IR Leader
April 21, 2015

Top Stories

CSA Provides Guidance to Mining Issuers on Investor Presentations Posted to Websites

On April 9, 2015, the Canadian Securities Administrators released Staff Notice 43-309 (the Notice), setting out Staff's views regarding investor presentations posted to the websites of mining issuers. The Notice provides practical information to assist mining issuers (mostly at the pre-production stage) in designing investor presentations that satisfy the disclosure requirements under National Instrument 43-101 Standards of Disclosure for Mineral Projects (NI 43-101) and under Part 4A of National Instrument 51-102 Continuous Disclosure Obligations (NI 51-102) relating to forward looking information (FLI).

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Harnessing Social Media in Proxy Contests: Opportunities and Legal Challenges

Social media has very seldom been leveraged in Canadian proxy contests. One reason for this may be the lack of knowledge about its full potential. To address this reason, our first post in this series reviewed social media's impact on public discourse and proxy contests in the U.S. and Canada.

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Let's Meet Halfway: CSA Adopts Amendments to Streamline Venture Issuers' Disclosure

On April 9, 2015, the Canadian Securities Administrators (CSA) announced the adoption of amendments to continuous disclosure, governance and prospectus disclosure requirements (the Amendments). Most of the Amendments streamline the disclosure requirements for venture issuers and aim to reduce some of the difficulties experienced by smaller issuers that generally have fewer resources available to comply with the requirements associated with public company status.

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Special Projects Segment: Opposition to Adopting Crowdfunding Rules

On October 23, 2013, the U.S. Securities and Exchange Commission ('SEC') proposed the Crowdfunding Rules (the 'Proposed Rules'), which were drafted in connection with Title III of the Jumpstart Our Business Startups Act of 2012 ('JOBS Act'). Title III allows private equity crowdfunding involving non-accredited investors. The SEC intends to protect investors against fraudulent offerings while facilitating capital raising under the Proposed Rules.

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Give and Take: Canadian Securities Regulators Ease Disclosure Burdens on Venture Issuers but Enhance Audit Committee Member Requirements

On April 9, 2015, the Canadian Securities Administrators announced amendments to the continuous disclosure and governance obligations of venture issuers in three national instruments: National Instruments 51-102 Continuous Disclosure Obligations (NI 51-102), 52-110 Audit Committees (NI 52-110), 41-101 General Prospectus Requirements (NI 41-101) and related companion policies, which are expected to come into force between June 30, 2015 and January 1, 2016.

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Shareholder Activism: Who, What, When and How?

"Activism" represents a range of activities by one or more of a publicly traded corporation's shareholders that are intended to result in some change in the corporation.

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OSC Notice 11-771 - Statement of Priorities

The Securities Act requires the Commission to deliver to the Minister and publish in its Bulletin each year a statement of the Chairman setting out the proposed priorities of the Commission for its current fiscal year in connection with the administration of the Act, the regulations and rules, together with a summary of the reasons for the adoption of the priorities.

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Amendments Proposed to Significantly Change Take-Over Bid Rules

The Canadian Securities Administrators (CSA) yesterday published for comment proposed amendments to the Canadian take-over bid regime that, if implemented, would significantly change the dynamics, timeline and processes for contested take-over bids.

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