Top-tier registrant fees could rise past $3 million for the first time
Ontario's securities regulator wants to raise fees by $16 million a year - and the biggest firms will pay the most.
The Ontario Securities Commission published proposed amendments to its fee rules on April 30, 2026, marking the first comprehensive fee increase in more than a decade. The changes, if adopted, would take effect on April 5, 2027, and are expected to boost the regulator's annual revenues by an average of $16.0 million through March 2030.
The rationale is straightforward. Ontario's capital markets continue to grow in diversity and complexity, the OSC said, but its fees have not kept pace. The regulator has been running operating deficits, and the proposed 8.6 percent overall fee increase is designed to close that gap while maintaining a six-month reserve.
The number that stands out for large registrant firms is hard to miss. The top-tier participation fee would jump from $2,037,000 to $3,055,500 for firms with Ontario specified revenues above $4 billion. The OSC estimates that change would hit three firms and bring in an additional $3.1 million a year.
Large issuers are in a similar spot. The maximum participation fee for Class 1 and Class 2 issuers would climb from $100,500 to $331,500. For Class 3B issuers, the ceiling moves from $33,495 to $95,500. The OSC pointed out that more than 80 percent of Ontario's total capitalization sits with issuers valued above $25 billion - companies that have long been parked in the top fee tier even as their market activity grew. About 134 issuers would be affected, adding an estimated $6.9 million in annual revenue.
Smaller players, on the other hand, catch a break. The OSC is merging the bottom two fee tiers so that 57 percent of issuers and registrant firms would pay $750 or less per year. Firms with Ontario specified revenues between $0.5 million and under $1.0 million would see their fees fall from $3,200 to $2,000 - a 37.5 percent cut. That is expected to save small issuers and registrant firms a combined $0.5 million.
The crypto side of the business gets its own dedicated fee framework. The OSC acknowledged that the current structure does not reflect the pace and complexity of oversight that crypto-asset trading platforms require, and that, to some extent, non-crypto market participants have been subsidizing that regulatory work. Under the proposal, CTPs would pay annual participation fees across six tiers, ranging from $30,000 to $170,000 depending on their registration category and the scope of their operations. Activity fees for new CTP applications would run from $15,000 to $60,000.
Activity fees across the board are shifting too. Exempt distribution filing fees would go from $350 to $500, a change the OSC projects will generate $1.4 million in additional revenue. Prospectus filing fees, though, are moving in the other direction - dropping by roughly 21 percent to encourage capital raising in Ontario. Other activity fees would rise by 10 to 40 percent, largely to catch up with inflation.
Late fee caps are going up as well. The maximum for late document filings would rise from $5,000 to $7,000, or from $10,000 to $14,000 for firms with more than $500 million in Ontario specified revenues. Insider report late fee caps would move from $1,000 to $1,400, and exempt market late filing caps from $5,000 to $7,000. All told, the late fee changes are estimated to bring in an extra $0.9 million a year.
The change that may matter most for long-term planning is a new annual Consumer Price Index adjustment. Starting approximately one year after the amendments come into force, participation fee tiers and rates for issuers and registrant firms would be indexed to the year-over-year change in the Ontario all-item CPI as published by Statistics Canada. That mechanism alone is expected to generate an average of $1.8 million in additional annual revenue.
The thread running through the entire proposal is proportionality. The largest market participants have benefitted from years of capital markets growth without a corresponding increase in regulatory fees, the commission said. It considered raising fees equally across the board but concluded it was more appropriate to address that imbalance directly.
The full text of the proposed amendments and companion policy changes is available on the OSC's website at https://www.osc.ca/en/securities-law/instruments-rules-policies/1/13-502/osc-notice-and-request-comment-proposed-amendments-osc-rule-13-502-fees-osc-rule-13-503-commodity. Comments are due by July 29, 2026.