NIN 2000/44 - Advance Notice of National Instrument 44-102 and Related Documents Shelf Distributions [NIN - Rescinded]

National Instrument 44-102 Shelf Distributions (“NI 44-102”), the companion policy (the “Policy”) and local implementing rule 44-802 (the “Implementing Rule”) establish a regulatory regime for shelf prospectus distributions. Together with National Instrument 44-103 Post-Receipt Pricing (“NI 44-103”)¹

¹See NIN#2000/45 for Advance Notice of NI 44-103

these documents replace National Policy No. 44 Rules forShelf Prospectus Offerings and for Pricing Offerings After the Final Prospectus is Receipted (“NP 44”). NI 44-102 is an initiative of the Canadian Securities Administrators (“CSA”).

Implementation of NI 44-102

The Commission has not yet made NI 44-102 or the Implementing Rule as rules, nor has it adopted the Policy. This Advance Notice is being published to advise that the Commission expects to make NI 44-102 and the Implementing Rule as rules before December 31, 2000, when NI 44-102 is expected to come into force as a rule in British Columbia, Alberta, Manitoba, Ontario and Nova Scotia, as a Commission regulation in Saskatchewan, and as a policy in all other jurisdictions represented by the CSA. The Policy is expected to be implemented as a policy in all CSA jurisdictions by December 31, 2000.

The Commission anticipates publishing NI 44-102 and the Policy in December 2000, once it has received all necessary approvals. However, the Ontario Securities Commission (“OSC”) is publishing NI 44-102 and the Policy in the October 13, 2000 issue of the OSC Bulletin. These documents are also available on the OSC website at www.osc.gov.on.ca.

Rescission of National Policy and Other Documents

Effective the date NI 44-102 and NI 44-103 come into force, NP 44 will be rescinded. BOR#91/2 will also be revoked.

Implementing Rule

The Implementing Rule provides, to issuers that comply with NI 44-102, relief from certain provisions of the Securities Act. No comments were received on the Implementing Rule during the public comment period and only minor, conforming changes have been made to it. For information purposes, the Implementing Rule is being published with this Advance Notice.

Background

In conjunction with other CSA members, the Commission published drafts of NI 44-102, the Policy and the Implementing Rule for comment on October 2, 1998².

²NIN#98/60

The CSA received one comment letter on NI 44-102.

Details of the comments received, the responses of the CSA to those comments and specific changes made to the published drafts may be found in the OSC notice relating to NI 44-102 on the OSC website.

Substance and Purpose of NI 44-102

NI 44-102, the Policy and Implementing Rule establish a system for the distribution of securities using a shelf prospectus that is available only to issuers qualified under National Instrument 44-101 Short Form Prospectus Distributions³.

³See NIN#2000/43 for Advance Notice of NI 44-101

The shelf prospectus, which contains general information about the issuer and its securities, covers all offerings (other than rights offerings) that the issuer may undertake during the ensuing 25 months. Information specific to a particular offering is provided by way of a shelf prospectus supplement that is filed and delivered to investors at the time of doing the offering.

NI 44-102 continues, with enhancements, the shelf distribution regime originally established under NP 44. Issuers can now use the shelf distribution regime for offerings of asset-backed and derivative securities and may file an unallocated shelf prospectus that covers more than one type of security.

DATED at Vancouver, British Columbia, on October 12, 2000.


Douglas M. Hyndman
Chair


REF: NI 44-103
NIN#2000/45
National Policy No. 44
BOR#91/2
NIN#98/60
NI 44-101
NIN#2000/43


This NIN may refer to other documents. These documents can be found at the B.C. Securities Commission public website at www.bcsc.bc.ca in the Commission Documents database or the Historical Documents database.