Search terms: Goodmans
The Canadian Securities Administrators recently enacted numerous changes to the continuous disclosure requirements applicable to reporting issuers in Canada. For example, the definition of the term 'venture issuer', which was created in order to identify smaller reporting issuers with a view to imposing a reduced continuous disclosure regulatory burden on those issuers, has been expanded.
The Toronto Stock Exchange has issued a notice of importance to listed issuers which have security-based compensation plans or are proposing security-holder rights plans. The notice reminds listed issuers with security-based compensation plans that they must obtain security-holder approval for their plans every three years.
In June 2006 the Toronto Stock Exchange issued a notice with important implications for listed issuers with stock incentive compensation plans. The notice advises listed issuers that they have until June 30 2007 to alter their plans in order to avoid a requirement to obtain securityholder approval for any amendments to the plans.
The Canadian Securities Administrators (CSA) has issued a notice updating its earlier proposals with respect to internal control reporting requirements. The most important change is that the CSA no longer proposes to require internal control audit opinions from external auditors concerning management's assessment of the effectiveness of internal control over financial reporting.
In an eagerly awaited decision the Ontario Court of Appeal has reversed the May 2004 ruling of Justice Sidney Lederman in Kerr v Danier Leather Inc, which had held that Danier and certain of its senior officers were liable to investors for a misrepresentation relating to an earnings forecast included in a prospectus.
Culminating a process that began in October 2002 with the introduction of Bill 198, the province of Ontario has announced that significant amendments to the Securities Act (Ontario) will take effect on December 31 2005, introducing civil liability for secondary market disclosure. The amendments will impact on virtually all participants in Ontario's capital markets.