CSA Notice 31-357 Blanket Orders in respect of Certain Client Focused Reforms Provisions of Regulation 31-103

CSA Notice 31-357
Blanket Orders/Class Orders in respect of Certain Client Focused Reforms Provisions of Regulation 31-103 respecting Registration Requirements, Exemptions and Ongoing Registrant Obligations April 16, 2020 Introduction The Client Focused Reforms (CFRs) are an important investor protection initiative based on the concept that in the client-registrant relationship, the interests of the client come first. For reasons discussed below, the Canadian Securities Administrators (the CSA or we) will allow more time for registered firms and individuals (registrants) to implement certain provisions of the CFRs. However, we also wish to acknowledge that during volatile times such as those which we now face as a result of the Coronavirus pandemic (COVID-19) clients rely on registrants more than ever to provide them with advice that puts their interests first. We therefore encourage registrants, to the extent possible, to follow the implementation timing originally published with regard to the CFRs. The CSA, along with the Investment Industry Regulatory Organization of Canada and the Mutual Fund Dealers Association of Canada (together, the SROs), are actively consulting with numerous industry stakeholders through the CFRs Implementation Committee. Through them, we have learned of the extent to which COVID-19 has disrupted business so that many registrants will not be in a position to implement the CFRs on the timeline originally published. We have also been informed of operational challenges relating to the first phase of the implementation schedule for the CFRs. All members of the CSA have responded by issuing parallel orders extending the timeline for the implementation of amendments to Regulation 31-103 respecting Registration Requirements, Exemptions and Ongoing Registrant Obligations that would otherwise have come into effect in the first phase of the implementation of the CFRs on December 31, 2020. The SROs will harmonize their implementation timelines for conforming changes to their member rules, policies and guidance with the timeline adopted by the CSA. Background The CSA published the CFRs, which are relevant to all registrants, on October 3, 2019. The CSA provided for a phased transition period, with the reforms relating to conflicts of interest and relationship disclosure information (RDI) provisions taking effect on December 31, 2020, and the remaining reforms taking effect on December 31, 2021. Summary of Relief Orders Conflicts of interest CFRs The CSA recognizes the significant work many registrants need to undertake to implement the CFRs. We also recognize that the effects of COVID-19 will include disruptions to registrants’ access to office facilities, personnel and other key resources, presenting them with serious challenges to their ability to implement the conflict of interest CFRs by December 31, 2020. Under these circumstances, the CSA has decided to grant relief to postpone the effective date by which registrants will have to comply with
the conflicts of interest CFRs by six months to June 30, 2021. RDI CFRs Through the Implementation Committee, industry stakeholders have informed the CSA of operational challenges associated with changes that registrants will be required to make to their relationship disclosure information pursuant to the CFRs. Accordingly, the CSA has decided to grant relief to extend the time which registrants will have to comply with the RDI CFRs. The implementation of the RDI CFRs will be postponed until December 31, 2021, so that they will come into effect at the same time as the remaining reforms under the CFRs. We note that when the conflicts of interest CFRs come into effect on June 30, 2021, registrants will be required to disclose material conflicts of interest to clients before opening an account or in a timely manner after they are identified. Registrants may provide these disclosures separately from any other disclosures using stand-alone documents in any form, be it electronic or paper, that meet the plain language requirements in the conflicts of interest CFRs.

Other CFRs
All remaining CFRs will take effect on December 31, 2021, consistent with the notice published on October 3, 2019 and the amending regulation for the CFRs. Relief Orders The orders will take effect on December 31, 2020. For the specific provisions of the relief summarized above, see the applicable orders available on websites of CSA members including:
www.lautorite.qc.ca www.albertasecurities.com www.bcsc.bc.ca www.fcnb.ca nssc.novascotia.ca www.osc.gov.on.ca www.fcaa.gov.sk.ca www.mbsecurities.ca Questions Please refer your questions to any of the following:
Martin Picard
Analyste expert à l’encadrement des intermédiaires Autorité des marchés financiers 514 395-0337 and 1 877 525-0337 martin.picard@lautorite.qc.ca Isaac Filaté Senior Legal Counsel Capital Markets Regulation British Columbia Securities Commission 604 899-6573 and 1 800 373-6393 ifilate@bcsc.bc.ca Bonnie Kuhn Senior Legal Counsel Market Regulation Alberta Securities Commission 403 355-3890 bonnie.kuhn@asc.ca Liz Kutarna Deputy Director, Capital Markets Securities Division Financial and Consumer Affairs Authority of Saskatchewan 306 787-5871 liz.kutarna@gov.sk.ca Chris Besko Director, General Counsel The Manitoba Securities Commission 204 945-2561 and 1 800 655-5244 (Toll Free (Manitoba only)) chris.besko@gov.mb.ca

Chris Jepson
Senior Legal Counsel
Ontario Securities Commission
416 593-2379 cjepson@osc.gov.on.ca
Erin Seed
Senior Legal Counsel
Ontario Securities Commission
416 596-4264 eseed@osc.gov.on.ca
Kat Szybiak
Senior Legal Counsel
Ontario Securities Commission
416 593-3686 kszybiak@osc.gov.on.ca
Chris Pottie
Deputy Director, Registration & Compliance
Nova Scotia Securities Commission
902 424-5393 chris.pottie@novascotia.ca
Steven Dowling
Acting Director
Consumer, Labour and Financial Services Division Justice and Public Safety Government of Prince Edward Island 902 368-4551 sddowling@gov.pe.ca Jason Alcorn Senior Legal Counsel and Special Advisor to the Executive Director Financial and Consumer Services Commission of New Brunswick 506 643-7857 jason.alcorn@fcnb.ca John O’Brien Superintendent of Securities Service NL Government of Newfoundland and Labrador 709 729-4909 johnobrien@gov.nl.ca Jeff Mason Director of Legal Registries Department of Justice, Government of Nunavut 867 975-6591 jmason@gov.nu.ca Thomas Hall Superintendent of Securities Department of Justice Government of the Northwest Territories 867 767-9305 tom_hall@gov.nt.ca Rhonda Horte Deputy Superintendent Office of the Yukon Superintendent of Securities 867 667-5466 rhonda.horte@gov.yk.ca