The purpose of the Revised Notice is to clarify the CSA's
view that firms relying on any exemption from the dealer or adviser
registration requirements for the purposes of engaging in the
business of "dealing in securities" or "providing
portfolio management or investment counseling services" in any
Canadian jurisdiction must comply with the Canadian federal monthly
reporting and other requirements relating to terrorist financing
and United Nations sanctions, described in the Revised Notice
(Canadian Terrorist Financing and UN Sanctions
While historically there has been some legal uncertainty as to
the general applicability of the Canadian Terrorist Financing and
UN Sanction Regulations (and Canadian AML legislation generally) to
Canadian and non-Canadian dealers and advisers relying on
registration exemptions, in the Revised Notice CSA staff express
their view that firms relying on such registration exemptions are
nonetheless subject to Canadian Terrorist Financing and UN Sanction
As set out in the Revised Notice, the consolidated monthly reporting form has
again been revised and should be used for all future monthly
reports. The revised form also specifies that entities registered
as investment fund managers in a Canadian jurisdiction are required
to complete and file the form only if they are "also in the
business of dealing and/or advising in securities."
The new reporting form and related instructions are also
available on the websites of the CSA regulators. Filers are to
complete the form monthly and submit it by email to their principal
regulator on the 14th day of each month. The Revised Notice
specifies that firms that do not have a principal regulator should
file these reports with the regulator in the jurisdiction of Canada
where most of their clients reside.
The applicable searching obligations, monthly reporting
requirements and related prohibitions are outlined in the Revised
Notice. Canadian and non-Canadian entities that may be subject to
these requirements should carefully consider the potential
application of these rules with respect to their Canadian business
Special Economic Measures (Iran) Regulations now in
The SEMA Iran Regulations impose new obligations on prescribed
regulated entities, including entities "authorized under
provincial legislation to engage in the business of dealing in
securities, or to provide portfolio management or investment
counseling services." These regulated entities are required to
determine (duty to determine) on a continuing
basis whether they are in possession or control of property owned
or controlled by or on behalf of a person designated under the SEMA
Iran Regulations (Designated Persons).
Although the Revised Notice (described above) does not refer to
the SEMA Iran Regulations, the CSA may be expected to interpret the
duty to determine as applying equally to registered firms, exempt
international firms and other firms relying on registration
exemptions as described above. Interestingly, however, the duty to
determine does not give rise to corresponding monthly reporting
obligations under these regulations.
The SEMA Iran Regulations do, however, prohibit Canadians and
Canadian entities from engaging in certain specified activities
with Designated Persons and their property and require that
Canadians and Canadian entities disclose prescribed information to
the Royal Canadian Mounted Police
The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances.
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Under the Income Tax Act, the Employment Insurance Act, and the Excise Tax Act, a director of a corporation is jointly and severally liable for a corporation's failure to deduct and remit source deductions or GST.
Under the Income Tax Act, the Employment Insurance Act, the Canada Pension Plan Act and the Excise Tax Act, a director of a corporation is jointly and severally liable for a corporation's failure to deduct and remit source deductions.
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