Originally published in Blakes Bulletin on Securities
Regulation, September 2011
Staff of the securities regulatory authorities of Alberta,
Ontario, Quebec, Nova Scotia, New Brunswick and Northwest
Territories (the Jurisdictions) have published CSA Multilateral
Staff Notice 51-336 Issuers Using Mass Advertising (the
Notice) setting out their views with respect to issuers using
television, radio, Internet, social media or print advertising in
an apparent effort to promote interest in their securities.
Under the securities legislation of the Jurisdictions,
advertising or marketing activities undertaken during a period of
distribution of securities or in furtherance of a distribution are
subject to restrictions, including the prospectus requirement
(unless an exemption is available). Restricted advertising or
marketing activities may be oral, written or electronic, and
include televised communications.
In the Notice, Staff note that they have observed a practice
whereby issuers in various industries have aired television
advertisements focusing mainly on positive aspects of their
businesses or prospects. In the case of advertisements by issuers
listed on a stock exchange, the issuer's stock symbol figures
prominently. In the case of unlisted issuers, contact information
for investment enquiries is provided. Staff state that these
advertisements appear to be for the specific purpose of promoting
interest in the issuer's securities.
Staff are of the view that these advertisements may fail to
comply with disclosure requirements under applicable securities
legislation and/or may be misleading to investors. Staff state that
the advertisements at issue do not appear to be aimed at selling
the products or services of the issuer or raising public awareness
of the issuer (and confirm that the Notice is not directed towards
advertising or publicity campaigns that are legitimately aimed at
Staff note that a number of the advertisements at issue contain
scientific and technical disclosure regarding mineral or oil and
gas projects which must comply with National Instrument 43-101
Standards of Disclosure for Mineral Projects and National
Instrument 51-101 Standards of Disclosure for Oil and Gas
Staff advise that they will continue to monitor issuers'
advertisements and that if an issuer's advertisement breaches
securities legislation or appears to be misleading to investors or
contrary to the public interest, the issuer should anticipate that
Staff will take regulatory action, which may include a review of
the issuer's overall disclosure or issuances of securities.
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.
To print this article, all you need is to be registered on Mondaq.com.
Click to Login as an existing user or Register so you can print this article.
Please join members of the Blakes Commercial Real Estate group as they discuss five key provisions of a commercial real estate purchase agreement that are often the subject of much negotiation but are sometimes misunderstood.
Emotional culture is influenced in great part by the mindset and actions of leadership, although employees also play more of a role than they may realize in creating the culture that exists in the group.
The session will be led by Dr. Robert Brooks, an award-winning author and psychologist. In his presentation, Dr. Brooks will describe the mindset and realistic practices of leaders and staff that help to nurture and sustain a culture characterized by positive emotions, satisfying, respectful relationships, a sense of meaning and ownership for one’s work, and enhanced job performance. Examples will be offered to illustrate strategies for developing a positive emotional culture in an organization.
Join leading lawyers from the Blakes Pensions, Benefits & Executive Compensation group as they discuss recent updates and legal developments in pension and employee benefits law as well as strategies to identify and minimize common risks.
The Canadian Office of the Superintendent of Financial Institutions ("OSFI") recently ruled that a bank cannot promote comprehensive credit insurance ("CCI") within its Canadian branches under the Insurance Business (Banks and Bank Holdings Companies) Regulations (the "Regulations").
Register for Access and our Free Biweekly Alert for
This service is completely free. Access 250,000 archived articles from 100+ countries and get a personalised email twice a week covering developments (and yes, our lawyers like to think you’ve read our Disclaimer).