Changes to Policy Statement to Regulation 51-102 respecting Continuous Disclosure Obligations

CHANGES TO POLICY STATEMENT TO REGULATION 51-102 RESPECTING CONTINUOUS DISCLOSURE OBLIGATIONS

1. Policy Statement to Regulation 51-102 respecting Continuous Disclosure Obligations
   is changed by inserting, after section 3.3, the following:
   “3.3.1. Electronic access to financial statements (1) A reporting issuer may provide electronic access to its annual financial statements and related MD&A, interim financial reports and related MD&A, or both, including financial statements required by section 4.7 of the Regulation and related MD&A, as applicable. If a reporting issuer provides electronic access to its annual financial statements and related MD&A only, the relevant provisions of section 4.6 of the Regulation continue to apply to the reporting issuer’s interim financial reports and related MD&A. If a reporting issuer provides electronic access to its interim financial reports and related MD&A only, the relevant provisions of section 4.6 of the Regulation continue to apply to the reporting issuer’s annual financial statements and related MD&A. If a reporting issuer provides electronic access to some of its interim financial reports and related MD&A only, the relevant provisions of section 4.6 of the Regulation continue to apply to the reporting issuer’s annual financial statements and other interim financial reports and their related MD&A. If a securityholder, other than a holder of debt instruments, requests a copy of the financial statements and related MD&A further to the statement required under sections
   4.5.1 to 4.5.4 of the Regulation, the reporting issuer must send a copy of the document
   requested to the securityholder at the email address or address specified in the request by the delivery deadline set out in paragraph 4.6(3)(c) of the Regulation. (2) The news releases required by subsections 4.5.1(3) and 4.5.2(3) of the Regulation are intended to inform securityholders, other than holders of debt instruments, that a reporting issuer’s financial statements and related MD&A are accessible through SEDAR+. If the reporting issuer is providing electronic access to financial statements required under sections 4.7 or 4.10 of the Regulation, the news release required by subsections 4.5.1(3) and 4.5.2(3) of the Regulation does not need to refer to MD&A related to the financial statements. (3) The statement required by section 4.5.3 of the Regulation is intended to serve as an annual reminder to securityholders, other than holders of debt instruments, that the reporting issuer’s financial statements and related MD&A are accessible through SEDAR+. A reporting issuer may choose to include that statement in an existing document among its proxy-related materials (such as, in its notice of meeting, its form of proxy or voting instruction form or its information circular) or its notice under the notice-and-access model, or provide that statement in a separate document that would accompany the issuer’s proxy￾related materials or its notice under the notice-and-access model. A reporting issuer may at its discretion include that statement in one or more documents referred to above. If the reporting issuer chooses to include the required statement in an existing document, the statement should be included in a prominent location that would attract the attention of securityholders. (4) Sections 4.5.1 to 4.5.4 of the Regulation require a reporting issuer to provide contact information in its news releases, with its proxy-related materials or its notice under the notice-and-access model and on its website, if the reporting issuer has a website, so that a securityholder can request a copy of the reporting issuer’s financial statements and related MD&A. We encourage reporting issuers to consider including a physical address, email address and telephone number as their contact information, along with any other contact information the reporting issuer considers would aid a securityholder in contacting the reporting issuer.

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(5) When a reporting issuer provides electronic access to its financial statements and related MD&A under section 4.5.1 or 4.5.2 of the Regulation, this will not override the beneficial owner’s standing instructions to receive the documents in electronic or paper form provided under Regulation 54-101 respecting Communication with Beneficial Owners of Securities of a Reporting Issuer (chapter V-1.1, r. 29). (6) In order to comply with section 4.5.4 of the Regulation, a reporting issuer may choose to post on its website a hyperlink that leads directly to its financial statements and related MD&A filed on SEDAR+. Please visit www.sedarplus.com for technical guidance related to generating URL links on SEDAR+. (7) When a reporting issuer posts its financial statements and related MD&A on its website under section 4.5.4 of the Regulation, the documents should remain posted at least until the documents for the next financial period are posted on the reporting issuer’s website. For example, the annual financial statements and related MD&A for the current financial year should remain posted until the annual financial statements and related MD&A for the next financial year are posted on the reporting issuer’s website. Also, the reporting issuer should post the statement required under paragraph 4.5.4(b) of the Regulation on the same webpage and in proximity to where its financial statements and related MD&A, or the hyperlink that leads directly to those documents filed on SEDAR+, are posted. “3.3.2. Advance notification (1) If, during the previous financial period, a reporting issuer was not providing electronic access to its financial statements and related MD&A under section 4.5.1 or 4.5.2 of the Regulation, the reporting issuer must issue and file a news release under subsection 4.5.1(2) or 4.5.2(2) of the Regulation at least 25 calendar days before issuing and filing a news release under subsection 4.5.1(3) or subsection 4.5.2(3) of the Regulation. We also encourage reporting issuers to consider whether additional methods of advance notification may be appropriate. (2) A reporting issuer may choose to combine the news releases required under subsections 4.5.1(2) and 4.5.2(2) of the Regulation. A reporting issuer may also choose to include the disclosure required under sections 4.5.1 and 4.5.2 of the Regulation along with other information disclosed in a news release.”.
2. Section 3.5 of the Policy Statement is changed by replacing the first paragraph of
paragraph (1) by the following:
“Subject to subsections 4.6(5.1) and 4.6(5.2) of the Regulation, subsection 4.6(1) of the Regulation requires reporting issuers to send a request form to the registered holders and beneficial owners of their securities, other than debt instruments. The registered holders and beneficial owners may use the request form to request a paper copy of the reporting issuer’s annual financial statements and related MD&A, interim financial reports and related MD&A, or both.”.