CSA Second Notice of Consultation: Draft Amendments for Access Model for Continuous Disclosure Documents

CSA Second Notice of Consultation
Draft Amendments and Draft Changes to Implement an Access Model for Certain Continuous Disclosure Documents of Non-Investment Fund Reporting Issuers November 19, 2024 Introduction The Canadian Securities Administrators (the CSA or we) are republishing for a 90-day comment period, draft amendments to

• Regulation 51-102 respecting Continuous Disclosure Obligations (Draft Amendments to
  Regulation 51-102) and draft changes to
• Policy Statement to Regulation 51-102 respecting Continuous Disclosure Obligations, and
• Policy Statement to Regulation 54-101 respecting Communication with Beneficial Owners
  of Securities of a Reporting Issuer
  (collectively, the Draft Changes) and are publishing for comment, related draft consequential amendments to
• Regulation 54-101 respecting Communication with Beneficial Owners of Securities of a
  Reporting Issuer
  (collectively, with Draft Amendments to Regulation 51-102, the Draft Amendments). The public comment period will end on February 17, 2025. The text of the Draft Amendments and the Draft Changes are published with this notice and will also be available on websites of CSA jurisdictions, including:
  www.lautorite.qc.ca www.asc.ca www.bcsc.bc.ca nssc.novascotia.ca www.fcnb.ca www.osc.ca www.fcaa.gov.sk.ca

www.mbsecurities.ca
Substance and Purpose
If implemented, the Draft Amendments and the Draft Changes will introduce an access model for annual financial statements, interim financial reports and related management’s discussion & analysis (MD&A) for non-investment fund reporting issuers (the Proposed Access Model). The Proposed Access Model provides alternative procedures whereby electronic access may be provided to annual financial statements, interim financial reports and related MD&A (CD documents) instead of following the delivery requirements currently found in securities legislation. The Draft Amendments stipulate that electronic access to a CD document has been provided if

• the issuer has filed the document on SEDAR+,
• on the same day, the issuer has issued and filed a news release on SEDAR+ announcing
  that o the document is accessible electronically, o the SEDAR+ notification functionality is available, o an electronic or paper copy of the document can be obtained upon request, o any standing instructions to receive the document in electronic or paper form will continue to be followed, and
• on the same day, if the issuer has a website, the issuer has posted the document on its
  website.
  The SEDAR+ notification functionality allows a person (subscriber) to sign up (subscribe), through SEDAR+, to receive an email notification when the CD documents that they subscribed for have been filed by the issuer on SEDAR+. We further describe this functionality below. In addition, the Draft Amendments require the issuer to disclose how to access CD documents electronically, that the SEDAR+ notification functionality is available, how to obtain a copy of a CD document and that standing instructions can be provided. The required disclosure must be made
• in a news release before using the Proposed Access Model if, during the previous financial
  period, the issuer complied with the current delivery requirements in Regulation 51-102 respecting Continuous Disclosure Obligations (Regulation 51-102),
• in a separate document sent to investors with the proxy-related materials or, if the issuer is
  using the notice-and-access model, with the notice, and
• on its website in the same location where the issuer posts its CD documents, if applicable.
  Before ceasing to use the Proposed Access Model, the Draft Amendments require the issuer to inform investors of this change in a news release. We recognize that information technology is an important and useful tool in facilitating communication with investors. The Proposed Access Model is consistent with the general evolution of our capital markets and recognizes that investors are increasingly accessing and

consuming information electronically. The Proposed Access Model will further enhance investors’ awareness of the availability of CD documents and how they can access them electronically. The Proposed Access Model does not impact an investor’s ability to request CD documents in electronic or paper form. If an investor has provided standing instructions to an intermediary to receive the documents in electronic or paper form, the documents will continue to be sent based on those instructions even if the issuer has selected to provide electronic access to its CD documents in accordance with the Proposed Access Model. Background On January 9, 2020, we published CSA Consultation Paper 51-405 Consideration of an Access Equals Delivery Model for Non-Investment Fund Reporting Issuers. The purpose of the consultation was to provide a forum for discussion on the appropriateness of implementing an access model in the Canadian market. We solicited views on whether an access model should be introduced, the types of documents to which the model should apply and its mechanics. At that time, a significant majority of commenters expressed general support for implementing an access model in Canada. On April 7, 2022, we published for comment draft amendments and draft changes to implement an access model for prospectuses generally and CD documents (the Initial Proposals). During the comment period, which ended on July 6, 2022, we received submissions from 29 commenters. We have considered the comments received and thank the commenters for their input. The names of commenters and a summary of their comments, together with our responses, are contained in Annex A of this notice. The Initial Proposals for prospectuses were generally well received by commenters. On January 11, 2024, we published final amendments and changes implementing an access model for prospectuses. These final amendments and changes generally came into force on April 16, 2024. However, several commenters expressed concerns about implementing the Initial Proposals for CD documents, including potential negative effects on retail investors. Summary of Changes to the Initial Proposals After considering the comments received, we made material changes to the Initial Proposals for CD documents and the Draft Amendments and Draft Changes reflect certain of the comments and enhance the Proposed Access Model from an investor perspective, including the following:

1. SEDAR+ notification functionality
   We introduced disclosure requirements on the SEDAR+ notification functionality, which allows a person to subscribe to receive a notification by email when an issuer has filed a CD document. A subscriber may select one or more issuers for which notifications by email are requested. The email received by a subscriber includes a link to the issuer’s CD document. The email will include one or more issuers and documents depending on the subscription. A subscriber can update its subscription at any time based on its preferences (i.e., to change its email address, to add or remove an issuer or document or to unsubscribe). The SEDAR+ notification functionality addresses the main concern raised by commenters about implementing an access model for CD documents, which is the need for meaningful

notice to investors that a CD document is accessible electronically, including providing a link to the document. The Draft Amendments require information about the SEDAR+ notification functionality to increase investors’ awareness of this functionality and of SEDAR+, the official site to access public documents and information filed by issuers.
2. Before providing electronic access to CD documents
We added a requirement to issue and file a news release on SEDAR+ at least 25 days before using the Proposed Access Model if, during the previous financial period, the issuer either (i) sent a request form to investors that investors may use to request a copy of the issuer’s CD documents, or (ii) sent its documents to all investors. The requirement is similar to the notice required in advance of the first time that an issuer uses the notice-and-access model1 . The news release is intended to provide advance notice to investors that CD documents will be accessible electronically, that the SEDAR+ notification functionality is available, how to obtain a copy of a CD document and that standing instructions can be provided. We added guidance to encourage issuers to consider whether additional methods of advance notification about the use of the Proposed Access Model may be appropriate.
3. Sending a separate document
We added a requirement to include a separate document with the proxy-related materials or, if the issuer is using the notice-and-access model, with the notice, sent to investors. This document would serve as an annual reminder to investors about how to access CD documents electronically, that the SEDAR+ notification functionality is available, how to obtain a copy of a document and that standing instructions can be provided. This requirement is intended to serve as an annual reminder to investors that the issuer is using the Proposed Access Model and to describe how investors can access the documents electronically or obtain copies of the documents in electronic or paper form.
4. Issuer’s website
We added a requirement for issuers that have a website to, on the same day the issuer has filed a CD document on SEDAR+, post the CD document on its website and to provide the same information that is required to be provided with the proxy-related materials or, if the issuer is using the notice-and-access model, the notice about using that model. We added guidance suggesting that this information should be posted on the same webpage and in proximity to where the CD document is posted. We also added guidance suggesting that the CD document should remain posted at least until the CD document for the next financial period is posted on the issuer’s website. We note that the most intuitive place for investors to look for information about an issuer is the issuer’s website. Posting CD documents on its website would help further facilitate investor engagement and would provide alternatives for investors to electronically access an issuer’s CD documents. 1 See section 9.1.1 of Regulation 51-102 and section 2.7.1 of Regulation 54-101 respecting Communication with Beneficial Owners of Securities of a Reporting Issuer (Regulation 54-101).

5. Ceasing to provide electronic access to CD documents
   We added a requirement that an issuer issue and file a news release on SEDAR+ at least 25 days before the issuer intends to cease using the Proposed Access Model announcing that it will no longer provide electronic access to CD documents and that it will comply with the current delivery requirements under securities legislation. The requirement aims to provide advance notice to investors that the issuer will no longer be using the Proposed Access Model.
6. Interaction with current delivery requirements
   We added guidance to clarify that an issuer may provide electronic access to its annual financial statements and related MD&A, interim financial reports and related MD&A, or both. If an issuer provides electronic access to its annual financial statements and related MD&A only, the current delivery requirements apply to the issuer’s interim financial reports and related MD&A, and vice versa.
7. Contact information
   We added guidance to clarify that when an issuer provides contact information in its news releases, with its proxy-related materials or notice and on its website, if applicable, so that an investor can request a copy of the issuer’s CD documents, the issuer should include a physical address, email address and telephone number in its contact information, along with any other contact information the issuer considers would aid an investor in contacting the issuer.
8. Standing instructions
   We added guidance to clarify that, when an issuer provides electronic access to its CD documents, this will not override the beneficial owner’s standing instructions to receive the documents in electronic or paper form in accordance with Regulation 54-101. We are now proposing amendments to Regulation 54-101 to clarify that issuers using the Proposed Access Model must send the separate document mentioned above with the proxy-related materials or, if the issuer is using the notice-and-access model, the notice, to beneficial owners of its securities. As we consider these to be material changes, we are republishing the Draft Amendments and Draft Changes for a further comment period. Also, we decided not to propose to implement the Proposed Access Model for SEC foreign issuers and designated foreign issuers as contemplated in the Initial Proposals. Regulation 71-102 respecting Continuous Disclosure and Other Exemptions Relating to Foreign Issuers already provides broad relief from most of the requirements of Regulation 51-102 on the condition that the issuer complies with the continuous disclosure requirements of the SEC or of a designated foreign jurisdiction. After further consideration of the material amendments that we are proposing to the Proposed Access Model, which could not be mirrored for foreign issuers, we are of the view that it is no longer appropriate to contemplate amendments to this regulation.

Consequential Amendments
We are proposing amendments to Regulation 54-101 to clarify the interaction between the current requirements and the Proposed Access Model. Local Matters Where applicable, an additional annex is being published in any local jurisdiction that is making related changes to local securities laws, including local notices or other policy instruments in that jurisdiction. It also includes any additional information that is relevant to that jurisdiction only. Request for Comments We welcome your comments on the Draft Amendments and the Draft Changes and also invite comments on the following specific question.

1. Under the Proposed Access Model, an issuer that has filed a CD document on SEDAR+
   must, on the same day, issue and file a news release on SEDAR+ and, if the issuer has a website, post the document on its website. Do you anticipate any practical issues with having to complete these steps on the same day? Please explain. Please submit your comments in writing on or before February 17, 2025. Please send your comments by email in Microsoft Word format. Please address your submission to all members of the CSA as follows:
   British Columbia Securities Commission
   Alberta Securities Commission
   Financial and Consumer Affairs Authority of Saskatchewan The Manitoba Securities Commission Ontario Securities Commission Autorité des marchés financiers Financial and Consumer Services Commission of New Brunswick Superintendent of Securities, Prince Edward Island Nova Scotia Securities Commission Superintendent of Securities, Newfoundland and Labrador Superintendent of Securities, Yukon Territory Superintendent of Securities, Northwest Territories Superintendent of Securities, Nunavut Deliver your comments only to the addresses below. Your comments will be distributed to the other participating CSA members. Me Philippe Lebel Corporate Secretary and Executive Director, Legal Affairs Autorité des marchés financiers Place de la Cité, tour PwC 2640, boulevard Laurier, bureau 400 Québec (Québec) G1V 5C1 Fax: 514 864-8381

Email: consultation-en-cours@lautorite.qc.ca
The Secretary
Ontario Securities Commission
20 Queen Street West
22nd Floor
Toronto, Ontario M5H 3S8
Fax: 416 593-2318
Email: comments@osc.gov.on.ca
We cannot keep submissions confidential because securities legislation in certain provinces requires publication of the written comments received during the comment period. All comments received will be posted on the websites of each of the Alberta Securities Commission at www.asc.ca, the Autorité des marchés financiers at www.lautorite.qc.ca and the Ontario Securities Commission at www.osc.ca. Therefore, you should not include personal information directly in comments to be published. It is important that you state on whose behalf you are making the submission. Contents of Annexes

• Annex A: List of Commenters and Summary of Comments and CSA Responses
  Questions
  Please refer your questions to any of the following:
  Autorité des marchés financiers
  Michel Bourque
  Director, Regulatory Policy
  514 395-0337, ext. 4466 michel.bourque@lautorite.qc.ca Diana D’Amata Senior Legal Counsel, Legal Affairs 514 395-0337, ext. 4386 diana.damata@lautorite.qc.ca Kristina Beauclair Senior Policy Adviser, Regulatory Policy 514 395-0337, ext. 4397 kristina.beauclair@lautorite.qc.ca British Columbia Securities Commission Noreen Bent Ken Chow Chief, Corporate Finance Legal Services Senior Legal Counsel, Corporate Finance 604 899-6741 Legal Services nbent@bcsc.bc.ca 604 899-6968 kchow@bcsc.bc.ca

Alberta Securities Commission
Tracy Clark
Senior Legal Counsel, Corporate Finance
403 355-4424 tracy.clark@asc.ca
Mikale White
Senior Legal Counsel, Corporate Finance
403 355-4344 mikale.white@asc.ca
Financial and Consumer Affairs Authority of Saskatchewan Heather Kuchuran Director, Corporate Finance, Securities Division 306 787-1009 heather.kuchuran@gov.sk.ca Manitoba Securities Commission Patrick Weeks Deputy Director, Corporate Finance 204 945-3326 patrick.weeks@gov.mb.ca Ontario Securities Commission Erin O’Donovan Manager, Corporate Finance 416 204-8973 eodonovan@osc.gov.on.ca Alexandra Melo Senior Legal Counsel, Corporate Finance 416 263-7695 amelo@osc.gov.on.ca Financial and Consumer Services Commission, New Brunswick Ray Burke Moira Goodfellow Manager, Corporate Finance Senior Legal Counsel 506 643-7435 506 444-2575 ray.burke@fcnb.ca moira.goodfellow@fcnb.ca Nova Scotia Securities Commission Peter Lamey Legal Analyst 902 424-7630 Peter.Lamey@novascotia.ca

ANNEX A
LIST OF COMMENTERS

1. Broadridge Investor Communications Corporation
2. Canadian Bankers Association
3. Canadian Coalition for Good Governance
4. Canadian Investor Relations Institute
5. CFA Societies Canada – Canadian Advocacy Council
6. Davies Ward Phillips & Vineberg LLP
7. Ruth Elliott
8. Enbridge Inc.
9. FAIR Canada
10. Anatole Feldman
11. Fidelity Investments Canada ULC
12. David M. Fieldstone
13. Harold Geller, Harvey Naglie, Don Mercer, Edward Waitzer
14. Stan Gourley
15. Investment Industry Association of Canada
16. Kenmar Associates
17. Bev Kennedy
18. Norton Rose Fulbright Canada LLP
19. Nutrien Ltd.
20. Ontario Securities Commission’s Investor Advisory Panel
21. Rick Price
22. Chris Robinson
23. Arthur Ross
24. Securities Transfer Association of Canada
25. Shareholder Association for Research & Education
26. Stikeman Elliott LLP
27. TSX Inc. and TSX Venture Exchange Inc.
28. Torys LLP
29. Peter Whitehouse

SUMMARY OF COMMENTS AND CSA RESPONSES
Generally, supportive of the Initial
Proposals
Fourteen commenters expressed general support for implementing the Initial Proposals in the Canadian market. These commenters noted a number of potential benefits, including that the Initial Proposals would:

• reduce regulatory burden and costs
  associated with printing and mailing documents for issuers, without compromising investor protection;

• modernize the way documents are made
  available to investors;

• promote a more environmentally friendly
  manner of communicating information to investors;

• recognize information technology as an
  important tool improving timely communication with investors;

• still allow for the delivery of paper copies
  for those investors who prefer to receive documents in that format;

• allow more efficient review of documents
  in electronic format rather than paper format.
  Seven of the fourteen commenters acknowledged that there are potential limitations to implementing the Initial Proposals, including that the Initial Proposals:

• do not provide meaningful notice of the
  availability and/or actual delivery, of a disclosure document;

• rely on SEDAR as the tool for accessing
  important company documents although it is not generally considered user-friendly and is not widely used by retail investors;

• potentially conflict with requirements
  under securities law, as well as outside of securities legislation; We thank the commenters for their views. Since we published final amendments and changes implementing an access model for prospectuses on January 11, 2024, including our responses to comments relating to that initiative, our responses below pertain only to comments relating to the Proposed Access Model for CD documents. We acknowledge the potential limitations identified that relate to the Initial Proposals for CD documents. Further to our consideration of these comments and our continuing analysis, we are proposing material changes to the Initial Proposals for CD documents.

• require investors to take action to access
  information about issuers, such as following the news releases of specific issuers. The Draft Amendments and the Draft Changes enhance the Initial Proposals for CD documents to address investor concerns, including potential negative effects on retail investors. In particular, we are introducing proposed disclosure requirements for relevant information to be disclosed by the issuer in a news release before starting to use the Proposed Access Model, in a separate document sent annually to investors, on the issuer’s website (if applicable), in news releases filed by the issuer and in a news release before ceasing to use the Proposed Access Model. On December 3, 2023, the CSA implemented a SEDAR+ notification functionality that allows anyone (subscriber) to sign up (subscribe) to receive an email notification when a CD document has been filed by an issuer on SEDAR+. A subscriber can subscribe to receive email notifications for multiple issuers. Email notifications will be sent to a subscriber on an ongoing basis until they change their subscription preferences. The email received by a subscriber includes a direct link to the CD document. In our view, this SEDAR+ notification functionality allows investors to

receive meaningful and timely notice when a CD document is filed.
We think that implementing the
Proposed Access Model is appropriate because it is consistent with the general evolution of our capital markets and recognizes that investors are increasingly accessing and consuming information electronically. Generally, not supportive of the Initial Proposals Fourteen commenters did not generally support implementing the Initial Proposals in the Canadian market, most particularly for CD documents. These commenters noted a number of limitations, including that the Initial Proposals would:

• not provide meaningful notice of the
  availability, or actual delivery, of a disclosure document;

• rely on SEDAR as the tool for accessing
  important company documents although there is little knowledge or understanding of SEDAR among retail investors;

• not enhance efficient and timely
  communication with investors;

• shift the delivery burden on investors by
  requiring them to take steps to obtain information;

• require the use of information technology
  and make access to information subject to potential technology failure;

• have a negative impact on investor
  engagement, especially for retail investors;

• not significantly reduce cost for issuers
  and may actually increase them for most average issuers; We thank the commenters for their views. We acknowledge the views expressed by commenters objecting to the Initial Proposals for CD documents. As mentioned above, the Draft Amendments and the Draft Changes enhance the Initial Proposals for CD documents from an investor perspective. To that end, we are introducing disclosure requirements that aim to address the main concern raised by commenters regarding the Initial Proposals, which is the lack of meaningful notice of the availability, or actual delivery, of a CD document. The SEDAR+ notification functionality allows investors to receive meaningful and timely notice when a CD document is

• create confusion for investors, who would
  receive personal notifications for some of their holdings and would need to search for others. Ten of the fourteen commenters acknowledged that there are potential benefits to implementing the Initial Proposals, including that the Initial Proposals:

• allow for the delivery of paper copies for
  those investors who prefer to receive documents in that format;

• reduce the reporting burden and costs
  associated with mailing and printing of documents for issuers;

• facilitate the communication of
  information to investors in a more environmentally friendly manner, and cost-efficient and timely manner;

• allow for a more efficient review of
  documents in electronic format rather than paper format. filed by an issuer on SEDAR+. Additionally, we are proposing disclosure requirements to inform investors how to access CD documents electronically, that the SEDAR+ notification functionality is available, how to obtain a copy of a CD document and that standing instructions can be provided. As mentioned above, this disclosure must be made in a news release before starting to use the Proposed Access Model, in a separate document that is sent annually to investors, on the issuer’s website (if applicable), in news releases and in a news release before ceasing to use the Proposed Access Model. We would like to remind commenters that investors can request electronic or paper copies of CD documents, or provide standing instructions to their intermediaries, in accordance with their preferences. Implementing the Initial Proposals for CD documents

• Three commenters questioned the view of
  the CSA that retail investors were
  “generally aware” of filing timelines, especially with respect to companies incorporated in multiple jurisdictions, foreign issuers, and a full portfolio of companies with different quarter- and year-ends. We thank the commenters for their feedback. Please see above response where it is outlined that the SEDAR+ notification functionality allows anyone to subscribe to receive a notification by email when an issuer has filed a CD document. We remind investors that standing instructions can be provided at

any time, in accordance with their preferences.
Initial
Proposals -
News release component

• Thirteen commenters did not support
  relying on a news release to alert investors that the document is available electronically as it is not sufficient or appropriate to give notice to retail investors in this manner.
• Nine commenters agreed that a news
  release is sufficient and appropriate to alert investors that the document is available electronically, and that this requirement is not particularly onerous or unduly costly for issuers.
• Three commenters suggested that, if the
  requirement to file news releases is to remain under the Initial Proposals, issuers should be allowed to issue and file news releases announcing document availability prior to the SEDAR filing date and prospectively specify the date on which (or by which) the applicable document would be filed. A separate news release could be issued to update the market in the event that an issuer becomes unable to complete the filing of the applicable document on or by the date specified.
• Two commenters suggested that issuers
  should be allowed to use alternative forms of notice sent directly to purchasers. We thank the commenters for their views. We note that a news release is relied on to inform stakeholders of an issuer’s activities, for example a material change in the affairs of a reporting issuer. We continue to think that a news release is a sufficient and appropriate way to alert investors that a document is accessible through SEDAR+. In addition to any required news release under the Proposed Access Model, issuers can use alternative forms of notices that are sent directly to investors. Further, issuers that provide access to their CD documents will be required to provide investors with information about the SEDAR+ notification functionality in a separate document that is sent annually to investors and is posted on the issuer’s website (if applicable). Investors that sign up to receive notifications that an issuer has filed CD documents on SEDAR+, will be sent an email when the issuer files a CD document on SEDAR+, together with a link to the document.

Initial
Proposals -
SEDAR

• Twelve commenters suggested that the
  Initial Proposals should not be implemented before the new SEDAR+ platform has been launched and used by investors.
• Nine commenters suggested that the new
  SEDAR+ platform should include a feature allowing investors to subscribe for push notifications alerting them of the filing of documents and/or to directly receive those documents.
• Four commenters suggested that a direct
  hyperlink to the issuer’s disclosure record and other features to pull information from SEDAR+ and repurpose it for electronic delivery to investors should be available. We note that SEDAR+ was launched on July 25, 2023. As mentioned above, the SEDAR+ notification functionality allows anyone to subscribe to receive an email notification when CD documents have been filed by an issuer on SEDAR+. The email received by a subscriber also includes a link to the issuer’s CD document. Initial Proposals – Electronic or paper copy
• Three commenters suggested that the
  process of requesting paper delivery, providing standing instructions and changing those instructions should be facilitated by the Initial Proposals. Two commenters further suggested that mailing timelines should be enforced. We acknowledge these comments, and we are proposing disclosure requirements explaining how to obtain a copy of CD documents and that standing instructions can be provided at any time. Alternative • Fourteen commenters suggested requiring issuers to use electronic delivery (or ‘push notification’) to notify of the availability of documents and deliver them within the email or through a direct hyperlink or QR code, with the ability to download and print the document.
• Twelve commenters suggested that issuers
  should be required to have a website (or social media channel) hosting an electronic copy of the document with an investor notification alert option. Two commenters further suggested some standardization for the location, presentation and retention of the documents on issuers’ websites.
• Four commenters suggested that investors
  should be able to access information by
  We note that issuers can provide push notifications or alerts or post documents on their websites if they deem it appropriate. As mentioned above, the SEDAR+ notification functionality is now available. In addition, we are proposing that, if an issuer has a website, the CD documents must also be posted on its website along with disclosure informing investors on how to access the CD documents electronically, that the SEDAR+

any preferred means, including via
SEDAR and/or issuer websites, email distribution or paper delivery, and that using an access model should be optional for issuers and investors.

• Two commenters suggested that the CSA
  should examine means of using brokers’ internet platforms through which many retail investors already access information as a means of notice and electronic delivery. notification functionality is available, how to obtain a copy of a CD document and that standing instructions can be provided. We are also proposing guidance on the duration of time that a CD document should remain posted on the issuer’s website. We would also like to remind commenters that the Proposed Access Model is not mandatory; it is an option available for issuers. As mentioned above, investors can request electronic or paper copies of CD documents, or provide standing instructions to their intermediaries, in accordance with their preferences. Implementing the Initial Proposals for other types of documents
• Two commenters did not support
  implementing the Initial Proposals for proxy-related materials, and takeover bid and issuer bid circulars. Two commenters submitted that extending the Initial Proposals to time sensitive documents requiring participation raises investor protection concerns, at least until the access model is better understood by investors and supported by enhanced system access.
• Two commenters supported implementing
  the Initial Proposals for the annual information form, especially considering the draft amendments to Regulation 51-102 respecting Continuous Disclosure Obligations to combine forms 51-102F1 Management’s Discussion & Analysis and We take note of these comments, and we agree that it is not appropriate, at this time, to extend the Proposed Access Model to proxy-related materials, takeover bid and issuer bid circulars. The Proposed Access Model would apply to the annual disclosure statement, if and when it is introduced.

51-102F2 Annual Information Form in one reporting document, (the “annual disclosure statement”). Other comments

• Seven commenters suggested that some
  education should be provided to investors regarding the importance of disclosure documents, the Initial Proposals and how to navigate SEDAR (and ultimately SEDAR+) and access those documents.
• Six commenters agreed that the Initial
  Proposals should not be extended to investment fund reporting issuers.
• Four commenters suggested that the Initial
  Proposals should be tested over a certain period of time (varying from 6 to 12 months) to make adjustments based on investors’ experience.
• Four commenters suggested that the Initial
  Proposals should be adopted without delay once they have been finalized.
• Two commenters suggested that a
  harmonized approach to the Initial
  Proposals among the CSA would be most appropriate.
• Two commenters encouraged the CSA to
  consider the compatibility of the regime with current delivery requirements under the various securities and corporate law provisions and engage with corporate law regulators in order to address and solve any potential incoherence or inefficiencies that may arise with the adoption of the Initial Proposals.
• Two commenters expressed the view that
  for the average issuer, the costs of relying on the Initial Proposals would exceed the We thank the commenters for their views. Some of these comments were shared with our CSA colleagues working on other CSA initiatives since they relate to those projects, for example comments relating to investment funds. The CSA intends to monitor how the Proposed Access Model is used and consider whether any adjustments are warranted. We recognize that certain issuers may be required to comply with certain delivery requirements under corporate law and other applicable requirements to which they may be subject. However, we do not view these potential limitations as roadblocks to introducing the Proposed Access Model under securities legislation. Data limitations present challenges to quantifying all the costs and benefits of an access model. But as mentioned above the Proposed Access Model is not mandatory; it is an option available for issuers.

savings, which would deter them from using the access model. They are of the view that digital delivery would, on the other hand, provide cost savings to virtually all companies.