On March 13, 2013 the Canadian Securities Administrators (CSA) published for comment proposed amendments to National Instrument 62-103 Early Warning System and Related Take-Over Bid and Insider Reporting Issues (NI 62-103) (Proposed Amendment).
The objective of the Proposed Amendment is to provide greater transparency about significant holdings of issuers’ securities by proposing an early warning reporting threshold of 5%, requiring disclosure of both increases and decreases in ownership of 2% or more of securities, and enhancing the content of the disclosure in the early warning news releases and reports required to be filed. The proposing changes also require that certain “hidden ownership” and “empty voting” arrangements are disclosed. Currently the early warning threshold is 10%.
Comprehensive reforms to the alternative monthly reporting (AMR) framework in NI 62-103 applicable to eligible institutional investors (EIIs) are not being proposed. However, some of the Proposed Amendments will apply to an EII reporting under the AMR regime and we propose a change to the criteria for disqualification from AMR.
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