Ontario Securities Commission Bulletin
Issue 44/05 - February 04, 2021
Ont. Sec. Bull. Issue 44/05
• Notice of Agreement Between the Ontario Securities Commission and the CFA Institute
• First Global Data Ltd. et al.
• Blackrock Asset Management Canada Limited
• Instinet Canada Cross Limited
• GE Capital Canada Funding Company and General Electric Company
• Temporary, Permanent & Rescinding Issuer Cease Trading Orders
• Temporary, Permanent & Rescinding Management Cease Trading Orders
• Tradelogiq Markets Inc. -- Lynx 2.0 -- Notice of Withdrawal of Proposed Amendments to Lynx ATS
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Notice of Agreement Between the Ontario Securities Commission and the CFA Institute
February 4, 2021
The Ontario Securities Commission (OSC) is entering into an agreement with the CFA Institute to participate in the CFA Institute's scholarship program. The agreement is being published in accordance with the OSC's obligations under s. 143.10 of the Securities Act (Ontario) and was delivered to the Minister of Finance on February 2, 2021.
Questions may be referred to:
Krista Martin GorelleAssociate General CounselTel: 416-593-3689E-mail: kgorelle@osc.gov.on.ca
This Scholarship Agreement together with its Schedule ("Agreement") is entered into by and between:
CFA Institute, a Virginia non-stock corporation, with its registered office at 915 East High Street, Charlottesville, Virginia 22902 USA ("CFA Institute")
and:
Ontario Securities Commission, an Ontario Crown agency and corporation without share capital, with its office at 20 Queen Street West, Toronto, Ontario M5H 3S8 Canada ("Sponsor")
CFA Institute and the Sponsor being hereafter sometimes referred to individually as a "Party" and collectively as the "Parties".
WHEREAS, CFA Institute is a global, not-for-profit association of investment professionals that sets the standard for excellence in the industry, developing and promoting the highest educational, ethical, and professional standards in the investment industry (the "Standards").
WHEREAS, CFA Institute is offering scholarships worldwide to contribute to its mission through encouraging professional learning opportunities for the staff of financial market regulators and central banks in order, ultimately, for the Sponsor more effectively to apply the Standards to its policy-making (the "Purpose"). CFA Institute has more than 150,000 members and about 150 affiliated professional societies around the world.
WHEREAS, Sponsor is a regulatory authority in Toronto, Ontario, Canada.
WHEREAS, Sponsor and CFA Institute have entered into discussions from time to time in relation to the Scholarship (as defined below). Sponsor acknowledges that such Scholarship would be beneficial to the recipients, in particular with regard to their role with the Sponsor. Therefore the Sponsor may assign, at its discretion, as a part of the other benefits offered by it, a specified number of scholarships to affiliated individuals employed by the Sponsor.
WHEREAS, Sponsor undertakes that the allocation of the Scholarship (as defined below) to the Eligible Sponsor Candidate (also defined below) is to benefit the Purpose.
NOW, THEREFORE, in consideration of the foregoing recitals, the mutual promises set forth below, and other good and valuable consideration, the receipt and sufficiency of which the Parties acknowledge, the Parties hereby agree as follows:
Article 1. Scholarship
(i) CFA Institute agrees to waive enrolment fees and offer a reduced price on registration fees for a limited number of Eligible Sponsor Candidates to participate in CFA Institute formal educational programs, according to the terms, conditions and restrictions of this Agreement ("Scholarship"). This Scholarship may be made available by the Sponsor (subject to it having obtained its necessary internal approvals in this regard), at its sole discretion to a specified number of staff of the Sponsor ("Eligible Sponsor Candidate"). Each Eligible Sponsor Candidate must meet all of CFA Institute's eligibility requirements and must register prior to the final deadlines for each exam (this information can be found at https://www.cfainstitute.org/).
(ii) Information on the applicable terms of the Scholarship and the reduced prices which forms part of the Scholarship can be found at Schedule 1 to this Agreement.
(iii) Print copies, additional sample exams, mock exams or other preparatory materials are not included in the Scholarship but may be purchased by the Eligible Sponsor Candidate directly. Fees associated with shipping such as postal costs, import duties, customs fees and/or taxes shall be the Eligible Sponsor Candidate's additional responsibility.
(iv) CFA Institute will facilitate the discounted registrations of Eligible Sponsor Candidates once notified of their identities and contact information including name and email address.
(v) All fees are non-refundable, and registrations are non-transferable, even in the event a registrant or candidate withdraws from a program or decides not to complete a program.
(vi) Scholarships may not be applied retroactively.
(vii) Each Party will allow the other to review press releases or other promotional materials regarding this Agreement, including but not limited to the contents hereof and the Scholarship, prior to release of press releases or other such promotional materials.
Article 2. Term and Termination of the Agreement
(i) The term of this Agreement shall begin 60 days after it is published in the Sponsor's Bulletin, provided that it is not rejected by the Ontario Minister of Finance, in accordance with the terms of the Sponsor's governing legislation. The Agreement will continue until a Party gives to the other Party 30 days written notice to terminate this Agreement ("Term").
(ii) The rights and obligations of the Parties under this Agreement, which either expressly or by their nature survive the termination of this Agreement, shall not be extinguished by termination of this Agreement. Upon termination of this Agreement, the Parties shall be relieved and discharged from all obligations, liabilities or claims under this Agreement except for rights and liabilities accrued under this Agreement prior to the termination thereof or which expressly survive termination of this Agreement pursuant to Article 2 (iii).
(iii) Article 3, Article 4, and Article 5 shall survive the termination of this Agreement.
Article 3. Conflict of interest
Sponsor agrees that no actual or potential conflicts of interest may affect the distribution of the Scholarships. Any actual or potential conflicts of interest must be disclosed in writing and approved by CFA Institute.
Article 4. Compliance with applicable laws
(i) Each Party agrees to be subject to any and all Applicable Laws of any Governmental Authority: (a) to which such Party may be subject; or (b) which are or may become applicable to that Party's operations covered by or arising out of the performance of this Agreement.
For the purpose of this Agreement:
"Applicable Law" means (a) all applicable statutes, enactments, acts of legislature or parliament, laws, ordinances, rules, bye-laws, regulations, listing agreements, notifications, guidelines or policies of any applicable country and/or jurisdiction, (b) administrative interpretation, writ, injunction, directions, directives, judgment, arbitral award, decree, orders or governmental approvals of, or agreements with, any governmental authority or recognized stock exchange, and (c) international treaties, conventions and protocols, as may be in force from time to time;
"Governmental Authority" means any nation or government or any province, state or any other political sub-division thereof, any entity, authority or body exercising executive, legislative, judicial, regulatory or administrative functions of or pertaining to government, including any government authority, agency, department, board, commission or instrumentality of Canada or other country, as applicable, or any political subdivision thereof or any other applicable jurisdiction; any court, tribunal or arbitrator and any securities exchange or body or authority regulating such securities exchange;
(ii) In particular, both Parties shall comply with any and all Applicable Laws relating to anti-corruption, anti-money laundering and/or anti-bribery (as amended from time to time including the rules, regulations, or guidelines issued by the relevant Governmental Authority under Applicable Law and other laws that regulate the subject) in each of the jurisdictions to which the Parties hereto or the arrangement contemplated hereunder may be subject to and as applicable to the Parties ("Anti-Corruption Laws").
(iii) Each Party hereby further commit themselves, their partners, administrators, employees (including the Eligible Sponsor Candidates) and / or contracted third parties, from engaging in any activity that constitutes a violation of the provisions of these Anti-Corruption Laws.
(iv) The recipients of the Scholarship shall be chosen at the sole discretion of the Sponsor (after having obtained necessary internal approvals in this regard) and neither Party is directly nor indirectly, paying, offering, giving, or promising to pay or give, any portion of the Scholarship to (i) a public official, (ii) a member of a political party or candidate for public office, or (iii) a family member of either of the foregoing, for the purpose of influencing any official act of a public official or securing an improper advantage, or otherwise in violation of Applicable Laws including Anti-Corruption Laws.
Article 5 -- General
(i) Nothing in this Agreement shall confer, nor is it intended to confer, any enforceable right on any third party.
(ii) All notices and other communications related to this Agreement shall be in writing and shall be deemed effective upon deposit with a recognized courier mail, postage prepaid, addressed to the Party entitled thereto at the address in the signature blocks below, provided that either Party shall have the right to change its address or facsimile number by written notice to the other Party given in the manner stated above. Additionally, both parties will send a copy of all communications by email upon depositing them in written form with a recognized courier. The email contact information for the OSC is: HRInfo@osc.gov.on.ca to the attention of the Talent Management Specialist. For CFA Institute the email contact information is: scholarships@cfainstitute.org .
(iii) Nothing contained in this Agreement shall constitute or be deemed to constitute a partnership between the Parties, and no Party shall hold itself out as an agent for the other Party, except with the express prior written consent of the other Party.
(iv) This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
(v) This Agreement will not be assignable or otherwise transferable by any Party, without the prior written consent of the other Party hereto.
(vi) No amendment or modification of any provision of this Agreement shall be effective unless the same shall be in writing and signed by each of the Parties.
(vii) To the extent that there is any inconsistency between this Agreement and any official rules relating to scholarships as provided by CFA Institute to the Sponsor regarding the choice of Eligible Sponsor Candidate, this Agreement shall prevail. For the avoidance of doubt, it is reiterated that the recipients of the Scholarship shall be chosen at the sole discretion of the Sponsor (after having obtained necessary internal approvals in this regard).
IN WITNESS WHEREOF, this Agreement is effective as of the date referred to in Article 2, above.
Agreed: |
Agreed: |
"Caroline Winters" |
"Kim Buote" |
Director, Business Management |
Manager, Organizational Development |
CFA Institute |
Ontario Securities Commission |
Address: |
22[SUP]nd[/SUP] Floor |
20 Queen Street West |
|
Toronto, Ontario M5H 3S8 |
|
Canada |
|
Date: <<2021-01-28>> |
Date: <<January 27, 2021>> |
Name of Sponsor: |
Ontario Securities Commission |
Address of Sponsor: |
22[SUP]nd[/SUP] Floor |
20 Queen Street West |
|
Toronto, Ontario M5H 3S8 |
|
Canada |
Date:
The applicable terms of the Scholarship are:
CFA Program
Scholarships Available
Award Amount
Allocation may be used across any exam date and any level of the CFA Program. Please note one scholarship place equates to one exam registration.
20 per calendar year
See CFA Institute website for current fees and commercial terms for Scholarships. These may be amended from time to time at the discretion of CFA Institute.
CIPM Program
Scholarships Available
Award Amount
Allocation may be used across any exam date and any level of the CIPM Program. Please note one scholarship place equates to one exam registration.
20 per calendar year
See CFA Institute website for current fees and commercial terms for Scholarships. These may be amended from time to time at the discretion of CFA Institute.
FOR IMMEDIATE RELEASE
January 27, 2021
TORONTO -- Take notice that an attendance in the above-named matter is scheduled to be heard on April 6, 2021 at 9:00 a.m.
For Media Inquiries:
For General Inquiries:
Buffalo Grand Hotel Inc. et al.
FOR IMMEDIATE RELEASE
January 29, 2021
File No. 2020-11
TORONTO -- The Commission issued an Order in the above named matter.
A copy of the Order dated January 29, 2021 is available at www.osc.gov.on.ca.
For Media Inquiries:
For General Inquiries:
FOR IMMEDIATE RELEASE
January 29, 2021
TORONTO -- The Commission issued an Order in the above named matter.
A copy of the Order dated January 28, 2021 is available at www.osc.gov.on.ca.
For Media Inquiries:
For General Inquiries:
Blackrock Asset Management Canada Limited
National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- relief granted under subsection 62(5) of the Securities Act to permit extension of funds' prospectus lapse date by 92 days to facilitate consolidation with the manager's primary prospectus -- no conditions.
Securities Act, R.S.O. 1990, c. S.5, as am., s. 62(5).
January 21, 2021
The principal regulator in the Jurisdiction has received an application from the Filer on behalf of the ETFs for a decision under the securities legislation of the Jurisdiction (the Legislation) that the time limits for the renewal of the prospectus of the ETFs dated March 26, 2020 be extended to the time limits that would be applicable as if the lapse date of the prospectus of the ETFs was June 26, 2021 (the Requested Relief).
Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a passport application):
(a) the Ontario Securities Commission is the principal regulator for this application; and
(b) the Filer has provided notice that subsection 4.7(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in each of the other provinces and territories of Canada (together with the Jurisdiction, the Jurisdictions).
Terms defined in National Instrument 14-101 Definitions and MI 11-102 have the same meaning if used in this decision, unless otherwise defined.
This decision is based on the following facts represented by the Filer:
1. The Filer is a corporation amalgamated under the laws of Ontario, with its head office located in Toronto, Ontario.
2. The Filer is registered as: (i) an investment fund manager in each of the Jurisdictions; (ii) a commodity trading manager in Ontario; (iii) an adviser in Manitoba; (iv) a portfolio manager in each of the Jurisdictions; and (v) an exempt market dealer in each of the Jurisdictions.
3. The Filer is the investment fund manager and trustee of each ETF.
4. Neither the Filer nor any ETF is in default of securities legislation in any of the Jurisdictions.
5. Each ETF is an exchange-traded mutual fund established as a trust under the laws of Ontario and a reporting issuer in each of the Jurisdictions.
6. Securities of each ETF are currently qualified for distribution in each of the Jurisdictions under the long form prospectus dated March 26, 2020 (the Current Prospectus).
7. Each ETF is in continuous distribution and the securities of each ETF are listed on the Toronto Stock Exchange or another marketplace in Canada.
8. In addition to the ETFs, the Filer is the investment fund manager of certain other exchange-traded mutual funds, including 119 exchange-traded mutual funds (the iShares Funds, and together with the ETFs, the Funds) offered under a separate long form prospectus dated June 26, 2020 (the iShares Funds Prospectus).
9. The lapse dates for the Current Prospectus and the iShares Funds Prospectus are March 26, 2021 (the Current Lapse Date) and June 26, 2021 respectively.
10. Accordingly, under the Legislation, the distribution of securities of each ETF would have to cease on the Current Lapse Date unless: (i) the ETF files a pro forma prospectus at least 30 days prior to the Current Lapse Date; (ii) the final prospectus is filed no later than 10 days after the Current Lapse Date; and (iii) a receipt for the final prospectus is obtained within 20 days after the Current Lapse Date.
11. The Filer wishes to combine the Current Prospectus with the iShares Funds Prospectus in order to reduce renewal, printing and related costs. Offering both the ETFs and the iShares Funds under the same renewal prospectus would facilitate the distribution of the Funds in the Jurisdictions under the same prospectus and will ensure that the Filer can make the operational and administrative features of the Funds consistent with each other, if necessary.
12. The Filer desires to extend the lapse date of the Current Prospectus in order to move the renewal timeframe of the ETFs to a more administratively beneficial date. Establishing a uniform disclosure timeframe for the Funds will permit the Filer to streamline operations and disclosure across the Filer's ETF platform.
13. If the Requested Relief is not granted, it will be necessary to renew two sets of prospectus documents for the ETFs twice within a short period of time in order to consolidate the Current Prospectus with the iShares Funds Prospectus and establish a uniform filing timeline for the Funds, and it would be unreasonable for the Filer to incur the costs and expenses associated therewith, given investors would not be prejudiced by the Requested Relief.
14. There have been no material changes in the affairs of the ETFs since the date of the Current Prospectus, other than as amended. Accordingly, the Current Prospectus continues to provide accurate information regarding the ETFs.
15. Given the disclosure obligations of the Filer and the ETFs, should any material change in the business, operations or affairs of the ETFs occur, the Current Prospectus and current ETF Facts document(s) of the applicable ETF(s) will be amended as required under the Legislation.
16. New investors of the ETFs will receive delivery of the most recently filed ETF Facts document(s) of the applicable ETF(s). The Current Prospectus of the ETFs will remain available to investors upon request.
17. The Requested Relief will not affect the accuracy of the information contained in the Current Prospectus or the respective ETF Facts document(s) of each ETF and will therefore not be prejudicial to the public interest.
The principal regulator is satisfied that the decision meets the test set out in the Legislation for the principal regulator to make the decision.
The decision of the principal regulator under the Legislation is that the Requested Relief is granted.
iShares ESG Advanced MSCI Canada Index ETF
iShares ESG Advanced MSCI USA Index ETF
iShares ESG Advanced MSCI EAFE ETF
National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- relief from the requirement to engage one or more qualified external auditors to conduct an independent systems review and prepare a report in accordance with established audit standards and best industry practices -- relief subject to systems reviews similar in scope to that which would have applied to an independent systems review -- National Instrument 21-101 Marketplace Operation.
National Instrument 21-101 Marketplace Operation, ss. 12.2, 15.1.
The securities regulatory authority or regulator in each of the Jurisdictions (Decision Maker) has received an application from the Filer for a decision under the securities legislation of the Jurisdictions (the Legislation) for relief from the requirements in the Legislation that the Filer, on a reasonably frequent basis and, in any event, at least annually, engage one or more qualified external auditors to conduct an independent systems review and prepare a report in accordance with established audit standards and best industry practices (collectively, an "ISR") for each year from 2020 to 2021 inclusive (the Exemptive Relief Sought).
Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a coordinated review application):
(a) the Ontario Securities Commission ("Commission") is the principal regulator for this application, and
(b) the decision is the decision of the principal regulator and evidences the decision of each other Decision Maker.
Terms defined in National Instrument 14-101 Definitions have the same meaning if used in this decision, unless otherwise defined.
This decision is based on the following facts represented by the Filer:
1. Instinet Canada Cross Limited ("ICX") is a corporation established under the laws of Canada and its principal business is to operate an alternative trading system ("ATS") as defined in National Instrument 21-101 Marketplace Operation;
2. The head office of ICX is located in Toronto, Ontario;
3. ICX is a member of the Investment Industry Regulatory Organization of Canada, the Canadian Investor Protection Fund and is registered in each of the Jurisdictions in the category of investment dealer;
4. The ICX System is an ATS offering three order types -- VWAP Cross, Conditional Orders and Continuous Block Cross -- that do not affect the national best protected bid and best protected offer for the security traded{1};
5. The ICX System is not connected to any other marketplace, and cannot affect another marketplace or be affected by another marketplace;
6. For each of its systems that supports order entry, order routing, execution, trade reporting, trade comparison, data feeds, market surveillance and trade clearing, ICX has developed and maintains:
• reasonable business continuity and disaster recovery plans;
• adequate internal controls over those systems; and
• adequate information technology general controls, including without limitation, controls relating to information systems operations, information security, cyber resilience, change management, problem management, network support and system software support.
7. In accordance with prudent business practice, on a reasonably frequent basis and, in any event, at least annually, ICX:
• makes reasonable current and future capacity estimates;
• conducts capacity stress tests to determine the processing capability of those systems to perform in an accurate, timely and efficient manner;
• tests its business continuity and disaster recovery plans; and
(d) reviews the vulnerability of the ICX System and data centre operations to internal and external threats including physical hazards, and natural disasters;
8. ICX's current trading and order entry volumes in the ICX System are substantially less than 1% of the current design and peak capacity of the ICX System and ICX has not experienced any failure of the ICX System;
9. ICX's current trade volume is currently substantially less than 1% of total market activity on Canadian equities marketplaces;
10. The estimated cost to ICX of an annual independent systems review by a qualified external auditor would represent a material impairment to ICX's business on an annual basis;
11. The ICX System is monitored 24 hours a day, 7 days a week to ensure that all components continue to operate and remain secure;
12. ICX shall promptly notify the Commission of any failure to comply with the representations set out herein; and
13. The cost of an ISR is prejudicial to ICX and represents a disproportionate impact on ICX's revenue.
Each of the Decision Makers is satisfied that the decision meets the test set out in the Legislation for the Decision Maker to make the decision.
The decision of the Decision Makers under the Legislation is that the Exemptive Relief Sought is granted provided that:
1. ICX shall promptly notify the Commission of any material changes to the representations set out herein, including any material changes to ICX's annual net income or to the market share or daily transaction volume of the ICX System; and
2. ICX shall, in each year from 2020 to 2021 inclusive, cause Instinet Incorporated to complete a review of the ICX System and of its controls, similar in scope to that which would have applied had ICX undergone an independent systems review and in a manner and form acceptable to the Commission, for ensuring it continues to comply with the representations set out herein and prepare written reports, of its reviews which shall be filed with staff of the Commission no later than (i) 30 days after the report is provided to ICX's board of directors or audit committee or (ii) the 60th day after the calendar year end.
DATED this 29th day of January, 2021.
{1} "Protected bid" and "protected offer" are defined in National Instrument 23-101 Trading Rules.
GE Capital Canada Funding Company and General Electric Company
National Policy 11-203 Process for Exemptive Relief Applications in Multiple Jurisdictions -- Issuer does not satisfy conditions of exemption in section 13.4 of NI 51-102 -- Credit supporter's accounting systems will not allow it to compile consolidated summary financial information for non-credit supporter subsidiaries that represent more than 3% of consolidated operations -- Issuer exempt from certain continuous disclosure, certification, audit committee, and corporate governance requirements, subject to conditions.
National Instrument 51-102 Continuous Disclosure Obligations, ss. 13.1 and 13.4.
National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings, s. 8.6.
National Instrument 52-110 Audit Committees, s. 8.1.
National Instrument 58-101 Corporate Governance Practices, s. 3.1.
January 6, 2021
The principal regulator in the Jurisdiction has received an application from the Filers for a decision under the securities legislation of the Jurisdiction of the principal regulator (the Legislation) for an exemption from the following requirements contained in the Legislation:
(a) the requirement under the Legislation that GE Canada comply with the requirements of National Instrument 51-102 -- Continuous Disclosure Obligations (NI 51-102) (the Continuous Disclosure Relief);
(b) the requirement under the Legislation that GE Canada comply with the requirements of National Instrument 52-109 --Certification of Disclosure in Issuers' Annual and Interim Filings (the Certification Relief);
(c) the requirements under the Legislation that GE Canada comply with requirements of National Instrument 52-110 -- Audit Committees (the Audit Committee Relief); and
(d) the requirement under the Legislation that GE Canada comply with requirements of National Instrument 58-101 -- Disclosure of Corporate Governance Practices (the Corporate Governance Relief).
Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a passport application):
(a) the Ontario Securities Commission is the principal regulator for the Application (the Principal Regulator); and
(b) the Filers have provided notice that Section 4.7(1) of Multilateral Instrument 11-102 -- Passport System (MI 11-102) is intended to be relied upon in Alberta, British Columbia, Manitoba, New Brunswick, Newfoundland and Labrador, Nova Scotia, Prince Edward Island, Québec, and Saskatchewan.
Defined terms contained in National Instrument 14-101 -- Definitions have the same meaning in this decision unless otherwise set forth herein.
The decision is based on the following facts represented by the Filers:
1. GE is a company governed by the State of New York.
2. GE's principal executive offices are located at 5 Necco Street, Boston, Massachusetts, USA, 02210.
3. GE is the indirect beneficial owner of all of the outstanding voting securities of GE Canada and GE Capital International Holdings Limited (GE Holdings).
4. GE is a high-tech industrial company that operates worldwide through its four industrial segments, Power, Renewable Energy, Aviation and Healthcare, and its financial services segment, Capital. GE serves customers in approximately 170 countries and employs approximately 205,000 people worldwide.
5. The common shares of GE are registered under Section 12(b) of the United States Securities Exchange Act of 1934 (the 1934 Act) and are listed on the New York Stock Exchange (which is its principal market), the Nasdaq OMX BX (formerly the Boston Stock Exchange) and certain non-U.S. exchanges including the London Stock Exchange and the EuroNext.
6. GE has filed with the United States Securities and Exchange Commission (the SEC) all filings required to be made with the SEC under the 1934 Act, including without limitation, any required during the last 12 calendar months.
7. GE complies with U.S. laws and the requirements of any U.S. marketplace on which its securities are listed or quoted in respect of making public disclosure of material information on a timely basis.
8. GE immediately issues in Canada and files any news release that discloses a material change in its affairs.
9. GE is not a reporting issuer or equivalent in any of the Provinces or Territories.
10. GE and GE Holdings have, jointly and severally, fully and unconditionally guaranteed GE Canada's obligations under the non-convertible medium term notes (the Notes) issued by GE Canada and no other person or company has provided such a guarantee or alternative credit support for the Notes.
11. GE Canada is an unlimited liability company incorporated under the laws of the Province of Nova Scotia. The head office of GE Canada is located at 1919 Minnesota Court, Suite 100, Mississauga, Ontario, L5N 0C9. The registered office of the GE Canada is 1741 Lower Water Street, Suite 600, Halifax, Nova Scotia, B3J 0J2.
12. GE Canada is primarily engaged in funding the operations of its Canadian affiliates, which it financed primarily by borrowing in the public markets until 2013 and has since financed primarily from its other affiliates.
13. The last tranche of Notes was issued by GE Canada on May 31, 2013 and the last short form base shelf prospectus was filed by GE Canada on September 10, 2013. As of the date of this decision, there are four tranches of Notes which remain outstanding with an aggregate principal amount of $1,453,939,000. The Notes are not listed on any exchange or marketplace. GE Canada has no current intention to issue any additional Notes.
14. GE Canada is a reporting issuer or equivalent in each of the Provinces.
15. GE Canada is not in default of any applicable requirements of the Legislation.
16. GE Canada does not have any securities outstanding other than the types of securities listed in Section 13.4(2)(c) of NI 51-102.
17. GE Canada files in electronic format with the Principal Regulator copies of all documents that GE is required to file with the SEC under the 1934 Act, at the same time or as soon as practicable after the filing by GE of those documents with the SEC.
18. GE Canada will issue in Canada a news release and will file a material change report in accordance with Part 7 of NI 51-102 for all material changes in respect of the affairs of GE Canada that are not also material changes in the affairs of GE.
19. GE Canada meets the eligibility requirement of Section 13.4(2.2)(b) of NI 51-102 as it has minimal assets, operations, revenues or cash flows other than those related to the issuance, administration and repayment of the Notes and the other securities referred to in securities listed in Section 13.4(2)(c) of NI 51-102.
20. GE Canada is a "finance subsidiary" as defined in Rule 3-10(b) of Regulation S-X promulgated by the SEC and as defined in Item 13.1(c) of Form 44-101F1.
21. GE Canada meets the eligibility requirements set out in Section 13.4 (2) of NI 51-102 except that it is unable to prepare the table required by Section 13.4(2.1)(c)(iii). As a result of a recent SEC rule change, GE is no longer required to prepare such disclosure and continuing to do so would create an undue burden for GE, which is particularly onerous given the large size of GE's global corporate group with approximately 2,500 subsidiaries worldwide. The eligibility requirement set out in Section 13.4(2.2)(a) of NI 51-102 for combining the information of such other subsidiaries with the information of GE are not met.
22. GE Holdings is a "subsidiary credit supporter" as defined in Item 13.4 of NI 51-102.
23. GE Holdings is not a reporting issuer or equivalent in any of the Provinces or Territories.
24. GE Canada needs the Requested Relief because the Filers cannot satisfy the condition in paragraph 13.4(2.1)(c) of NI 51-102. Specifically, the presentation of the tabular disclosure required by these paragraphs does not align with how GE manages its business or reports its financial statement information and would require significant additional and manual effort not otherwise required beyond what is needed to prepare consolidated financial statements for GE and its subsidiaries.
The Principal Regulator is satisfied that the decision meets the test set out in the Legislation for the Principal Regulator to make the decision.
Continuous Disclosure Relief
THE DECISION of the Principal Regulator under the Legislation is that the Continuous Disclosure Relief is granted provided that:
(a) GE Canada and GE continue to satisfy all the conditions set forth in Section 13.4(2) of NI 51-102, other than Section 13.4(2.1)(c), unless otherwise exempted therefrom;
(b) GE discloses in each of its quarterly reports on Form 10-Q and each of its annual reports on Form 10-K filed with the SEC and the Principal Regulator, any significant restrictions on the ability of GE to obtain funds from its subsidiaries by dividend or loan;
(c) GE discloses in each of its quarterly reports on Form 10-Q and each of its annual reports on Form 10-K filed with the SEC and the Principal Regulator: (i) the nature of any restrictions on the ability of consolidated subsidiaries and unconsolidated subsidiaries of GE to transfer funds to GE in the form of cash dividends, loans or advances (i.e., borrowing arrangements, regulatory constraints, foreign government, etc.) and (ii) the amount of "restricted net assets" (calculated in the manner specified in paragraph (d) below) for unconsolidated subsidiaries and consolidated subsidiaries of GE as of the end of its most recently completed fiscal year (with such amounts for unconsolidated subsidiaries and consolidated subsidiaries disclosed separately), provided that, the disclosure contemplated in paragraphs (c)(i) and (c)(ii) above are only required to be provided when the "restricted net assets" of consolidated and unconsolidated subsidiaries of GE, and GE's equity in undistributed earnings of 50% or less owned persons accounted for by the equity method, together exceed 25% of the consolidated net assets of GE as of the end of its most recently completed fiscal year;
(d) "Restricted net assets" shall be calculated in the manner specified in this paragraph (d). "Restricted net assets" of subsidiaries shall mean that amount of GE's proportionate share of net assets (after intercompany eliminations) reflected in the balance sheets of its consolidated and unconsolidated subsidiaries as of the end of the most recent fiscal year which may not be transferred to GE in the form of loans, advances or cash dividends by the subsidiaries without the consent of a third party (i.e., lender, regulatory agency, foreign government, etc.). Not all limitations on transferability of assets are considered to be restrictions for purposes of calculating "restricted net assets", which considers only specific third party restrictions on the ability of subsidiaries to transfer funds outside of the entity. For example, the presence of subsidiary debt which is secured by certain of the subsidiary's assets does not constitute a restriction for purposes of calculating "restricted net assets". However, if there are any loan provisions prohibiting dividend payments, loans or advances to GE by a subsidiary, these are considered restrictions for purposes of computing "restricted net assets". When a loan agreement requires that a subsidiary maintain certain working capital, net tangible asset, or net asset levels, or where formal compensating arrangements exist, there is considered to be a restriction because the lender's intent is normally to preclude the transfer by dividend or otherwise of funds to GE. Similarly, a provision which requires that a subsidiary reinvest all of its earnings is a restriction, since this precludes loans, advances or dividends in the amount of such undistributed earnings by the entity. Where restrictions on the amount of funds which may be loaned or advanced differ from the amount restricted as to transfer in the form of cash dividends, the amount least restrictive to the subsidiary shall be used. Redeemable preferred stocks and minority interests shall be deducted in computing net assets for purposes of these calculations.
(e) GE Canada continues to have minimal or no assets, operations, revenues or cash flows other than those related to the issuance, administration and repayment of the Notes and the other securities referred to in securities listed in Section 13.4(2)(c) of NI 51-102; and
(f) GE includes in each quarterly report on Form 10-Q and each annual report on Form 10-K, a statement that its financial statements consolidate all of its affiliates. GE Canada is an affiliate of GE and therefore the results of GE Canada are included in the consolidated financial results of GE.
Certification Relief
THE FURTHER DECISION of the Principal Regulator under the Legislation is that the Certification Relief is granted provided that the Filers continue to satisfy the conditions of the Continuous Disclosure Relief, above.
Audit Committee Relief
THE FURTHER DECISION of the Principal Regulator under the Legislation is that the Audit Committee Relief is granted provided that the Filers continue to satisfy the conditions of the Continuous Disclosure Relief, above.
Corporate Governance Relief
THE FURTHER DECISION of the Principal Regulator under the Legislation is that the Corporate Governance Relief is granted provided that the Filers continue to satisfy the conditions of the Continuous Disclosure Relief, above.
Buffalo Grand Hotel Inc. et al. -- ss. 127(8), 127(1)
File No. 2020-11
January 29, 2021
WHEREAS the Ontario Securities Commission held a hearing in writing to consider a motion by Staff of the Commission (Staff) to extend a temporary order dated March 20, 2020 (the Temporary Order), against Buffalo Grand Hotel Inc., Stinson Hospitality Management Inc., Stinson Hospitality Corp., Restoration Funding Corporation and Harry Stinson (together, the Respondents);
ON READING the materials filed by Staff and on considering that the Respondents consent to an extension of the Temporary Order;
IT IS ORDERED:
1. pursuant to subsection 127(8) of the Securities Act, RSO 1990 c S.5 (the Act), and pursuant to paragraph 2 of subsection 127(1) of the Act, that until April 30, 2021, all trading in any securities by or of the Respondents or by any person on their behalf shall cease; and
2. pursuant to subsection 127(8) and paragraph 3 of subsection 127(1) of the Act, that until April 30, 2021, any exemptions contained in Ontario securities law do not apply to the Respondents.
File No. 2019-16
January 28, 2021
WHEREAS on January 27 and 28, 2021, the Ontario Securities Commission held a hearing by videoconference in relation to the application brought by Joseph Debus (Debus) (the Application) to review the decisions of the Investment Industry Regulatory Organization of Canada (IIROC) dated March 18, 2019 and June 25, 2019;
ON HEARING the Application and on hearing the submissions of the representatives for Debus, IIROC Staff and Staff of the Commission;
IT IS ORDERED THAT:
1. Debus's reasonable apprehension of bias motion is scheduled for February 19, 2021 at 10:00 a.m., by videoconference, or on such other date or time as may be agreed to by the parties and set by the Office of the Secretary; and
2. the Parties shall adhere to the following timeline for the delivery of materials for the motion:
a. Debus shall serve and file the motion and motion record by 4:30 p.m. on February 9, 2021;
b. IIROC Staff and Staff of the Commission shall each serve and file any responding affidavits by 4:30 p.m. on February 12, 2021;
c. Debus shall serve and file any reply affidavits and a memorandum of fact and law by 4:30 p.m. on February 16, 2021; and
d. IIROC Staff and Staff of the Commission shall each serve and file a memorandum of fact and law by 12:00 p.m. on February 18, 2021.
Ontario Genomics Institute -- s. 74(1)
Application by a not-for-profit corporation pursuant to subsection 74(1) of the Securities Act (Ontario) -- Applicant's mandate relates to funding research and development projects based in genomics, engineering biology or associated technologies (Eligible Projects) -- Applicant does not fall within any of the enumerated classes of "accredited investor" in section 73.3 of the Securities Act (Ontario) and National Instrument 45-106 Prospectus Exemptions -- Applicant will only invest in securities of Eligible Projects (Eligible Project Securities) -- Applicant's staff are experts in the field of genomics and related life sciences and are qualified to determine the quality and viability of the projects in which the Applicant invests -- All investments and divestitures in Eligible Project Securities will be reviewed by the Applicant's Private Sector Advisory Committee, the members of which, individually and collectively, have significant knowledge and experience in investment matters -- Order that the prospectus requirements in section 53 of the Securities Act (Ontario) of the do not apply in respect of a trade in Eligible Project Securities to the Applicant granted, subject to conditions -- Order expires in two years.
Securities Act, R.S.O. 1990, c. S.5, as am., ss. 53, 73.3 and 74(1).
National Instrument 45-106 Prospectus Exemptions, ss. 1.1, 6.1.
Form 45-106F1 Report of Exempt Distribution.
National Instrument 45-102 Resale of Securities, s. 2.5.
WHEREAS Ontario Genomics Institute ("OGI") has filed an application (the "Application") with the Ontario Securities Commission (the "Commission") for recognition as an accredited investor for the purposes of securities legislation;
AND WHEREAS the Commission may, pursuant to subsection 74(1) of the Act, rule that any trade, intended trade, security, person or company is not subject to section 53 of the Act (the "Prospectus Requirement") where it is satisfied that to do so would not be prejudicial to the public interest;
AND UPON considering the Application and the recommendation of staff of the Commission;
AND UPON it being represented by OGI to the Commission that:
1. OGI was established by letters patent on October 18, 2000 under the Canada Corporations Act as a non-profit corporation and was continued under the Canada Not-For-Profit Corporations Act on October 31, 2013.
2. OGI's offices are located at 661 University Avenue, Suite 490, Toronto, Ontario, M5G 1M1.
3. OGI's mandate is to fund world-class research to create strategic genomics resources and accelerate Ontario's development of a globally-competitive life sciences sector.
4. OGI primarily receives its funding from Genome Canada (a not-for-profit corporation which is funded by Industry Canada) and from the Government of Ontario.
5. OGI receives separate funding for: (i) operation, administration and business development of OGI ("Operations Funding"), and (ii) investment in genomics research and development projects ("Project Funding").
6. In its most recently completed fiscal year (the fiscal year ended March 31, 2020), OGI received $3.4 million of Operations Funding and $22.9 million of Project Funding.
7. The business development mandate at OGI is to catalyze access to, and the impact of, genomics capacity and applicable resources. One of the ways that OGI does this is through early stage company investments, the principal purpose of which is to enhance progress towards the marketplace for genomics outcomes or genomics-related technologies and to thereby assist the relevant scientific founder in formative efforts to commercialize that early stage research.
8. OGI wishes to structure the funding of, and/or investments in, research and development projects based in genomics, engineering biology or associated technologies ("Eligible Projects") being conducted on a for-profit basis through an investment by OGI from its Operations Funding in the corporate entity undertaking each such Eligible Project and, in return for providing funding and other resources to such corporate entity, OGI would receive equity (or convertible debt) or other securities in the corporation ("Eligible Project Securities").
9. OGI only enters into funding arrangements in respect of Eligible Projects after careful research and consideration by experts in the industry and has designed its business development program to use the same careful analysis and metrics.
10. OGI staff are experts in the field of genomics and related life sciences and are qualified to determine the quality and viability of the projects in which OGI invests.
11. All investments in, and divestitures of, Eligible Project Securities by OGI will be reviewed by OGI's Private Sector Advisory Committee. The members of OGI's Private Sector Advisory Committee, individually and collectively, all have significant knowledge and experience in investment matters.
12. OGI does not fall within any of the enumerated classes of accredited investors set forth in the definition of "accredited investor" in section 73.3 of the Securities Act (Ontario) and in section 1.1 of National Instrument 45-106 Prospectus Exemptions.
AND UPON the Commission being satisfied that to do so would not be prejudicial to the public interest;
NOW THEREFORE the Commission orders that the Prospectus Requirement does not apply in respect of a trade in Eligible Project Securities to OGI as if OGI were an accredited investor, provided that:
(a) OGI purchases as principal;
(b) if the trade is a distribution, the issuer of the Eligible Project Securities files a Form 45-106F1 -- Report of Exempt Distribution in Ontario on or before the tenth day after the distribution;
(c) the first trade in such Eligible Project Securities will be deemed to be a distribution that is subject to section 2.5 of National Instrument 45-102 Resale of Securities; and
(d) this order expires two years from the date of this order, unless earlier renewed.
DATED at Toronto, Ontario on this 1st day of December, 2020.
Temporary, Permanent & Rescinding Issuer Cease Trading Orders
Company Name |
Date of Temporary Order |
Date of Hearing |
Date of Permanent Order |
Date of Lapse/Revoke |
|
||||
THERE IS NOTHING TO REPORT THIS WEEK. |
||||
Company Name |
Date of Order |
Date of Revocation |
|
||
EXMceuticals Inc. |
January 7, 2021 |
January 26, 2021 |
Temporary, Permanent & Rescinding Management Cease Trading Orders
Company Name |
Date of Order |
Date of Lapse |
|
||
THERE IS NOTHING TO REPORT THIS WEEK. |
||
Outstanding Management & Insider Cease Trading Orders
Company Name |
Date of Order or Temporary Order |
Date of Hearing |
Date of Permanent Order |
Date of Lapse/ Expire |
Date of Issuer Temporary Order |
|
|||||
Performance Sports Group Ltd. |
19 October 2016 |
31 October 2016 |
31 October 2016 |
__________ |
__________ |
Company Name |
Date of Order |
Date of Lapse |
|
||
Agrios Global Holdings Ltd. |
September 17, 2020 |
__________ |
|
||
Greenbank Capital Inc. |
December 1, 2020 |
__________ |
|
||
Nutritional High International Inc. |
December 1, 2020 |
__________ |
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Project #3166687
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Project #3164177
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Project #3164177
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Project #3167168
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Project #3165945
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Project #3163879
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Project #3162987
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Project #3164360
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Project #3165655
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Project #3163453
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Project #3168182
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Project #3126879
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Project #3164318
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Project #3127139
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Project #3164084
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Project #3164260
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Project #3165839
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Project #3164007
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Project #3163170
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Project #3163975
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Project #3164481
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Project #3167992
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Project #3163125
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Project #3163731
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Project #3160780
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Project #3091413
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Project #3160982
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Project #3160438
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Project #3161189
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Project #3156289
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Project #3160061
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Project #3163125
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Project #3159822
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Project #3161984
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Type |
Company |
Category of Registration |
Effective Date |
|
|||
New Registration |
Zenison Financial Services Inc. |
Portfolio Manager |
January 27, 2021 |
|
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New Registration |
Canada-Israel Securities, Limited |
Exempt Market Dealer |
February 1, 2021 |
|
|||
Voluntary Surrender |
Neo-Criterion Capital Limited |
Portfolio Manager |
February 1, 2021 |
|
|||
New Registration |
Neo-Criterion Capital Singapore Pte. Ltd. |
Portfolio Manager |
February 1, 2021 |
|
|||
Consent to Suspension (Pending Surrender) |
MMCAP Management Inc. |
Investment Fund Manager |
January 25, 2021 |
|
|||
New Registration |
Bombardier Global Pension Asset Management Inc./Bombardier Gestion Mondiale d'Actifs Retraite Inc. |
Investment Fund Manager and Portfolio Manager |
January 26, 2021 |
Tradelogiq Markets Inc. -- Lynx 2.0 -- Notice of Withdrawal of Proposed Amendments to Lynx ATS
In accordance with the Process for the Review and Approval of Rules and the Information Contained in Form 21-101F2 and Exhibits Thereto (the Protocol), Tradelogiq Markets Inc. (Tradelogiq) has withdrawn the Notice of Proposed Changes and Request for Comments published on March 5, 2020 in relation to a latency-sensitive trader (LST) trader ID definition and the proposed limitation of LST trader IDs to post only orders. To the extent that Tradelogiq decides to pursue the proposal again, it will be published for comment in accordance with the requirements of the Protocol.