What's new in regulation at the ASC? Check back often for the latest updates.
NOTE: Until rules or instruments become effective as evidenced by their publication in The Alberta Gazette (see section 225 of the Securities Act (Alberta)), they are subject to non-substantive changes. Should such changes occur, a revised version of the relevant rule or instrument will be published on this website.
Industry and public consultation is an important part of the regulatory process and provides good input into new or revised legislation. When the ASC or CSA believe new or revised regulation is required, they will typically publish the proposed new documents for public comment.
This icon identifies proposals that are currently available for public comment.
Trading Fee Rebate Pilot Study
CSA Staff Notice 23-322
March 16, 2018
On March 14, 2018, the United States Securities and Exchange Commission (SEC) published proposed rules that would establish a Transaction Fee Pilot to study the impacts of transaction fees and rebates on order routing behaviour, execution quality and market quality. The Canadian Securities Administrators have been considering a similar study for a number of years. With the publication of the Proposed Transaction Fee Pilot, this CSA Staff Notice serves as an update on our plans in this regard. Any proposal to introduce a pilot study for Canadian marketplaces will be published in a separate notice for comment.
CSA Notice and Request for Comment Proposed Amendments to NI 45-106 and NI 31-103 relating to Syndicated Mortgages
March 8, 2018
The Canadian Securities Administrators are publishing for comment proposed amendments and changes to substantially harmonize the regulatory framework for distributions of syndicated mortgages in Canada. The proposed amendments and changes are reflected in proposed amendments to National Instrument 45-106 Prospectus Exemptions and National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations, as well as proposed changes to Companion Policy 45-106CP Prospectus Exemptions.
The proposed amendments and changes include:
• removing prospectus and registration exemptions that currently apply to syndicated mortgages in certain
• excluding syndicated mortgages from the private issuer exemption;
• modifications to the offering memorandum exemption for distribution of syndicated mortgages,
including the following:
• a requirement to deliver to the investor a property appraisal prepared by an independent, qualified
• other disclosure relevant to syndicated mortgage investments.
The comment period ends: June 6, 2018.
Monthly Suppression of Terrorism and Canadian Sanctions Reporting Obligations
CSA Staff Notice 31-352
February 22, 2018
The Canadian Securities Administrators are publishing CSA Staff Notice 31-352 Monthly Suppression of Terrorism and Canadian Sanctions Reporting Obligations (CSA Staff Notice 31-352) regarding monthly reporting requirements under federal laws that apply to “entities authorized under provincial legislation to engage in the business of dealing in securities or to provide portfolio management or investment counselling services”, which includes, among others, certain registrants. The monthly reporting requirements are in relation to federal laws that essentially prohibit certain market participants from providing financial services to individuals who are named in certain terrorist financing and Canadian sanctions regulations. CSA staff are publishing CSA Staff Notice 31-352 for the following reasons:
• To advise market participants that since the federal reporting requirements may be added, modified or repealed at any time, market participants should refer to the new CSA Guide to Monthly Suppression of Terrorism and Canadian Sanctions Reporting that will include a list of the current and future legislative provisions in relation to the federal reporting and will be maintained on the CSA website;
• To provide an updated standardized reporting form that market participants must use to complete the reporting by sending the form to their principal regulator on a monthly basis; and
• To provide a summary of the federal reporting requirements.
Some parts of the guidance in CSA Staff Notice 31-352 were previously published in CSA Staff Notice 31-317 Reporting Obligations Related to Terrorist Financing (Revised) (CSA Staff Notice 31-317). As such, CSA Staff Notice 31-317 is withdrawn with the publication of CSA Staff Notice 31-352.
Issuers with U.S. Marijuana-Related Activities
CSA Staff Notice 51-352
February 8, 2018
The Canadian Securities Administrators (CSA) today published CSA Staff Notice 51-352 (Revised) Issuers with U.S. Marijuana-Related Activities (Notice), which has been revised to provide further guidance on CSA staff’s disclosure expectations for issuers with U.S. marijuana-related activities. The Notice also reminds market participants that the political and regulatory circumstances surrounding the treatment of U.S. marijuana-related activities is uncertain and subject to change.
Order Protection Rule: Market Share Threshold for the period April 1, 2018 to March 31, 2019
CSA Staff Notice 23-321
January 25, 2018
On June 20, 2016, the Canadian Securities Administrators published a notice regarding the implementation of the Order Protection Rule market share threshold. This notice updates the list of protected and unprotected marketplaces that will be in effect from April 1, 2018 to March 31, 2019.
Applicability of Regulation to the Operation of MTFs or OTFs in Canada
CSA Staff Notice 21-322
January 4, 2018
As a result of trading platforms in the European Union that, as of January 3, 2018, may offer Canadian participants the ability to trade equities and certain derivatives, CSA Staff Notice 21-322 provides information to trading venues that offer, or intend to offer, access to Canadian participants, these platforms may be “carrying on business” in certain Canadian jurisdictions and may currently be, or will be, subject to requirements of applicable legislation that mandate recognition as an exchange or registration as an alternative trading system under National Instrument 21-101 Marketplace Operation, and for trading venues to contact the relevant jurisdiction(s) in which they are carrying on, or want to carry on, business to discuss the applicability of the local regulatory framework to their operations.
Markets in Financial Instruments Directive (MiFID II) – Share Trading Obligation and its Application to Canadian Securities
CSA Staff Notice 21-321
December 21, 2017
CSA Staff Notice 21-321 provides clarification that based on volumes of Canadian listed securities currently traded on European Union (EU) trading venues, Canadian securities do not meet the threshold in the European Securities and Markets Authority (ESMA) guidance to trigger an equivalence decision in respect of a particular third country’s trading venues. As a result, EU investment firms can continue to transact in all Canadian listed securities.
Account Opening Assistance
ASC Notice 31-701
December 19, 2017
The Sample Know Your Client form, attached as Annex A, outlines certain basic information necessary to help the dealing representative determine suitability of products to recommend to a client. The sample form also provides definitions of certain concepts including risk tolerance and investment experience levels, which will provide a foundation for a common understanding of these terms among investors and dealing representatives. We provide this sample form as a guide for firms in the development of their KYC information collection procedures. We expect firms who decide to use the form will tailor the sample form to ensure information collected meets the individual needs of the firm and their representatives.
The Opening an Account document, attached as Annex B, is intended for use by exempt market dealers and their dealing representatives, to be distributed to clients at the account opening stage. It is important that investors understand why dealing representatives must collect personal information from them. Staff believe that providing a document from the ASC explaining the rationale for KYC information collection and the rationale behind each piece of information collected, may be a useful educational tool for investors.
Consideration of the Markets in Financial Instruments Directive (MiFID II) Unbundling Requirements on the Regulatory Requirements in Canada
CSA Staff Notice 23-320
December 14, 2017
Staff of the Canadian Securities Administrators (CSA) have published CSA Staff Notice 23-320 Consideration of the Markets in Financial Instruments Directive (MiFID II) Unbundling Requirements on the Regulatory Requirements in Canada. CSA staff assessed the potential impact of the MiFID II unbundling requirements on the current Canadian regulatory regime under National Instrument 23-102 Use of Client Brokerage Commissions (NI 23-102). Staff are publishing this Notice to provide a description of the work completed to date and next steps, as well as Staff’s view if any changes to NI 23-102 are required as a result of the MiFID II unbundling requirements.
Update: National Instrument 21-101 Marketplace Operation and Related Companion Policy - Dealing with Government Debt Transparency
CSA Staff Notice 21-320
December 14, 2017
The objective of the CSA Staff Notice is to inform marketplaces and inter-dealer bond brokers that while the current exemption for reporting information on trading of government debt securities in section 8.6 of National Instrument 21-101 Marketplace Operation will not be extended, the absence of an on-going exemption will not have any immediate effect as there is currently no Information Processor in place to accept the required reporting.
Prospectus Exemption for Small Businesses
ASC Notice Changes to Companion Policy 45-517
December 12, 2017
The Alberta Securities Commission announced changes to Companion Policy 45-517 Prospectus Exemption for Start-up Businesses effective immediately. The changes provide guidance for Alberta-based issuers seeking to raise funds from investors resident in Alberta, British Columbia or Saskatchewan under ASC Rule 45-517 Prospectus Exemption for Start-up Businesses.
Complying with requirements regarding the Ombudsman for Banking Services and Investments
Joint CSA Staff Notice 31-351, IIROC Notice 17-0229, MFDA Bulletin #0736-M –
December 7, 2017
This joint CSA/IIROC Notice and MFDA Bulletin provides guidance to registered firms on how to meet their obligations relating to the requirement to make available an independent dispute resolution service or mediation service to clients with complaints.
Report on the use of the Family, Friends and Business Associates Prospectus Expemption
ASC Notice 45-703
November 28, 2017
The Alberta Securities Commission published today ASC Notice 45-703 Report on the Use of the Family, Friends and Business Associates Prospectus Exemption. The notice published the results of the survey of the use of the family, friends and business associates prospectus exemption (FFBA Exemption) under section 2.5 of National Instrument 45-106 Prospectus Exemptions, as well as guidance to issuers that intend to rely on the FFBA Exemption.
Implementing the Multijurisdictional Disclosure System
ASC Notice Repeal and Replacement of Alberta Securities Commission Rule 71-801
November 23, 2017
The Alberta Securities Commission (ASC) has repealed and replaced ASC Rule 71-801 Implementing the Multijurisdictional Disclosure System under National Instrument 71-101.
Approach to Director and Audit Committee Member Independence
CSA Consultation Paper 52-404
October 26, 2017
The Canadian Securities Administrators (CSA) have published CSA Consultation Paper 52-404 Approach to Director and Audit Committee Member Independence (the Consultation Paper) for a 90-day comment period. The Consultation Paper is intended to facilitate a broad discussion on the appropriateness of our approach to determining director and audit committee member independence. The Consultation Paper outlines key historical developments related to our corporate governance regime, sets out our approach to determining independence, describes the approaches taken in other jurisdictions, and examines the benefits and limitations of our approach.
The comment period ends on January 25, 2018
Cyber Security and Social Media
CSA Staff Notice 33-321
October 19, 2017
The Canadian Securities Administrators (CSA) has published CSA Staff Notice 33-321 Cyber Security and Social Media relating to a CSA survey of the cyber security and social media practices of registered firms. The survey was designed to gather information from firms registered as investment fund managers, portfolio managers and exempt market dealers, to note trends and to form the basis for providing guidance about cyber security and social media practices. This notice, in addition to setting out the results of the survey, is intended to provide more specific guidance to firms by suggesting policies and procedures in the areas of cyber security and social media practices.
Credit for Exemplary Cooperation in Enforcement Matters
ASC Notice regarding ASC Policy 15-601
October 16, 2017
The Alberta Securities Commission today announced ASC Policy 15-601 Credit for Exemplary Cooperation in Enforcement Matters, effective immediately. The policy outlines the factors ASC staff will consider in exercising their discretion to grant credit for cooperation above and beyond what is required under Alberta securities laws. It also provides clarity to assist those involved in enforcement matters to understand the circumstances in which ASC staff will grant credit for exemplary cooperation.
Staff Review of Women on Boards and in Executive Officer Positions - Compliance with NI 58-101 Disclosure of Corporate Governance Practices
CSA Notice 58-309
October 5, 2017
Participating jurisdictions of the Canadian Securities Administrators (the CSA) are publishing CSA Multilateral Staff Notice 58-309 Staff Review of Women on Boards and in Executive Officer Positions – Compliance with NI 58-101 Disclosure of Corporate Governance Practices (the Notice). The Notice summarizes results from a review of the corporate governance disclosure of 660 non-venture issuers with year ends between December 31, 2016 and March 31, 2017 as it relates to women in leadership roles. The Notice also highlights key compliance findings and trends observed.
Feedback on CSA Consultation Paper 24-402 Policy Considerations for Enhancing Settlement Discipline in a T+2 Settlement Cycle Environment
CSA Staff Notice 24-316
August 3, 2017
The Canadian Securities Administrators (the CSA) are publishing CSA Staff Notice 24-316 Feedback on Consultation Paper 24-402 Policy Considerations for Enhancing Settlement Discipline in a T+2 Settlement Cycle Environment.
Registration Requirements, Exemptions and Ongoing Registrant Obligations and National Instrument 33-109 Registration Information And Related Policies and Forms
CSA Notice of Amendments to National Instrument 31-103
July 27, 2017
The Canadian Securities Administrators published CSA Notice of Amendments to National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations (NI 31-103) and National Instrument 33-109 Registration Information (NI 33-109) and Related Policies and Forms on July 27, 2017. The amendments to NI 31-103 and NI 33-109 relate to four separate workstreams. First, the amendments to NI 31-103 will improve the rules related to registrants that have custody of client assets. Specifically, the amendments will require that all registered firms that hold or have access to cash and securities of a client or investment fund must retain the services of a qualified custodian that must satisfy certain minimum requirements. Second, amendments to NI 31-103 will clarify the types of trading activities that a market participant with the exempt market dealer category of registration is permitted to conduct. Third, the amendments will provide relief to members of IIROC and the MFDA from having to comply with the CRM2 related requirements of NI 31-103 as a result of both IIROC and the MFDA having implemented equivalent provisions in their own local rules. Fourth, there will be general “housekeeping” amendments to NI 31-103 and NI 33-109 as a result of issues arising from amendments to these instruments that were effective on January 11, 2015 and other matters that the CSA has become aware of in our ongoing monitoring of the registration regime in Canada.
All of the amendments, except the custody amendments, will be effective on December 4, 2017. The custody amendments will be effective on June 4, 2018.