On June 8, 2017, the Canadian Securities Administrators (“CSA”) published for a 90-day comment period (ending on September 6, 2017), proposed amendments (the “Proposed Amendments”) to National Instrument 45-106 Prospectus Exemptions (“NI 45-106”) that would amend the report of exempt distribution (the “Report”) set out on Form 45-106F1 Report of Exemption Distribution that must be filed following a distribution of securities in reliance on certain prospectus exemptions under NI 45-106. The current version of the Report came into effect on June 30, 2016 and requires filers to provide substantially more information than … Continue Reading
Effective April 6, the OSC is implementing amendments to OSC Rule 13-502 – Fees (the “New Rule”). While largely consistent with the basic framework under the previous version of the fee rule (the “Old Rule”), the New Rule changes the basis for the calculation of participation fees by removing the use of a “reference fiscal year”, introduces nominal increases to certain activity fees, and introduces new management certification requirements for participation fee forms.
The two main types of fees charged under the Old Rule are participation fees and activity fees. Participation fees are set … Continue Reading
On June 23, 2014, the United States Supreme Court issued its much-anticipated decision in Halliburton Co. v. Erica P. John Fund (“Halliburton”), as issuers and investors in the U.S. (and Canada) wanted to see if the landscape for securities class actions in both countries would be fundamentally changed. The U.S. Supreme Court made only an uneventful change in U.S. law, and so our Courts are not likely to see a sudden shift of class actions against cross-listed companies to Canada. The U.S. Supreme court specifically held that defendants in securities class actions could rebut the presumption of investor … Continue Reading