Securities Law

54-501 - Exemptions to Part 3.3 of National Instrument 54-101 Communication with Beneficial Owners of Securities of a Reporting Issuer [BCI - Rescinded]

Published Date: 2005-02-08
Effective Date: 2005-02-08
Rescinded Date: 2005-02-09

Concurrently Published:

BC Instrument 54-501
Exemptions to Part 3.3 of National Instrument 54-101
Communication with Beneficial Owners of Securities of a Reporting Issuer

Order UnderPart 9.2 of National Instrument 54-101
Communication with Beneficial Owners of Securities of a Reporting Issuer

Definitions and Interpretation
1.    In this Instrument

“NI 54-101” means National Instrument 54-101 Communication with Beneficial Owners of Securities of a Reporting Issuer;

“special resolution”, for a meeting, has the same meaning given to the term “special resolution” under corporate law; and

“special meeting” means a meeting at which a special resolution is being submitted to the securityholders of a reporting issuer.

2.   Unless the context otherwise requires, terms defined in NI 54-101 have the same meaning in this Instrument.

Order

In the absence of new instructions from a client, an intermediary that holds securities on behalf of the client in an account that was opened before the coming into force of NI 54-101 shall rely on the instructions previously given or deemed to have been given by the client under in respect of that account, on the following basis:

(i)     If the client chose to permit the intermediary to disclose the client’s name and security holdings to the issuer of the security or other sender of material, the client is a NOBO under NI 54-101;

(ii)    If the client was deemed to have permitted the intermediary to disclose the client’s name and security holdings to the issuer of the security or other sender of material, the intermediary may choose to treat the client as a NOBO under NI 54-101;

(iii)   If the client chose not to permit the intermediary to disclose the client’s name and security holdings to the issuer of the security or other sender of material, the client is an OBO under NI 54-101;

(iv)   If the client chose not to receive material relating to annual or special meetings of securityholders or audited financial statements, the client is considered to have declined under NI 54-101 to receive:

(A)   proxy-related materials that are sent in connection with a securityholder meeting;

(B)   financial statements and annual reports that are not part of proxy-related materials; and

(C)    materials sent to securityholders that are not required by corporate or securities law to be sent to registered securityholders.

(v)    If the intermediary was permitted not to provide material relating to annual meetings of securityholders or audited financial statements, the client is considered to have declined under NI 54-101 to receive:

(A) proxy-related materials that are sent in connection with a securityholder meeting that is not a special meeting;

(B)    financial statements and annual reports that are not part of proxy-related materials; and

(C)    materials sent to securityholders that are not required by corporate or securities law to be sent to registered securityholders.

(vi) If the client chose to receive material relating to annual or special meetings of securityholders and audited financial statements, the client is considered to have chosen under NI 54-101 to receive all securityholder materials sent to beneficial owners of securities.

(vii)            The client is considered to have chosen under NI 54-101 as the client’s preferred language of communication the language that has been customarily used by the intermediary to communicate with the client.