Regulatory Review – October – December, 2022

Our final regulatory review of 2022 looks at all releases and notices issued by the Nova Scotia Securities Commission and the Canadian Securities Administrators over the last three months. In case you missed any of these releases or notices here’s a quick rundown on what they meant for issuers and investors and links to the documents, where you can find the full details.

October 7 - Canadian securities regulators developing framework to strengthen Ombudsman for Banking Services and Investments

The CSA is developing a proposal for comment that contemplates providing the Ombudsman for Banking Services and Investments (OBSI) with the authority to make awards that are binding on firms.

October 12 - Canadian securities regulators consider impact of international developments on proposed climate-related disclosure rule

The CSA is actively considering international developments and how they may impact or further inform the proposed climate-related disclosure rule published in October 2021.

October 26 - Canadian securities regulators publish Investor Education in Canada 2022 activity report

The CSA published Investor Education in Canada 2022 to mark Investor Education Month in October. This annual report highlights the national, provincial and territorial efforts in investor education from June 2021 to July 2022.

October 27 - Approval of the IIROC Application regarding the IIROC Restricted Fund

The Nova Scotia Securities Commission issued an order pursuant to section 30 of the Securities Act (Nova Scotia) to allow the Investment Industry Regulatory Organization of Canada (IIROC) limited access to the IIROC Restricted Fund in order to cover certain external advisor costs incurred by IIROC in relation to the creation of the New SRO in accordance with subparagraph 8 (a)(iv) of Schedule A of the IIROC Recognition Order.

October 27 - Canadian securities regulators announce results of eighth annual review of representation of women on boards and in executive officer positions in Canada

Participating Canadian securities regulatory authorities published the results of their eighth annual review of disclosures relating to women on boards and in executive officer positions.

November 3 - Canadian securities regulators publish biennial report on continuous disclosure review

The CSA published a biennial report on its continuous disclosure review program. The report is intended to help public companies and their advisors understand and comply with their continuous disclosure obligations and more broadly, the program assesses reporting issuers’ compliance with securities laws and helps them improve the completeness and quality of their disclosures. The report also includes results from recent reviews that assessed compliance with certain aspects of non-GAAP and other financial measures disclosure requirements

November 10 - Canadian securities regulators provide guidance on changes to swap data reporting rules

The CSA published CSA Staff Notice 96- 303 Derivatives Data Reporting Transition Guidance. In light of upcoming changes to derivatives data reporting in the United States, the CSA is providing guidance to market participants that report over-the-counter derivatives data in Canada as required by CSA derivatives data reporting rules. We encourage market participants to review the guidance and contact their trade repositories to understand any possible changes to derivatives data reporting needed to comply with existing requirements in Canada.

November 10 - Canadian securities regulators seek input on regulatory regime for accessing real-time market data

The CSA announced that it is seeking input on improving access to real-time market data for equity securities, including several proposed regulatory options to improve its availability.

November 21 - Canadian securities regulators remind investors about risks of trading crypto assets

The CSA is warning investors that trading in crypto assets comes with elevated levels of risk that may not be suitable for many investors, in particular retail investors. Generally speaking, the value and liquidity of crypto assets are highly volatile.

November 24 - Canadian securities regulators publish approval notices for new SRO and CIPF

The Canadian Securities Administrators (CSA) published notices that recognized the New Self-Regulatory Organization of Canada (New SRO) and approve the new Canadian Investor Protection Fund (CIPF), effective January 1, 2023. The notices include, among other items, a recognition order, interim rules and interim fee guidelines for the New SRO, and an approval or acceptance order for the new CIPF.

December 8 - CSA and IIROC seek input on regulatory framework for short selling in Canada

The Canadian Securities Administrators (CSA) and the Investment Industry Regulatory Organization of Canada (IIROC) are seeking input from investors, industry and the public on the current regulatory framework surrounding short selling in Canada.

December 8 - CSA adopts changes to the offering memorandum prospectus exemption

The Canadian Securities Administrators published changes to the offering memorandum prospectus exemption. An offering memorandum is a disclosure document that describes a company’s business, includes financial statements, discusses relevant risks, and explains how the company will use the money it raises. The offering memorandum prospectus exemption allows an issuer to sell its securities to a wider range of people than typically allowed for private placements.

December 12 - CSA provides update to crypto trading platforms operating in Canada

Following recent events in the crypto market, the Canadian Securities Administrators (CSA) is strengthening its approach to oversight of crypto trading platforms by expanding existing requirements for platforms operating in Canada.

December 15 - CSA publishes 2022 Systemic Risk Survey results

The Canadian Securities Administrators published results of its first annual systemic risk survey, which was conducted last fall to solicit views on financial risks from market participants.

December 15 - Canadian securities regulators outline steps to support transition to T+1

The Canadian Securities Administrators published for comment proposed rule amendments to National Instrument 24-101 Institutional Trade Matching and Settlement (NI 24-101) to support the transition from a two-day Canadian trade settlement cycle to a one-day settlement cycle.