On May 22, 2014, the Canadian Securities Administrators (CSA)
published for comment proposed amendments to National Instruments
51–102 Continuous Disclosure Obligations,
41–101 General Prospectus Requirements and
52–110 Audit Committees that would streamline
disclosure by venture issuers.
In particular, the proposed amendments would:
if the venture issuer does not have significant revenue, allow
the requirement for management's discussion and analysis for
interim financial periods to be satisfied by a streamlined and
highly focused report on quarterly highlights;
implement a new tailored form of executive compensation
reduce the instances in which a business acquisition report
must be filed;
create a new requirement for audit committees to have a
majority of independent members; and
amend the prospectus disclosure requirements to reduce the
number of years of audited financial statements required for
venture issuers becoming reporting issuers and to conform the
prospectus disclosure requirements to the proposed amendments
related to continuous disclosure.
The CSA states that the tailoring of venture issuer disclosure
will enhance informed investor decision making for the venture
issuer market by improving the quality of information available to
investors while reducing the burden of preparation for venture
issuers. For example, a venture issuer satisfying the interim
MD&A requirement by filing quarterly highlights may be able to
do so with disclosure no longer than one or two pages in length,
which would be tailored to meet the needs and expectations of
venture issuer investors. The proposed amendments will eliminate
some disclosure obligations; however, the CSE considers that those
eliminated obligations may be of less value to venture issuer
investors and that the proposed amendments will result in more
relevant disclosure for those investors. The resulting streamlined
disclosure should also make it easier for venture issuer investors
to read disclosure documents and locate key information.
The CSA notice and the proposed amendments are available on CSA
members' websites. The comment period is open until August 20,
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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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