On March 19, 2026, the Canadian Securities Administrators (CSA) introduced a pilot project to allow eligible venture issuers to voluntarily adopt semi-annual financial reporting known as the “SAR Pilot”.

This new disclosure regime is described in CSA’s Coordinated Blanket Order 51-933 – Exemptions to Permit Semi-Annual Reporting for Certain Venture Issuers and was created in response to concerns from market stakeholders that the cost of preparing quarterly financial reports for smaller venture issuers exceeded the benefit to investors and the market in general.

What does the SAR Pilot do?

The SAR Pilot provides an exemption for certain issuers listed on the TSX Venture Exchange (TSXV) or the Canadian Securities Exchange (CSE) from the requirements under National Instrument 51-102 – Continuous Disclosure Obligations (NI 51-102) to file and deliver an interim financial report (and by default the related MD&A and interim CEO and CFO certificates) to its shareholders for each of the three- and nine-month interim periods (Q1 and Q3) of an issuer’s given financial year.

Who is eligible?

To be eligible for the SAR Pilot, venture issuers must have:

  • securities listed on the TSXV or the CSE;
  • revenue of no more than CAD 10 million, as shown on their most recently filed audited annual financial statements;
  • a continuous disclosure record of at least a 12-months in one jurisdiction of Canada[1]; and
  • filed all required periodic and timely continuous disclosure documents[2];

An eligible venture issuer will also need to file a news release on SEDAR+ announcing its intention to rely on the SAR Pilot, and containing a specified legend and indicating the initial interim period for which the issuer does not intend to file an interim financial report and related MD&A.  This news release should be filed as early as possible to provide transparency to the market about the issuer’s future filings and to manage investors’ and intermediaries’ expectations.

Moreover, eligible venture issuers relying on the SAR Pilot should consider prominently disclosing their reliance on the exemptions in their ongoing continuous disclosure (six-month period and annual MD&As).

What other benefits can the SAR Pilot bring?

In addition to eliminating the requirement to file Q1 and Q3 interim financial statements, the SAR Pilot simplifies several elements of six‑month reporting. Participating issuers are not required to include in their six‑month interim financial report (1) a statement of comprehensive income for the current quarter‑to‑date or (2) comparative three‑month financial information for the corresponding three‑month period in the immediately preceding financial year.

The SAR Pilot will also exempt the eligible venture issuer from having to discuss in its six-month interim period MD&A the current quarter against the corresponding period in the immediately preceding financial year.  For example, an issuer with a December 31 year-end will only be required to include in its MD&A for the six-month interim period, a discussion of its analysis of year-to-date results including a comparison of financial performance to the corresponding period in the previous year for the six-month period ended June 30.

Issuers relying on the SAR Pilot are also exempt from the requirement to provide:

  • a summary of quarterly results, and related discussion, for each of the eight most recently completed quarters; and
  • a discussion and analysis of events or items in the fourth quarter.

Useful flexibility, but what happens if I want to access the market through a prospectus offering?

An eligible venture issuer that has filed a short form prospectus cannot rely on the SAR Pilot during the period of distribution.  Similarly, an eligible venture issuer relying on the SAR Pilot cannot distribute securities under an existing shelf prospectus.  It must cease relying on the SAR Pilot if it files a base shelf prospectus or a shelf prospectus supplement under a base shelf prospectus that was filed prior to its adoption of the SAR Pilot.

Are there any other restrictions on relying on the SAR Pilot?

An issuer cannot rely on the SAR Pilot if in the last 12 months it had stopped relying on the SAR Pilot.  In other words, there will be a 12-month cooling period before an eligible issuer can rely on the SAR Pilot again.

In addition, an issuer will not be able to rely on the SAR Pilot if it changes its financial year-end for any reason, including a restructuring transaction because such change may result in significant periods with no financial disclosure.

The SAR Pilot does not apply in respect of financial disclosure required in a short form prospectus, an information circular, a take-over bid circular or an issuer bid circular. An issuer that ceases to rely on the SAR Pilot will be required to comply with all quarterly financial reporting requirements including comparative financial information for the immediately preceding financial years as required by NI 51-102.  This could create a significant disclosure burden for an issuer.

Finally, if an issuer determines it cannot or will not continue to rely on the SAR Pilot, it should consider issuing and filing a news release on SEDAR+ informing the market that it will cease relying on the SAR Pilot and indicating the timing for the next expected interim period for which interim financial reports and related MD&A will be filed.

For strategic guidance on disclosure obligations and securities compliance, contact our Capital Markets & Securities Group.

[1]      Successor or resulting issuers are not entitled to rely on the continuous disclosure record of any predecessor reporting issuer for the purpose of satisfying this condition.

[2]      Non-compliant issuers who have failed to file timely material change reports (Part 7 of NI 51-102 and Part 2 of National Policy 51-201 – Disclosure Standards) or other timely disclosure information under Canadian securities laws or TSXV Policy 3.3 – Timely Disclosure or CSE Policy 5 – Timely Disclosure, Trading Halts, and Posting will be barred from using the SAR Pilot.