Disclosures in focus with CSA electronic delivery review, OSC exemption for FIs

A permanent exemption for certain disclosures for Ontario FIs, while continuous disclosures review adds a new element

Disclosures in focus with CSA electronic delivery review, OSC exemption for FIs
Steve Randall

The Canadian Securities Administrators says it is considering how electronic delivery should fit into its proposed amendments to continuous disclosure requirements.

Meanwhile, the Ontario Securities Commission has announced the adoption of permanent exemptions for federal financial institutions, extending a previous temporary exemption.

The CSA’s proposed amendments to modernize the continuous disclosure requirements for non-investment fund reporting issuers, announced in May 2021, aims to streamline and clarify certain disclosure requirements for the management’s discussion and analysis (MD&A) and the annual information form (AIF) with the two combined into one document where possible.

The update provided this week means that this will now be considered alongside a proposed electronic access model for prospectuses and for certain continuous disclosure documents issued in 2022 and the proposed amendments to annual and interim disclosures will not be implemented until the access model has been considered.

“When we proposed amendments to our continuous disclosure requirements in 2021, we aimed to streamline disclosure requirements and reduce the regulatory burden for public companies while maintaining strong investor protection,” said Stan Magidson, CSA Chair and Chair and CEO of the Alberta Securities Commission. “We believe these goals would be best achieved when combined with a model for electronic access to information. We are carefully reviewing the feedback on the CSA’s 2022 proposed electronic access model to assess how that could be implemented in parallel with the continuous disclosure amendments.”

OSC exemption

The OSC’s announcement Tuesday reveals the adoption of OSC Rule 52-503 Exemption from Disclosure of a Specified Financial Measure.

It provides an exemption in Ontario from certain requirements in National Instrument 52-112 Non-GAAP and Other Financial Measures Disclosure for a reporting issuer that is, or that has a subsidiary or an affiliate that is, a “federal financial institution” as defined by the Bank Act (Canada) and subject to the guidelines of the Office of the Superintendent of Financial Institutions.

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