2023-09-13
Added · Updated
This regulation establishes the requirements for registration, changes, and record-keeping under the Securities Act. It mandates that firms and individuals submit specific forms to regulators for initial registration, reinstatement, and updates to personal or firm information within defined timeframes. Additionally, it imposes due diligence and retention obligations on sponsoring firms to verify the accuracy of submitted data and maintain relevant documents for at least seven years.
AMF published 22 documents in the last 30 days — get each new one by email the day it lands.
Regulation 33-109 September 13, 2023 PAGE 1
Last amendment in force on September 13, 2023 This document has official status
chapter V-1.1, r. 12
REGULATION 33-109 RESPECTING REGISTRATION INFORMATION Securities Act (chapter V-1.1, s. 331.1)
PART 1
DEFINITIONS AND INTERPRETATION
1.1. Definitions
In this Regulation:
“business location” means a location where the firm carries out an activity that requires registration, and includes a residence if regular and ongoing activity that requires registration is carried out from the residence or if records relating to an activity that requires registration are kept at the residence; “cessation date” means the last day on which an individual had authority to act as a registered individual on behalf of their sponsoring firm or was a permitted individual of their sponsoring firm; “firm” means a person that is registered, or is seeking registration, as a dealer, adviser or investment fund manager; “former sponsoring firm” means the registered firm for which an individual most recently acted as a registered individual or permitted individual; “NRD submission number” means the unique number generated by NRD to identify each NRD submission; “permitted individual” means (a) a director, chief executive officer, chief financial officer, or chief operating officer of a firm, or a functional equivalent of any of those positions, (b) an individual who has beneficial ownership of, or direct or indirect control or direction over, 10% or more of the voting securities of a firm, or (c) a trustee, executor, administrator, or other personal or legal representative, that has direct or indirect control or direction over 10% or more of the voting securities of a firm;
Regulation 33-109 September 13, 2023 PAGE 2
“principal jurisdiction” means,
(a) for a firm whose head office is in Canada, the jurisdiction of Canada in which the firm’s head office is located, (b) for an individual whose working office is in Canada, the jurisdiction of Canada in which the individual’s working office is located, (c) for a firm whose head office is outside Canada, the jurisdiction of the firm’s principal regulator, as identified by the firm on its most recently submitted Form 33-109F5 or Form 33-109F6, and (d) for an individual whose working office is outside Canada, the principal jurisdiction of the individual’s sponsoring firm; “principal regulator” means, for a person, the securities regulatory authority or regulator of the person’s principal jurisdiction; “registered firm” means a registered dealer, registered adviser or registered investment fund manager; “registered individual” means an individual who is registered under securities legislation to do any of the following on behalf of a registered firm:
(a) act as a dealer, underwriter or adviser;
(b) act as a chief compliance officer;
(c) act as an ultimate designated person;
“sponsoring firm” means,
(a) for a registered individual, the registered firm on whose behalf the individual acts, (b) for an individual applying for registration, the firm on whose behalf the individual will act if the individual’s application is approved, (c) for a permitted individual of a registered firm, the registered firm, and (d) for a permitted individual of a firm that is applying for registration, the applicant firm. M.O. 2009-05, s. 1.1; M.O. 2011-03, s. 1; M.O. 2014-11, s. 1; M.O. 2022-01, s. 1.
Regulation 33-109 September 13, 2023 PAGE 3
1.2. Interpretation
Terms used in this Regulation and that are defined in Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9) have the same meanings as in Regulation 31-102 respecting National Registration Database. M.O. 2009-05, s. 1.2.
PART 2
APPLICATION FOR REGISTRATION AND REVIEW OF PERMITTED INDIVIDUALS
2.1. Firm Registration
A firm that applies for registration as a dealer, adviser or investment fund manager must submit each of the following to the regulator or, in Québec, the securities regulatory authority:
(a) a completed Form 33-109F6;
(b) for each business location of the applicant in the local jurisdiction other than the applicant's head office, a completed Form 33-109F3 in accordance with Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9). M.O. 2009-05, s. 2.1.
2.2. Individual Registration
(1) Subject to subsection (2) and sections 2.4 and 2.6, an individual who applies for registration under securities legislation must submit a completed Form 33-109F4 to the regulator or, in Québec, the securities regulatory authority in accordance with Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9). (2) A permitted individual of a registered firm who applies to become a registered individual with the firm must submit a completed Form 33-109F2 to the regulator or, in Québec, the securities regulatory authority in accordance with Regulation 31-102 respecting National Registration Database. M.O. 2009-05, s. 2.2.
2.3. Reinstatement
(1) An individual who applies for reinstatement of registration under securities legislation must submit a completed Form 33-109F4 to the regulator or, in Québec, the securities regulatory authority in accordance with Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9), unless the individual submits a completed Form 33-109F7 in accordance with subsection (2). (2) The registration of an individual suspended under section 6.1 of Regulation 31-103 respecting Registration Requirements, Exemptions and Ongoing Registrant Obligations
Regulation 33-109 September 13, 2023 PAGE 4
(chapter V-1.1, r. 10) is reinstated on the date the individual submits a completed Form 33-109F7 to the regulator or, in Québec, the securities regulatory authority in accordance with Regulation 31-102 respecting National Registration Database if all of the following apply:
(a) the Form 33-109F7 is submitted on or before the 90th day after the cessation date; (b) in the case of the individual ceasing to be a registered individual or a permitted individual of a sponsoring firm, at the time of cessation there was no allegation against the individual, in Canada or in any foreign jurisdiction, relevant to an assessment of whether the individual is not suitable for registration or the registration is objectionable, including, for greater certainty, an allegation of any of the following:
(i) a crime;
(ii) a contravention of any statute, regulation or order of a court or regulatory body; (iii) a contravention of any rule or bylaw of an SRO, of a professional body or of a similar organization; (iv) a failure to meet any standard of conduct of the sponsoring firm or of any professional body; (b.1) on or before the cessation date, the individual notified, in accordance with
section 4.1, the regulator or, in Québec, the securities regulatory authority of any change
to the information previously submitted in the individual’s Form 33-109F4; (b.2) if the Form 33-109F7 is submitted on or after June 6, 2023, on the date Form 33-109F7 is submitted, the individual’s information in the National Registration Database does not state “there is no response to this question” for any item of the individual’s Form 33-109F4; (c) after the cessation date there have been no changes to the information previously submitted in respect of any of the following items of the individual’s Form 33-109F4:
(i) item 13 relating to regulatory disclosure (other than Item 13.3(a)); (ii) item 14 relating to criminal disclosure; (iii) item 15 relating to civil disclosure; (iv) item 16 relating to financial disclosure;
Regulation 33-109 September 13, 2023 PAGE 5
(d) the individual is seeking reinstatement with a sponsoring firm in one or more of the same categories of registration in which the individual was registered on the cessation date; (e) the new sponsoring firm is registered in the same category of registration in which the individual’s former sponsoring firm was registered. M.O. 2009-05, s. 2.3; M.O. 2011-03, s. 2; M.O. 2014-11, s. 2; M.O. 2017-09, s. 1; M.O. 2022-03, s. 2.
2.4. Application to Change or Surrender Individual Registration Categories
A registered individual who applies for registration in an additional category, or to surrender a registration category, must make the application by submitting a completed Form 33-109F2 to the regulator or, in Québec, the securities regulatory authority in accordance with Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9). M.O. 2009-05, s. 2.4.
2.5. Permitted Individuals
(1) A permitted individual must submit a completed Form 33-109F4 to the regulator or, in Québec, the securities regulatory authority in accordance with Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9), no more than 15 days after becoming a permitted individual, unless the individual submits a Form 33-109F7 in accordance with subsection (2). (2) An individual who has ceased to be a permitted individual of a former sponsoring firm and becomes a permitted individual of a new sponsoring firm may submit a completed Form 33-109F7 to the regulator or, in Québec, the securities regulatory authority if all of the following apply:
(a) the Form 33-109F7 is submitted in accordance with Regulation 31-102 respecting National Registration Database (i) no more than 15 days after becoming a permitted individual of the new sponsoring firm, and (ii) no more than 90 days after the cessation date; (b) the individual holds the same permitted individual status with the new sponsoring firm that they held with the former sponsoring firm; (c) the conditions in paragraphs 2.3(2)(b), (b.1), (b.2) and (c) are met. M.O. 2009-05, s. 2.5; M.O. 2011-03, s. 3; M.O. 2022-01, s. 3.
Regulation 33-109 September 13, 2023 PAGE 6
2.6. Commodity Futures Act Registrants
(1) In Manitoba and Ontario, despite paragraph 2.1(b), if a firm applies for registration under section 2.1 and is registered, in Manitoba, under the Commodity Futures Act (C.C.S.M. c. C152) and, in Ontario, under the Commodity Futures Act (R.S.O. 1990,
c. C.20), the applicant is not required to submit a completed Form 33-109F3 under
section 3.2 for any business location of the applicant that is recorded on NRD.
(2) In Manitoba and Ontario, despite subsection 2.2(1), if an individual applies for registration under securities legislation and is recorded on NRD with his or her sponsoring firm as registered in Manitoba, under the Commodity Futures Act (C.C.S.M. c. C152) and, in Ontario, under the Commodity Futures Act (R.S.O. 1990, c. C.20), the individual must make the application by submitting a completed Form 33-109F2 to the regulator in accordance with Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9). M.O. 2009-05, s. 2.6; M.O. 2014-11, s. 3.
PART 3
CHANGES TO REGISTERED FIRM INFORMATION
3.1. Notice of Change to a Firm’s Information
(1) In this section, “authorized affiliate” means, in respect of a registered firm, another registered firm that (a) is an affiliate of the registered firm, and (b) has the same principal regulator as the registered firm. (1.1) Subject to subsection (3) or (4), a registered firm must notify the regulator or, in Québec, the securities regulatory authority of a change to any information previously submitted in Form 33-109F6 or under this subsection, as follows:
(a) for a change to information previously submitted in relation to any of the following parts or items of Form 33-109F6, within 30 days of the change:
(i) part 3;
(ii) item 4.1;
(iii) item 5.12;
(iv) item 6.1;
(v) item 6.2;
(b) for a change to information previously submitted in relation to any other part of Form 33-109F6, within 15 days of the change.
Regulation 33-109 September 13, 2023 PAGE 7
(2) A notice of change referred to in subsection (1.1) must be made by submitting a completed Form 33-109F5. (2.1) A registered firm may delegate to an authorized affiliate the duty to notify the regulator or, in Québec, the securities regulatory authority under subsection (1.1) of a change to information previously submitted if all of the following apply:
(a) the change in information relates only to one or more of the following items or parts of Form 33-109F6:
(i) item 3.12;
(ii) item 4.1;
(iii) item 4.3;
(iv) item 4.5;
(v) item 4.6;
(vi) part 7;
(vii) part 8;
(b) the registered firm has filed a certificate, executed by the officer or partner authorized to certify and sign Form 33-109F5, with the registered firm’s principal regulator, that confirms all of the following:
(i) the registered firm has delegated to the authorized affiliate the duty to notify the regulator, or in Québec, the securities regulatory authority of a change to any information set out in paragraph (a), (ii) the full legal name and NRD number of the registered firm and the authorized affiliate, and (iii) that the following certification of the registered firm applies to each notice of change submitted by the authorized affiliate:
“I have read this form and understand all matters within this form, including the questions, and to the best of my knowledge and after reasonable inquiry, all of the information provided on this form is true and complete.”; (c) the registered firm directs the authorized affiliate to include the full legal name and NRD number of the registered firm and to state the following in each notice of change submitted by the authorized affiliate:
“The registered firm has delegated to the authorized affiliate the duty to notify the regulator or, in Québec, the securities regulatory authority of a change to any of the following items or parts of Form 33-109F6:
Regulation 33-109 September 13, 2023 PAGE 8
(i) item 3.12;
(ii) item 4.1;
(iii) item 4.3;
(iv) item 4.5;
(v) item 4.6;
(vi) part 7;
(vii) part 8.
(3) A notice of change is not required under subsection (1.1) if the change relates to any of the following:
(a) a business location other than the head office of the firm if the firm submits a completed Form 33-109F3 under section 3.2; (b) a cessation, or a change, of a registered firm’s employment, partnership or agency relationship with an officer, partner or director of the registered firm if the firm submits a completed Form 33-109F1 under subsection 4.2(1); (c) the addition of an officer, partner, or director to the registered firm if that individual submits either of the following:
(i) a completed Form 33-109F4 under subsection 2.2(1) or 2.5(1); (ii) a completed Form 33-109F7 under subsection 2.3(2) or 2.5(2); (d) the information in the supporting documents referred to in any of the following items of Form 33-109F6:
(i) item 3.3 relating to business documents;
(ii) item 5.1 relating to calculation of excess working capital; (iii) item 5.7 relating to directors’ resolution for insurance; (iv) item 5.13 relating to audited financial statements; (v) item 5.14 relating to letter of direction to auditors. (e) a change in a person’s ownership of the firm’s voting securities referred to in item 3.12 of Form 33-109F6, if the change did not result in the person’s percentage of ownership falling below or exceeding 10%, 20% or 50% of the firm’s voting securities;
Regulation 33-109 September 13, 2023 PAGE 9
(f) a renewal of the bonding or insurance referred to in item 5.5 or in item 5.6 of Form 33-109F6, if the bonding or insurance has not lapsed and the only change is the expiry date of the bonding or insurance policy to a new date that is at least one year from the previous expiry date. (4) A person that submitted an executed Schedule B to Form 33-109F6 must notify the regulator or, in Québec, the securities regulatory authority of a change to the information previously submitted in item 3 or in item 4 of that schedule by submitting an executed Schedule B no more than 15 days after the change. (5) Subsection (4) does not apply to a person after they have ceased to be registered for a period of 6 years or more. (6) For the purpose of subsections (2) and (4), the person may give the notice by submitting it to the principal regulator. M.O. 2009-05, s. 3.1; M.O. 2011-03, s. 3; M.O. 2014-11, s. 4; M.O. 2022-01, s. 4.
3.2. Changes to Business Locations
A registered firm must notify the regulator or, in Québec, the securities regulatory authority of the opening of a business location, other than a new head office, or of a change to any information previously submitted in Form 33-109F3, by submitting a completed Form 33-109F3 to the regulator or, in Québec, the securities regulatory authority in accordance with Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9), within 15 days of the opening of the business location or change. M.O. 2009-05, s. 3.2; M.O. 2011-03, s. 3; M.O. 2022-01, s. 5.
PART 4
CHANGES TO REGISTERED INDIVIDUAL AND PERMITTED INDIVIDUAL INFORMATION
4.1. Notice of Change to an Individual’s Information
(1) Subject to subsection (2), a registered individual or permitted individual must notify the regulator or, in Québec, the securities regulatory authority of a change to any information previously submitted in respect of the individual’s Form 33 109F4 as follows:
(a) for a change to information previously submitted in any of the following items, within 30 days of the change:
(i) item 2.1;
(ii) item 2.2;
(iii) item 4;
Regulation 33-109 September 13, 2023 PAGE 10
(iv) item 10;
(v) item 11;
(b) for a change to information previously submitted in any other items of Form 33-109F4, within 15 days of the change. (2) A notice of change is not required under subsection (1) if the change only relates to any of the following:
(a) information previously submitted in item 3 of Form 33 109F4; (b) the individual ceasing to have authority to act on behalf of the sponsoring firm as a registered individual or be a permitted individual of the sponsoring firm if a Form 33-109F1 is required to be submitted by the sponsoring firm under subsection 4.2(1). (3) A notice of change under subsection (1) must be made by submitting a completed Form 33-109F5 to the regulator or, in Québec, the securities regulatory authority in accordance with Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9). (4) Despite subsection (3), a notice of change referred to in subsection (1) must be made by submitting a completed Form 33-109F2 to the regulator or, in Québec, the securities regulatory authority in accordance with Regulation 31-102 respecting National Registration Database if the change relates to (a) an individual’s status as a permitted individual of the sponsoring firm, (b) the removal or the addition of a category of registration, (c) the surrender of registration in one or more non-principal jurisdictions, or (d) any information on Schedule C of Form 33-109F4. M.O. 2009-05, s. 4.1; M.O. 2011-03, s. 4; M.O. 2014-11, s. 5; M.O. 2022-01, s. 6.
4.2. Termination of Employment, Partnership or Agency Relationship
(1) A registered firm must notify the regulator or, in Québec, the securities regulatory authority if an individual ceases to have authority to act on behalf of the registered firm as a registered individual or be a permitted individual of the registered firm by submitting Form 33-109F1 to the regulator or, in Québec, the securities regulatory authority in accordance with Regulation 31-102 respecting National Registration Database (chapter V 1.1, r. 9) with (a) items 1 to 4 of the Form completed, and
Regulation 33-109 September 13, 2023 PAGE 11
(b) item 5 of the Form completed unless the reason for cessation under item 4 was death of the individual. (2) A registered firm must submit to the regulator or, in Québec, the securities regulatory authority the information required under (a) paragraph (1)(a), within 15 days of the cessation date, and (b) paragraph (1)(b), within 30 days of the cessation date. (3) A registered firm must, within 15 days of a request from an individual for whom the registered firm was the former sponsoring firm, provide to the individual a copy of the Form 33-109F1 that the registered firm submitted under subsection (1) in respect of that individual. (4) If a registered firm completed and submitted the information in item 5 of a Form 33-109F1 in respect of an individual who made a request under subsection (3) and that information was not included in the initial copy provided to the individual, the registered firm must provide to that individual a further copy of the completed Form 33-109F1, including the information in item 5, within the later of (a) 15 days after the request by the individual under subsection (3), and (b) 15 days after the submission pursuant to paragraph (2)(b). M.O. 2009-05, s. 4.2; M.O. 2011-03, s. 5; M.O. 2014-11, s. 6; M.O. 2022-01, s. 7.
4.3. Updating NRD
A registered individual or permitted individual must submit in accordance with Regulation 31-102 respecting National Registration Database (chapter V-1.1., r. 9) to the regulator or, in Québec, the securities regulatory authority, a completed Form 33-109F5 for any item of the individual’s Form 33-109F4 in the National Registration Database that states “there is no response to this question” by the earlier of (a) the date the individual is required to notify the regulator or, in Québec, the securities regulatory authority under subsection 4.1(1) of the first change after June 6, 2022 to any information previously submitted in respect of the individual’s Form 33-109F4, and (b) June 6, 2023. M.O. 2022-01, s. 8.
Regulation 33-109 September 13, 2023 PAGE 12
PART 5
DUE DILIGENCE AND RECORD-KEEPING
5.1. Sponsoring Firm Obligations
(1) A sponsoring firm must make reasonable efforts to ensure the truth and completeness of information that is submitted in accordance with this Regulation for any individual. (2) A sponsoring firm must obtain from each individual who is registered to act on behalf of the firm, or who is a permitted individual of the firm, a copy of the Form 33-109F1 most recently submitted by the individual’s former sponsoring firm in respect of that individual, if any, within 60 days of the firm becoming the individual’s sponsoring firm. (3) A sponsoring firm must retain all documents used by the firm to satisfy its obligation under subsection (1) as follows:
(a) in the case of a registered individual, for no less than 7 years after the individual ceases to be registered to act on behalf of the firm; (b) in the case of an individual who applied for registration but whose registration was refused by the regulator or, in Québec, the securities regulatory authority, for no less than 7years after the individual applied for registration; or (c) in the case of a permitted individual, for no less than 7 years after the individual ceases to be a permitted individual with the firm. (4) Without limiting subsection (3), if a registered individual, an individual applying for registration, or a permitted individual appoints an agent for service, the sponsoring firm must keep the original Appointment of Agent for Service executed by the individual for the period of time set out in paragraph (3)(b). (5) A sponsoring firm that retains a document under subsection (3) or (4) in respect if an NRD submission must record the NRD submission number on the first page of the document. M.O. 2009-05, s. 5.1; M.O. 2011-03, s. 6.
PART 6
TRANSITION
6.1. All Registered Firms to File Form 33-109F6 – September 30, 2010
A registered firm that was registered before September 28, 2009 must submit a completed Form 33-109F6 to the regulator or, in Québec, the securities regulatory authority on or before September 30, 2010. M.O. 2009-05, s. 6.1.
Regulation 33-109 September 13, 2023 PAGE 13
6.2. Notice of Change for Firms Registered before September 28, 2009
(1) In this section, “Form 3” means the form that a firm submitted before September 28, 2009 to apply for registration as a dealer, adviser or underwriter in the jurisdiction that, at the time the application was made, would have been the firm’s principal jurisdiction under this Regulation. (2) Subject to subsection (5), a registered firm that was first registered in a jurisdiction of Canada before September 28, 2009 and that has not submitted a completed Form 33-109F6 to the regulator or, in Québec, the securities regulatory authority, must notify the regulator or, in Québec, the securities regulatory authority of a change to any information previously submitted (a) in a notice of agent and address for service, by submitting to the regulator a completed Schedule B to Form 33-109F6, no more than 10 days after the change; (b) in Form 3 or in any notice of change to information in that form submitted to the regulator or, in Québec, the securities regulatory authority, as follows:
(i) for a change of information equivalent to the information referred to in part 3 of Form 33-109F6, within 30 days of the change; (ii) for a change of information equivalent to the information referred to in any other part of Form 33-109F6, within 10 days of the change. (3) A registered firm referred to in subsection (2) must notify the regulator or, in Québec, the securities regulatory authority of a change in its auditor or financial year-end within 10 days of the change. (4) For the purpose of subsections (2) and (3) the firm may give the notice by submitting it to the principal regulator. (5) A notice of change is not required under subsection (2) if the change relates to any of the following:
(a) the addition of an officer, partner, or director to the registered firm if that individual (i) submits a completed Form 33-109F4 under subsection 2.2(1) or 2.5(1), or (ii) submits a completed Form 33-109F7 under subsection 2.3(2) or 2.5(2); (b) a termination, or a change, of a registered firm’s employment, partnership or agency relationship with an officer, partner or director of the registered firm if the firm submits a completed Form 33-109F1 under subsection 4.2(1);
Regulation 33-109 September 13, 2023 PAGE 14
(c) a business location other than the head office of the firm if the firm submits a completed Form 33-109F3 under section 3.2; (d) information equivalent to the information referred to in section 3.1(3)(d). M.O. 2009-05, s. 6.2; M.O. 2011-03, s. 7.
6.3. National Registration Database Transition Period
(1) In this section, “NRD access date” means the first day following September 25, 2009 that an NRD filer has access to NRD to make NRD submissions. (2) A notice submitted by an NRD filer before September 25, 2009, and not accepted or denied by the regulator or, in Québec, the securities regulatory authority by that date, must be resubmitted, as if the time required for the submission had fallen within the period commencing on September 25, 2009 and ending on the day before the NRD access date, in accordance with subsections (3), (4) and (6) as applicable. (3) Except in the case of a notice referred to in subsection (4), if the time required for making either of the following submissions falls within the period commencing on September 25, 2009 and ending on the day before the NRD access date, the time for making the submission is extended to the 45th day following the NRD access date:
(a) a notice that is required to be submitted in NRD format; (b) a Form 33-109F4 that is required to be submitted under subsection 2.5(1). (4) If the time required for making either of the following submissions falls within the period commencing on September 25, 2009 and ending on the day before the NRD access date, the submission must be made other than through the NRD website:
(a) a notice referred to in subsection 4.1(1) if the change relates to previously submitted information about any of the following items of the individual’s Form 33-109F4:
(i) item 14 relating to criminal disclosure;
(ii) item 15 relating to civil disclosure;
(iii) item 16 relating to financial disclosure; (b) a notice of termination referred to in subsection 4.2(1) from a former sponsoring firm, within the time required under subsection 4.2(2), if the individual’s employment, partnership or agency relationship with the firm ended because the individual resigned or was dismissed for cause. (5) From September 28, 2009 to the day before the NRD access date, an individual may submit any of the following to the regulator or, in Québec, the securities regulatory authority other than through the NRD website:
Regulation 33-109 September 13, 2023 PAGE 15
(a) Form 33-109F7;
(b) Form 33-109F2;
(c) Form 33-109F4 other than under subsection 2.5(1).
(6) If an NRD filer makes a submission other than through the NRD website under subsection (4) or (5), the NRD filer must resubmit the information in NRD format to the regulator or, in Québec, the securities regulatory authority as follows:
(a) for a Form 33-109F7 submitted under paragraph (5)(a), (i) if the cessation date was on or after September 28, 2009, by submitting a completed Form 33-109F7 no later than 30 days after the NRD access date; (ii) if the cessation date was before September 28, 2009, by submitting a completed Form 33-109F4 no later than 30 days after the NRD access date; (b) for any other submission, no later than 30 days after the NRD access date. M.O. 2009-05, s. 6.3; M.O. 2011-03, s. 8.
6.4. Transition – Reinstatement under Subsections 2.3(2) and 2.5(2)
(1) From the NRD access date to December 28, 2009 an individual referred to in subsection 2.3(2) who seeks reinstatement of registration under subsection 2.3(2) must submit a completed Form 33-109F4 to the regulator or, in Québec, the securities regulatory authority in accordance with Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9), if the cessation date occurred before September 28, 2009. (2) For greater certainty, the registration of an individual who makes a submission under subsection (1) is reinstated in accordance with subsection 2.3(2) only if all of the conditions in paragraphs (a) through (e) of subsection 2.3(2) are met. (3) Subsection 2.5(2) does not apply to a permitted individual whose cessation date occurred before September 28, 2009. M.O. 2009-05, s. 6.4.
PART 7
EXEMPTION
7.1. Exemption
(1) The regulator or the securities regulatory authority may grant an exemption from this Regulation, in whole or in part, subject to such conditions or restrictions as may be imposed in the exemption.
Regulation 33-109 September 13, 2023 PAGE 16
(2) Despite subsection (1), in Ontario, only the regulator may grant such an exemption. (3) Except in Alberta and Ontario, an exemption referred to in subsection (1) is granted under the statute referred to in Appendix B of Regulation 14-101 respecting Definitions (chapter V-1.1, r. 3), opposite the name of the local jurisdiction. M.O. 2009-05, s. 7.1; M.O. 2017-09, s. 2.
PART 8 REPEAL AND EFFECTIVE DATE
8.1. Repeal
Regulation 33-109 respecting Registration Information (M.O. 2007-05, 07-06-21) is repealed. M.O. 2009-05, s. 8.1.
8.2 Effective Date
(Omitted).
M.O. 2009-05, s. 8.2.
Regulation 33-109 September 13, 2023 PAGE 17
FORM 33-109F1
NOTICE OF TERMINATION OF REGISTERED INDIVIDUALS AND PERMITTED INDIVIDUALS (SECTION 4.2) WARNING - It is an offence to knowingly give false or misleading information to the regulator or the securities regulatory authority. CERTIFICATION I, on behalf of the firm, certify to the regulator or, in Québec, the securities regulatory authority in each jurisdiction where the firm is submitting this form and to any applicable self-regulatory authority (SRO) that
Regulation 33-109 September 13, 2023 PAGE 18
As set out in section 1.1 of Regulation 33-109 respecting Registration Information (chapter V-1.1, r. 12), “cessation date” means the last day on which an individual had authority to act as a registered individual on behalf of their sponsoring firm or the last day on which an individual was a permitted individual of their sponsoring firm.How to submit the form Submit this form at the National Registration Database (NRD) website in NRD format at www.nrd.ca. If you are relying on the temporary hardship exemption in section 5.1 of Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9), you may submit this form in a format other than NRD format. When to submit the form As set out in paragraph 4.2(2)(a) of Regulation 33-109 respecting Registration Information, you must submit the responses to Items 1, 2, 3 and 4 within 15 days of the cessation date. If you are required to complete Item 5, you must submit those responses within 30 days of the cessation date. If you are submitting the responses to Item 5 in NRD format, after Items 1 to 4 have been submitted at NRD, use the NRD submission type called “Update/Correct Cessation Information” to complete Item 5 of this form. Item 1 Former sponsoring firm
Regulation 33-109 September 13, 2023 PAGE 19
The above date is the last day on which the individual had authority to act as a registered individual on behalf of the sponsoring firm, or the last day on which the individual was a permitted individual of the sponsoring firm.
2. Reason for cessation (check one):
Resigned - voluntary
Resigned - at the firm’s request
Terminated in good standing
Terminated for cause
Completed temporary employment contract
Retired
Deceased
Other
If “Other”, explain: ____________________________________.
Item 5 Details about the termination
Complete Item 5 if the individual is deceased. In the space below
Regulation 33-109 September 13, 2023 PAGE 20
3. Was the individual subject to any significant internal
disciplinary measures at the firm or at any affiliate of the firm related to the individual’s activity as a registrant?
4. Were there any written complaints, civil claims and/or
arbitration notices filed against the individual or against the firm about the individual’s securities-related activities that occurred while the individual was registered or a permitted individual authorized to act on behalf of the firm?
5. Does the individual have any undischarged financial
obligations to clients of the firm?
6. Has the firm or any affiliate of the firm suffered significant
monetary loss or harm to its reputation as a result of the individual’s actions?
7. Did the firm or any affiliate of the firm investigate the
individual relating to possible material violations of fiduciary duties, regulatory requirements or the compliance policies and procedures of the firm or any affiliate of the firm? Examples include making unsuitable trades or investment recommendations, stealing or borrowing client money or securities, hiding losses from clients, forging client signatures, money laundering, deliberately making false representations and engaging in undisclosed outside activity.
8. Did the individual repeatedly or materially fail to follow
compliance policies and procedures of the firm or any affiliate of the firm?
9. Did the individual engage in discretionary management of
client accounts or otherwise engage in registerable activity without appropriate registration or without the firm’s authorization? Reasons/Details:________________________________________________________ Item 6 (Revoked). Item 7 (Revoked). Item 8 (Revoked).
SCHEDULE A (Revoked)
M.O. 2009-05, Sch. 33-109F1; M.O. 2011-03, s. 9; M.O. 2014-11, s. 7; M.O. 2022-01, s. 9.
Regulation 33-109 September 13, 2023 PAGE 21
FORM 33-109F2
CHANGE OR SURRENDER OF INDIVIDUAL CATEGORIES
(section 2.2(2), 2.4, 2.6(2) or 4.1(4))
WARNING - It is an offence to knowingly give false or misleading information to the regulator or the securities regulatory authority. CERTIFICATION Individual I, the individual, certify to the regulator or, in Québec, the securities regulatory authority in each jurisdiction where I am submitting this form and to any applicable selfregulatory organization (SRO) that
Regulation 33-109 September 13, 2023 PAGE 22
NRD format:
I, the authorized firm representative, am making this submission under authority delegated by the firm and the individual identified in this form. By checking this box, I certify that (a) the firm provided me with all of the information on this form and makes the firm certification above, (b) the individual provided the firm with all of the information on this form and makes the individual certification above, and (c) the individual provided the above consent and authorization for the collection and use of the individual’s personal information. Non-NRD format:
Individual
By signing below, I, the individual, make the above individual certification and provide my consent and authorization for the collection, directly and indirectly, and use of my personal information. Signature of individual __________________________ Date signed _________________ (YYYY/MM/DD) Firm By signing below, I, on behalf of the firm, make the firm certification above. Name of firm Name of authorized signing officer or partner Title of authorized signing officer or partner Signature of authorized signing officer or partner Date signed ______________________ (YYYY/MM/DD) GENERAL INSTRUCTIONS Complete and submit this form to notify the relevant regulator(s) or, in Québec, the securities regulatory authority, or self-regulatory organization (SRO) that a registered individual or permitted individual seeks to add and/or remove individual registration
Regulation 33-109 September 13, 2023 PAGE 23 categories or permitted activities or provide notice of other changes to the information on
Schedule C of Form 33-109F4.
Terms
In this form, “you”, “your” and “individual” mean the registered individual or permitted individual who is seeking to add and/or remove registration categories or permitted activities. How to submit this form Submit this form at the National Registration Database (NRD) website in NRD format at www.nrd.ca. If you are relying on the temporary hardship exemption in section 5.1 of Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9), you may submit this form in a format other than NRD format. Item 1 Individual Name of individual NRD number of individual Item 2 Registration jurisdictions
Regulation 33-109 September 13, 2023 PAGE 24
Northwest Territories
Nova Scotia
Nunavut
Ontario
Prince Edward Island
Québec
Saskatchewan
Yukon
Item 3 Removing categories
What categories are you seeking to remove?
Item 4 Adding categories
Regulation 33-109 September 13, 2023 PAGE 25
If “Yes”, complete Schedule A.
Item 5 Reason for surrender
If you are seeking to remove a registration category or permitted activity, state the reason for the surrender in the local jurisdiction. Item 6 Notice and consent for collection and use of personal information
Regulation 33-109 September 13, 2023 PAGE 26
Certain securities regulatory authorities may provide to or receive from certain entities information under separate provisions of their securities legislation or derivatives legislation (including commodity futures legislation) or both, and SROs may provide or receive information under the rules of the SROs. This consent and notice does not limit the authority, powers, obligations, or rights conferred on any of the securities regulatory authorities by legislation or regulations in effect in their jurisdiction.
2. Consent to collect and use personal information
By submitting this form, you consent to and authorize the collection, directly and indirectly, of personal information by each securities regulatory authority and SRO and to the use of your personal information as set out above. The personal information that each securities regulatory authority or SRO collects, includes the following:
Regulation 33-109 September 13, 2023 PAGE 27
SCHEDULE A
Relevant securities experience (Item 4)
Instructions:
Regulation 33-109 September 13, 2023 PAGE 28
(e) the percentage of your time in this position that was spent on activities relating to the experience. ___________________________________________________________
2. Indicate the continuing education activities in which you have participated during
the last 36 months and that are relevant to the category of registration you are applying for:
Regulation 33-109 September 13, 2023 PAGE 29
SCHEDULE B
Contact information for notice and consent for collection and use of personal information Alberta Alberta Securities Commission Suite 600, 250–5th St. SW Calgary, AB T2P 0R4 Attention: Information Officer Telephone: (403) 297-6454 Nunavut Government of Nunavut Department of Justice P.O. Box 1000 Station 570 Iqaluit, NU X0A 0H0 Attention: Superintendent of Securities Telephone: (867) 975-6590 British Columbia British Columbia Securities Commission P.O. Box 10142, Pacific Centre 701 West Georgia Street Vancouver, BC V7Y 1L2 Attention: Registration staff Telephone: (604) 899-6500 or (800) 373-6393 (in Canada) E-mail: Registration@bcsc.bc.ca Ontario Ontario Securities Commission 22nd Floor 20 Queen Street West Toronto, ON M5H 3S8 Attention: Compliance and Registrant Regulation Telephone: (416) 593-8314 e-mail: registration@osc.gov.on.ca Manitoba The Manitoba Securities Commission 500 - 400 St. Mary Avenue Winnipeg, MB R3C 4K5 Attention: Director of Registrations Telephone: (204) 945-2548 Fax : (204) 945-0330 Prince Edward Island Securities Office Department of Community Affairs and Attorney General P.O. Box 2000 Charlottetown, PE C1A 7N8 Attention: Superintendent of Securities Telephone: (902) 368-6288 New Brunswick Financial and Consumer Services Commission of New Brunswick / Commission des services financiers et des services aux consommateurs du Nouveau-Brunswick Suite 300, 85 Charlotte Street Saint John, NB E2L 2J2 Attention: Registration Telephone: (506) 658-3060 Québec Autorité des marchés financiers 800, square Victoria, 22e étage C.P. 246, tour de la Bourse Montréal (Québec) H4Z 1G3 Attention: Responsable de l’accès à l’information Telephone: (514) 395-0337 or (877) 525-0337 Newfoundland and Labrador Superintendent of Securities, Service NL Government of Newfoundland and Labrador P.O. Box 8700 2nd Floor, West Block Confederation Building St. John’s, NL A1B 4J6 Attention: Manager of Registrations Telephone: (709) 729-5661 Saskatchewan Financial and Consumer Affairs Authority of Saskatchewan Suite 601, 1919 Saskatchewan Drive Regina, SK S4P 4H2 Attention: Director, Capital Markets Telephone: (306) 787-5871 E-mail: registrationfcaa@gov.sk.ca
Regulation 33-109 September 13, 2023 PAGE 30
Nova Scotia
Nova Scotia Securities Commission
Suite 400, 5251 Duke Street
Halifax, NS B3J 1P3
Attention: Registration
Telephone: (902) 424-7768
Yukon
Government of Yukon
Office of the Yukon Superintendent of Securities Department of Community Services P.O. Box 2703 C-6 Whitehorse, YT Y1A 2C6 Attention: Superintendent of Securities Telephone: (867) 667-5466 Northwest Territories Government of the Northwest Territories Department of Justice 1st Floor Stuart M. Hodgson Building 5009 – 49th Street Yellowknife, NWT X1A 2L9 Attention: Superintendent of Securities Telephone: (867) 920-8984 Self-regulatory organization Investment Industry Regulatory Organization of Canada 121 King Street West, Suite 2000 Toronto, Ontario M5H 3T9 Attention: Privacy Officer Telephone: (416) 364-6133 E-mail: PrivacyOfficer@iiroc.ca”. M.O. 2009-05, Sch. 33-109F2; M.O. 2011-13, s. 10; M.O. 2014-11, s. 8; I.N. 2017-05-01; M.O. 2017-09, s. 3; M.O. 2022-01, s. 10.
Regulation 33-109 September 13, 2023 PAGE 31
FORM 33-109F3
BUSINESS LOCATIONS OTHER THAN HEAD OFFICE (section 3.2) WARNING - It is an offence to knowingly give false or misleading information to the regulator or the securities regulatory authority. CERTIFICATION I, on behalf of the firm, certify to the regulator or, in Québec, the securities regulatory authority in each jurisdiction where the firm is submitting this form and to any applicable self-regulatory organization (SRO) that
Regulation 33-109 September 13, 2023 PAGE 32
Date signed _
(YYYY/MM/DD)
GENERAL INSTRUCTIONS
Complete and submit this form to notify the relevant regulator(s) or, in Québec, the securities regulatory authority, or self-regulatory organization (SRO) that a business location has opened or closed, or information about a business location has changed. Check one of the following and complete the entire form:
Opening this business location
Closing this business location
Change to the information previously submitted about this business location. Clearly specify the information that has changed. How to submit this form Submit this form at the National Registration Database (NRD) website in NRD format at www.nrd.ca . If you are relying on the temporary hardship exemption in section 5.1 of Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9), you may complete and submit this form in a format other than NRD format. Item 1 Type of business location Branch or business Location Sub-branch (Mutual Fund Dealers Association of Canada members only) Item 2 Supervisor or branch manager Name of designated supervisor or branch manager NRD number of the designated supervisor or branch manager Item 3 Business location information Business location address (a post office box is not a valid business location address) Mailing address (if different from business location address) Telephone number ( )
Regulation 33-109 September 13, 2023 PAGE 33
Fax number ( )
E-mail address
Notice regarding a business location that is a residence For the administration of securities legislation or derivatives legislation, including commodity futures legislation, or both, the regulator or, in Québec, the securities regulatory authority may require access to the business location to review the books, records and documents of the registered firm. If applicable, the SRO may also require access to the business location for the administration of the rules of the SRO. If the business location specified in this form is a residence, the regulator, securities regulatory authority or SRO may request consent to enter the residence. If consent is not provided, it may affect the ability of the regulator, the securities regulatory authority or SRO to access the books, records or documents of a registered firm and to determine whether securities legislation, derivatives legislation (including commodity futures legislation) or the rules of the SRO are being complied with. As a result, the regulator, securities regulatory authority or SRO may take action if it is unable to access and review the books, records or documents of a registered firm held at the business location. Item 4 (Revoked) Item 5 (Revoked) Item 6 (Revoked)
SCHEDULE A
(Revoked)
M.O. 2009-05, Sch. 33-109F3; M.O. 2011-03, s. 11; M.O. 2014-11, a. 9; I.N. 2017-05-01; M.O. 2017-09, s. 4; M.O. 2022-01, s. 11.
Regulation 33-109 September 13, 2023 PAGE 34
FORM 33-109F4
REGISTRATION OF INDIVIDUALS AND REVIEW OF PERMITTED INDIVIDUALS (section 2.2) WARNING - It is an offence to knowingly give false or misleading information to the regulator or the securities regulatory authority. CERTIFICATION Individual I, the individual, certify to the regulator or in Québec, the securities regulatory authority in each jurisdiction where I am submitting this form and to any applicable selfregulatory organization (SRO) that
Regulation 33-109 September 13, 2023 PAGE 35
Regulation 33-109 September 13, 2023 PAGE 36
Date signed
(YYYY/MM/DD)
GENERAL INSTRUCTIONS
Complete and submit this form to the relevant regulator(s) or, in Québec, the securities regulatory authority, or self-regulatory organization (SRO) if an individual is seeking
Regulation 33-109 September 13, 2023 PAGE 37
“Major shareholder” and “shareholder” mean a shareholder who, in total, directly or indirectly owns voting securities carrying 10% or more of the votes carried by all outstanding voting securities. “Sponsoring firm” means the registered firm where you will carry out your duties as a registered or permitted individual. “You”, “your” and “individual” mean the individual who is seeking registration or the individual who is filing this form as a permitted individual under securities legislation or derivatives legislation or both.” How to submit this form NRD format Submit this form at the National Registration Database (NRD) website in NRD format at www.nrd.ca. If you have any questions, contact the compliance, registration or legal department of the sponsoring firm or a legal adviser with securities law experience, or visit the NRD information website at www.nrd-info.ca. Format, other than NRD format If you are relying on the temporary hardship exemption in section 5.1 of Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9), you may submit this form in a format other than NRD format. If you need more space, use a separate sheet of paper. Clearly identify the item and question number. Complete and sign the form, and send it to the relevant regulator(s) or, in Québec, the securities regulatory authority, SRO (s) or similar authority. The number of originally signed copies of the form you are required to submit depends on the province or territory, and on the regulator, the securities regulatory authority or SRO. To avoid delays in processing this form, be sure to answer all of the questions that apply to you. If you have questions, contact the compliance, registration or legal department of the sponsoring firm or a legal adviser with securities law experience, or visit the NRD information website at www.nrd-info.ca.
Regulation 33-109 September 13, 2023 PAGE 38
Item 1 Name
Regulation 33-109 September 13, 2023 PAGE 39
2. Mailing address
Check here if your mailing address is the same as your current residential address provided above. Otherwise, complete the following:
(number, street, city, province, territory or state, country, postal code)
3. Business e-mail address
Item 3 Personal information
Regulation 33-109 September 13, 2023 PAGE 40
Date of issue:
(YYYY/MM/DD)
Place of issue:
(city, province, territory or state, country) Item 5 Registration jurisdictions
Regulation 33-109 September 13, 2023 PAGE 41
Saskatchewan
Yukon
Item 6 Individual categories
Regulation 33-109 September 13, 2023 PAGE 42
Contact person:
Last name, First name
Item 8 Proficiency
Regulation 33-109 September 13, 2023 PAGE 43
4. Relevant securities experience
If you are an individual applying for IIROC approval, select “N/A”. Do you have relevant securities experience? Yes No N/A If “Yes”, complete Schedule F. Item 9 Location of employment
Regulation 33-109 September 13, 2023 PAGE 44
3. Type of business location:
Head office
Branch or business location
Sub-branch (members of the Mutual Fund Dealers Association of Canada only)
4. Name of supervisor or branch manager:
5. Check here if the mailing address of the business location is the same as
the business location address provided above. Otherwise, complete the following:
Mailing address:
(number, street, city, province, territory or state, country, postal code)
6. Notice regarding a business location that is a residence
For the administration of securities legislation or derivatives legislation, including commodity futures legislation, or both, the regulator or, in Québec, the securities regulatory authority may require access to the business location to review the books, records and documents of the registered firm. If applicable, the SRO may also require access to the business location for the administration of the rules of the SRO. If the business location specified in this form is a residence, the regulator, securities regulatory authority or SRO may request consent to enter the residence. If consent is not provided, it may affect the ability of the regulator, securities regulatory authority or SRO to access the books, records or documents of a registered firm and to determine whether securities legislation, derivatives legislation (including commodity futures legislation) or the rules of the SRO are being complied with. As a result, the regulator, securities regulatory authority or SRO may take action if it is unable to access and review the books, records or documents of a registered firm held at the business location. Item 10 Reportable activities
Regulation 33-109 September 13, 2023 PAGE 45 management, indicate this by including the following statement in Schedule G: “Individual is seeking registration as CRM AR”. Complete a Schedule G with respect to your roles and responsibilities with your sponsoring firm.
2. Reportable outside activities
Instructions: Consider all of the activities that you participate in outside of your sponsoring firm, whether or not you receive compensation for such activities and whether or not any such activity is business-related. Activities performed for an affiliated entity are considered activities outside of your sponsoring firm. If any of the categories below describes one or more activities that you participate in, complete a separate Schedule G for each activity or entity. If multiple activities are performed for one entity, complete a single Schedule G identifying all the activities performed. Uncompensated activities that do not fall within Categories 1 to 5 (i.e., generally activities that do not involve securities or financial services and are not a position of influence, such as being a little league soccer coach) are not reportable. Category 1 - Activities with another registered firm Instructions: Report activities with registered firms, other than your sponsoring firm. All activities in this category are reportable whether or not you receive compensation for such activities. Major shareholder means a shareholder who, in total, directly or indirectly owns voting securities carrying 10 percent or more of the votes carried by all outstanding voting securities. If you are a director, officer, employee, contractor, consultant, agent, or service provider of a registered firm other than your sponsoring firm, or are in any other equivalent position with or for that registered firm, or are a major shareholder or partner of that registered firm, complete a separate Schedule G for the registered firm. Category 2 - Activities with an entity that receives compensation from a registered firm If you are a director, officer, employee, contractor, consultant, or agent of a specified entity, or are in any other equivalent position with or for a specified entity, or are a shareholder or partner of a specified entity, complete a separate Schedule G for the specified entity. For the purposes of this category, “specified entity” means an entity that receives compensation from a registered firm for activities that you provide for your sponsoring firm or another registered firm.
Regulation 33-109 September 13, 2023 PAGE 46
Category 3 - Other securities-related activities Instructions: All activities in this category are reportable whether or not you receive compensation for such activities. Charitable or other fundraising activities that do not involve the issuance of securities or derivatives are not reportable. If you have been at any time in the last 7 years directly involved in raising money for an entity through the issuance of securities or derivatives or promoting the sale of an entity’s securities or derivatives outside of your activities with your sponsoring firm or another registered firm, complete a separate Schedule G for each entity for which you performed these activities. Directors and officers of reporting issuers and of entities that have been at any time in the last 7 years raising money through the issuance of securities or derivatives are considered to be directly involved in raising money for that entity. Category 4 - Provision of financial or finance-related services Instructions: All activities in this category are reportable whether or not you receive compensation for such activities. For example, volunteer activities pertaining to your securities or financial services knowledge must be reported under this category. Also report if you are the owner or management of an entity that provides these services. Major shareholder means a shareholder who, in total, directly or indirectly owns voting securities carrying 10 percent or more of the votes carried by all outstanding voting securities. Complete a separate Schedule G for each activity, as applicable, if you
Regulation 33-109 September 13, 2023 PAGE 47
Regulation 33-109 September 13, 2023 PAGE 48
Regulation 33-109 September 13, 2023 PAGE 49 c) Have you ever been denied the benefit of any exemption from registration provided in any securities or derivatives or both legislation or rules, other than what was disclosed in Item 8.3 of this form? Yes No If “Yes”, complete Schedule J, Item 13.1(c). d) Are you now, or have you ever been subject to any disciplinary proceedings or any order resulting from disciplinary proceedings under any securities legislation or derivatives legislation or both? Yes No If “Yes”, complete Schedule J, Item 13.1(d).
2. SRO regulation
a) Other than an approval that has been recorded under this NRD number, are you now, or have you ever been, an approved person of an SRO or similar organization? Yes No If “Yes”, complete Schedule J, Item 13.2(a). b) Have you ever been refused approved person status by an SRO or similar organization? Yes No If “Yes”, complete Schedule J, Item 13.2(b). c) Are you now, or have you ever been, subject to any disciplinary proceedings conducted by any SRO or similar organization? Yes No If “Yes”, complete Schedule J, Item 13.2(c).
3. Non-securities regulation
Instructions: Only disclose registration or licences to deal with the public in any capacity. a) Are you now, or have you ever been, registered or licensed under any legislation which requires registration or licensing to deal with the public in any capacity other than to trade in or advise on securities or derivatives or both (e.g. insurance, real estate, accountant, lawyer, teacher, doctor, mortgage broker or agent)? Yes No
Regulation 33-109 September 13, 2023 PAGE 50
If “Yes”, complete Schedule J, Item 13.3(a) b) Have you ever been refused registration or a licence under any legislation relating to your activities unrelated to securities or derivatives? Yes No If “Yes”, complete Schedule J, Item 13.3(b). c) Are you now, or have you ever been, a subject of any disciplinary actions conducted under any legislation relating to your activities unrelated to securities or derivatives? Yes No If “Yes”, complete Schedule J, Item 13.3(c). Item 14 Criminal disclosure You must disclose all offences, including:
Regulation 33-109 September 13, 2023 PAGE 51
Regulation 33-109 September 13, 2023 PAGE 52
Regulation 33-109 September 13, 2023 PAGE 53
If “Yes”, complete Schedule M, Item 16.1(b). c) proceedings under any legislation relating to the winding up or dissolution of the entity, or under the Companies’ Creditors Arrangement Act (R.S.C. 1985, c. C-36)? Yes No If “Yes”, complete Schedule M, Item 16.1(c). d) any proceedings, arrangement or compromise with creditors? Yes No If “Yes”, complete Schedule M, Item 16.1(d).
2. Debt obligations
During the past 10 years
Regulation 33-109 September 13, 2023 PAGE 54
Regulation 33-109 September 13, 2023 PAGE 55
Item 20 Notice and consent for collection and use of personal information
Regulation 33-109 September 13, 2023 PAGE 56
2. Consent to collect and use personal information
By submitting this form, you consent to and authorize the collection, directly and indirectly, of personal information by each securities regulatory authority and SRO and to the use of your personal information as set out above. The personal information that each securities regulatory authority or SRO collects, includes the following:
Regulation 33-109 September 13, 2023 PAGE 57
SCHEDULE A
Names (Item 1)
Item 1.2 Other personal names
Name 1:
Last name First name Second name (N/A ) Third name (N/A ) Provide the reasons for the use of this name (for example, marriage, divorce, court order, commonly used name or nickname):
When did you use this name? From: To:
(YYYY/MM)
(YYYY/MM)
Name 2:
Last name First name Second name (N/A ) Third name (N/A ) Provide the reasons for the use of this name (for example, marriage, divorce, court order, commonly used name or nickname):
When did you use this name? From: To:
(YYYY/MM)
(YYYY/MM)
Name 3:
Last name First name Second name (N/A ) Third name (N/A ) Provide the reasons for the use of this name (for example, marriage, divorce, court order, commonly used name or nickname):
When did you use this name? From: To:
(YYYY/MM)
(YYYY/MM)
Regulation 33-109 September 13, 2023 PAGE 58
Item 1.3 Use of other names
Name 1:
Name
Provide the reasons for the use of this other name (for example, trade name or team name):
If this other name is or was used in connection with any sponsoring firm, did the sponsoring firm approve the use of the name? Yes No N/A When did you use this name? From: To:
(YYYY/MM)
(YYYY/MM)
Name 2:
Name
Provide the reasons for the use of this other name (for example, trade name or team name):
If this other name is or was used in connection with any sponsoring firm, did the sponsoring firm approve the use of the name? Yes No N/A When did you use this name? From: To:
(YYYY/MM)
(YYYY/MM)
Name 3:
Name
Provide the reasons for the use of this other name (for example, trade name or team name):
Regulation 33-109 September 13, 2023 PAGE 59
If this other name is or was used in connection with any sponsoring firm, did the sponsoring firm approve the use of the name? Yes No N/A When did you use this name? From: To:
(YYYY/MM)
(YYYY/MM)
Regulation 33-109 September 13, 2023 PAGE 60
SCHEDULE B
Residential address (Item 2)
Item 2.1 Current and previous residential addresses If you have lived at your current address for less than 10 years, list all previous addresses for the past 10 years. You do not have to include a postal code or ZIP code, or a telephone number for any previous address. Address 1:
Residential address:
(number, street, city, province, territory or state, country) When did you live at this address? From: To:
(YYYY/MM)
(YYYY/MM)
Address 2:
Residential address:
(number, street, city, province, territory or state, country) When did you live at this address? From: To:
(YYYY/MM)
(YYYY/MM)
Address 3:
Residential address:
(number, street, city, province, territory or state, country) When did you live at this address? From: To:
(YYYY/MM)
(YYYY/MM)
Regulation 33-109 September 13, 2023 PAGE 61
SCHEDULE C
Individual Categories (Item 6)
Check each category for which you are seeking registration, approval or review as a permitted individual. Categories common to all jurisdictions under securities legislation Firm categories [Format other than NRD format only] [ ] Investment Dealer [ ] Mutual Fund Dealer [ ] Scholarship Plan Dealer [ ] Exempt Market Dealer [ ] Restricted Dealer [ ] Portfolio Manager [ ] Restricted Portfolio Manager [ ] Investment Fund Manager Individual categories and permitted activities [ ] Dealing Representative [ ] Advising Representative [ ] Associate Advising Representative [ ] Ultimate Designated Person [ ] Chief Compliance Officer [ ] Permitted individual as described in paragraph (c) of the definition of “permitted individual” in section 1.1 of Regulation 33-109 respecting Registration Information (chapter V-1.1, r. 12) [ ] Officer – Specify title:
[ ] Director
[ ] Partner
[ ] Shareholder
Regulation 33-109 September 13, 2023 PAGE 62
[ ] Branch Manager (MFDA members only)
[ ] IIROC approval only
IIROC
Approval categories
[ ] Executive
[ ] Director (Industry)
[ ] Director (Non-Industry)
[ ] Supervisor
[ ] Investor
[ ] Registered Representative
[ ] Investment Representative
[ ] Portfolio Manager
[ ] Associate Portfolio Manager
[ ] Trader
Additional approval categories
[ ] Chief Compliance Officer
[ ] Chief Financial Officer
[ ] Ultimate Designated Person
Products
[ ] Non-Trading
[ ] Securities
[ ] Options
[ ] Futures Contracts and Futures Contract Options [ ] Mutual Funds only Customer type
Regulation 33-109 September 13, 2023 PAGE 63
[ ] Retail
[ ] Institutional
[ ] Not Applicable
Portfolio management
[ ] Portfolio Management
Categories under local commodity futures and derivatives legislation Ontario Firm categories [ ] Commodity Trading Adviser [ ] Commodity Trading Counsel [ ] Commodity Trading Manager [ ] Futures Commission Merchant Individual categories and permitted activities [ ] Advising Representative [ ] Salesperson [ ] Branch Manager [ ] Officer – Specify title:
[ ] Director
[ ] Partner
[ ] Shareholder
[ ] IIROC approval only
Manitoba
Firm categories
[ ] Dealer (Merchant)
[ ] Dealer (Futures Commission Merchant)
Regulation 33-109 September 13, 2023 PAGE 64
[ ] Dealer (Floor Broker)
[ ] Adviser
[ ] Local
Individual categories and permitted activities [ ] Floor Broker [ ] Salesperson [ ] Branch Manager [ ] Adviser [ ] Officer – Specify title:
[ ] Director
[ ] Partner
[ ] Futures Contracts Portfolio Manager
[ ] Associate Futures Contracts Portfolio Manager [ ] IIROC approval only [ ] Local Québec Firm categories [ ] Derivatives Dealer [ ] Derivatives Portfolio Manager Individual categories and permitted activities [ ] Derivatives Dealing Representative [ ] Derivatives Advising Representative [ ] Derivatives Associate Advising Representative
Regulation 33-109 September 13, 2023 PAGE 65
SCHEDULE D
Address and agent for service (Item 7)
Item 7.1 Address for service
You must have one address for service in each province or territory in which you are now, or are seeking to become, a registered individual or permitted individual. A post office box is not an acceptable address for service. Address for service:
(number, street, city, province or territory, postal code) Telephone number: ( ) Fax number: ( ) Business e-mail address:
Item 7.2 Agent for service
If you have appointed an agent for service, provide the following information about the agent. The address for service provided above must be the address of the agent named below. Name of agent for service: (if applicable) Contact person:
Last name, First name
Regulation 33-109 September 13, 2023 PAGE 66
SCHEDULE E
Proficiency (Item 8)
Item 8.1 Course, examination or designation information and other education Instructions: Please see Division 2 in Part 3 of Regulation 31-103 respecting Registration Requirements, Exemptions and Ongoing Registrant Obligations (chapter V-1.1, r. 10) for the education and experience requirements for the categories that you are seeking to be registered in or the relevant SRO rules for the SRO approval categories. Below, state each course, examination and designation that:
Regulation 33-109 September 13, 2023 PAGE 67
If you have listed the Canadian Investment Manager Designation in Item 8.1, please indicate by checking “Yes” below if you are currently permitted to use this designation. Yes No If “No”, please explain why you no longer hold this designation:
Regulation 33-109 September 13, 2023 PAGE 68
SCHEDULE F
Proficiency (Items 8.3 and 8.4) Item 8.3 Exemption refusal Complete the following for each exemption that was refused.
Regulation 33-109 September 13, 2023 PAGE 69
State the reason given for not being granted the exemption:
Date exemption refused:
(YYYY/MM/DD)
Item 8.4 Relevant securities experience
Instructions:
Regulation 33-109 September 13, 2023 PAGE 70
(b) your title;
(c) the start and end dates of this position; (d) the details of the activities you performed that are relevant for the category of registration that you are applying for; (e) the percentage of your time in this position that was spent on activities relating to the experience. _________________________________________________________
2. Indicate the continuing education activities in which you have participated during
the last 36 months and that are relevant to the category of registration you are applying for:
Regulation 33-109 September 13, 2023 PAGE 71
SCHEDULE G
Reportable activities (Item 10)
Regulation 33-109 September 13, 2023 PAGE 72
5. Conflicts of interest
Instructions: Complete this section if you have a reportable activity outside your sponsoring firm. Do not complete this section if your reportable activity is solely with your sponsoring firm. Take into consideration existing and reasonably foreseeable material conflicts of interest and existing and potential client confusion. (a) Does the activity give rise to any material conflicts of interest between the client and the sponsoring firm or you? Does the activity give rise to client confusion? If no material conflicts of interest or client confusion are expected, explain why. _____________________________________________________________ (b) Describe (i) the material conflicts of interest, and (ii) how these conflicts will be addressed in the best interest of the client. _____________________________________________________________ (c) Describe (i) the client confusion, and (ii) how the client confusion will be addressed. _____________________________________________________________ (d) Does your sponsoring firm and the entity have procedures for identifying and addressing material conflicts of interest? If so, confirm you are complying with both sets of procedures. _____________________________________________________________ (e) State the name and title of the individual at your sponsoring firm who has reviewed and approved the activity. _____________________________________________________________
Regulation 33-109 September 13, 2023 PAGE 73
SCHEDULE H
Previous employment and other activities (Item 11) Provide the following information for each of your employment and other activities in the past 10-years. Account for all of your time, including full-time and part-time employment, self-employment or military service. Include your status for each, such as unemployed, full-time student, or other similar statuses. Do not include short-term employment of 4 months or less while a student, unless it was in the securities, derivatives or financial industry. In addition to the information required in the paragraph above, if you were employed or had business activities in the securities or derivatives industry or both during and before the 10-year period, disclose all your securities and derivatives or both employment or business activities (both before and during the 10-year period). Unemployed Full-time student Employed or self-employed From:
(YYYY/MM)
To:
(YYYY/MM)
Complete the following only if you are, or were, employed or self-employed during this period. Name of business or employer:
Address of business or employer:
(number, street, city, province, territory or state, country) Name and title of immediate supervisor, if applicable:
Describe the firm’s business, your position, duties and your relationship to the firm.
Regulation 33-109 September 13, 2023 PAGE 74
Reason why you left the firm:
Regulation 33-109 September 13, 2023 PAGE 75
SCHEDULE I
Resignations and terminations (Item 12)
Item 12.1
For each allegation of contravention of any statute, regulation, order of a court or regulatory body, rule or bylaw or failure to meet any standard of conduct of a sponsoring firm or of any professional body, state below (1) the name of the firm from which you resigned or were terminated, (2) whether you resigned or were terminated, (3) the date you ceased to carry on duties, (4) the circumstances relating to your resignation or termination, (5) details of the allegation (regardless of whether the allegation caused or contributed to your resignation or termination), including the statutes, regulations, orders, rules or bylaws allegedly contravened or standards of conduct allegedly not met, (6) details of how the allegation was addressed, and (7) any details of the resignation, termination, or allegation relevant to the determination of your suitability for registration or whether your registration is otherwise objectionable. _______________________________________________________ Item 12.2 For each allegation of failure to supervise compliance with any statute, regulation, order of a court or regulatory body, rule or bylaw or with any standard of conduct of a sponsoring firm or of any professional body, state below, (1) the name of the firm from which you resigned or were terminated, (2) whether you resigned or were terminated, (3) the date you ceased to carry on duties, (4) the circumstances relating to your resignation or termination, (5) details of the allegation of failure to supervise (regardless of whether the allegation caused or contributed to your resignation or termination), (6) details of how the allegation was addressed, and (7) any details of the resignation, termination, or allegation relevant to the determination of your suitability for registration or whether your registration is otherwise objectionable. _______________________________________________________ Item 12.3 For each allegation that you committed fraud or the wrongful taking of property, including theft, state below (1) the name of the firm from which you resigned or were terminated, (2) whether you resigned or were terminated, (3) the date you ceased to carry on duties, (4) the circumstances relating to your resignation or termination, (5) details of the allegation (regardless of whether the allegation caused or contributed to your resignation or termination), (6) details of how the allegation was addressed, and (7) any details of the resignation, termination, or allegation relevant to the determination of your suitability for registration or whether your registration is otherwise objectionable. ______________________________________________________
Regulation 33-109 September 13, 2023 PAGE 76
SCHEDULE J
Regulatory disclosure (Item 13)
Item 13.1 Securities and derivatives regulation a) For each registration or licence, state below (1) the name of the firm, (2) the securities or derivatives regulator with which you are, or were, registered or licensed, (3) the type or category of registration or licence, and (4) the period that you held the registration or licence. b) For each registration or licence refused, state below (1) the name of the firm, (2) the securities or derivatives regulator that refused the registration or licence, (3) the type or category of registration or licence refused, (4) the date of the refusal, and (5) the reasons for the refusal. c) For each exemption from registration denied or licence refused, other than what was disclosed in Item 8.3 of this form, state below (1) the party that was refused the exemption from registration or licence, (2) the securities or derivatives regulator that refused the exemption from registration or licence, (3) the type or category or registration or licence refused, (4) the date of the refusal, and (5) the reasons for the refusal. d) For each order or disciplinary proceeding, state below (1) the name of the firm, (2) the securities or derivatives regulator that issued the order or is conducting or conducted the proceeding, (3) the date any notice of proceeding was issued, (4) the date any order or settlement was made, (5) a summary of any notice, order or settlement (including any sanctions imposed), (6) whether you are or were a partner, director, officer or major shareholder of the firm and named individually in the order or disciplinary proceeding, and (7) any other relevant details. Item 13.2 SRO regulation a) For each approval, state below (1) the name of the firm, (2) the SRO with which you are or were an approved person, (3) the categories of approval, and (4) the period that you held the approval.
Regulation 33-109 September 13, 2023 PAGE 77 b) For each approval refused, state below (1) the name of the firm, (2) the SRO that refused the approval, (3) the category of approval refused, (4) the date of the refusal, and (5) the reasons for the refusal. c) For each order or disciplinary proceeding, state below (1) the name of the firm, (2) the SRO that issued the order or that is, or was, conducting the proceeding, (3) the date any notice of proceeding was issued, (4) the date any order or settlement was made, (5) a summary of any notice, order or settlement, including any sanctions imposed, (6) whether you are or were a partner, director, officer or major shareholder of the firm and named individually in the order or disciplinary proceeding, and (7) any details of the order or disciplinary proceeding relevant to the determination of your suitability for registration or whether your registration is otherwise objectionable. Item 13.3 Non-securities regulation a) For each registration or licence, state below (1) the party who is, or was, registered or licensed, (2) if applicable, the employer or entity for whom you performed the registerable or licensable activity, (3) the period that the party held the registration or licence, 4) the type or category of registration or licence, (5) with which regulatory authority, or under what legislation, the party is, or was, registered or licensed, and (6) the licence number. ________________________________________________________ b) For each registration or licence refused, state below (1) the party that was refused registration or licensing, (2) if applicable, the employer or entity for whom you performed the registerable or licensable activity, (3) with which regulatory authority, or under what legislation, the registration or licence was refused, (4) the type or category of registration or licence refused, (5) the date of the refusal, and (6) the reasons for the refusal. ________________________________________________________ c) For each order or disciplinary proceeding, indicate below (1) the party against whom the order was made or the proceeding taken, (2) the regulatory authority that made the order or that is, or was, conducting the proceeding, or under what legislation the order was made or the proceeding is being, or was conducted, (3) the date any notice of proceeding was issued, (4) the date any order or settlement was made, (5) a summary of any notice, order or settlement, including any sanctions imposed, (6) whether you are or were a partner, director, officer or major shareholder of the entity and named individually in the order or disciplinary proceeding, and (7) any details of the order or disciplinary proceeding relevant to the determination of your suitability for registration or whether your registration is otherwise objectionable. _______________________________________________________
Regulation 33-109 September 13, 2023 PAGE 78
SCHEDULE K
Criminal disclosure (Item 14)
Item 14.1
For each charge, state below (1) the type of charge, (2) the date of the charge, (3) any trial or appeal dates, and (4) the court location. Item 14.2 For each finding of guilty, pleading no contest to, or granting of an absolute or conditional discharge from a criminal offence, state below (1) the offence, (2) the date found guilty, and (3) the disposition (any penalty or fine and the date any fine was paid). Item 14.3 For each charge, state below (1) the name of the entity, (2) the type of charge, (3) the date of the charge, (4) any trial or appeal dates, and (5) the court location. Item 14.4 For each finding of guilty, pleading no contest to, or granting of an absolute or conditional discharge from a criminal offence, state below (1) the name of the entity, (2) the offence, (3) the date of the conviction, and (4) the disposition (any penalty or fine and the date any fine was paid).
Regulation 33-109 September 13, 2023 PAGE 79
SCHEDULE L
Civil disclosure (Item 15)
Item 15.1
For each outstanding civil proceeding, state below (1) the dates the statement of claim and statement of defence were issued, (2) the name of each plaintiff in the proceeding, (3) whether the proceeding is pending or on appeal, (4) whether the proceeding was against an entity where you are, or were, a partner, director, officer or major shareholder and whether you have been named individually in the allegations, and (5) the jurisdiction where the action is being pursued. Item 15.2 For each civil proceeding, state below (1) the dates the statement of claim and statement of defence were issued, (2) the name of each plaintiff in the proceeding, (3) the jurisdiction where the action was pursued, (4) whether the proceeding was about an entity where you are, or were, a partner, director, officer or major shareholder and whether you have been named individually in the allegations, and (5) a summary of any disposition or any settlement over $10,000. You must disclose any actions settled without admission of liability.
Regulation 33-109 September 13, 2023 PAGE 80
SCHEDULE M
Financial Disclosure (Item 16)
Item 16.1 Bankruptcies, insolvencies, consumer proposals and creditor arrangements Instructions: Proposals includes consumer proposals. (a) For each event, state below (1) the date of the petition or voluntary assignment into bankruptcy or similar proceeding, (2) the person or entity about whom this disclosure is being made, (3) any amounts currently owing, (4) the creditors, (5) the status of the matter, (6) a summary of any disposition or settlement, (7) the date of discharge or release, if applicable, and (8) any details of the petition or voluntary assignment into bankruptcy or similar proceeding relevant to the determination of your suitability for registration or whether your registration is otherwise objectionable. ________________________________________________________ (b) For each event, state below (1) the date of the proposal, (2) the person or firm about whom this disclosure is being made, (3) any amounts currently owing, (4) the creditors, (5) the status of the matter, (6) a summary of any disposition or settlement, and (7) any details of the proposal relevant to the determination of your suitability for registration or whether your registration is otherwise objectionable. ________________________________________________________ (c) For each event, state below (1) the date of the proceeding, (2) the person or entity about whom this disclosure is being made, (3) any amounts currently owing, (4) the creditors, (5) the status of the matter, (6) a summary of any disposition or settlement, and (7) any details of the proceeding relevant to the determination of your suitability for registration or whether your registration is otherwise objectionable. ________________________________________________________ (d) For each proceeding, arrangement or compromise with creditors, state below (1) the date of the proceeding, arrangement or compromise, (2) the person or entity about whom this disclosure is being made, (3) any amounts currently owing, (4) the creditors, (5) the status of the matter, (6) a summary of any disposition or settlement, and (7) any details of the proceeding, arrangement or compromise relevant to the determination of your suitability for registration or whether your registration is otherwise objectionable. ________________________________________________________ Item 16.2 Debt obligation For each event, state below (1) the person or entity that failed to meet its financial obligation, (2) the amount that was owing at the time the person or entity failed to meet its financial obligation, (3) the person or entity to whom the amount is, or was, owing,
Regulation 33-109 September 13, 2023 PAGE 81
(4) any relevant dates (for example, when payments are due or when final payment was made), (5) any amounts currently owing, and (6) any details of the debt obligation relevant to the determination of your suitability for registration or whether your registration is otherwise objectionable, including why the obligation has not been met or satisfied. ________________________________________________________ Item 16.3 Surety bond or fidelity bond For each bond refused, state below (1) the name of the bonding company, (2) the address of the bonding company, (3) the date of the refusal, and (4) the reasons for the refusal. ________________________________________________________ Item 16.4 Garnishments, seizure in the hands of third persons unsatisfied judgments or directions to pay For each garnishment, seizure in the hands of third persons, unsatisfied judgment or direction to pay regarding your indebtedness or the indebtedness of an entity incurred at the time you were a partner, director, officer or major shareholder, indicate below (1) the amount that was owing at the time the garnishment, seizure in the hands of third persons, judgment or direction to pay was rendered, (2) the person or entity to whom the amount is, or was, owing, (3) any relevant dates (for example, when payments are due or when final payment was made), (4) why the indebtedness has not been met or satisfied, (5) the percentage of earnings to be garnished or seized in the hands of third persons or the amount to be paid, (6) any amounts currently owing, and (7) any details of the garnishment, seizure in the hands of third persons, unsatisfied judgment or direction to pay relevant to the determination of your suitability for registration or whether your registration is otherwise objectionable. ______________________________________________________
Regulation 33-109 September 13, 2023 PAGE 82
SCHEDULE N
Ownership of securities and derivatives firms (Item 17) Name of firm (whose business is trading in or advising on securities or derivatives, or both):
What is your relationship to the firm? Partner Major shareholder What is the period of this relationship? From: To: (if applicable) (YYYY/MM) (YYYY/MM) Provide the following information:
a) State the number, value, class and percentage of securities, or the amount of partnership interest you own or propose to acquire when you are registered or approved as a result of the review of this form. If acquiring shares when you are so approved or registered, state the source (for example, treasury shares, or if upon transfer, state name of transferor). b) State the market value (approximate, if necessary) of any subordinated debentures or bonds of the firm to be held by you or any other subordinated loan to be made by you to the firm:
c) If another person or entity has provided you with funds to invest in the firm, provide the name of the person or entity and state the relationship between you and that person or entity:
d) Is the payment of the funds to be invested (or proposed to be invested) guaranteed directly or indirectly by any person or entity? Yes No If “Yes”, provide the name of the person or entity and state the relationship between you and that person or entity:
e) Have you directly or indirectly given up any rights relating to these securities or this partnership interest, or do you, when you are registered or approved as a result of the review of this form, intend to give up any of these rights (including by hypothecation,
Regulation 33-109 September 13, 2023 PAGE 83 pledging or depositing as collateral the securities or partnership interest with any entity or person)? Yes No If “Yes”, provide the name of the person or entity, state the relationship between you and that person or entity and describe the rights that have been or will be given up:
f) Is a person other than you the beneficial owner of the shares, bonds, debentures, partnership units or notes held by you? Yes No If "Yes", complete (g), (h) and (i). g) Name of beneficial owner:
Last name First name Second name Third name
(N/A ) ( N/A ) h) Residential address:
(number, street, city, province, territory or state, country, postal code) i) Occupation:
Regulation 33-109 September 13, 2023 PAGE 84
SCHEDULE O
Contact information for notice and consent for collection and use of personal information Alberta Alberta Securities Commission, Suite 600, 250–5th St. SW Calgary, AB T2P 0R4 Attention: Information Officer Telephone: (403) 297-6454 Nunavut Government of Nunavut Department of Justice P.O. Box 1000 Station 570 Iqaluit, NU X0A 0H0 Attention: Superintendent of Securities Telephone: (867) 975-6590 British Columbia British Columbia Securities Commission P.O. Box 10142, Pacific Centre 701 West Georgia Street Vancouver, BC V7Y 1L2 Attention: Registration staff Telephone: (604) 899-6500 or (800) 373-6393 (in Canada) E-mail: Registration@bcsc.bc.ca Ontario Ontario Securities Commission 22nd Floor 20 Queen Street West Toronto, ON M5H 3S8 Attention: Compliance and Registrant Regulation Telephone: (416) 593-8314 e-mail: registration@osc.gov.on.ca Manitoba The Manitoba Securities Commission 500 - 400 St. Mary Avenue Winnipeg, MB R3C 4K5 Attention: Director of Registrations Telephone: (204) 945-2548 Fax : (204) 945-0330 Prince Edward Island Securities Office Department of Community Affairs and Attorney General P.O. Box 2000 Charlottetown, PE C1A 7N8 Attention: Superintendent of Securities Telephone: (902) 368-6288 New Brunswick Financial and Consumer Services Commission of New Brunswick / Commission des services financiers et des services aux consommateurs du Nouveau-Brunswick Suite 300, 85 Charlotte Street Saint John, NB E2L 2J2 Attention: Registration Telephone: (506) 658-3060 Québec Autorité des marchés financiers 800, square Victoria, 22e étage C.P. 246, tour de la Bourse Montréal (Québec) H4Z 1G3 Attention: Responsable de l’accès à l’information Telephone: (514) 395-0337 or (877) 525-0337 Newfoundland and Labrador Superintendent of Securities, Service NL Government of Newfoundland and Labrador P.O. Box 8700 2nd Floor, West Block Confederation Building St. John’s, NL A1B 4J6 Attention: Manager of Registrations Telephone: (709) 729-5661 Saskatchewan Financial and Consumer Affairs Authority of Saskatchewan Suite 601, 1919 Saskatchewan Drive Regina, SK S4P 4H2 Attention: Director, Capital Markets Telephone: (306) 787-5871 E-mail: registrationfcaa@gov.sk.ca
Regulation 33-109 September 13, 2023 PAGE 85
Nova Scotia
Nova Scotia Securities Commission
Suite 400, 5251 Duke Street
Halifax, NS B3J 1P3
Attention: Registration
Telephone: (902) 424-7768
Yukon
Government of Yukon
Office of the YukonSuperintendent of Securities Department of Community Services P.O. Box 2703 C-6 Whitehorse, YT Y1A 2C6 Attention: Superintendent of Securities Telephone: (867) 667-5466 Northwest Territories Government of the Northwest Territories Department of Justice 1st Floor Stuart M. Hodgson Building 5009 – 49th Street Yellowknife, NWT X1A 2L9 Attention: Superintendent of Securities Telephone: (867) 920-8984 Self-regulatory organization Investment Industry Regulatory Organization of Canada 121 King Street West, Suite 2000 Toronto, Ontario M5H 3T9 Attention: Privacy Officer Telephone: (416) 364-6133 E-mail: PrivacyOfficer@iiroc.ca”; M.O. 2009-05, Sch. 33-109F4; M.O. 2011-03, s. 12; M.O. 2014-11, s. 10; I.N. 2017-05-01; M.O. 2017-09, s. 5; M.O. 2022-01, s. 11.
Regulation 33-109 September 13, 2023 PAGE 86
FORM 33-109F5
CHANGE OF REGISTRATION INFORMATION (sections 3.1 and 4.1 ) WARNING - It is an offence to knowingly give false or misleading information to the regulator or the securities regulatory authority. CERTIFICATION
Regulation 33-109 September 13, 2023 PAGE 87
Regulation 33-109 September 13, 2023 PAGE 88
Signature of authorized signing officer or partner Date signed (YYYY/MM/DD)
2. Form 33-109F6: Use the following certification when making changes to
Form 33- 109F6
By signing below, I, on behalf of the firm, certify to the regulator or, in Québec, the securities regulatory authority in each jurisdiction where the firm is submitting this form and to any applicable SRO that
Regulation 33-109 September 13, 2023 PAGE 89 a) Form 33-109F6, or b) Form 33-109F4, if the individual is relying on the temporary hardship exemption in section 5.1 of Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9). Name of firm Registration categories NRD number (firm) Item 1 Type of form Check the form that is being updated:
Form 33-109F6
If submitting changes to Form 33-109F6, please attach a blackline of the amended sections of the form. Form 33-109F4 Name of individual Item 2 Details of change Provide the item number and details for each change to the form selected above:
Item number Details
Effective date of change
(YYYY/MM/DD)
Item 3 Notice and consent for collection and use of personal information
Regulation 33-109 September 13, 2023 PAGE 90
The principal purpose of this collection by the securities regulatory authorities is to administer, enforce, carry out their duties or exercise their powers under their respective securities legislation, derivatives legislation (including commodity futures legislation) or both, and by the SROs to administer and enforce the rules of the SROs. The information submitted by you in this form with your consent, or collected indirectly with your authorization, may be collected
Regulation 33-109 September 13, 2023 PAGE 91
Regulation 33-109 September 13, 2023 PAGE 92
SCHEDULE A
Contact information for notice and consent for collection and use of personal information Alberta Alberta Securities Commission, Suite 600, 250–5th St. SW Calgary, AB T2P 0R4 Attention: Information Officer Telephone: (403) 297-6454 Nunavut Government of Nunavut Department of Justice P.O. Box 1000 Station 570 Iqaluit, NU X0A 0H0 Attention: Superintendent of Securities Telephone: (867) 975-6590 British Columbia British Columbia Securities Commission P.O. Box 10142, Pacific Centre 701 West Georgia Street Vancouver, BC V7Y 1L2 Attention: Registration staff Telephone: (604) 899-6500 or (800) 373-6393 (in Canada) E-mail: Registration@bcsc.bc.ca Ontario Ontario Securities Commission 22nd Floor 20 Queen Street West Toronto, ON M5H 3S8 Attention: Compliance and Registrant Regulation Telephone: (416) 593-8314 e-mail: registration@osc.gov.on.ca Manitoba The Manitoba Securities Commission 500 - 400 St. Mary Avenue Winnipeg, MB R3C 4K5 Attention: Director of Registrations Telephone: (204) 945-2548 Fax : (204) 945-0330 Prince Edward Island Securities Office Department of Community Affairs and Attorney General P.O. Box 2000 Charlottetown, PE C1A 7N8 Attention: Superintendent of Securities Telephone: (902) 368-6288 New Brunswick Financial and Consumer Services Commission of New Brunswick / Commission des services financiers et des services aux consommateurs du Nouveau-Brunswick Suite 300, 85 Charlotte Street Saint John, NB E2L 2J2 Attention: Registration Telephone: (506) 658-3060 Québec Autorité des marchés financiers 800, square Victoria, 22e étage C.P. 246, tour de la Bourse Montréal (Québec) H4Z 1G3 Attention: Responsable de l’accès à l’information Telephone: (514) 395-0337 or (877) 525-0337 Newfoundland and Labrador Superintendent of Securities, Service NL Government of Newfoundland and Labrador P.O. Box 8700 2nd Floor, West Block Confederation Building St. John’s, NL A1B 4J6 Attention: Manager of Registrations Telephone: (709) 729-5661 Saskatchewan Financial and Consumer Affairs Authority of Saskatchewan Suite 601, 1919 Saskatchewan Drive Regina, SK S4P 4H2 Attention: Director, Capital Markets Telephone: (306) 787-5871 E-mail: registrationfcaa@gov.sk.ca
Regulation 33-109 September 13, 2023 PAGE 93
Nova Scotia
Nova Scotia Securities Commission
Suite 400, 5251 Duke Street
Halifax, NS B3J 1P3
Attention: Registration
Telephone: (902) 424-7768
Yukon
Government of Yukon
Office of the Yukon Superintendent of Securities Department of Community Services P.O. Box 2703 C-6 Whitehorse, YT Y1A 2C6 Attention: Superintendent of Securities Telephone: (867) 667-5466 Northwest Territories Government of the Northwest Territories Department of Justice 1st Floor Stuart M. Hodgson Building 5009 – 49th Street Yellowknife, NWT X1A 2L9 Attention: Superintendent of Securities Telephone: (867) 920-8984 Self-regulatory organization Investment Industry Regulatory Organization of Canada 121 King Street West, Suite 2000 Toronto, Ontario M5H 3T9 Attention: Privacy Officer Telephone: (416) 364-6133 E-mail: PrivacyOfficer@iiroc.ca”. M.O. 2009-05, Sch. 33-109F5; M.O. 2011-03, s. 13; M.O. 2014-11, s. 11; I.N. 2017-05-01; M.O. 2017-09,s. 6; M.O. 2022-01, s. 12.
Regulation 33-109 September 13, 2023 PAGE 94
FORM 33–109F6
FIRM REGISTRATION
Who should complete this form?
This form is for firms seeking registration under securities legislation, derivatives legislation or both. Complete and submit this form to seek initial registration as a dealer, adviser or investment fund manager, or to add one or more jurisdiction of Canada or categories to a firm’s registration. Definitions In this form Chief compliance officer – see section 2.1 of NI 31-103. Derivatives – financial instruments, such as futures contracts (including exchange traded contracts), futures options and swaps whose market price, value or payment obligations are derived from or based on one or more underlying interests. Derivatives can be in the form of instruments, agreements or securities. Firm – the person or company seeking registration. Foreign jurisdiction – see National Instrument 14-101 Definitions Form – Form 33-109F6 Firm registration. Jurisdiction or jurisdiction of Canada – see National Instrument 14 101 Definitions NI 31-103 – National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations. NI 33-109 – National Instrument 33-109 Registration Information. NI 52-107 – National Instrument 52-107 Acceptable Accounting Principles and Auditing Standards NRD – National Registration Database. For more information, visit www.nrd-info.ca. Parent – a person or company that directly or indirectly has significant control of another person or company. Permitted individual – see NI 33-109. Predecessor – any entity listed in question 3.6 of this form. Principal regulator – see NI 33-109. Significant control – a person or company has significant control of another person or company if the person or company:
directly or indirectly holds voting securities representing more than 20 per cent of the outstanding voting rights attached to all outstanding voting securities of the other person or company, or
Regulation 33-109 September 13, 2023 PAGE 95 directly or indirectly is able to elect or appoint a majority of the directors (or individuals performing similar functions or occupying similar positions) of the other person or company. Specified affiliate – a person or company that is a parent of the firm, a specified subsidiary of the firm, or a specified subsidiary of the firm’s parent. Specified subsidiary – a person or company of which another person or company has significant control. SRO – see National Instrument 14-101 Definitions. Ultimate designated person – see section 2.1 of NI 31-103. You – the individual who completes, submits, files and/or signs the form on behalf of the firm. We and the regulator – the securities regulatory authority or regulator in the jurisdiction(s) of Canada where the firm is seeking registration. Contents of the form This form consists of the following:
Collection and use of personal information
Certification
Part 1 – Registration details
Part 2 – Contact information
Part 3 – Business history and structure
Part 4 – Registration history
Part 5 – Financial condition
Part 6 – Client relationships
Part 7 – Regulatory action
Part 8 – Legal action
Part 9 – [repealed]
Schedule A – Contact information for consent and notice of collection and use of personal
information
Schedule B – Submission to jurisdiction and appointment of agent for service
Schedule C – Form 31-103F1 Calculation of excess working capital
You are also required to submit the following supporting documents with your completed form:
Regulation 33-109 September 13, 2023 PAGE 96
2. Business plan, policies and procedures manual, and client agreements (except in
Ontario) (question 3.3)
3. Constating documents (question 3.7)
4. Organization chart (question 3.11)
5. Ownership chart (question 3.12)
6. Calculation of excess working capital (question 5.1)
7. Directors’ resolution approving insurance (question 5.7)
8. Audited financial statements (question 5.13)
9. Letter of direction to auditors (question 5.14)
The firm is required to pay a registration fee in each jurisdiction of Canada where it is submitting and filing this form. Refer to the prescribed fees of the applicable jurisdiction for details. How to complete and submit the form All dollar values are in Canadian dollars. If a question does not apply to the firm, write “n/a” in the space for the answer. If the firm is seeking registration in more than one jurisdiction of Canada or category, other than in the category of restricted dealer, you only need to complete and submit one form. If the firm is seeking registration as a restricted dealer, submit and file the form with each jurisdiction of Canada where the firm is seeking that registration. You can complete this form:
Regulation 33-109 September 13, 2023 PAGE 97
We may accept the form in other formats. Please check with the regulator before you complete, submit and file the form. If you are completing the form on paper and need more space to answer a question, use a separate sheet of paper and attach it to this form. Clearly identify the question number. You must include all supporting documents with your submission. We may ask you to provide other information and documents to help determine whether the firm is suitable for registration. In most of this form, answers are required to questions that apply only to Canadian provinces and territories; you will find that the questions are referenced to “jurisdictions” or “jurisdiction of Canada”. These refer to all provinces and territories of Canada. However, the questions in
Part 4 –Registration History and Part 7 – Regulatory Action are to be answered in respect of any
jurisdiction in the world.
It is an offence to knowingly give false or misleading information to the regulator or the securities regulatory authority. See Part 3 of NI 33-109. Updating the information on the form The firm is required to notify the regulator, within specified times, of any changes to the information on this form by submitting and filing Form 33-109F5 Change of Registration Information. Collection and use of personal information In obtaining information about the firm, each securities regulatory authority and SRO set out in
Appendix A may receive and collect personal information about individuals, if any, associated
with the firm and its directors, officers, partners, employees, contractors and agents. This may include the collection of
Regulation 33-109 September 13, 2023 PAGE 98
The information may be collected
Regulation 33-109 September 13, 2023 PAGE 99
4. confirm that the individuals referred to in this form have been notified that the individuals’
personal information is disclosed on this form, the legal reason for doing so, how it will be used and who to contact for more information. Name of firm Name of authorized signing officer or partner Title of authorized signing officer or partner Signature of authorized signing officer or partner Date signed ______________________ (YYYY/MM/DD)”
Part 1 – Registration details
1.1 Firm’s full legal name
Provide the full legal name of the firm as it appears on the firm’s constating documents required under question 3.7. If the firm is a sole proprietorship, provide your first, last and any middle names. If the firm’s legal name is in English and French, provide both versions. For more information, visit www.nrdinfo.ca.
1.2 Firm’s NRD number
1.3 Why are you submitting this form?
Complete:
To seek initial registration as a firm in one or more jurisdictions of Canada The entire form To add one or more jurisdictions of Canada Questions 1.1, 1.2, 1.4, 1.5, 2.4, 3.9, to the firm’s registration 5.4, 5.6* and Part 9 To add one or more categories to the firm’s Questions 1.1, 1.2, 1.4, 1.5, 3.1, 5.1, registration 5.4, 5.5, 5.6*, 5.7, 5.8, Part 6 and
Part 9
Regulation 33-109 September 13, 2023 PAGE 100 Abbreviations Alberta (AB) British Columbia (BC) Manitoba (MB) New Brunswick (NB) Newfoundland and Labrador (NL) Northwest Territories (NT) Nova Scotia (NS) Nunavut (NU) Ontario (ON) Prince Edward Island (PE) Québec (QC) Saskatchewan (SK) Yukon (YT)
1.4 In what category and jurisdiction is the firm seeking registration? Check all that
apply.
(a) Categories under securities legislation
Jurisdiction
Category AB BC MB NB NL NS NT NU ON PE QC SK YT Investment dealer Mutual fund dealer Scholarship plan dealer Exempt market dealer Restricted dealer Investment fund manager Portfolio manager Restricted portfolio manager
Regulation 33-109 September 13, 2023 PAGE 101 (b) Categories under derivatives legislation (Manitoba and Ontario only) Category Manitoba Dealer (merchant) Dealer (futures commission merchant) Dealer (floor broker) Local Adviser Ontario Commodity trading adviser Commodity trading counsel Commodity trading manager Futures commission merchant (c) Investment dealers and portfolio managers (Québec only) If the firm is seeking registration in Québec as an investment dealer or a portfolio manager, will the firm also act as a:
Derivatives dealer Yes No
Derivatives portfolio manager Yes No
1.5 Exemptions
Is the firm applying for any exemptions under securities or derivatives legislation? Yes No If yes, provide the following information for each exemption:
Type of exemption
Legislation
Jurisdiction(s) where the firm has applied for the exemption AB BC MB NB NL NS NT NU ON PE QC SK YT
Regulation 33-109 September 13, 2023 PAGE 102
Part 2 – Contact information
Addresses
A post office box on its own is not acceptable for a head office address.
2.1 Head office address
Address line 1
Address line 2
City Province/territory/state
Country Postal/zip code
Telephone number Fax number
Website
If the firm’s head office is in Canada, go to question 2.3.
If the firm’s head office is not in Canada, go to question 2.2.
2.2 Firms whose head office is not in Canada
(a) Does the firm have any business location addresses in Canada?
Yes No
If yes, provide the firm’s primary Canadian business location address:
Address line 1
Address line 2
City Province/territory
Postal code
The securities regulatory authority in this jurisdiction of Canada is the firm’s principal regulator in Canada. (b) If a firm is not registered in a jurisdiction of Canada, indicate the jurisdiction of Canada in which the firm expects to conduct most of its activities that require registration as at the end of its current financial year or conducted most of its activities that require registration as at the end of its most recently completed financial year.. AB BC MB NB NL NS NT NU ON PE QC SK YT
Regulation 33-109 September 13, 2023 PAGE 103 A post office box is acceptable for a mailing address.
2.3 Mailing address
Same as the head office address
Address line 1
Address line 2
City Province/territory/state
Country Postal/zip code
If the firm does not have an office in a jurisdiction of Canada where it is seeking registration, it must appoint an agent for service in that jurisdiction of Canada.
2.4 Address for service and agent for service
Attach an executed Schedule B Submission to jurisdiction and appointment of agent for service for each jurisdiction of Canada where the firm is seeking registration and does not have an office.
Regulation 33-109 September 13, 2023 PAGE 104 Contact names A registered firm must have an individual registered in the category of ultimate designated person.
2.5 Ultimate designated person
Legal name
Officer title
Telephone number
E-mail address
NRD number, if available
Address
Same as firm head office address
Address line 1
Address line 2
City Province/territory/state
Country Postal/zip code
A registered firm must have an individual registered in the category of chief compliance officer.
2.6 Chief compliance officer
Same as ultimate designated person
Legal name
Officer title
Telephone number
E-mail address
NRD number, if available
Address
Same as firm head office address
Address line 1
Address line 2
City Province/territory/state
Regulation 33-109 September 13, 2023 PAGE 105 Country Postal/zip code
Part 3 – Business history and structure
Business activities
3.1 The firm’s business
Provide a description of the firm’s proposed business, including its primary business activities, target market, and the products and services it will provide to clients.
3.2 Other names
In addition to the firm’s legal name in question 1.1, does the firm use any other names, such as a trade name? Yes No If yes, list all other names and indicate if each name has been registered:
3.3 Business documents
Does the firm have the following documents to support its business activities? Yes No (a) Business plan for at least the next three years (b) Policies and procedures manual, including account opening procedures and the firm’s policy on fairness in allocation of investment opportunities, if applicable If no, explain why the firm does not have the document:
Attach the firm’s business plan, policies and procedures manual and client agreements, including any investment policy statements and investment management agreements, except if the regulator in Ontario is the principal regulator of the firm seeking registration, unless the regulator in Ontario has requested they be provided.
Regulation 33-109 September 13, 2023 PAGE 106 History of the firm
3.4 When was the firm created?
yyyy/mm/dd
3.5 How was the firm created?
New start-up Go to question 3.7.
Merger or amalgamation Go to question 3.6.
Reorganization Go to question 3.6.
Other statutory arrangement Please specify below and go to question 3.6.
3.6 Predecessors
List the entities that were merged, amalgamated, reorganized or otherwise arranged to create the firm.
3.7 Constating documents
Attach the legal documents that established the firm as an entity, for example, the firm’s articles and certificate of incorporation, any articles of amendments, partnership agreement or declaration of trust. If the firm is a sole proprietorship, provide a copy of the registration of trade name. As part of their constating documents, firms whose head office is outside Canada may be required to provide proof of extra-provincial registration. Business structure and ownership
3.8 Type of legal structure
Sole proprietorship
Partnership
Limited partnership Name of general partner ________________________ Corporation Other Please specify _________________________________
Regulation 33-109 September 13, 2023 PAGE 107 This is the firm’s corporate registration number or Québec enterprise number (NEQ).
3.9 Business registration number, if applicable
List the firm’s business registration number for each jurisdiction of Canada where the firm is seeking registration. Business registration number Jurisdiction of Canada
3.10 Permitted individuals
List all permitted individuals of the firm.
State why the individual is considered a permitted individual (e.g., director, partner, officer, shareholder, or a permitted individual as described in paragraph (c) of the definition of “permitted individual” in section 1.1 of Regulation 33-109 respecting Registration Information). Name Type of Permitted Individual NRD number, if applicable
3.11 Organization chart
Attach an organization chart showing the firm’s reporting structure. Include all permitted individuals, the ultimate designated person and the chief compliance officer.
3.12 Ownership chart
Attach a chart showing the firm’s structure and ownership. Include all parents, specified affiliates and specified subsidiaries. Indicate which of the parents, specified affiliates and specified subsidiaries are registered under securities legislation in any jurisdiction of Canada and provide their NRD number. Include the name of the person, and class, type, amount and percentage ownership of the firm’s voting securities.
Regulation 33-109 September 13, 2023 PAGE 108
Part 4 – Registration history
The questions in Part 4 apply to any jurisdiction and any foreign jurisdiction.
4.1 Securities registration
In the last seven years, has the firm, or any predecessors or specified affiliates of the firm been registered or licensed to trade or advise in securities or derivatives? Yes No If yes, provide the following information for each registration:
Name of entity
Registration category
Regulator/organization
Date registered or licensed (yyyy/mm/dd) Expiry date, if applicable (yyyy/mm/dd) Jurisdiction
4.2 Exemption from securities registration
Is the firm currently relying on any exemptions from registration or licensing to trade or advise in securities or derivatives (other than those exemptions with respect to which the firm has already notified the securities regulator or, in Québec, the securities regulatory authority in accordance with the applicable exemption)? Yes No If yes, provide the following information for each exemption:
Type of exemption
Regulator/organization
Date of exemption (yyyy/mm/dd)
Jurisdiction
4.3 Membership in an exchange or SRO
In the last seven years, has the firm, or any predecessors or specified affiliates of the firm been a member of a securities or derivatives exchange, SRO or similar organization? Yes No If yes, provide the following information for each membership:
Regulation 33-109 September 13, 2023 PAGE 109 Name of entity Organization Date of membership (yyyy/mm/dd) Expiry date, if applicable (yyyy/mm/dd) Jurisdiction
4.4 Exemption from membership in an exchange or SRO
Is the firm currently relying on any exemptions from membership with a securities or derivatives exchange, SRO or similar organization? Yes No If yes, provide the following information for each exemption:
Type of exemption
Organization
Date of exemption (yyyy/mm/dd)
Jurisdiction
4.5 Refusal of registration, licensing or membership
Has the firm, or any predecessors or specified affiliates of the firm been refused registration, licensing or membership with a financial services regulator, securities or derivatives exchange, SRO or similar organization? Yes No If yes, provide the following information for each refusal:
Name of entity
Reason for refusal
Regulator/organization
Date of refusal (yyyy/mm/dd)
Jurisdiction
Regulation 33-109 September 13, 2023 PAGE 110 Examples of other financial products include financial planning, life insurance and mortgages.
4.6 Registration for other financial products
In the last seven years, has the firm, or any predecessors or specified affiliates of the firm been registered or licensed under legislation that requires registration or licensing to sell or advise in a financial product other than securities or derivatives? Yes No If yes, provide the following information for each registration or licence:
Name of entity
Type of licence or registration
Licence number
Regulator/organization
Date of registration (yyyy/mm/dd) Expiry date, if applicable (yyyy/mm/dd) Jurisdiction
Part 5 – Financial condition
Capital requirements
5.1 Calculation of excess working capital
Attach the firm’s calculation of excess working capital.
Regulation 33-109 September 13, 2023 PAGE 111
5.2 Sources of capital
List all cash, cash equivalents, debt and equity sources of the firm’s capital. Name of person or entity providing the capital Type of capital Amount ($) See Schedule C Form 31-103F1 Calculation of Excess Working Capital.
5.3 Guarantors
In relation to its business, does the firm:
Yes No
(a) Have any guarantors?
(b) Act as a guarantor for any party?
If yes, provide the following information for each guarantee:
Name of party to the guarantee
NRD number, if applicable
Relationship to the firm Amount of guarantee ($) Details of the guarantee Bonding and insurance Questions 5.4 to 5.8 apply to the firm’s bonding or insurance coverage or proposed bonding or insurance coverage for securities and derivatives activities only. This in accordance with Part 12, Division 2 of NI 31-103. This information is on the financial institution bond.
5.4 Jurisdictions covered
Where does the firm have bonding or insurance coverage?
AB
BC
MB
Regulation 33-109 September 13, 2023 PAGE 112 NB NL NS NT NU ON PE QC SK YT If the firm’s bonding or insurance does not cover all jurisdictions of Canada where it is seeking registration, explain why. This information is on the binder of insurance or on the financial institution bond.
5.5 Bonding or insurance details
Name of insurer
Bond or policy number
Specific insuring agreements and clauses
Coverage for each claim ($) Annual aggregate coverage ($) Total coverage ($) Amount of the deductible ($) Expiry date (yyyy/mm/dd) If the firm’s insurance or proposed insurance is not in the form of a financial institution bond, explain how it provides equivalent coverage to the bond.
Regulation 33-109 September 13, 2023 PAGE 113 This information is required only if the firm is applying for registration in Québec as a mutual fund dealer or as a scholarship plan dealer.
5.6 Professional liability insurance (Québec only)
If the firm is seeking registration in Québec as a mutual fund dealer or a scholarship plan dealer, provide the following information about the firm’s professional liability insurance:
Name of insurer
Policy number
Specific insuring agreements and clauses
Coverage for each claim ($) Annual aggregate coverage ($) Total coverage ($) Amount of the deductible ($) Renewal date (yyyy/mm/dd) Jurisdictions covered:
AB BC MB NB NL NS NT NU ON PE QC SK YT
Which insurance policy applies to your representatives?
Firm's policy Individual's policy Both
5.7 Directors’ resolution approving insurance
Attach a directors’ resolution confirming that the firm has sufficient insurance coverage for its securities or derivatives-related activities.
5.8 Bonding or insurance claims
In the last seven years, has the firm made any claims against a bond or on its insurance? Yes No If yes, provide the following information for each claim:
Type of bond or insurance
Date of claim (yyyy/mm/dd) Amount ($)
Reason for claim
Date resolved (yyyy/mm/dd) Result
Jurisdiction
Regulation 33-109 September 13, 2023 PAGE 114 Solvency
5.9 Bankruptcy
In the last seven years, has the firm or any of its specified affiliates declared bankruptcy, made an assignment or proposal in bankruptcy, or been the subject of a petition in bankruptcy, or the equivalent in any jurisdiction? Yes No If yes, provide the following information for each bankruptcy or assignment in bankruptcy:
Name of entity
Reason for bankruptcy or assignment
Date of bankruptcy, assignment or petition
(yyyy/mm/dd)
Date discharge granted, if applicable
(yyyy/mm/dd)
Name of trustee
Jurisdiction
If applicable, attach a copy of any discharge, release or equivalent document.
5.10 Appointment of receiver
In the last seven years, has the firm or any of its specified affiliates appointed a receiver or receiver manager, or had one appointed, or the equivalent in any jurisdiction? Yes No If yes, provide the following information for each appointment of receiver:
Name of entity
Date of appointment (yyyy/mm/dd) Reason for appointment Date appointment ended (yyyy/mm/dd) Reason appointment ended Name of receiver or receiver manager Jurisdiction
Regulation 33-109 September 13, 2023 PAGE 115 Financial reporting
5.11 Financial year-end
(mm/dd)
If the firm has not established its financial year-end, explain why. Provide the name of the individual auditing the financial statements and the name of the firm, if applicable.
5.12 Auditor
Name of auditor and accounting firm
5.13 Audited financial statements
(a) Attach, for your most recently completed year, either (i) non-consolidated audited financial statements; or (ii) audited financial statements prepared in accordance with subsection 3.2(3) of NI 52-107. (b) If the audited financial statements attached for item (a) were prepared for a period ending more than 90 days before the date of this application, also attach interim financial information (as set out in section 12.11 of Regulation 31-103) for a period of not more than 90 days before the date of this application. If the firm is a start-up company, you can attach an audited opening statement of financial position instead. We may request an audit of the firm at any time while the firm is registered.
5.14 Letter of direction to auditors
Attach a letter of direction from the firm authorizing the auditor to conduct any audit or review of the firm that the regulator may request.
Regulation 33-109 September 13, 2023 PAGE 116
Part 6 – Client relationships
See Part 14,
Division 3 of NI
31-103 and
Companion
Policy 31-
103CP.
For guidance regarding whether a firm will hold or have access to client assets see
section 12.4 of
Companion
Policy 31-
103CP
6.1 Client assets
Will the firm hold or have access to client assets?
Yes No
If yes, provide the following information for each financial institution where the trust accounts for client assets are held. Name of financial institution Address line 1 Address line 2 City Province/territory Postal code Telephone number
6.2 Conflicts of interest
Does the firm have or expect to have any relationships that could reasonably result in any significant conflicts of interest in carrying out its registerable activities in accordance with securities or derivatives legislation? Yes No If yes, complete the following questions:
(a) Provide details about each conflict:
(b) Does the firm have policies and procedures to identify and respond to its conflicts of interest? Yes No If no, explain why:
Part 7 – Regulatory action
The questions in Part 7 apply to any jurisdiction and any foreign jurisdiction. The information must be provided in respect of the last 7 years.
Regulation 33-109 September 13, 2023 PAGE 117
7.1 Settlement agreements
Has the firm, or any predecessors or specified affiliates of the firm entered into a settlement agreement with any financial services regulator, securities or derivatives exchange, SRO or similar organization? Yes No If yes, provide the following information for each settlement agreement:
Name of entity
Regulator/organization
Date of settlement (yyyy/mm/dd)
Details of settlement
Jurisdiction
7.2 Disciplinary history
Has any financial services regulator, securities or derivatives exchange, SRO or similar organization:
Yes No
(a) Determined that the firm, or any predecessors or specified affiliates of the firm violated any securities regulations or any rules of a securities or derivatives exchange, SRO or similar organization? (b) Determined that the firm, or any predecessors or specified affiliates of the firm made a false statement or omission? (c) Issued a warning or requested an undertaking by the firm, or any predecessors or specified affiliates of the firm? (d) Suspended or terminated any registration, licensing or membership of the firm, or any predecessors or specified affiliates of the firm? (e) Imposed terms or conditions on any registration or membership of the firm, or predecessors or specified affiliates of the firm? (f) Conducted a proceeding or investigation involving the firm, or any predecessors or specified affiliates of the firm? (g) Issued an order (other than an exemption order) or a sanction to the firm, or any predecessors or specified affiliates of the firm for securities or derivatives-related activity (e.g. cease trade order)?
Regulation 33-109 September 13, 2023 PAGE 118 If yes, provide the following information for each action:
Name of entity
Type of action
Regulator/organization
Date of action (yyyy/mm/dd) Reason for action Jurisdiction
7.3 Ongoing investigations
Is the firm aware of any ongoing investigations of which the firm or any of its specified affiliates is the subject? Yes No If yes, provide the following information for each investigation:
Name of entity
Reason or purpose of investigation
Regulator/organization
Date investigation commenced (yyyy/mm/dd)
Jurisdiction
Part 8 – Legal action
The firm must disclose offences or legal actions under any statute governing the firm and its business activities in any jurisdiction. The information must be provided in respect of the last 7 years.
Regulation 33-109 September 13, 2023 PAGE 119
8.1 Criminal convictions
Has the firm, or any predecessors or specified affiliates of the firm been convicted of any criminal or quasi-criminal offence? Yes No If yes, provide the following information for each conviction:
Name of entity
Type of offence
Case name Case number, if applicable
Date of conviction (yyyy/mm/dd)
Jurisdiction
8.2 Outstanding criminal charges
Is the firm or any of its specified affiliates currently the subject of any outstanding criminal or quasi-criminal charges? Yes No If yes, provide the following information for each charge:
Name of entity
Type of offence
Date of charge (yyyy/mm/dd)
Jurisdiction
Regulation 33-109 September 13, 2023 PAGE 120
8.3 Outstanding legal actions
Yes No
(a) Is the firm currently a defendant or respondent (or the equivalent in any jurisdiction) in any outstanding legal action? (b) Are any of the firm’s specified affiliates currently a defendant or respondent (or the equivalent in any jurisdiction) in any outstanding legal action that involves fraud, theft or securitiesrelated activities, or that could significantly affect the firm’s business? If yes, provide the following information for each legal action:
Name of entity
Type of legal action
Date of legal action (yyyy/mm/dd)
Current stage of litigation
Remedies requested by plaintiff or appellant
Jurisdiction
8.4 Judgments
Yes No
(a) Has any judgment been rendered against the firm or is any judgment outstanding in any civil court for damages or other relief relating to fraud, theft or securities-related activities? (b) Are any of the firm’s specified affiliates currently the subject of any judgments that involve fraud, theft or securities-related activities, or that could significantly affect the firm’s business?
Regulation 33-109 September 13, 2023 PAGE 121 If yes, provide the following information for each judgment:
Name of entity
Type of judgment
Date of judgment (yyyy/mm/dd)
Current stage of litigation, if applicable
Remedies requested by plaintiffs
Regulation 33-109 September 13, 2023 PAGE 122
SCHEDULE A
Contact information for Notice of collection and use of personal information Alberta Alberta Securities Commission, Suite 600, 250–5th St. SW Calgary, AB T2P 0R4 Attention: Information Officer Telephone: (403) 297-6454 Nunavut Government of Nunavut Department of Justice P.O. Box 1000 Station 570 Iqaluit, NU X0A 0H0 Attention: Superintendent of Securities Telephone: (867) 975-6590 British Columbia British Columbia Securities Commission P.O. Box 10142, Pacific Centre 701 West Georgia Street Vancouver, BC V7Y 1L2 Attention: Registration staff Telephone: (604) 899-6500 or (800) 373-6393 (in Canada) E-mail: Registration@bcsc.bc.ca Ontario Ontario Securities Commission 22nd Floor 20 Queen Street West Toronto, ON M5H 3S8 Attention: Compliance and Registrant Regulation Telephone: (416) 593-8314 e-mail: registration@osc.gov.on.ca Manitoba The Manitoba Securities Commission 500 - 400 St. Mary Avenue Winnipeg, MB R3C 4K5 Attention: Director of Registrations Telephone: (204) 945-2548 Fax : (204) 945-0330 Prince Edward Island Securities Office Department of Community Affairs and Attorney General P.O. Box 2000 Charlottetown, PE C1A 7N8 Attention: Superintendent of Securities Telephone: (902) 368-6288 New Brunswick Financial and Consumer Services Commission of New Brunswick / Commission des services financiers et des services aux consommateurs du Nouveau-Brunswick Suite 300, 85 Charlotte Street Saint John, NB E2L 2J2 Attention: Registration Telephone: (506) 658-3060 Québec Autorité des marchés financiers 800, square Victoria, 22e étage C.P. 246, tour de la Bourse Montréal (Québec) H4Z 1G3 Attention: Responsable de l’accès à l’information Telephone: (514) 395-0337 or (877) 525-0337 Newfoundland and Labrador Superintendent of Securities, Service NL Government of Newfoundland and Labrador P.O. Box 8700 2nd Floor, West Block Confederation Building St. John’s, NL A1B 4J6 Attention: Manager of Registrations Telephone: (709) 729-5661 Saskatchewan Financial and Consumer Affairs Authority of Saskatchewan Suite 601, 1919 Saskatchewan Drive Regina, SK S4P 4H2 Attention: Director, Capital Markets Telephone: (306) 787-5871 E-mail:registrationfcaa@gov.sk.ca
Regulation 33-109 September 13, 2023 PAGE 123 Nova Scotia Nova Scotia Securities Commission Suite 400, 5251 Duke Street Halifax, NS B3J 1P3 Attention: Registration Telephone: (902) 424-7768 Yukon Government of Yukon Office of the Yukon Superintendent of Securities Department of Community Services P.O. Box 2703 C-6 Whitehorse, YT Y1A 2C6 Attention: Superintendent of Securities Telephone: (867) 667-5466 Northwest Territories Government of the Northwest Territories Department of Justice 1st Floor Stuart M. Hodgson Building 5009 – 49th Street Yellowknife, NWT X1A 2L9 Attention: Superintendent of Securities Telephone: (867) 920-8984 Self-regulatory organization Investment Industry Regulatory Organization of Canada 121 King Street West, Suite 2000 Toronto, Ontario M5H 3T9 Attention: Privacy Officer Telephone: (416) 364-6133 E-mail: PrivacyOfficer@iiroc.ca”;
Regulation 33-109 September 13, 2023 PAGE 124
SCHEDULE B
Submission to jurisdiction and appointment of agent for service
Regulation 33-109 September 13, 2023 PAGE 125 Acceptance The undersigned accepts the appointment as Agent for Service of (Insert name of the Firm) under the terms and conditions of the foregoing Submission to jurisdiction and appointment of agent for service. Dated:
(Signature of Agent for Service or authorized signatory) (Name and Title of authorized signatory)
Regulation 33-109 September 13, 2023 PAGE 126
SCHEDULE C
FORM 31-103F1 Calculation of excess working capital Firm Name Capital Calculation (as at with comparative figures as at ) Component Current period Prior period
Regulation 33-109 September 13, 2023 PAGE 127 Component Current period Prior period the deductible under the liability insurance required under section 193 of the Securities Regulation (chapter V-1.1, r. 50)
11. Less Guarantees
12. Less unresolved differences
13. Excess working capital
Notes:
Form 31-103F1 Calculation of Excess Working Capital must be prepared using the accounting principles that you use to prepare your financial statements in accordance with Regulation 52-107 respecting Acceptable Accounting Principles and Auditing Standards (chapter V-1.1, r. 25). Section 12.1 of Policy Statement to Regulation 31-103 respecting Registration Requirements, Exemptions and Ongoing Registrant Obligations (Decision 2014-PDG-0141, 2014-11-14) provides further guidance in respect of these accounting principles. Line 5. Related-party debt – Refer to the Handbook for the definition of “related party” for publicly accountable enterprises. The firm is required to deliver a copy of the executed subordination agreement to the regulator or, in Québec, the securities regulatory authority on the earlier of a) 10 days after the date the agreement is executed or b) the date an amount subordinated by the agreement is excluded from its calculation of excess working capital on Form 31-103F1 Calculation of Excess Working Capital. The firm must notify the regulator or, in Québec, the securities regulatory authority, 10 days before it repays the loan (in whole or in part), or terminates the subordination agreement. See section 12.2 of Regulation 31-103 respecting Registration Requirements, Exemptions and Ongoing Registrant Obligations. Line 8. Minimum Capital – The amount on this line must be not less than (a) $25,000 for an adviser and (b) $50,000 for a dealer. For an investment fund manager, the amount must be not less than $100,000 unless subsection 12.1(4) of Regulation 31-103 respecting Registration Requirements, Exemptions and Ongoing Registrant Obligations applies. Line 9. Market Risk – The amount on this line must be calculated according to the instructions set out in Schedule 1 to Form 31-103F1 Calculation of Excess Working Capital. A schedule supporting the calculation of any amounts included in Line 9 as market risk should be provided to the regulator or, in Québec, the securities regulatory authority in conjunction with the submission of Form 31-103F1 Calculation of Excess Working Capital. Line 11. Guarantees – If the registered firm is guaranteeing the liability of another party, the total amount of the guarantee must be included in the capital calculation. If the
Regulation 33-109 September 13, 2023 PAGE 128 amount of a guarantee is included in the firm’s statement of financial position as a current liability and is reflected in line 4, do not include the amount of the guarantee on line 11. Line 12. Unresolved differences – Any unresolved differences that could result in a loss from either firm or client assets must be included in the capital calculation. The examples below provide guidance as to how to calculate unresolved differences:
(i) If there is an unresolved difference relating to client securities, the amount to be reported on Line 12 will be equal to the fair value of the client securities that are short, plus the applicable margin rate for those securities. (ii) If there is an unresolved difference relating to the registrant's investments, the amount to be reported on Line 12 will be equal to the fair value of the investments (securities) that are short. (iii) If there is an unresolved difference relating to cash, the amount to be reported on Line 12 will be equal to the amount of the shortfall in cash. Please refer to section 12.1 of Policy Statement to Regulation 31-103 respecting Registration Requirements, Exemptions and Ongoing Registrant Obligations for further guidance on how to prepare and file Form 31-103F1 Calculation of Excess Working Capital. Management Certification Registered Firm Name:
We have examined the attached capital calculation and certify that the firm is in compliance with the capital requirements as at . Name and Title Signature Date 1. 2.
Regulation 33-109 September 13, 2023 PAGE 129
SCHEDULE 1 OF FORM 31-103F1
CALCULATION OF EXCESS WORKING CAPITAL
(calculating line 9 [market risk])
For purposes of completing this form:
(1) “Fair value” means the value of a security determined in accordance with Canadian GAAP applicable to publicly accountable enterprises. (2) For each security whose value is included in line 1, Current Assets, multiply the fair value of the security by the margin rate for that security set out below. Add up the resulting amounts for all of the securities you hold. The total is the “market risk” to be entered on line 9. (a) Bonds, Debentures, Treasury Bills and Notes (i) Bonds, debentures, treasury bills and other securities of or guaranteed by the Government of Canada, of the United Kingdom, of the United States of America or of any other national foreign government (provided those foreign government securities have a current credit rating described in subparagraph (i.1)) maturing (or called for redemption):
within 1 year: 1% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365 over 1 year to 3 years: 1 % of fair value over 3 years to 7 years: 2% of fair value over 7 years to 11 years: 4% of fair value over 11 years: 4% of fair value (i.1) A credit rating from a designated rating organization listed below, from a DRO affiliate of an organization listed below, from a designated rating organization that is a successor credit rating organization of an organization listed below or from a DRO affiliate of such successor credit rating organization, that is the same as one of the following corresponding rating categories or that is the same as a category that replaces one of the following corresponding rating categories:
Designated Rating Organization Long Term Debt Short Term Debt DBRS Limited AAA R-1(high) Fitch Ratings, Inc. AAA F1+ Moody’s Canada Inc. Aaa Prime-1
Regulation 33-109 September 13, 2023 PAGE 130 S&P Global Ratings Canada AAA A-1+ (ii) Bonds, debentures, treasury bills and other securities of or guaranteed by any jurisdiction of Canada and obligations of the International Bank for Reconstruction and Development, maturing (or called for redemption):
within 1 year: 2% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365 over 1 year to 3 years: 3 % of fair value over 3 years to 7 years: 4% of fair value over 7 years to 11 years: 5% of fair value over 11 years: 5% of fair value (iii) Bonds, debentures or notes (not in default) of or guaranteed by any municipal corporation in Canada or the United Kingdom maturing:
within 1 year: 3% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365 over 1 year to 3 years: 5 % of fair value over 3 years to 7 years: 5% of fair value over 7 years to 11 years: 5% of fair value over 11 years: 5% of fair value (iv) Other non-commercial bonds and debentures (not in default):
10% of fair value
(v) Commercial and corporate bonds, debentures and notes (not in default) and non-negotiable and non-transferable trust company and mortgage loan company obligations registered in the registered firm’s name maturing:
within 1 year: 3% of fair value over 1 year to 3 years: 6 % of fair value over 3 years to 7 years: 7% of fair value over 7 years to 11 years: 10% of fair value over 11 years: 10% of fair value
Regulation 33-109 September 13, 2023 PAGE 131 (b) Bank Paper Deposit certificates, promissory notes or debentures issued by a Canadian chartered bank (and of Canadian chartered bank acceptances) maturing:
within 1 year: 2% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365 over 1 year: apply rates for commercial and corporate bonds, debentures and notes (c) Acceptable foreign bank paper Deposit certificates, promissory notes or debentures issued by a foreign bank, readily negotiable and transferable and maturing:
within 1 year: 2% of fair value multiplied by the fraction determined by dividing the number of days to maturity by 365 over 1 year: apply rates for commercial and corporate bonds, debentures and notes “Acceptable Foreign Bank Paper” consists of deposit certificates or promissory notes issued by a bank other than a Canadian chartered bank with a net worth (i.e., capital plus reserves) of not less than $200,000,000. (d) Mutual Funds Securities of mutual funds qualified by prospectus for sale in any jurisdiction of Canada:
(i) 5% of the net asset value per security as determined in accordance with Regulation 81-106 respecting Investment Fund Continuous Disclosure (chapter V-1.1, r. 42), where the fund is a money market mutual fund as defined in Regulation 81-102 respecting Investment Funds (chapter V-1.1, r. 39); or (ii) the margin rate determined on the same basis as for listed stocks multiplied by the net asset value per security of the fund as determined in accordance with Regulation 81-106 respecting Investment Fund Continuous Disclosure. Securities of mutual funds qualified by prospectus for sale in the United States of America: 5% of the net asset value per security if the fund is registered as an investment company under the Investment Company Act of 1940, as amended from time to time, and complies with Rule 2a-7 thereof. (e) Stocks
Regulation 33-109 September 13, 2023 PAGE 132 In this paragraph, “securities” includes rights and warrants and does not include bonds and debentures. (i) On securities including investment fund securities, rights and warrants, listed on any exchange in Canada or the United States of America:
Long Positions – Margin Required
Securities selling at $2.00 or more – 50% of fair value Securities selling at $1.75 to $1.99 – 60% of fair value Securities selling at $1.50 to $1.74 – 80% of fair value Securities selling under $1.50 – 100% of fair value Short Positions – Credit Required Securities selling at $2.00 or more – 150% of fair value Securities selling at $1.50 to $1.99 – $3.00 per share Securities selling at $0.25 to $1.49 – 200% of fair value Securities selling at less than $0.25 – fair value plus $0.25 per shares (ii) For positions in securities that are constituent securities on a major broadly-based index of one of the following exchanges, 50% of the fair value:
(a) Australian Stock Exchange Limited
(b) Bolsa de Madrid
(c) Borsa Italiana
(d) Copenhagen Stock Exchange
(e) Euronext Amsterdam
(f) Euronext Brussels
(g) Euronext Paris S.A.
(h) Frankfurt Stock Exchange
(i) London Stock Exchange
(j) New Zealand Exchange Limited
Regulation 33-109 September 13, 2023 PAGE 133 (k) Stockholm Stock Exchange (l) SIX Swiss Exchange (m) The Stock Exchange of Hong Kong Limited (n) Tokyo Stock Exchange (f) Mortgages (i) For a firm registered in any jurisdiction of Canada except Ontario:
(a) Insured mortgages (not in default): 6% of fair value (b) Mortgages which are not insured (not in default): 12% of fair value. (ii) For a firm registered in Ontario:
(a) Mortgages insured under the National Housing Act (R.S.C. 1985, chapter N-11) (not in default): 6% of fair value (b) Conventional first mortgages (not in default): 12% of fair value. If you are registered in Ontario regardless of whether you are also registered in another jurisdiction of Canada, you will need to apply the margin rates set forth in (ii) above. (g) For all other securities – 100% of fair value. M.O. 2009-05, Sch. 33-109F6; M.O. 2010-17, s. 3; M.O. 2011-03, s. 14; M.O. 2013-09, s. 2; M.O. 2014-11, s. 12; I.N. 2217-05-01; M.O. 2017-09, s. 7; M.O. 2018-03, s. 1; M.O. 2022-01, s. 13.
Regulation 33-109 September 13, 2023 PAGE 134 FORM 33-109F7 REINSTATEMENT OF REGISTERED INDIVIDUALS AND PERMITTED INDIVIDUALS (sections 2.3 and 2.5(2)) WARNING - It is an offence to knowingly give false or misleading information to the regulator or the securities regulatory authority. CERTIFICATION Individual I, the individual, certify to the regulator or, in Québec, the securities regulatory authority in each jurisdiction where I am submitting this form and to any applicable self-regulatory organization (SRO) that
Regulation 33-109 September 13, 2023 PAGE 135 Firm I, on behalf of the firm, certify to the regulator or, in Québec, the securities regulatory authority in each jurisdiction where the firm is submitting this form and to any applicable SRO that
Regulation 33-109 September 13, 2023 PAGE 136 Date signed _________________ (YYYY/MM/DD) Firm By signing below, I, on behalf of the firm, make the firm certification above. Name of firm Name of authorized signing officer or partner Title of authorized signing officer or partner Signature of authorized signing officer or partner Date signed __________________ (YYYY/MM/DD) GENERAL INSTRUCTIONS Complete and submit this form to the relevant regulator(s) or, in Québec, the securities regulatory authority, or self-regulatory organization (SRO) if
Regulation 33-109 September 13, 2023 PAGE 137
3. if this form is submitted on or after June 6, 2023, on the date this form is submitted,
the individual’s information in the National Registration Database does not state “there is no response to this question” for any item of the individual’s Form 33-109F4;
4. there have been no changes to the information previously submitted in respect of
the following items of the individual’s Form 33-109F4 since the individual left the individual’s former sponsoring firm:
Regulation 33-109 September 13, 2023 PAGE 138 “new sponsoring firm” means the registered firm where you will begin carrying out duties as a registered or permitted individual when your registration or permitted individual status is reinstated. Several terms used in this form are defined in the Form 33-109F4 that you submitted when you first became registered. How to submit this form NRD format Submit this form at the National Registration Database (NRD) website in NRD format at www.nrd.ca. If you have any questions, contact the compliance, registration or legal department of the new sponsoring firm or a legal adviser with securities law experience, or visit the NRD information website at www.nrd-info.ca. Format, other than NRD format If you are relying on the temporary hardship exemption in section 5.1 of Regulation 31-102 respecting National Registration Database (chapter V-1.1, r. 9), you may submit this form in a format other than NRD format. If you need more space, use a separate sheet of paper. Clearly identify the Item and question number. Complete and sign the form, and send it to the relevant regulator(s) or, in Québec, the securities regulatory authority, SRO(s) or similar authority. The number of originally signed copies of the form you are required to submit depends on the province or territory, and on the regulator, the securities regulatory authority or SRO. To avoid delays in processing this form, be sure to answer all of the items that apply to you. If you have questions, contact the compliance, registration or legal department of the new sponsoring firm or a legal adviser with securities law experience, or visit the National Registration Database information website at www.nrd-info.ca. Item 1 Name
Regulation 33-109 September 13, 2023 PAGE 139
4. Use of other names
Are you currently using, or have you ever used, operated under, or carried on business under, a name other than the name(s) mentioned above (for example, trade names for sole proprietorships or team names)? Yes No If “Yes”, complete Schedule A. Item 2 Number of jurisdictions
Regulation 33-109 September 13, 2023 PAGE 140 Item 3 Individual categories
Regulation 33-109 September 13, 2023 PAGE 141 Item 5 Location of employment
Regulation 33-109 September 13, 2023 PAGE 142
5. Check here if the mailing address of the business location is the same as
the business location address provided above. Otherwise, complete the following:
Mailing address:
(number, street, city, province, territory or state, country, postal code)
6. Notice regarding a business location that is a residence
For the administration of securities legislation or derivatives legislation, including commodity futures legislation, or both, the regulator or, in Québec, the securities regulatory authority may require access to the business location to review the books, records and documents of the registered firm. If applicable, the SRO may also require access to the business location for the administration of the rules of the SRO. If the business location specified in this form is a residence, the regulator, securities regulatory authority or SRO may request consent to enter the residence. If consent is not provided, it may affect the ability of the regulator, securities regulatory authority or SRO to access the books, records or documents of a registered firm and to determine whether securities legislation, derivatives legislation (including commodity futures legislation) or the rules of the SRO are being complied with. As a result, the regulator, securities regulatory authority or SRO may take action if it is unable to access and review the books, records or documents of a registered firm held at the business location. Item 6 Previous employment Provide the following information for your former sponsoring firm. Name:
Date on which you were no longer authorized to act on behalf of your former sponsoring firm as a registered individual or permitted individual:
(YYYY/MM/DD)
The reason why you left your former sponsoring firm:
Item 7 Reportable activities
Name of your new sponsoring firm: _________________________________
Regulation 33-109 September 13, 2023 PAGE 143 contracts, sales of banking and insurance products and services). Include any other information about your position with your sponsoring firm that is relevant for the regulator or, in Québec, the securities regulatory authority to know (e.g., if your role is specialized). For example, if you are applying as an advising representative limited to client relationship management, indicate this by including the following statement in Schedule D: “Individual is seeking registration as CRM AR.”. Complete a Schedule D with respect to your roles and responsibilities with your sponsoring firm.
2. Reportable outside activities
Instructions: Consider all of the activities that you participate in outside of your sponsoring firm, whether or not you receive compensation for such activities and whether or not any such activity is business-related. Activities performed for an affiliated entity are considered activities outside of your sponsoring firm. If any of the categories below describes one or more activities that you participate in, complete a separate Schedule D for each activity or entity. If multiple activities are performed for one entity, complete a single Schedule D identifying all the activities performed. Uncompensated activities that do not fall within Categories 1 to 5 (i.e., generally activities that do not involve securities or financial services and are not a position of influence, such as being a little league soccer coach) are not reportable. Category 1 - Activities with another registered firm Instructions: Report activities with registered firms, other than your sponsoring firm. All activities in this category are reportable whether or not you receive compensation for such activities. Major shareholder means a shareholder who, in total, directly or indirectly owns voting securities carrying 10 percent or more of the votes carried by all outstanding voting securities. If you are a director, officer, employee, contractor, consultant, agent, or service provider of a registered firm other than your sponsoring firm, or are in any other equivalent position with or for that registered firm, or are a major shareholder or partner of that registered firm, complete a separate Schedule D for the registered firm. Category 2 - Activities with an entity that receives compensation from a registered firm If you are a director, officer, employee, contractor, consultant, or agent of a specified entity, or are in any other equivalent position with or for a specified entity, or are a shareholder or partner of a specified entity, complete a separate Schedule D for the specified entity. For the purposes of this category, “specified entity” means an entity that receives compensation from a registered firm for activities that you provide for your sponsoring firm or another registered firm.
Regulation 33-109 September 13, 2023 PAGE 144 Category 3 – Other securities-related activities Instructions: All activities in this category are reportable whether or not you receive compensation for such activities. Charitable or other fundraising activities that do not involve the issuance of securities or derivatives are not reportable. If you have been at any time in the last 7 years directly involved in raising money for an entity through the issuance of securities or derivatives or promoting the sale of an entity’s securities or derivatives outside of your activities with your sponsoring firm or another registered firm, complete a separate Schedule D for each entity for which you performed these activities. Directors and officers of reporting issuers and of entities that have been at any time in the last 7 years raising money through the issuance of securities or derivatives are considered to be directly involved in raising money for that entity. Category 4 - Provision of financial or finance-related services Instructions: All activities in this category are reportable whether or not you receive compensation for such activities. For example, volunteer activities pertaining to your securities or financial services knowledge must be reported under this category. Also report if you are the owner or management of an entity that provides these services. Major shareholder means a shareholder who, in total, directly or indirectly owns voting securities carrying 10 percent or more of the votes carried by all outstanding voting securities. Complete a separate Schedule D for each activity, as applicable, if you
Regulation 33-109 September 13, 2023 PAGE 145
Regulation 33-109 September 13, 2023 PAGE 146 Financial disclosure (Item 16)
2. Check the box below - I am eligible to file this Form 33-109F7 - only if you satisfy
all of the following conditions:
(a) the information in your Form 33-109F4 was up-to-date when you left your sponsoring firm; (b) there are no changes to any of the disclosure items under Item 9.1 above; (c) if this form is submitted on or after June 6, 2023, on the date this form is submitted, your information in the National Registration Database does not state “there is no response to this question” for any item of Form 33-109F4; (d) at the time of cessation with your former sponsoring firm, there was no allegation against you, in Canada or in any foreign jurisdiction, relevant to an assessment of whether you are not suitable for registration or your registration is objectionable, including, for greater certainty, any allegations against you of
Regulation 33-109 September 13, 2023 PAGE 147 registrant or a partner, director or officer of a registrant under that securities legislation or derivatives legislation or both or as an approved person under SRO rules.
2. Notice of collection and use of personal information
Your personal information is collected by, or on behalf of, each securities regulatory authority and SRO set out in Schedule F. Any of the securities regulatory authorities or SROs set out in Schedule F may contact governmental or regulatory authorities, private bodies or agencies, individuals, corporations, employers, and other organizations, in Canada and in other countries, for information about you. This personal information is being collected under the authority of the applicable securities legislation, derivatives legislation (including commodity futures legislation) or both of the securities regulatory authorities and under the SRO rules of an SRO, set out in Schedule F. The collection, use and disclosure are done in accordance with applicable freedom of information and privacy legislation. The principal purpose of this collection by the securities regulatory authorities is to administer, enforce, carry out their duties or exercise their powers under their respective securities legislation, derivatives legislation (including commodity futures legislation) or both, and by the SROs to administer and enforce the rules of the SROs. The information submitted by you in this form with your consent, or collected indirectly with your authorization, may be collected
Regulation 33-109 September 13, 2023 PAGE 148 the authority, powers, obligations or rights conferred on any of the securities regulatory authorities by legislation or regulations in effect in their jurisdiction.
3. Consent to collect and use personal information
By submitting this form, you consent to and authorize the collection, directly and indirectly, of personal information by each securities regulatory authority and SRO and to the use of your personal information as set out above. The personal information that each securities regulatory authority or SRO collects includes the following:
Regulation 33-109 September 13, 2023 PAGE 149
SCHEDULE A
Use of other names (Item 1.4)
Item 1.4 Use of other names
Name 1:
Name:
Provide the reasons for the use of this other name (for example, trade name or team name)?:
If this other name is or was used in connection with any sponsoring firm, did the sponsoring firm approve the use of the name? Yes No When did you use this name? From: To:
(YYYY/MM)
(YYYY/MM)
Name 2:
Name:
Provide the reasons for the use of this other name (for example, trade name or team name):
If this other name is or was used in connection with any sponsoring firm, did the sponsoring firm approve the use of the name? Yes No When did you use this name? From: To:
(YYYY/MM)
(YYYY/MM)
Regulation 33-109 September 13, 2023 PAGE 150 Name 3:
Name:
Provide the reasons for the use of this other name (for example, trade name or team name):
If this other name is or was used in connection with any sponsoring firm, did the sponsoring firm approve the use of the name? Yes No When did you use this name? From: To:
(YYYY/MM)
(YYYY/MM)
Regulation 33-109 September 13, 2023 PAGE 151
SCHEDULE B
Individual Categories (Item 3)
Check each category for which you are seeking reinstatement of registration, approval or permitted individual status Categories Common to all jurisdictions under securities legislation Firm categories [Format other than NRD format only] [ ] Investment Dealer [ ] Mutual Fund Dealer [ ] Scholarship Plan Dealer [ ] Exempt Market Dealer [ ] Restricted Dealer [ ] Portfolio Manager [ ] Restricted Portfolio Manager [ ] Investment Fund Manager Individual categories and permitted activities [ ] Dealing Representative [ ] Advising Representative [ ] Associate Advising Representative [ ] Ultimate Designated Person [ ] Chief Compliance Officer [ ] Permitted Individual as described in paragraph (c) of the definition of “permitted individual” in section 1.1 of Regulation 33-109 respecting Registration Information (chapter V-1.1, r. 12) [ ] Officer – Specify title:
[ ] Director
[ ] Partner
[ ] Shareholder
Regulation 33-109 September 13, 2023 PAGE 152 [ ] Branch Manager (MFDA members only) [ ] IIROC approval only IIROC Approval categories [ ] Executive [ ] Director (Industry) [ ] Director (Non-Industry) [ ] Supervisor [ ] Investor [ ] Registered Representative [ ] Investment Representative [ ] Portfolio Manager [ ] Associate Portfolio Manager [ ] Trader Additional approval categories [ ] Chief Compliance Officer [ ] Chief Financial Officer [ ] Ultimate Designated Person Products [ ] Non-Trading [ ] Securities [ ] Options [ ] Futures Contracts and Futures Contract Options [ ] Mutual Funds only Customer type
Regulation 33-109 September 13, 2023 PAGE 153 [ ] Retail [ ] Institutional [ ] Not Applicable Portfolio management [ ] Portfolio Management Categories under local commodity futures and derivatives legislation Ontario Firm categories [ ] Commodity Trading Adviser [ ] Commodity Trading Counsel [ ] Commodity Trading Manager [ ] Futures Commission Merchant Individual categories and permitted activities [ ] Advising Representative [ ] Salesperson [ ] Branch Manager [ ] Officer – Specify title:
[ ] Director
[ ] Partner
[ ] Shareholder
[ ]IIROC approval only
Manitoba
Firm categories
[ ] Dealer (Merchant)
[ ] Dealer (Futures Commission Merchant)
Regulation 33-109 September 13, 2023 PAGE 154 [ ] Dealer (Floor Broker) [ ] Adviser [ ] Local Individual categories and permitted activities [ ] Floor Broker [ ] Salesperson [ ] Branch Manager [ ] Adviser [ ] Officer – Specify title [ ] Director [ ] Partner [ ] Futures Contracts Portfolio Manager [ ] Associate Futures Contracts Portfolio Manager [ ] IIROC approval only [ ] Local Québec Firm categories [ ] Derivatives Dealers [ ] Derivatives Portfolio Manager Individual categories and permitted activities [ ] Derivatives Dealing Representative [ ] Derivatives Advising Representative [ ] Derivatives Associate Advising Representative”;
Regulation 33-109 September 13, 2023 PAGE 155
SCHEDULE C
Address and agent for service (Item 4)
Item 4.1 Address for service
You must have one address for service in each province or territory in which you are now, or are seeking to become, a registered individual or permitted individual. A post office box is not an acceptable address for service. Address for service:
(number, street, city, province or territory, postal code) Telephone number: ( ) Fax number: ( ) Business e-mail address:
Item 4.2 Agent for service
If you have appointed an agent for service, provide the following information for the agent. The address for service provided above must be the address of the agent named below. Name of agent for service:
(if applicable)
Contact person:
Last name, First name
Regulation 33-109 September 13, 2023 PAGE 156
SCHEDULE D
Reportable activities (Item 7)
Regulation 33-109 September 13, 2023 PAGE 157
4. Number of work hours per week
How many hours per week do you spend on this activity? _____________
5. Conflicts of interest
Instructions: Complete this section if you have a reportable activity outside your sponsoring firm. Do not complete this section if your reportable activity is solely with your sponsoring firm. Take into consideration existing and reasonably foreseeable material conflicts of interest and existing and potential client confusion. (a) Does the activity give rise to any material conflicts of interest between the client and the sponsoring firm or you? Does the activity give rise to client confusion? If no material conflicts of interest or client confusion are expected, explain why. _____________________________________________________________ (b) Describe (i) the material conflicts of interest, and (ii) how these conflicts will be addressed in the best interest of the client. _____________________________________________________________ (c) Describe (i) the client, and (ii) how the client confusion will be addressed. _____________________________________________________________ (d) Does your sponsoring firm and the entity have procedures for identifying and addressing material conflicts of interest? If so, confirm you are complying with both sets of procedures. _____________________________________________________________
Regulation 33-109 September 13, 2023 PAGE 158 (e) State the name and title of the individual at your sponsoring firm who has reviewed and approved the activity. _____________________________________________________________ _____________________________________________________________ ___________________________________________________________
Regulation 33-109 September 13, 2023 PAGE 159
SCHEDULE E
Ownership of securities in new sponsoring firm (Item 8) Firm name (whose business is trading in or advising on securities or derivatives, or both):
What is your relationship to the firm? Partner Major shareholder What is the period of this relationship? From: To: (if applicable) (YYYY/MM) (YYYY/MM) Provide the following information:
a) State the number, value, class and percentage of securities, or the amount of partnership interest you own or propose to acquire when you are reinstated or approved as a result of the review of this form. If acquiring shares when you are so approved or registered, state the source (for example, treasury shares, or if upon transfer, state name of transferor) b) State the market value (approximate, if necessary) of any subordinated debentures or bonds of the firm to be held by you or any other subordinated loan to be made by you to the firm:
c) If another person or entity has provided you with funds to invest in the firm, provide the name of the person or entity and state the relationship between you and that person or entity:
d) Is the payment of the funds to be invested (or proposed to be invested) guaranteed directly or indirectly by any person or entity? Yes No If “Yes”, provide the name of the person or entity and state the relationship between you and that person or entity:
e) Have you directly or indirectly given up any rights relating to these securities or this partnership interest, or do you, when you are registered or approved as a result of the review of this form, intend to give up any of these rights (including by
Regulation 33-109 September 13, 2023 PAGE 160 hypothecation, pledging or depositing as collateral the securities or partnership interest with any entity or person)? Yes No If “Yes”, provide the name of the person or entity, state the relationship between you and that person or entity and describe the rights that have been or will be given up:
f) Is a person other than you the beneficial owner of the shares, bonds, debentures, partnership units or notes held by you? Yes No If "Yes", complete (g), (h) and (i). g) Name of beneficial owner:
Last name First name Second name Third name
(N/A ) (N/A ) h) Residential address:
(number, street, city, province, territory or state, country, postal code) i) Occupation:
Regulation 33-109 September 13, 2023 PAGE 161
SCHEDULE F
Contact information for notice and consent for collection and use of personal information Alberta Alberta Securities Commission, Suite 600, 250–5th St. SW Calgary, AB T2P 0R4 Attention: Information Officer Telephone: (403) 297-6454 Nunavut Government of Nunavut Department of Justice P.O. Box 1000 Station 570 Iqaluit, NU X0A 0H0 Attention: Superintendent of Securities Telephone: (867) 975-6590 British Columbia British Columbia Securities Commission P.O. Box 10142, Pacific Centre 701 West Georgia Street Vancouver, BC V7Y 1L2 Attention: Registration staff Telephone: (604) 899-6500 or (800) 373-6393 (in Canada) E-mail: Registration@bcsc.bc.ca Ontario Ontario Securities Commission 22nd Floor 20 Queen Street West Toronto, ON M5H 3S8 Attention: Compliance and Registrant Regulation Telephone: (416) 593-8314 e-mail: registration@osc.gov.on.ca Manitoba The Manitoba Securities Commission 500 - 400 St. Mary Avenue Winnipeg, MB R3C 4K5 Attention: Director of Registrations Telephone: (204) 945-2548 Fax : (204) 945-0330 Prince Edward Island Securities Office Department of Community Affairs and Attorney General P.O. Box 2000 Charlottetown, PE C1A 7N8 Attention: Superintendent of Securities Telephone: (902) 368-6288 New Brunswick Financial and Consumer Services Commission of New Brunswick / Commission des services financiers et des services aux consommateurs du Nouveau-Brunswick Suite 300, 85 Charlotte Street Saint John, NB E2L 2J2 Attention: Registration Telephone: (506) 658-3060 Québec Autorité des marchés financiers 800, square Victoria, 22e étage C.P. 246, tour de la Bourse Montréal (Québec) H4Z 1G3 Attention: Responsable de l’accès à l’information Telephone: (514) 395-0337 or (877) 525-0337 Newfoundland and Labrador Superintendent of Securities, Service NL Government of Newfoundland and Labrador P.O. Box 8700 2nd Floor, West Block Confederation Building St. John’s, NL A1B 4J6 Attention: Manager of Registrations Telephone: (709) 729-5661 Saskatchewan Financial and Consumer Affairs Authority of Saskatchewan Suite 601, 1919 Saskatchewan Drive Regina, SK S4P 4H2 Attention: Director, Capital Markets Telephone: (306) 787-5871 E-mail: registrationfcaa@gov.sk.ca
Regulation 33-109 September 13, 2023 PAGE 162 Nova Scotia Nova Scotia Securities Commission Suite 400, 5251 Duke Street Halifax, NS B3J 1P3 Attention: Registration Telephone: (902) 424-7768 Yukon Government of Yukon Office of the YukonSuperintendent of Securities Department of Community Services P.O. Box 2703 C-6 Whitehorse, YT Y1A 2C6 Attention: Superintendent of Securities Telephone: (867) 667-5466 Northwest Territories Government of the Northwest Territories Department of Justice 1st Floor Stuart M. Hodgson Building 5009 – 49th Street Yellowknife, NWT X1A 2L9 Attention: Superintendent of Securities Telephone: (867) 920-8984 Self-regulatory organization Investment Industry Regulatory Organization of Canada 121 King Street West, Suite 2000 Toronto, Ontario M5H 3T9 Attention: Privacy Officer Telephone: (416) 364-6133 E-mail: PrivacyOfficer@iiroc.ca”. M.O. 2009-05, Sch. 33-109F7; M.O. 2011-03, s. 15; M.O. 2014-11, s. 13; I.N. 2017-05-01; M.O. 2017-09, s. 8; M.O. 2022-01, s. 14. TRANSITIONAL PROVISIONS M.O. 2010-17, 2010 G.O. 2, 3918
4. This Regulation only applies to filings of Form 33-109F6 Firm Registration that include
annual financial statements or interim financial information for periods relating to financial years beginning on or after January 1, 2011. Decision 2009-PDG-0129, 2009-09-04 Bulletin de l'Autorité: 2009-09-25, Vol. 6 n° 38 M.O. 2009-05, 2009 G.O. 2, 3362A Amendments Décision 2010-PDG-0216, 2010-11-22 Bulletin de l'Autorité: 2010-12-17, Vol. 7 n° 50 M.O. 2010-17, 2010 G.O. 2, 3918 Decision 2011-PDG-0075, 2011-06-07 Bulletin de l'Autorité: 2011-07-08, Vol. 8 n° 27 M.O. 2011-03, 2011 G.O. 2, 1641 Decision 2013-PDG-0068, 2013-04-24 Bulletin de l’Autorité: 2013-05-30, Vol. 10, n° 21 M.O. 2013-09, 2013 G.O. 2, 1386 Decision 2014-PDG-0139, 2014-11-14 Bulletin de l’Autorité: 2015-01-08, Vol. 12, n° 01 M.O. 2014-11, 2014 G.O. 2, 2851 Decision 2017-PDG-0125, 2017-10-25 Bulletin de l’Autorité: 2017-11-30, Vol. 14, n° 47 M.O. 2017-09, 2017 G.O. 2, 3581
Regulation 33-109 September 13, 2023 PAGE 163 Decision 2018-PDG-0035, 2018-05-02 Bulletin de l’Autorité: 2018-06-07, Vol. 15, n° 22 M.O. 2018-03, 2018 G.O. 2, 2356 Decision 2022-PDG-0004, 2022-02-09 Bulletin de l’Autorité: 2022-03-17, Vol. 19 n° 10 M.O. 2022-01, 2022 G.O. 2, 761 Decision 2023-PDG-0038, 2023-08-09 Bulletin de l’Autorité : 2023-09-14, Vol. 20 n° 36 M.O. 2023-15, 2023 G.O. 2, 2151A
Read the rest free
Source: Autorite des marches financiers Quebec — original document · Summary generated with machine assistance and reviewed before publication; the authoritative text is the regulator's original document. How RegAlert works
More like this from AMF
AMF published 22 documents in the last 30 days. We email you each new one the day it's published.