delivery" model (AED Model) to generally permit...more
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
U.S. Bank Launches Blockchain Network, Crypto Bank Gains Securities License - According to recent reports, the largest bank in the U.S. has gone live with its blockchain-based Tokenized Collateral Network (TCN) and...more
In an active year in securities class actions, Canadian courts have provided new guidance and clarity in a number of important areas. Below we briefly review a number of significant decisions in Canadian securities class...more
On April 12, 2023, the Canadian Securities Administrators (CSA) announced that certain unregistered crypto-asset trading platforms (CTPs) operating in Canada had filed an enhanced pre-registration undertaking (PRU) with their...more
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
On November 3, 2022, the Canadian Securities Administrators (CSA) published its biennial report on issuer compliance with continuous disclosure obligations - Staff Notice 51-364 (Staff Notice), which covers fiscal years ended...more
The Canadian Securities Administrators (CSA) recently announced an amendment to National Instrument 45-106 Prospectus Exemptions (NI 45-106) that introduces a new prospectus exemption (the Listed Issuer Financing Exemption)...more
The Canadian Securities Administrators (CSA) have published for comment proposed amendments to implement an "access equals delivery" model (AED model) to generally permit electronic delivery of prospectuses, financial...more
Regulatory obligations often conflict with bankruptcy law. It has long been considered a necessary benefit that people get a fresh start through bankruptcy. The law provides for exceptions to this principle, on the basis of...more
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
On March 31, 2021, securities regulators in Alberta and Saskatchewan adopted a new self-certified investor prospectus exemption, in effect for the next three years (expiring April 1, 2024), to increase capital access and...more
On March 25, 2021, the Alberta Securities Commission (ASC) proposed two new prospectus exemptions to promote investment opportunities for small businesses in Alberta, and is seeking written submissions with respect to the...more
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
In Ontario Securities Commission v. Tiffin, 2020 ONCA 217, the Court of Appeal for Ontario has adopted a broad approach to what constitutes a "security" within the meaning of the Securities Act, R.S.O. 1990 c. S. 5. In...more
Climate change disclosure is receiving greater attention from Canadian public companies and their investors. As various legal claims begin to shape the world of climate change litigation, both in and outside of Canada,...more
On August 15, 2018, the securities regulatory authorities (together, the "Commissions") of British Columbia, Manitoba, Nunavut, the Northwest Territories and the Yukon (the "Jurisdictions") announced that effective April 30,...more
Initial Coin Offerings (ICOs) involve issuers offering virtual coins or tokens that are created and disseminated using distributed ledger or blockchain technology. The capital raised from the offer will fund the development...more
Was there ever any doubt? On August 24, 2017, the Canadian Securities Administrators (CSA) issued Staff Notice 46-307 – Cryptocurrency Offerings providing guidance on the applicability of Canadian securities laws to...more
On February 19, 2015, the Canadian Securities Administrators (“CSA”) announced the adoption of changes to the accredited investor and minimum amount investment prospectus exemptions, among other changes. The amendments are...more
On April 9, 2015, the Canadian Securities Administrators (CSA) published CSA Staff Notice 43-309 - Review of Website Investor Presentations by Mining Issuers (the Staff Notice), which summarizes the findings of a review of...more
On February 19, 2015, the Canadian Securities Administrators (CSA) announced amendments to National Instrument 45-106 Prospectus and Registration Exemptions (NI 45-106), which are expected to come into force this spring....more