7 - Securities Transactions Outside the Jurisdiction

71-102 Continuous Disclosure and other Exemptions Relating to Foreign Issuers [NI Amendment Proposed - Lapsed]
Published July 29, 2011
Rescinded/Lapsed September 13, 2012

Concurrently Published

1. National Instrument 71-102 Continuous Disclosure and Other Exemptions Relating to Foreign Issuers is amended by this Instrument.

2. Section 1.1 is amended by

(a) inserting the following definition after the definition of "AIF":

“annual report” has the same meaning as in section 1 of National Instrument 51 103 Ongoing Governance and Disclosure Requirements for Venture Issuers;,

(b) replacing the definition of "financial statements" with the following:

“financial statements” includes interim financial reports;,

(c) inserting the following definition after the definition of "MD&A":

“mid-year report” has the same meaning as in section 1 of National Instrument 51-103 Ongoing Governance and Disclosure Requirements for Venture Issuers;, and

(d) inserting the following definition after the definition of “recognized quotation and trade reporting system”:

"report of material change, material related entity transaction or major acquisition" means a completed Form 51-103F2 Report of Material Change, Material Related Entity Transaction or Major Acquisition;.

3. Paragraph 1.3(b)(i) is amended by replacing "statement and MD&A" with "statements, MD&A, annual report or mid-year report, as applicable," and replacing "or MD&A" with ", MD&A, annual report or mid-year report, as applicable".

4. Section 4.4 is amended by

(a) inserting "or annual reports and mid-year reports, if applicable," after "MD&A", and

(b) in subsection (d) inserting "and, for an annual report or mid-year report, section 4.3 of this Instrument" after "NI 52-107".

5. The following is inserted after section 4.5:

4.5.1 Report of Material Change, Material Related Entity Transaction or Major Acquisition

An SEC foreign issuer satisfies securities legislation requirements relating to the preparation and filing of a report of material change, material related entity transaction or major acquisition if it

(a) for a material change, complies with section 4.2 of this Instrument;

(b) for a major acquisition, complies with section 4.5 of this Instrument..

6. Section 5.5 is amended by

(a) inserting "or annual reports and mid-year reports, if applicable," after "MD&A", and

(b) in subsection (d) inserting "and, for an annual report or mid-year report, section 5.4 of this Instrument" after "NI 52-107".

7. The following is inserted after section 5.6:

5.6.1 Report of Material Change, Material Related Entity Transaction or Major Acquisition

A designated foreign issuer satisfies securities legislation requirements relating to the preparation and filing of a report of material change, material related entity transaction or major acquisition if it

(a) for a material change, complies with section 5.3 of this Instrument;

(b) for a major acquisition, complies with section 5.6 of this Instrument..

8. This instrument comes into force on ●.