Davies Comments on Proposed Changes to Canadian Securities Rules

Davies has submitted a comment letter in response to consultations initiated by the Canadian Securities Administrators (CSA) regarding proposed changes to the take-over bid, beneficial ownership reporting and issuer bid regimes.

Our comment letter critically examines the implications of changes to these regimes, including the potential impact of new derivative disclosure requirements on bidders, shareholders and the Canadian capital markets.

Among other recommendations aimed at ensuring that any new regulation remains proportionate, predictable and workable in practice and preserves the important role that bids and shareholder engagement play in our capital markets, Davies has recommended that the CSA reconsider its proposed enhanced disclosure requirements for equity equivalent derivatives in light of the fact that the CSA has not provided evidence of market abuse. We have also raised concerns with proposed changes to the early warning reporting regime, including changes to the “plans or intentions” disclosure requirement and changes to the triggers for reporting; recommended broadening certain exemptions available to non-reporting issuers; proposed refinements to the new selective share repurchase exemption; and encouraged reconsideration of the proposed guidance restricting conditions in take-over bids.

Download the full comment letter.