News Releases
Canadian Securities Regulators Seek Comment on Early Warning Reporting
Mar 13, 2013
The Canadian Securities Administrators (CSA) today published for comment proposed amendments and changes to the early warning reporting regime in Canada, including to Multilateral Instrument 62-104 Take-Over Bids and Issuer Bids, National Instrument 62-103 Early Warning System and Related Take-Over Bid and Insider Reporting Issues and National Policy 62-203 Take-Over Bids and Issuer Bids.
The objective of the proposed amendments is to provide greater transparency about significant holdings of issuers’ securities by:
• proposing an early warning reporting threshold of five per cent;
• requiring disclosure of both increases and decreases in ownership of two per cent or more of securities;
• proposing that a person include certain equity derivative positions in determining whether the threshold has been reached; and
• enhancing the content of the disclosure in the early warning news releases and reports required to be filed, with more specific disclosure about an acquiror’s actual economic and voting interests in an issuer.
The purpose of early warning reporting is to allow the market to review and assess the potential impact of changes in the ownership of, or control or direction over, a reporting issuer's voting or equity securities.
“Disclosure to investors of any change that may influence or affect control of an issuer is essential for market transparency and investor confidence,” said Bill Rice, Chair of the CSA and Chair and CEO of the Alberta Securities Commission. “The CSA believe that early warning disclosure requirements should recognize that accumulation of securities at the five per cent threshold is relevant and that transparency of securities ownership is needed in light of the increased use of derivatives by investors.”
The proposed amendments can be found on CSA members’ websites and the comment period is open until June 12, 2013.
The CSA, the council of the securities regulators of Canada’s provinces and territories, coordinates and harmonizes regulation for the Canadian capital markets
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For more information:
| Mark Dickey Alberta Securities Commission 403-297-4481 |
Carolyn Shaw-Rimmington Ontario Securities Commission 416-593-2361 |
| Sylvain Théberge Autorité des marchés financiers 514-940-2176 |
Richard Gilhooley British Columbia Securities Commission 604-899-6713 |
| Ainsley Cunningham Manitoba Securities Commission 204-945-4733 |
Wendy Connors-Beckett New Brunswick Securities Commission 506-643-7745 |
| Tanya Wiltshire Nova Scotia Securities Commission 902-424-8586 |
Dean Murrison Financial and Consumer Affairs Authority of Saskatchewan 306-787-5842 |
| Janice Callbeck The Office of the Superintendent of Securities, P.E.I. 902-368-6288 |
Doug Connolly Financial Services Regulation Division of Newfoundland and Labrador 709-729-2594 |
| Rhonda Horte Office of the Yukon Superintendent of Securities 867-667-5466 |
Louis Arki Nunavut Securities Office 867-975-6587 |
| Donn MacDougall Northwest Territories Securities Office 867-920-8984 |