2021-05-20

Draft Amendments to Policy Statement to Regulation 71-102 respecting Continuous Disclosure and Other Exemptions Relating to Foreign Issuers

The securities regulators amend Policy Statement to Regulation 71-102 to clarify how foreign issuers may utilize U.S. Form 20F filings to satisfy specific continuous disclosure exemptions. The revised text permits issuers to file the Form 20F on SEDAR under the annual disclosure statement category or one of the annual financial statement, AIF, or MD&A categories. For any remaining categories, the issuer must file a letter referencing the SEDAR project number under which the Form 20F was originally filed.

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AMENDMENTS TO POLICY STATEMENT TO REGULATION 71-102 RESPECTING CONTINUOUS DISCLOSURE AND OTHER EXEMPTIONS RELATING TO FOREIGN ISSUERS

  1. Section 4.1 of Policy Statement to Regulation 71-102 respecting Continuous Disclosure and Other Exemptions Relating to Foreign Issuers is amended by replacing the third and fourth sentences with the following: “For example, a foreign issuer may wish to file its U.S. Form 20F to satisfy the conditions relating to the financial statement exemption, AIF exemption, MD&A exemption and the annual disclosure statement exemption. The foreign issuer could file the Form 20F on SEDAR under [the annual disclosure statement category] or [one of the annual financial statement category, the AIF category or the MD&A category], and under the other categories would file a letter giving the SEDAR project number under which the Form 20F is filed.”.