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Amendments to Multilateral Instrument 11-102: Expansion of the Passport System [Completed]

Issued: March 3, 2016

Effective date:

Provided that all necessary Ministerial approvals are obtained, the amendments to MI 11-102, new MI 11-103 and the related policies will come into force on June 23, 2016.

Last updated:

March 2016

Overview

On March 3, 2016, the Canadian Securities Administrators (CSA) announced the implementation of amendments that will expand the passport system to (i) allow issuers to file a single application with their principal regulator to cease to be a reporting issuer in all jurisdictions where they have this status; and (ii) allow the automatic application in multiple jurisdictions of cease trade orders resulting from the failure to file continuous disclosure documents.

All CSA members, except the Ontario Securities Commission (OSC), are adopting amendments to Multilateral Instrument 11-102 Passport System (MI 11-102) and all CSA members, except the OSC and the Alberta Securities Commission (ASC), are adopting Multilateral Instrument 11-103 Failure-to-File Cease Trade Orders in Multiple Jurisdictions (MI 11-103).

On July 1, 2015, Alberta implemented a statutory reciprocal order provision that provides for the automatic reciprocation of any order imposing sanctions, conditions, restrictions or requirements issued by another CSA regulator based on a finding or admission of a contravention of securities legislation. The ASC will be relying on this provision for the automatic reciprocation of failure‑to‑file cease trades orders.

Since Ontario has not adopted the passport rule and will not be adopting MI 11-103, streamlined interfaces in National Policy 11-206 Process for Cease to be a Reporting Issuer Applications and National Policy 11-207 Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions will allow Ontario to opt into an order issued by another jurisdiction that is acting as principal regulator.

Under the passport system, market participants can generally gain access to markets across Canada by dealing only with their principal regulator and complying with harmonized legislative provisions. Since the Ontario government has not adopted the passport rule, streamlined interfaces have been developed to ensure that the passport system is as effective as possible for all market participants.

Recent activities

March 2016

On March 3, 2016, the CSA announced the implementation of amendments that will expand the passport system to allow issuers to file a single application with their principal regulator to cease to be a reporting issuer in all jurisdictions where they have this status. The CSA is also implementing a new rule that will allow the automatic application in multiple jurisdictions of cease trade orders resulting from the failure to file continuous disclosure documents.

April 2015

On April 16, 2015, the CSA published proposals to further expand the passport system to two new areas:

  1. applications to cease to be a reporting issuer and
  2. cease trade orders resulting from the failure to file continuous disclosure documents.

Correction list for hyphenation

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