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Securities Law

BCN 2008/06 - Notice of Adoption of Multilateral Instrument 11-102 Passport System and related companion policy, and related consequential amendments, including adoption of National Instrument 52-110 Audit Committees, related forms and companion policy, and repeal of British Columbia Instrument 52-509 Audit Committees, and Sections 144 and 145 of the Securities Rules, Adoption of National Policy 11-202 Process for Prospectus Reviews in Multiple Jurisdictions, and National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions, and Recission of National Policy 12-201 Mutual Reliance Review System for Exemptive Relief Applications, and National Policy 43-201 Mutual Reliance Review System for Prospectuses [BCN - Lapsed]

Published Date: 2008-01-25
Rescinded Date: 2012-07-13
Related Document(s):

Concurrently Published:

In the attached notice, the Canadian Securities Administrators (CSA), other than the Ontario Securities Commission (OSC), (passport regulators) announce the adoption or expected adoption, effective March 17, 2008, of Multilateral Instrument 11-102 Passport System and its related companion policy, which will make passport available for continuous disclosure, prospectuses and discretionary exemptions. 

All CSA members, including the OSC, also announce the adoption or expected adoption on the same date of

  • National Policy 11-202 Process for Prospectus Reviews in Multiple Jurisdictions
  • National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions
    and the concurrent rescission of
  • National Policy 12-201 Mutual Reliance Review System for Exemptive Relief Applications
  • National Policy 43-201 Mutual Reliance Review System for Prospectuses

To harmonize some of its requirements with those of other Canadian jurisdictions, the Commission also intends, effective March 17, 2008, to:

  • adopt National Instrument 52-110 Audit Committees (NI 52-110), its related forms and companion policy, incorporating the consequential amendments adopted in other jurisdictions on the same date
  • repeal British Columbia Instrument 52-509 Audit Committees (BCI 52-509)
  • remove its carve-out in National Instrument 58-101 Disclosure of Corporate Governance Practices (NI 58-101)
  • remove its carve-outs in National Instrument 81-104 Commodity Pools (NI 81-104) and make related amendments in Companion Policy 81-104CP

In addition, the Commission intends, effective March 17, 2008, to:

  • adopt consequential amendments to Multilateral Instrument 11-101 Principal Regulator System, its related form and companion policy
  • adopt consequential amendments to National Instrument 14-101 Definitions
  • repeal sections 144 and 145 of the Securities Rules

The consolidated text of NI 52-110 and its related companion policy, as amended in other jurisdictions effective March 17, 2008, and the text of the forms related to NI 52-110, are attached to this notice as Schedules A to D. The text of the repeal of sections 144 and 145 of the Securities Rules and of BCI 52-509 are attached as Schedule E.

If we receive the necessary approvals to adopt NI 52-110 and the amendments to NI 58-101 and NI 81-104, we will also implement, effective March 17, 2008, several British Columbia instruments that, collectively, will:

  • provide a transition period for BC only reporting issuers before they must comply with NI 52-110,
  • exempt a reporting issuer from all or part of NI 52-110 if the issuer received an exemption from the provisions of the rule in certain other jurisdictions,
  • exempt a reporting issuer from provisions in NI 58-101 relating to the definition of independence in that rule if the issuer received an exemption from the relevant provisions of the rule in certain other jurisdictions, and
  • exempt a commodity pool, mutual fund restricted individual, principal distributor or participating dealer, as applicable, from a provisions of NI 81-104 that is new to British Columbia, if the relevant party received an exemption from the provision in certain other jurisdictions.

The proposed text of these instruments is attached to this notice, the one related to NI 52-110 as Schedule F, NI 58-101 as Schedule G, and NI 81-104 as Schedule H.

Comments on British Columbia instruments
We request your comments on the proposed British Columbia instruments. Please provide your comments by February 25, 2008 by delivering them to:

Leigh-Anne Mercier
British Columbia Securities Commission
P.O. Box 10142, Pacific Centre
701 West Georgia Street
Vancouver BC V7Y 1L2
Fax: 604-899-6506
lmercier@bcsc.bc.ca

January 25, 2008

 


Douglas M. Hyndman
Chair

Ref: Multilateral Instrument 11-102 Passport System
        Companion Policy 11-102CP Passport System 
        National Policy 11-202 Process for Prospectus Reviews in Multiple Jurisdictions
        National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions
        National Policy 12-201 Mutual Reliance Review System for Exemptive Relief Applications
        National Policy 43-201 Mutual Reliance Review System for Prospectuses
        National Instrument 52-110 Audit Committees
        Form 52-110 F1 Audit Committee Information Required in an AIF
        Form 52-110F2 Disclosure by Venture Issuers
        Companion Policy 52-110CP to Multilateral Instrument 52-110 Audit Committees
        British Columbia Instrument 52-509 Audit Committees
        National Instrument 58-101 Disclosure of Corporate Governance Practices
        National Instrument 81-104 Commodity Pools
        Companion Policy 81-104CP Commodity Pools
        Multilateral Instrument 11-101 Principal Regulator System
        Form 11-101F1 Notice of Principal Regulator under Multilateral Instrument 11-101
        Companion Policy 11-101CP to Multilateral Instrument 11-101 Principal Regulator System
        Sections 144 and 145 of the Securities Rules

This Notice may refer to other documents. These documents can be found at the B.C. Securities Commission public website atwww.bcsc.bc.cain the section Securities Law & Policy: Policies & Instruments.