Regulation 13-102 respecting System Fees

Part 2 GAZETTE OFFICIELLE DU QUÉBEC, May 31, 2023, Vol. 155, No. 22 995 Regulations and other Acts Gouvernement du Québec O.C. 871-2023, 24 May 2023 Securities Act (chapter V-1.1) Regulation 13-102 respecting System Fees and the exemption of the fees in the Regulation from the adjustment provided for in section 83.3 of the Financial Administration Act Whereas, under subparagraph 9 of the first paragraph of section 331 of the Securities Act (chapter V-1.1), the Autorité des marchés financiers may, by regulation, prescribe the fees payable for any formality provided for in the Act or the regulations and for services rendered by the Authority, and the terms and conditions of payment; Whereas, under subparagraph 12 of the first paragraph of section 331 of the Act, the Autorité des marchés finan￾ciers may, by regulation, define the terms and expressions used for the purposes of the Act or the regulations under that section; Whereas, under the second paragraph of section 331 of the Act, a regulation made under that section is to be submitted to the Government for approval, with or without amendment; Whereas the Autorité des marchés financiers made the Regulation 13-102 respecting System Fees by the decision no. 2023-PDG-0009 dated 9 March 2023; Whereas, in accordance with sections 10 and 11 of the Regulations Act (chapter R-18.1), the draft regulation 13-102 respecting System Fees was published in Part 2 of the Gazette officielle du Québec of 22 March 2023 with a notice that it could be submitted to the Government for approval on the expiry of 45 days following that publication; Whereas it is expedient to approve the Regulation without amendment; Whereas, under subparagraph 3 of the first para￾graph of section 83.1 of the Financial Administration Act (chapter A-6.001), for the purposes of chapter VIII.1 of the Act, a “fee” means the consideration in money, set by a law, the Government, a minister or a body, to be paid for a particular public service or a set of public services delivered by a body or an institution in the course of its activities; Whereas, under section 83.3 of the Act, fees are adjusted by operation of law on 1 January of each year by a rate corresponding to the annual change in the average all-items Consumer Price Index for Québec excluding alcoholic beverages, tobacco products and recreational cannabis for the 12-month period ending on 30 September of the year preceding the year for which the fee is to be adjusted; Whereas, under the fifth paragraph of section 83.4 of the Act, on the recommendation of the Minister of Finance, the Government may exempt a fee or a set of fees from being adjusted under section 83.3; Whereas it is expedient to exempt the fees in Regulation 13-102 respecting System Fees, attached to this Order in Council, from the adjustment provided for in section 83.3 of the Financial Administration Act; It is ordered, therefore, on the recommendation of the Minister of Finance: That the Regulation 13-102 respecting System Fees, attached to this Order in Council, be approved; That the fees in the Regulation be exempted from the adjustment provided for in section 83.3 of the Financial Administration Act (chapter A-6.001). Yves Ouellet Clerk of the Conseil exécutif © Éditeur officiel du Québec, 2023

996 GAZETTE OFFICIELLE DU QUÉBEC, May 31, 2023, Vol. 155, No. 22 Part 2 REGULATION 13-102 RESPECTING SYSTEM FEES Securities Act (chapter V-1.1, s. 331, 1st par., subpar. (9) and (12)) Definitions

1. (1) In this Regulation, “annual information form” means (a) an “AIF” as defined by Regulation 51-102 respecting Continuous Disclosure Obligations (chapter V-1.1, r. 24), or (b) an annual information form referred to in Part 9 of Regulation 81-106 respecting Investment Fund Continuous Disclosure (chapter V-1.1, r. 42); “principal regulator” means the principal regulator determined under section 5 of Regulation 13-103 respecting the System for Electronic Data Analysis and Retrieval + (SEDAR +), approved by ministerial order no. 2023-10 dated 18 May 2023; “shelf prospectus” means a prospectus filed under Regulation 44-102 respecting Shelf Distributions (chapter V-1.1, r. 17); “system fee” means a fee set out in Appendix A or B. (2) In this Regulation, a term referred to in Column 1 of the following table has the meaning ascribed to it in the Regulation referred to in Column 2 opposite that term: Column 1 Defined Term Column 2 Regulation CPC instrument Regulation 45-106 respecting Prospectus Exemptions (chapter V-1.1, r. 21) document Regulation 13-103 respecting the System for Electronic Data Analysis and Retrieval + (SEDAR +) long form prospectus Regulation 41-101 respecting General Prospectus Requirements (chapter V-1.1, r. 14) © Éditeur officiel du Québec, 2023

Part 2 GAZETTE OFFICIELLE DU QUÉBEC, May 31, 2023, Vol. 155, No. 22 997 preliminary MJDS prospectus National Instrument 71-101, The Multijurisdictional Disclosure System (chapter V￾1.1, r. 36) rights offering circular Section 2.1 of Regulation 45-106 respecting Prospectus Exemptions SEDAR + Regulation 13-103 respecting the System for Electronic Data Analysis and Retrieval + (SEDAR +) short form prospectus Regulation 41-101 respecting General Prospectus Requirements sponsoring firm Regulation 33-109 respecting Registration Information (chapter V-1.1, r. 12) Inconsistency with other regulations 2. If there is any conflict or inconsistency between this Regulation and Regulation 13-103 respecting the System for Electronic Data Analysis and Retrieval + (SEDAR +), approved by ministerial order no. 2023-10 dated 18 May 2023, this Regulation prevails. System fees for transmission 3. (1) A person described in Column A of Appendix A must pay the corresponding system fee specified in Column C of the Appendix to the person’s principal regulator, if the person transmits a filing of a type described in Column B of the Appendix. (2) Subsection (1) does not apply unless the securities regulatory authority in the local jurisdiction is the person’s principal regulator Annual registrant system fee 4. On December 31 of each year, a sponsoring firm must, for each individual registrant of the sponsoring firm, pay the system fee specified in Column C of Appendix B to the securities regulatory authority if the securities regulatory authority in the local jurisdiction is the individual registrant’s principal regulator on that date. Means of payment 5. A person required to pay a system fee must pay the fee through SEDAR +.

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998 GAZETTE OFFICIELLE DU QUÉBEC, May 31, 2023, Vol. 155, No. 22 Part 2 Exemption 6. (1) The regulator, except in Québec, or the securities regulatory authority may grant an exemption from this Regulation, in whole or in part, subject to such conditions or restrictions as may be imposed in the exemption. (2) Despite subsection (1), in Ontario, only the regulator may grant such an exemption. (3) Except in Alberta and Ontario, an exemption referred to in subsection (1) is granted under the statute referred to in Appendix B of Regulation 14-101 respecting Definitions (chapter V-1.1, r. 3), opposite the name of the local jurisdiction. Transition 7. (1) Despite section 5, a person required to pay a system fee under Item 1 of Appendix A or under Appendix B must pay the fee through NRD, as defined in Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9), until Regulation 13-103 respecting the System for Electronic Data Analysis and Retrieval + (SEDAR +), approved by ministerial order no. 2023-10 dated 18 May 2023, requires that the person transmit, through SEDAR +, a filing of a type described in Item 1 of Appendix A or in Appendix B. (2) Despite section 3, a person is not required to pay a system fee under Item 2 of Appendix A until Regulation 13-103 respecting the System for Electronic Data Analysis and Retrieval + (SEDAR +) requires that the person transmit, through SEDAR +, a filing of a type described in Item 2 of Appendix A. Repeal 8. Regulation 13-102 respecting System Fees for SEDAR and NRD (chapter V-1.1, r. 2.1) is repealed. Effective date 9. This Regulation comes into force on the fifteenth day following its publication in the Gazette officielle du Québec. © Éditeur officiel du Québec, 2023

Part 2 GAZETTE OFFICIELLE DU QUÉBEC, May 31, 2023, Vol. 155, No. 22 999 APPENDIX A SYSTEM FEES In this Appendix, “application” means a request transmitted through SEDAR + for a decision of the regulator or securities regulatory authority but, for greater certainty, does not include a pre-filing; “pre-filing” means a request to consult with the principal regulator regarding the application of securities legislation or securities directions generally or the application of securities legislation or a direction to a particular transaction or matter or proposed transaction or matter. Item Column A Person required to file Column B Filing Type Column C System Fee 1 Sponsoring firm – in respect of an individual registrant Application for registration or reactivation of registration $86 2 International dealer or international adviser Annual notice of reliance on exemption from dealer registration requirement or adviser registration requirement $350 3 Investment fund that is a reporting issuer Annual financial statements $525 4 Investment fund Preliminary, pro forma, or combined preliminary and pro forma long form prospectus $2200, regardless of whether the applicable long form prospectus relates to the distribution of the securities of one or more than one investment fund Preliminary, pro forma, or combined preliminary and pro forma simplified prospectus $2200, regardless of whether the applicable simplified prospectus relates to the distribution of the securities of one or more than one investment fund © Éditeur officiel du Québec, 2023

1000 GAZETTE OFFICIELLE DU QUÉBEC, May 31, 2023, Vol. 155, No. 22 Part 2 Item Column A Person required to file Column B Filing Type Column C System Fee 5 Reporting issuer other than an investment fund Annual financial statements $765 6 Reporting issuer, other than an investment fund, that is not a short form prospectus issuer Annual information form $430 7 Investment fund that is not a short form prospectus issuer Annual information form $430 8 Reporting issuer that is a short form prospectus issuer Annual information form $2530 9 Issuer other than an investment fund Preliminary long form prospectus Preliminary prospectus governed by a CPC instrument $950 Preliminary short form prospectus, preliminary shelf prospectus or preliminary MJDS prospectus $1500 10 All filers Issuer bid circular filed under Part 2 of Regulation 62-104 respecting Take-Over Bids and Issuer Bids (chapter V-1.1, r. 35) or take￾over bid circular filed under Part 2 of Regulation 62-104 respecting Take-Over Bids and Issuer Bids $350 11 Issuer, other than an investment fund Rights offering circular $1500

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Part 2 GAZETTE OFFICIELLE DU QUÉBEC, May 31, 2023, Vol. 155, No. 22 1001 12 All filers Report of exempt distribution $40 13 All filers Pre-filing that is transmitted through SEDAR + $350 14 All filers Application that is required to be transmitted through SEDAR + under Regulation 13-103 respecting the System for Electronic Data Analysis and Retrieval + (SEDAR +), approved by ministerial order no. 2023-10 dated 18 May 2023, (a) if a pre-filing referred to in Item 13 was previously transmitted in respect of the application, and (b) in any other case. $0 $350

APPENDIX B SYSTEM FEES Column A Person required to file Column B Filing Type Column C System Fee Sponsoring firm – in respect of each individual registrant sponsored by the firm Annual registration renewal $86 106288 © Éditeur officiel du Québec, 2023