NIN 89/13 - Statutory Filings [NIN - Rescinded]

Published Date:	1989-03-03
Effective Date:	1989-03-02

The British Columbia Securities Commission hereby gives notice that it will be stepping up its review and enforcement procedures on all statutory filings. These filings - which include financial statements, quarterly reports, insider reports, acquisition reports and notices of exempt distributions - are the cornerstone of continuous public disclosure upon which a well-regulated public market for securities is based. In an effort to ensure that all persons comply with the reporting requirements of the Securities Act and the Regulation, the Securities Commission will act promptly to cease trade those persons and issuers that do not comply.

In order to allow insider reports to be brought up to date, the Securities Commission will accept, without further action or requirement for explanation, all properly completed insider reports filed before the close of business on April 28, 1989, even if such reports disclose trading which ought to have been reported earlier. After this date, failure to file a properly completed insider report as required by the Securities Act may result in a cease trade order being issued against the insider, without further notice, pursuant to Section 146 of the Regulation. In addition, the Superintendent of Brokers may issue notices of hearing to persons who repeatedly file insider reports late. The purpose of the hearings before the Commission will be to determine whether the insiders' trading rights should be withdrawn.

The statutory filing requirements of Part 10 of the Regulation, which relate to continuous disclosure by reporting issuers, will also be subject to greater regulatory review. Reference is made to NIN#88/27 issued

August 25, 1988, dealing with this subject, and to NIN#89/5 issued January 27, 1989, which now requires all exchange issuers to file certain financial information on a quarterly basis as part of their quarterly report. These reports will be reviewed by the statutory filings department on a random basis. Exchange issuers that do not file within the required time, or file material which is not in compliance with the requirements, will be placed on the Defaulting Reporting Issuers List (the "Default List").

The Securities Commission will be more vigilant in the issuance of cease trade orders against reporting issuers on the Default List. A reporting issuer can no longer expect to stay on the Default List for several months without action being taken. Once a reporting issuer appears on the Default List it may be cease traded at any time without further notice.

Finally, the Securities Commission will be monitoring, on a random basis, the filing of Form 20's and of the reports of acquisitions of securities required by sections 93, 95 and 96 of the Securities Act. As no forms have been prescribed for the acquisition reports, the Securities Commission will accept a letter containing the required information or the form of report prescribed by the laws of another province for comparable reporting requirements.

As with the filing of insider reports, no action will be taken with respect to any Form 20's or acquisition reports filed on or before April 28, 1989. Persons found to have not filed a Form 20 or acquisition report as required after that date may be subject to a cease trade order or a hearing regarding their trading rights.

In addition to the exercise of powers available to the Securities Commission, in appropriate circumstances evidence of breaches of the statutory filings requirements of the Securities Act or Regulation will be turned over to the Criminal Justice Branch of the Ministry of Attorney General for consideration for prosecution.


DATED at Vancouver, British Columbia, this 2nd day of March, 1989.