On January 30, 2024, the Ontario Securities Commission (OSC) implemented OSC Rule 45-508 Extension to Ontario Instrument 45-507 Self-Certified Investor Prospectus Exemption in Ontario (the Rule), extending the Ontario Instrument 45-507 Self-Certified Investor Prospectus Exemption (the Exemption) in Ontario by 18 months. Please see our past Insight from October 31, 2023, for more details regarding the Exemption.

This extension applies to the original class relief granted on October 25, 2022, allowing non-investment fund issuers with a head office in Ontario to distribute securities to self-certified investors without filing a prospectus, given certain conditions are met. Initially set to expire on April 25, 2024, this Rule prolongs the relief period, following the OSC's consideration of the Capital Markets Modernization Taskforce's recommendations for expanding the accredited investor definition. The Rule aligns with the OSC's enhanced mandate to foster competitive capital markets and capital formation, issued by the Ontario government on April 27, 2021. Issuers utilizing this Exemption must file reports of exempt distribution, aiding the OSC in evaluating the necessity and scope of future rule amendments. The Rule, detailed on the OSC website at www.osc.ca, will become effective on April 25, 2024.

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