Engaging in the business of advising or trading in securities in Canada requires registration in each Canadian province or territory where the activities are undertaken, unless the firm or individual is relying on an exemption from the registration requirement. The three most common securities registration categories in Canada are investment adviser, investment dealer, and investment fund manager.   Continue reading…

One of the requirements under Canada’s anti-money laundering (“ML”) and anti-terrorist financing rules (“TF”) (together, “AML”) is for securities firms to have a bi-annual AML effectiveness review. What is an AML effectiveness review? An AML effectiveness review is an evaluation that must be conducted at least every two years to test the effectiveness of a firm’s compliance program. The review must be started no later than two years from the start of the firm’s previous review. The purpose of an AML effectiveness review is to determine whether a firm’s compliance program has gaps in its AML program. What is Registrant Law’s AML effectiveness review? At Registrant Law, we offer competitively priced AML effectiveness reviews. Continue reading…

On October 20, 2023, the Canadian Investment Regulatory Organisation (CIRO) published for comment Phase 1 of the CIRO rule consolidation project rule proposals. The CIRO rule consolidation project aims to bring together the two member regulations rule sets currently applicable to investment dealers (the IDPC rules) and mutual fund dealers (the MFD rules).  The consolidated member regulation rules will be known as the CIRO Dealer and Consolidated Rules. This is the first of five expected rule development and implementation phases.  Continue reading…

The Canadian Securities Administrators and the Canadian Investment Regulatory Organisation published in August 2023 a joint staff notice (the Notice) to summarise the findings of their review of firms’ conflicts of interest (COI) practices with respect to the Client Focused Reforms and to provide additional guidance to securities registrants. As a reminder, the Client Focused Reforms introduced significant enhancements to registrant obligations which came into force in two stages in 2021.  Continue reading…

A firm based in Toronto, Canada was recently penalised $676,500 CDN by the Financial Transactions and Reports Analysis Centre (FINTRAC) for multiple violations of Canada’s Proceeds of Crime (Money Laundering) and Terrorist Financing Act and it regulations (PCMLTFA). FINTRAC is the Canadian agency responsible for overseeing and enforcing the PCMLTFA. The penalty arose out of a compliance examination of the firm in 2022. The firm has not been accused of any money laundering, terrorist financing, or other criminal acts. Rather, during a compliance examination of the firm, FINTRAC determined the firm’s policies and procedures were non-compliant and inconsistently used. The firm has paid the penalty in full and the matter is considered closed. Notice of the will remain published on FINTRAC’s violations website for five years. Continue reading…

The Ontario Securities Commission (OSC) issued Ontario Instrument 45-507 – Self-Certified Investor Prospectus Exemption (Interim Class Order) (the “Interim Order”), effective October 25, 2022. The Interim Order, which expires on April 25, 2024, unless extended or permanently adopted, allows for Self-Certified Investors (SCI) who possess the necessary business knowledge acquired through experience or education, but who may not meet the financial threshold requirements to qualify as an “accredited investor”, to participate in the prospectus-exempt distribution of Ontario issuers that are not investment funds. The maximum aggregate amount that a SCI and any “permitted designate” is permitted to invest is $30,000 (CAD) per calendar year.  Continue reading…

Canadian securities regulators require that entities or individuals that conduct certain specified activities must first be registered with the securities regulatory authorities in the Canadian provinces or territories in which such activities are conducted. Firms and individuals must register if they are in the business of trading or advising in securities, acting as an underwriter, or acting as an investment fund manager. There are, however, numerous exemptions available to the registration requirement. For foreign adviser or dealers, the most commonly used exemptions are (1) international adviser; (2) international sub-adviser; and (3) international dealer. This article is part of a multi-part series, and discusses the international dealer exemption. Continue reading…

Canadian securities regulators require that entities or individuals that conduct certain specified activities must first be registered with the securities regulatory authorities in the Canadian provinces or territories in which such activities are conducted. Firms and individuals must register if they are in the business of trading or advising in securities, acting as an underwriter, or acting as an investment fund manager. There are, however, numerous exemptions available to the registration requirement. For foreign adviser or dealers, the most commonly used exemptions are (1) international adviser; (2) international sub-adviser; and (3) international dealer. This article is part of a multi-part series, and discusses the international sub-adviser exemption.  Continue reading…

Canadian securities regulators require that entities or individuals that conduct certain specified activities must first be registered with the securities regulatory authorities in the Canadian provinces or territories in which such activities are conducted. Firms and individuals must register if they are in the business of trading or advising in securities, acting as an underwriter, or acting as an investment fund manager. There are, however, numerous exemptions available to the registration requirement. For foreign adviser or dealers, the most commonly used exemptions are (1) international adviser; (2) international sub-adviser; and (3) international dealer. This article is part of a multi-part series, and discusses the international adviser exemption.  Continue reading…