Notice of Consultation: Recalibration of AMF Fees Under the Securities and Derivatives Acts

Draft Regulations
Securities Act
(chapter V-1.1, s. 331, pars. (9), (11.1) and (12) and s. 331.2) Derivatives Act (chapter I-14.01, s. 174, pars. (4) and (5)) Regulation to amend the Securities Regulation and Regulation to amend the Tariffs for costs and fees payable in respect of derivatives – Recalibration of AMF fees Notice is hereby given by the Autorité des marchés financiers (the “AMF”) that, in accordance with sections 331 and 331.2 of the Securities Act, chapter V-1.1, and section 174 of the Derivatives Act,
chapter I-14.01, the following Regulations, the texts of which are published hereunder, may be made by
the Authority and subsequently submitted to the government for approval, with or without amendment, after 85 days have elapsed since their publication in the AMF Bulletin:

• Regulation to amend the Securities Regulation;

• Regulation to amend the Tariffs for costs and fees payable in respect of derivatives;

• Regulation to amend Regulation 13-103 respecting the System for Electronic Data
  Analysis and Retrieval + (SEDAR +)
  Background
  The AMF, a body of the Québec government, is mandated with regulating Québec’s financial sector and supporting consumers of financial products and services. For this consultation, the AMF invites stakeholders to comment on proposed amendments intended to recalibrate and update certain fees and costs (hereinafter “fees”) as well as penalties prescribed by the Securities Act and Derivatives Act. Under its cost-recovery funding model, the AMF derives its revenue from fees paid by market participants. The current fee structure, which has been in force for the last several years, requires adjustments to better reflect the changing realities of the financial markets. Objectives of the proposed amendments The proposed amendments are intended to introduce a fairer fee schedule better suited to the realities of the financial markets. These amendments are part of an effort to allocate regulatory costs fairly and proportionately among market participants, promote the efficiency of Québec’s financial sector and ensure adequate coverage of the costs associated with the emergence of new financial activities. The proposed amendments include:

• reducing the fees payable by investment dealers and mutual fund dealers, and the individuals
  who act on their behalf, in order to ensure a fair fee structure in light of the recent delegations of certain functions to the Canadian Investment Regulatory Organization (CIRO);

• introducing new fees for market structures and over-the-counter derivatives to better reflect
  the costs associated with the regulatory activities associated with them;

• establishing fees for international dealers and advisers carrying on business in Québec under
  the statutory exemption from registration;

• updating various fees and monetary administrative penalties under the Securities Act and the
  Derivatives Act;

• making a consequential amendment to Regulation 13-103 respecting the System for
  Electronic Data Analysis and Retrieval + (SEDAR +), CQLR, c. V-1.1, r. 2.3, in order to reflect the addition of a form to the Securities Regulation and to the Tariffs for costs and fees payable in respect of derivatives. The fee structure is based primarily on activity fees, which are intended to offset the direct costs incurred by the AMF to deliver specific services requested by market participants (e.g., prospectus reviews, registration document processing). These fees fall into two categories, fixed and variable amounts, which are determined based on the average cost of the services in question and the resulting regulatory framework. The amendments would also introduce participation fees, which attempt to represent certain participants’ benefit obtained from Québec’s financial markets. Some market participants, such as exchanges, will be required to pay such fees annually. The fees payable will be determined using criteria related to participants’ size or activities, which are used as indicators of their use of the financial markets. These fees will help fund regulatory activities whose costs cannot be allocated directly to a specific activity or entity through activity fees. A progressive fee structure is proposed to provide a framework for such participation fees. Comments The AMF is seeking comments from stakeholders on these draft amendments. Comments regarding the above may be made in writing before September 19, 2025, to:
  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: 514-864-6381 E-mail: consultation-en-cours@lautorite.qc.ca Please note that the draft amendments currently under consideration are subject to the government approval process provided for in sections 331 and 331.2 of the Securities Act and section 174 of the Derivatives Act. Under this process, the draft amendments will be published for consultation purposes in the Gazette officielle du Québec prior to potential adoption. Further information Further information is available from:
  Mathieu Laberge
  Senior Legal Counsel, Legal Affairs
  Autorité des marchés financiers
  514-395-0337, ext. 2537
  Toll-free: 1-877-525-0337
  Mathieu.Laberge@lautorite.qc.ca

Sylvia Pateras
Senior Legal Counsel, Legal Affairs
Autorité des marchés financiers
514-395-0337, ext. 2536
Toll-free: 1-877-525-0337 sylvia.pateras@lautorite.qc.ca June 26, 2025