Category: Capital Markets

Relief in Quebec Granted to Select Canadian Institutional Investors for Resale of Securities to Outside Canada

July 14, 2016

The Quebec Autorité des marchés financiers (Authority) recently published two general decisions (commonly referred to as blanket orders) granting certain Canadian institutional investors exemptions from the prospectus requirement in connection with the resale of securities outside Canada. The exemptions, which are effective as of June 30, 2016, pertain to offerings in a foreign jurisdiction by both Canadian reporting issuers and…

Ontario, Quebec Securities Regulators Announce Whistleblower Programs Launch

July 6, 2016

Securities regulators in Ontario and Quebec recently announced the launches of separate whistleblower programs in the two jurisdictions. While the Ontario Securities Commission’s (OSC) whistleblower program (OSC Program) provides for the payment of monetary rewards, Quebec’s Autorité des marchés financiers (AMF) has indicated that its whistleblower program (AMF Program) will not include payments to whistleblowers because its analysis of whistleblower…

Amendments to Canada’s Anti-Money Laundering Legislation: The First Step

June 27, 2016

On June 17, 2016, the federal government quietly released the final version of the long-awaited amended general regulations (Regulations) under the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (PCMLTFA). For the most part, the final Regulations are similar to the July 2015 draft regulations. They will be published in the June 29, 2016 Canada Gazette, Part II. Currently,…

OTC Derivatives in Canada: Getting Ready for the New Regulatory Regime

June 7, 2016

As part of the current global regulatory reform process, the rollout of Canada’s regulatory regime for over-the-counter derivatives is now in full swing.  These new market-based rules will impact how you trade OTC derivatives.  Blakes discusses the practical consequences of these reforms, including the following topics: Understanding how the Canadian reforms fit into the global market context Adapting your compliance…

TSX Proposes New Website and Equity Compensation Plan Disclosure

June 1, 2016

On May 26, 2016, the Toronto Stock Exchange (TSX) published for comment proposed amendments to Part IV and Part VI of the TSX Company Manual (Manual). If adopted, the proposed amendments would introduce website disclosure requirements for all TSX listed issuers (Part IV Amendments), and amend the security-based compensation arrangements disclosure requirements (Part VI Amendments), in particular by introducing a…

CSA’s New Consultation Paper Looks to Enhance Registrants’ Obligations

May 26, 2016

The Canadian Securities Administrators (CSA) recently released Consultation Paper 33-404 Proposals to Enhance the Obligations of Advisers, Dealers and Representatives Toward their Clients (Consultation Paper), which considers a number of reforms regarding the client-registrant relationship. If implemented, these changes may significantly raise the standard for registrants. The Consultation Paper considers two different issues related to the registrant-client relationship: Amendments to…

Canadian Derivatives Trade Reporting Amendments Impact Dealers and End-Users

May 18, 2016

On May 12, 2016, securities regulators in Ontario, Quebec and Manitoba announced changes to existing derivatives trade reporting requirements that will be of interest to both derivatives dealers and “end-users” of derivatives. The amendments to existing reporting rules (TR Amendments) impose a specific obligation on each transacting party to obtain and maintain a legal entity identifier (LEI); formalize prior relief…

B.C. Court of Appeal Issues Important Guidance on Directors’ Disclosable Interests, Oppression Proceedings

May 11, 2016

The B.C. Court of Appeal last week released a wide-ranging decision on the availability of oppression proceedings under the B.C. Business Corporations Act (BCA), when interests of directors will be disclosable as a consequence of acquisition and reorganization, and the reasonable expectations of shareholders considering takeover bids. The decision has significant implications for corporate governance and securities litigation, especially how…

Commenters Reiterate Concerns about OSC’s Proposed Whistleblower Program

May 10, 2016

In the second round of public comments on the Ontario Securities Commission’s (OSC) proposed whistleblower program (Program), stakeholders expressed continued concerns that the Program, as outlined in OSC Policy 15-601 Whistleblower Program (Policy), would undermine internal reporting mechanisms and also expressed concerns about the amount and structure of the award payment. The proposal to allow certain categories of individuals to…