Securities

CSA publishes summary of the roundtable on response to cyber security incidents

Apr 06, 2017

On April 6, 2017, the Canadian Securities Administrators (CSA) published CSA Staff Notice 11-336 "Summary of CSA Roundtable on Response to Cyber Security Incidents", which provides an overview of the themes discussed and some of the key takeaways.

The CSA hosted a roundtable on February 27, 2017 to explore cyber security issues and opportunities for greater collaboration, communication and coordination in the event of a large-scale cyber security incident.

Participants focused on the importance of robust Incident Response Plans (IRPs) for entities, including entities that may be indirectly affected by a cyber incident.

Review the press release and Notice on the CSA's website.

IOSCO approves the enhanced standard for cross-border enforcement cooperation

Mar 31, 2017

On March 31, 2017, the members of the International Organization of Securities Commissions (IOSCO) approved the "Enhanced Multilateral Memorandum of Understanding Concerning Consultation and Cooperation and the Exchange of Information" (EMMoU), which offers securities regulators new enforcement powers for responding to the challenges arising from recent developments in global financial markets.

The EMMoU provides for additional enforcement powers that IOSCO believes are necessary for continuing to safeguard the integrity and stability of markets, protect investors, and deter misconduct and fraud.

Review the press release on the IOSCO's website.

CSA Renew Term of Chair and Vice-Chair

Mar 30, 2017

On March 30, 2017, pursuant to the last meeting of the members of the Canadian Securities Administrators (CSA), the term of CSA President Louis Morisset, President and CEO of the Autorité des marchés financiers, was renewed for a further two years, until March 31, 2019.

Mr. Morisset was first appointed CSA Chair in March 2015.

Review the press release on the CSA's website.

CSA announces climate change disclosure review project

Mar 21, 2017

On March 21, 2017, the Canadian Securities Administrators (CSA) announced a project to review the disclosure of risks and financial impacts associated with climate change.

The project will gather information on the current state of climate change disclosure in Canada and internationally, and will include consultation with investors and reporting issuers.

Reporting issuers in Canada are currently required to disclose material risks, which may include risks associated with climate change, among other environmental matters, in their periodic disclosure.

CSA Staff intend to review disclosure prepared by large TSX-listed reporting issuers on the material risks and financial impacts associated with climate change as well as related governance processes.

Review the press release on the CSA's website.

Guidance for disclosure improvements following a review of investment entities

Mar 16, 2017

On March 16, 2017, the securities regulatory authorities in Ontario, Alberta, and Saskatchewan (the participating jurisdictions) released CSA Multilateral Staff Notice 51-349 "Report on the Review of Investment Entities and Guide for Disclosure Improvements," which summarizes key findings from an Ontario Securities Commission staff review of the continuous disclosure of reporting issuers that meet the definition of an investment entity under IFRS 10, Consolidated Financial Statements.

OSC staff reviewed the compliance of 12 investment entities, which represent over 90 per cent of the collective market capitalization of the investment entities subsector in Ontario. The purpose of the review was to improve disclosure in material areas, assess accounting areas which require the exercise of significant judgement, and to inform policy related issues.

Review the press release on the CSA's website and Staff Notice on the participating jurisdictions' websites.

Whistleblowing or professional secrecy? The dilemma facing CPAs

Mar 09, 2017

In 2017, CPA Canada released guidance on whistleblowing. This spring, legislative provisions will come into force expressly authorizing the lifting of professional secrecy to facilitate whistleblowing. As a result, CPAs will have to learn to balance their moral duty to disclose wrongdoings with their obligation to protect professional secrecy on behalf of their clients and employer.

To provide clarity, the page reviews the essential facts on the matter:

  • The government’s campaign to facilitate the disclosure of wrongdoings
  • To disclose or not to disclose?
    • Promote internal disclosure first
    • Carefully assess the situation and seek legal counsel, as needed
    • Document the rationale behind the disclosure and the steps taken
  • Collaboration between the Order and government bodies
  • Trends at home and abroad

The whistleblower regulations will be effective in Quebec under the Autorité des marchés financiers whistleblower program.

Review the guidance on the CPA Quebec's website.

CSA highlights need for improved social media disclosure practices

Mar 09, 2017

On March 9, 2017, the Canadian Securities Administrators (CSA) released CSA Staff Notice 51-348, Staff’s Review of Social Media Used by Reporting Issuers, which summarizes staff’s findings and disclosure expectations for reporting issuers that use social media.

Staff reviewed the social media disclosure of 111 reporting issuers to determine if they were consistent with the principles of National Policy 51-201 Disclosure Standards and the requirements of National Instrument 51-102 Continuous Disclosure Obligations by providing balanced disclosure and ensuring that information is not selectively disclosed or misleading.

The review found that a significant number of issuers, or 77 per cent, had not developed a specific governance policy to direct their disclosure practices on social media websites.

Review the press release and Notice on the CSA's website.

OSC Potential Securities Law Requirements for Businesses Using Blockchain

Mar 08, 2017

On March 8, 2017, the Ontario Securities Commission (OSC) advised businesses that use distributed ledger technologies (DLT), such as blockchain, as part of their financial products or service offerings that they may be subject to Ontario securities law requirements.

Businesses are using DLT in a variety of ways. DLT may be used as the underlying technology in trading, clearing and settling securities.

“Many uses of distributed ledger technologies have the potential to increase transparency and efficiencies in our capital markets, and we are keen to support this type of innovation,” said Pat Chaukos, Chief of OSC LaunchPad. “Because this is a novel area, businesses may not be aware that some uses of this technology could trigger securities law requirements. We encourage these businesses to speak with us about securities law and investor protection requirements that may apply.”

Review the press release on the OSC's website.

Canadian securities regulators release detailed data from review of women on boards and in executive officer positions

Mar 07, 2017

On March 7, 2017, the securities regulatory authorities in Manitoba, New Brunswick, Newfoundland and Labrador, Northwest Territories, Nova Scotia, Nunavut, Ontario, Québec, Saskatchewan and Yukon published the underlying data used to prepare CSA Multilateral Staff Notice 58-308 Staff Review of Women on Boards and in Executive Officer Positions – Compliance with NI 58-101 Disclosure of Corporate Governance Practices, which was published on September 28, 2016.

The data was compiled from public documents filed on SEDAR and includes the name, industry and year-end of the 677 non-venture issuers with year-ends between December 31, 2015 and March 31, 2016 as it relates to women on boards and in executive officer positions.

Review the press release and the underlying data used to prepare CSA Multilateral Staff Notice 58-308 on the CSA's website.

Canadian securities regulators introduce innovative initiatives and increase collaboration to deter market misconduct

Feb 27, 2017

On February 27, 2017, the Canadian Securities Administrators (CSA) released its 2016 Enforcement Report. The ninth annual report highlights actions taken across Canada to deter and sanction wrongdoing in the capital markets.

The CSA’s 2016 Enforcement Report highlights the enforcement actions taken by CSA members against those who breach Canada’s securities laws.

Some highlights from the 2016 Enforcement Report:

  • 39 years of jail time ordered for those committing securities-related misconduct.
  • $299 million in compensation that respondents undertook to return to investors through no-contest settlements and $51 million in restitution and disgorgement orders.
  • 120 people and 82 companies placed under interim and asset freeze orders, preventing further harm to investors.

Review the press release and report on the CSA's website.

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