Missed the SEDAR+ onboarding deadline? What you need to know for the updated SEDAR+ launch on July 25, 2023
SEDAR+ Overview The Canadian Securities Administrators (“CSA”) is modernizing the electronic filing and data access systems that underpin Canadian securities regulation. The System for Electronic Data Analysis and Retrieval (“SEDAR”) will officially be replaced with SEDAR+ on July 25, 2023, […]
Recent amendments to certain Canadian Securities Exchange policies: Part 1
Introduction On March 30, 2023, the Canadian Securities Exchange (the “CSE”) received final approval from the Ontario Securities Commission to revise its policies (the “Amendments”). The Amendments came into effect on April 3, 2023 and contain significant changes to the […]
Recent amendments to certain Canadian Securities Exchange policies: Part 2
Introduction On March 30, 2023, the Canadian Securities Exchange (the “CSE” or “Exchange”) obtained final approval from the Ontario Securities Commission to revise its policies (the “Amendments”). The Amendments came into effect on April 3, 2023 and include significant revisions […]
CSA enhances regulation of unregistered crypto asset trading platforms
On February 22, 2023, the Canadian Securities Administrators (the “CSA”) published Staff Notice 21-332: Crypto Asset Trading Platforms: Pre-Registration Undertakings Changes to Enhance Canadian Investor Protection (the “Staff Notice”), which marks another positive step towards clarity in regulation of the […]
Hey Canadian issuers, your neighbour is up to something: Disclosure of climate-related matters
On March 21, 2022, the United States Securities and Exchange Commission (the “SEC”) published its proposed climate-related disclosure rules – The Enhancement and Standardization of Climate-Related Disclosures for Investors (PDF) (the “SEC Rules”) – which, if adopted, would require public companies and […]
Canadian Securities Administrators create new prospectus exemption to streamline capital raising for listed issuers
On September 8, 2022, the Canadian Securities Administrators announced the adoption of a new prospectus exemption for reporting issuers listed on a Canadian stock exchange that wish to complete a private placement offering without the application of a four month […]
Will the new International Sustainability Standards Board succeed in unifying global sustainability and climate-related disclosure rules?
Sustainability and climate disclosure rules are about to be standardized On March 31, 2022, the International Sustainability Standards Board (“ISSB”), a recently formed sustainability standard-setting body of the International Financial Reporting Standards (“IFRS”) Foundation, published for public comment two exposure […]
Comments sought on short selling activities in Canada
On December 8, 2022, the Canadian Securities Administrators (“CSA”) and the Investment Industry Regulatory Organization of Canada (“IIROC”) published Staff Notice 23-329 – Short Selling in Canada (the “Notice”). The purpose of the Notice is to provide an overview of […]
Roadmapping your new token: Key considerations in token development
This article assumes the reader has some foundational knowledge regarding blockchain technology and digital assets. Crypto assets have become wildly popular in recent years and they do not give the impression of slowing down. According to a New York Times […]
10 key recommendations from the Ontario Capital Markets Modernization Taskforce
Proposed revisions to continuous disclosure obligations, Ontario’s short selling regulatory regime and more Overview On January 22, 2021, the Ontario Capital Markets Modernization Taskforce (the “Taskforce”) published its 115-page final report (the “Report”) outlining over 70 recommendations with a view […]
Updated TSX guidelines for security based compensation disclosure
Overview On January 15, 2021, the Toronto Stock Exchange (the “TSX”) published an updated Guide to Security Based Compensation Arrangements (the “Guide”), which aims to assist listed issuers with preparing meaningful disclosure regarding security based compensation arrangements. For myriad market […]
Initial Coin and Token Offerings may engage securities laws
With the rise in popularity of cryptocurrency, many small fintech businesses have begun developing their own coins and tokens. This has led to a rise in Initial Coin Offerings (“ICOs”) and Initial Token Offerings (“ITOs”) as a means to raise […]
Making a splash: Changes to TSXV’s Capital Pool Company program arriving in 2021
Overview On December 1, 2020, the TSX Venture Exchange (the “TSXV”) published a bulletin (PDF) announcing certain amendments to its Capital Pool Company (“CPC”) program (PDF). These amendments (the “Policy Amendments”), which come into effect on January 1, 2021, include […]
New amendments simplify “at-the-market” distributions in Canada and make them more attractive to issuers
On June 4, 2020, the Canadian Securities Administrators (CSA) amended National Instrument 44-102 Shelf Distributions with respect to at-the-market distributions of equity securities (“ATM Distributions”). These amendments will come into effect on August 31, 2020 and will bring welcomed changes […]
Offering in confidence: New confidential prospectus pre-file review process
On March 5, 2020, the Canada Securities Administrators (“CSA”) introduced a new harmonized process for the full review of prospectuses on a confidential pre-file basis (the “Confidential Pre-File Review Process”). The Confidential Pre-File Review Process applies to non-investment fund issuers. […]
COVID-19: Canadian capital markets & securities considerations
Introduction On January 30, 2020, the World Health Organization (“WHO”) declared the COVID-19 strain of coronaviruses (“COVID-19”) a public health emergency. The outbreak was officially classified as a pandemic by the WHO on March 11, 2020. Given the significant impact […]
Assessing the impact of COVID-19 on Canadian public M&A deals
The COVID-19 outbreak continues to have a significant impact on public merger and acquisition transactions in Canada. With normal life around the globe coming to a screeching halt, one can only estimate the long-term effects on the M&A market. To […]
COVID-19: Capital markets and securities update
As the COVID-19 outbreak continues to affect the global economy, Canadian reporting issuers are encouraged to stay mindful of resulting changes to the regulatory landscape. This update canvasses recent developments and provides an update to our last COVID-19 related issue […]
A real and substantial connection? Saskatchewan Court of Appeal affirms the jurisdictional question for securities regulators
The law has long recognized the geographic limits of governments’ legislative powers. For example, Canada is unable to pass laws which apply in the United States. In Canada, a similar recognition applies amongst Canadian provinces: Saskatchewan does not have the […]
Telegram goes head-to-head with the SEC in another crypto tug-of-war
After flexing its enforcement muscle in going after Kik (you can read our feature on Kik here), the Securities and Exchange Commission (“SEC”) is continuing its show of force in the crypto space. On October 11, 2019, the SEC filed […]
Court Approval of Plan of Arrangement: The Magna Decision
In August 2010, the Ontario Superior Court of Justice approved a plan of arrangement (“Arrangement“) which allowed Magna International Inc. (“Magna“) to eliminate its dual class share structure. A plan of arrangement is a court supervised procedure that requires the […]
Canada’s First Criminal Conviction for Illegal Insider Trading
Canada’s first criminal conviction for illegal insider trading occurred on November 6, 2009, when Justice Robert Bigelow of the Ontario Court of Justice accepted a guilty plea from Stan Grmovsek. Sentencing was delayed until January 7, 2010 to facilitate the […]
“Jointly and in Concert”: Alberta court confirms applicability of early warning system in the context of proxy fight
On September 10, 2013, the Alberta Court of Queen’s Bench released its reasons for judgment in Genesis Land Development Corp. v. Smoothwater Capital Corporation, 2013 ABQB 509 (“Genesis”). In August 2013, Genesis Land Development Corp. (“Genesis”) had applied for an […]
