June 20, 2003
For Immediate Release

Securities regulators release revised disclosure rule

Calgary - Canadian securities regulators today issued proposed new requirements for financial statements and other continuous disclosure by public companies. The proposal incorporates modifications made in response to public and industry input on the original proposal published last year.

The proposed rule -- National Instrument 51-102 Continuous Disclosure Obligations -- would establish enhanced, consistent disclosure standards across Canada. It deals with financial statements, management's discussion and analysis (MD&A), reporting of material changes and significant business acquisitions (a new requirement), annual information forms (AIFs), executive compensation disclosure, shareholder meeting circulars, restricted share disclosure requirements and some other filing requirements.

This new rule should benefit both issuers and investors, said Stephen Sibold, chair of the Canadian Securities Administrators (CSA). The CSA is the umbrella organization representing the 13 provincial and territorial securities commissions.

A uniform set of requirements reduces the cost and complexity that public companies face today in trying to satisfy different standards in various provinces and territories, said Sibold. We have also taken this opportunity to bring our requirements up to date, to streamline or eliminate some requirements, and to address some information gaps in the old system. The public and industry comment on the original proposal has been thorough and very helpful.

Changes from the original proposal include

  • A new, transparent and easy-to-apply concept of venture issuer that replaces a variety of categories of junior or small issuers. Venture issuers would be subject to differing treatment in some areas, in response to comments concerning their more limited resources.
  • Streamlined requirements for business acquisition reporting.
  • Clarification of the process for determining when, and to which investors, disclosure documents must be sent giving investors an opportunity each year to express their wishes, while reducing document deliveries to investors who do not wish them.

NI 51-102 can be found on the CSA member websites listed below. The CSA is requesting comments by Aug. 19, 2003.

Media relations contacts:

Joni Delaurier
Alberta Securities Commission

Andrew Poon
B.C. Securities Commission
1-800-373-6393 (B.C. & Alberta only)

Eric Pelletier
Ontario Securities Commission

Barbara Timmins
Commission des valeurs mobilires du Qubec
1-800-361-5072 (Quebec only)

Ainsley Cunningham
Manitoba Securities Commission
1-800-655-5244 (Manitoba only)

Saskatchewan Financial Services Commission

Nova Scotia Securities Commission