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New Reporting rules for securities firms and regulated individuals take effect on June 6

Last December, the Canadian Securities Administrators (the “CSA”) adopted amendments to National Instrument 33-109 Registration Information (“NI 33-109”), National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations (“NI 31-103”) and their companion policies (collectively the “Amendments”). 

The Amendments come into force on June 6, 2022.  All individuals who have previously filed Form 33-109F4 Registration of Individuals and Review of Permitted Individuals (“Form 33-109F4”) through the National Registration Database (“NRD”) are required to update the form by the earliest of (a) when there is a change in the individual’s information previously provided on the Form 33-109F4, or (b) June 6, 2023.

A copy of the amendments can be found here and an implementation guide can be found here. 

1.    Extension of Deadlines to Report Changes in Registration Information

Generally, firms will be subject to either a 15 or 30 day reporting deadline. We highlight certain changes to reporting deadlines below.

Reportable Information

Previous Reporting Deadline

New Reporting Deadline

Relevant Form

Individual registrant has left a sponsoring firm, ceased conducting registerable activity or change in an individual’s registration

10 days

15 days

Form 33-109F1 Notice of End of Individual Registration or Permitted Individual Status (“Form 33-109F1”)

Filing and providing an individual registrant or permitted individual a copy of their Form 33-109F1

10 days

15 days

Form 33-109F1

Filing Form 33-109F4 after becoming a permitted individual

10 days

15 days

Form 33-109F4

Reporting changes to certain firm information[1] provided on Form 33-109F6 Firm Registration (“Form 33-109F6”)

10 days

30 days

Form 33-109F5 Change of Registration Information (“Form 33-109F5”)

Reporting changes to certain information[2] provided on Form 33-109F4

30 days

30 days

Form 33-109F4

Reporting Outside Activities[3]

10 days

30 days

Form 33-109F4


2.    New framework for Outside Activities

The CSA has established a new framework for reporting activities carried on outside of their sponsoring firms (“Outside Activities ”) by individual registrants and permitted individuals. Outside Activities will fall into one of five categories:

·         Activities with another registered firm

·         Activities with an entity that receives related sales commissions or referral fees from another registered firm

·         Other securities-related activities

·         Provision of financial or finance-related services, and

·         Positions of influence held by individual registrants or permitted individuals in community activities, cultural or religious organizations, or as elected officials.

3.    Modifying or Clarifying Certain Registration Information Requirements to Adjust the Burden of Collection.

·         Reduce the requirement for multiple filings of the same information.  Registered firms can delegate the responsibility to notify the applicable regulator, or in Quebec, securities regulatory authority, of changes to certain registration information to an affiliate who would otherwise be making the same notice filing, provided the reporting and filing firms have the same principal regulator.

·         Reduce the requirement for reporting changes in percentage ownership. Registered firms will only be required to report changes when the percentage of ownership exceeds or falls below 10%, 20% or 50%.

·         Remove the requirement to update the firm’s insurance policy expiration date. Registered firms are no longer required to report a change to the expiry date of its insurance policy unless the policy has lapsed or there has been a change to the policy.

4.    Amending Certain Registration Information Requirements to Provide Greater Clarity and Reduce Common Errors.

The Amendments expand the information that registrants must disclose to include:

·         Allegation of non-compliance with the firm’s standards of conduct, such as policies and procedures

·         Non-compliance with securities laws, self-regulatory organization (“SRO”) rules or bylaws, or standards of conduct

·         Criminal offences under any foreign law

·         Bankruptcy, consumer proposals and other insolvency events no matter how long ago they occurred, and

·         All non-securities licenses, including medical licenses.

5.    Requirement to Report the Business Titles and Professional Designations used by Individual Registrants.

As part of the Client Focused Reforms, the CSA introduced section 13.18 of NI 31-103 which prohibits registered individuals from holding out their services in any manner that could reasonably be expected to deceive or mislead any person as to:

·         their proficiency, experience or qualifications

·         the nature of their relationship or potential relationship with a registered firm, or

·         the products or services provided or that might be provided.

To assist the CSA in its oversight activities related to business titles, the Amendments clarify that individual registrants must provide the business titles and professional designations that they use or will use once registered and that this information must be kept current. 

The Amendments also clarify that Form 33-109F7 Reinstatement of Registered Individuals and Permitted Individuals may only be used if, among other requirements, the individual’s information was up-to-date at the time the individual previously ceased to be registered or to be a permitted individual.

If you have any questions about the Amendments, please contact a member of our Securities Regulation and Investment Products Group:

Sean D. Sadler, Partner - [email protected] - 416.601.7511

Sonia Struthers, Partner - [email protected] – 514397.4232

Lori Stein, Partner - [email protected] - 416.601.8867

Rene Sorell, Counsel - [email protected] - 416.601.7947

Cristian O. Blidariu, Counsel - [email protected] - 416.601.8156

Daanish Pasricha, Associate - [email protected] - 416.601.7651

Helen Tweedie, Law Clerk - [email protected] - 416.601.8097

Monika Satani, Law Clerk - [email protected] - 416.601.7579

[1] This includes changes to business history and structure, securities registration, auditor information, client assets and conflicts of interest. Changes to any other information previously provided on Form 33-109F6 is reportable within 15 days (previously 10 days).

[2] This includes current and previous residential information, mailing address, citizenship, reportable activities, previous employment and other activities. Changes to any other information is reportable within 15 days (previously 10 days).

[3] The Ontario Securities Commission has extended the moratorium on late filing fees until the Amendments come into effect.


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