Blakes Bulletin on Securities Law

This publication provides frequent commentary on policy initiatives at the OSC and the CSA. Primary documents from the Commissions are also conveniently provided in Adobe Acrobat format.

* Many documents on this site are in Adobe Acrobat format. You will need the Adobe Reader software in order to view and print them: click here to download the latest version of Adobe Reader.

March 2007

OSC Considers Timely Disclosure Obligations
[pdf / Adobe Acrobat version]

February 2007

International Dealers and Advisers Face Proposed New Registration Exemptions and Requirements
[pdf / Adobe Acrobat version]

Proposed Registration Reform Rule Released by Canadian Securities Regulators for Comment
[pdf / Adobe Acrobat version]

January 2007

Expanded Relief From Insider Reporting Requirements
[pdf / Adobe Acrobat version]

Bulletin on Tax
Taxation of Income Trusts and Other SIFT Trusts
[pdf / Adobe Acrobat version]  

December 2006

Blakes Bulletin on Alberta Securities/Litigation
New Securities Class Action Exposures in Alberta: Secondary Market Liability Amendments to Securities Act (Alberta) effective December 31, 2006
Acrobat Version

Bulletin on Financial Services
The Securities Transfer Act: Arriving January 1st
[pdf / Adobe Acrobat version]

Bulletin on Tax
Income Trusts Announcement
Department of Finance Provides Guidance on “Normal Growth” for Income Trusts on
December 15, 2006
[pdf / Adobe Acrobat version]  

November 2006

National Instrument 51-102 Continuous Disclosure Obligations

Employee Stock Plan Amendment Provisions: What to do?
To obtain a copy of this bulletin, please contact John Tuzyk.

Proposed Amendments to Ontario’s Business Corporations Act: Implications for Public Companies
[pdf / Adobe Acrobat version]  

Ontario Court Affirms that Shareholder Approval is Not Required for Acquisitions by way of a Plan of Arrangement
[pdf / Adobe Acrobat version]  

Ontario Superior Court of Justice Dismisses Hedge Fund’s Oppression Application in Magna Case
[pdf / Adobe Acrobat version]  

NEW SEC Executive Compensation Disclosure Rules May Impact Canadian Public Companies
To obtain a copy of this bulletin please contact John Tuzyk.

Bulletin on Taxation
Imperial Oil – The Supreme Court of Canada Considers Foreign Exchange Losses and Exchangeable Debentures
[pdf / Adobe Acrobat version]  

Bulletin on Taxation
Canadian Minister of Finance Announces a Proposed New Tax Regime for Income Trusts and Public Limited Partnerships
[pdf / Adobe Acrobat version]  

October 2006

CSA Staff Notice 52-315 Certification Compliance Review

CSA Staff Notice 52-316 Certification of Design of Internal Control Over Financial Reporting

September 2006

CSA Staff Notice 51-320 - Options Backdating

August 2006

CSA Staff Notice 52-306 (Revised)
Non-GAAP Financial Measures

TSX Notice dated July 24, 2006

July 2006

National Instrument 81-107 Independent Review Committee for Investment Funds
Supplement to the OSC Bulletin

Soft Dollar Arrangements Revisited
[pdf / Adobe Acrobat version]

Notice of Proposed NI 23-102 Use of Client Brokerage Commissions as Payment for Order Execution Services or Research (“Soft Dollar” Arrangements)

B.C. Court of Appeal Finds Standstill Provision Breached – Upholds Injunction Preventing Northgate Minerals from Pursuing Hostile Take-over Bid Until End of Standstill Period
[pdf / Adobe Acrobat version]

Demutualization of Stock Exchanges
[pdf / Adobe Acrobat version]

Exchange Demutualization

June 2006

Supreme Court of Canada Grants Leave to Appeal in the Danier Leather Case
[pdf / Adobe Acrobat version]

Automatic Securities Disposition Plans
[pdf / Adobe Acrobat version]

OSC Comments on Defence for Misrepresentations In Forward-looking Information
[pdf / Adobe Acrobat version]

TSX to Require Securityholder Approval of all Amendments to Most Security-based Compensation Arrangements
[pdf / Adobe Acrobat version]

May 2006

Pre-Marketing of Bought Deals with Over-Allotment Options
[pdf / Adobe Acrobat version]

Proposal to Harmonize Take-Over and Issuer Bid Rules Across Canada
[pdf / Adobe Acrobat version]

OSC Notice and Request for Comment - Proposed Rule 62-801 Implementing National Instrument 62-104 Take- Over Bids And Issuer Bids

CSA Notice on Pre-Marketing of Options on Bought Deals
[pdf / Adobe Acrobat version]

CSA Staff Notice 47-302 - Pre-marketing Of Underwriters' Options On Bought Deals

March 2006

Canadian Securities Administrators Will Not Require Internal Control Audit Opinions
[pdf / Adobe Acrobat version]

CSA - 52-313 Notice Internal Controls (March 10 2006)

February 2006

British Columbia Delays Proclamation of the New Securities Act
[pdf / Adobe Acrobat version]

January 2006

M&A Update — Plans of Arrangement
[pdf / Adobe Acrobat version]

December 2005

Appeal Court Finds no Misrepresentation in Danier Leather Prospectus
[pdf / Adobe Acrobat version]

Appeal Court Finds No Misrepresentation In Danier Leather Prospectus
- Kerr v. Danier Leather Inc. (December 15, 2005)

New OSC Rule for Bid Financing Conditions
[pdf / Adobe Acrobat version]

Notice of Rule 62-503 — Financing of Take-Over Bids and Issuer Bids

November 2005

Delaware Avoids Adding a New Source of Personal Liability for Directors
[pdf / Adobe Acrobat version]

October 2005

New Canadian Mining Disclosure Standards Coming Into Force
[pdf / Adobe Acrobat version]

CSA Notice - Replacement of NI 43-101 Standards of Disclosure for Mineral Projects, Form 43-101F1 Technical Report, and Companion Policy 43-101CP
Notice of Commission Approval - Replacement of NI 43-101 Standards of Disclosure for Mineral Projects
National Instrument 43-101 - Standards of Disclosure for Mineral Projects, Form 43-101F1 and Companion Policy 43-101CP

Implementation of a National Streamlined Short Form Prospectus System
[pdf / Adobe Acrobat version]

CSA Notice — Replacement of NI 44-101 Short Form Prospectus Distributions, Form 44-101F3 Short Form Prospectus and Companion Policy 44-101CP Short Form Prospectus Distributions

September 2005

U.S. Case Provides Guidance on Selective Disclosure Restrictions
[pdf / Adobe Acrobat version]

CSA Implements New National Instrument Harmonizing the Prospectus and Registration Exemptions
[pdf / Adobe Acrobat version]

CSA Staff Notice 45-304 - Notice of Local Exemptions Related to NI 45-106
National and Ontario Prospectus and Registration Exemptions
Notice of Ministerial Approval - NI 45-106 and Consequential Amendments

August 2005

Civil Liability for Continuous Disclosure to Come Into Force on December 31, 2005
[pdf / Adobe Acrobat version]

June 2005

Are Your Directors Independent Under the Corporate Governance Initiatives and the Audit Committee Rule?
[pdf / Adobe Acrobat version]

Blakes consolidation of MI 52-110 - Audit Committees reflecting amendments expected to come into force on June 30, 2005
Amendments to Multilateral Instrument 52-110 - Audit Committees
Amendments to Companion policy 52-110 - Audit Committees
National Instrument 58-101 - Disclosure of Corporate Governance Practices
National Policy 58-201 - Corporate Governance Guidelines

May 2005

CSA Amends National Instrument to Provide Additional Relief From Insider Reporting
[pdf / Adobe Acrobat version]

Notice of Ministerial Approval - Amendment to and Restatement of National Instrument 55-101 and Companion Policy 55-101CP Insider Reporting Exemptions
National Instrument 55-101 and Companion Policy 55-101CP

March 2005

OSC Rule on Trading During Distributions, Formal Bids and Share Exchange Transactions Approved
[pdf / Adobe Acrobat version]

OSC Rule 48-501 – Trading during Distributions, Formal Bids and Share Exchange Transactions and Companion Policy 48-501CP to OSC Rule 48-501
Notice of Commission Approval of OSC Rule 48-501 – Trading During Distributions, Formal Bids and Share Exchange Transactions and Companion Policy 48-501CP to OSC Rule 48-501 and Revocation of OSC Policy 5.1, Paragraph 26 and OSC Policy 62-601 – Securities Exchange Take-Over Bids – Trades in the Offeror’s Securities

CSA Finalizes New National Instrument on Continous Disclosure for Investment Funds
[pdf / Adobe Acrobat version]

Investment Fund Continuous Disclosure
Supplement to the OSC Bulletin

February 2005

Civil Liability for Continuous Disclosure is Pending
[pdf / Adobe Acrobat version]

Proposed National Rule on Internal Control over Financial Reporting and Related Amendments to Certification Requirements
[pdf / Adobe Acrobat version]

CSA Notice
Proposed MI 52-111
Proposed 52-111CP
Proposed Repeal and Replacement MI 52-109
Proposed Repeal and Replacement 52-109CP

Outside Directors Agree to Contribute to Settlements of Securities Class Actions —
Could it Happen in Canada?
[pdf / Adobe Acrobat version]

January 2005

CSA Publish Guidelines on Retirement Benefits Disclosure
[pdf / Adobe Acrobat version]

CSA Staff Notice 51-314 — Retirement Benefits Disclosure

CSA Propose New National Instrument Harmonizing the Prospectus and Registration Exemptions
[pdf / Adobe Acrobat version]

Request for Comments — Proposed National Instrument 45-106 and Companion Policy 45-106CP — Prospectus and Registration Exemptions and Proposed Revocation and Replacement of OSC Rule 45-501 and Companion Policy 45-501CP Exempt Distributions and related proposed revocations and amendments.

CANADIAN SECURITIES ADMINISTRATORS STAFF NOTICE 58-302 — IMPLEMENTAION OF CORPORATE GOVERNANCE POLICY AND RELATED DISCLOSURE INSTRUMENT
[pdf / Adobe Acrobat version]

CSA Propose Revised National Instrument for Short Form Prospectus Distributions
[pdf / Adobe Acrobat version]

Notice and Request for Comment - Proposed Repeal and Replacement of National Instrument 44-101 Short Form Prospectus Distributions, Form 44-101F3 Short Form Prospectus and Companion Policy 44-101CP Short Form Prospectus Distributions

TSX Clarifies Application of New Security-based Compensation Rules to Existing Plans
[pdf / Adobe Acrobat version]

Staff Notice to Applicants, Listed Issuers, Securities Lawyers and Participating Organizations
TSX Notice — Approval of Amendments to Parts V, VI and VII of the TSE's Company Manual in respect of Non-Exempt Issuers, Changes in Structure of Issuers' Capital and Delisting Procedures

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December 2004

CBCA to Permit the Sole Use of United States GAAP and GAAS by SEC Registered Corporations
[pdf / Adobe Acrobat version]

Delay in Extension of CEO/CFO Certification Relating to Internal Controls
[pdf / Adobe Acrobat version]

Request for Comments — Proposed Amendments to Multilateral Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings and Companion Policy 52-109CP

November 2004

TSX Revised Rules Concerning Changes in Issuers' Capital Structure, Delisting Procedures and Non-Exempt Issuers
[pdf / Adobe Acrobat version]

TSX Notice — Approval of Amendments to Parts V, VI and VII of the TSE's Company Manual in respect of Non-Exempt Issuers, Changes in Structure of Issuers' Capital and Delisting Procedures

Proposed Amendments to TSX Rules on Normal Course Issuer Bids Published for Comment
[pdf / Adobe Acrobat version]

TSX — Request for Comments — Amendments to TSE's Policy on Normal Course Issuer Bids and Debt Substantial Issuer Bids

TSX Makes Signifigant Changes to Security-based Compensation Rules
[pdf / Adobe Acrobat version]

TSX Notice — Approval of Amendments to Parts V, VI and VII of the TSE's Company Manual in respect of Non-Exempt Issuers, Changes in Structure of Issuers' Capital and Delisting Procedures

October 2004

Request for Comment — Proposed Amendments to Multilateral Instrument 52-110 Audit Committees
Notice — Request for Comment — Proposed National Policy 58-201 Corporate Governance Guidelines and Proposed National Instrument 58-101 Disclosure of Corporate Governance Practices
TSX Request for Comment — Corporate Governance Policy

2004 Amendments

OSC Rule 48-501 Trading during Distributions, Formal Bids and Share Exchange Transactions
Request for Comment on Changes to Proposed OSC Rule 48-501
Notice of Request for Comments

2003 Proposal

Notice
Notice and Request for Comments
Proposed OSC Rule 48-501 Trading during Distributions, Formal Bids and Share Exchange Transactions
Comparison of Proposed OSC Rule 48-501 and Amendments to the Universal Market Integrity Rules

July 2004

CSA Republishes Proposed New National Instrument on Continuous Disclosure for Investment Funds
[pdf / Adobe Acrobat version]

Notice and Request for Comment — Proposed NI 81-106 — Investment Fund Continuous Disclosure
Notice - Request for Comments — Proposed NI 81-106 — Investment Fund Continuous Disclosure
Proposed NI 81-106 — Investment Fund Continuous Disclosure
Final Compas Inc Report

June 2004

CANADIAN SECURITIES ADMINISTRATORS STAFF NOTICE 51-311 — FREQUENTLY ASKED QUESTIONS REGARDING NATIONAL INSTRUMENT 51-102 CONTINUOUS DISCLOSURE OBLIGATIONS

On June 18, 2004 the Canadian Securities Administrators published an updated list of frequently asked questions regarding NI 51-102 Continuous Disclosure Obligations. See the attached for full details.
[pdf / Adobe Acrobat version]

Proposed Amendment to and Restatement of National Instrument 55-101 and Companion Policy 55-101CP
Proposed National Instrument 55-101 Exemption from Certain Insider Reporting Requirements
Request for Comments — Notice of Proposed Instrument and Companion Policy

British Columbia Securities Commission — New Securities Legislation
Questions & Answers — British Columbia Securities Commission — New Securities Legislation
Bill 38 — 2004: Securities Act

Proposals for Amendments to the Canada Business Corporations Act

May 2004

Bill 34 — Income Trusts Liability Act (Alberta)
Bill 35 — An Act Respecting the Liability of Beneficiaries of a Trust (Ontario)

Multilateral Instrument 51-104 Disclosure of Corporate Governance Practices
Request for Comment — Proposed Multilateral Instrument 51-104

March 2004

National Instrument 52-107 Acceptable Accounting Principles, Auditing Standards and Reporting Currency

Multilateral Instrument 55-103 Insider Reporting for Certain Derivative Transactions (Equity Monetization)
Canadian Securities Administrators Staff Notice 55-312

February 2004

January 2004

New Rules for Reporting MD&A — Part of New National Instrument on Continuous Disclosure Obligations
[pdf / Adobe Acrobat version]

Continuous Disclosure Obligations
Notice of Commission Approval of National Instrument 51-102 Continuous Disclosure Obligations, Companion Policy 51-102CP, Rule 51-801 Implementing National Instrument 51-102

CSA Staff Notice 52-306 Non-GAAP Financial Measures

TSX Proposes Significant Changes to Security-based Compensation Rules
[pdf / Adobe Acrobat version]

Revised Parts V, VI and VII of the TSX Company Manual
TSX Public Response Chart
TSX Second Request for Comments

CSA Republishes Proposed National Instrument on Continuous Disclosure and Other Exemptions Relating to Foreign Issuers
[pdf / Adobe Acrobat version]

Continuous Disclosure Obligations
Notice of Commission Approval

Access Blakes Securities Bulletins Archive here. (December 2003 - April 1997)

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