Ontario And British Columbia Regulatory And Legislative Updates, Jurisdictional Considerations, And COVID-19 Updates

• Published date: 24 November 2020
• Subject Matter: Corporate/Commercial Law, Coronavirus (COVID-19), Compliance, Corporate and Company Law, Securities, Reporting and Compliance, Operational Impacts and Strategy
• Law Firm: Cassels
• Author: Ms Jessica L. Lewis, Alexandra Murphy, Rebecca Sim, David Kelman and Carly Cohen

This article provides a general overview of the Ontario Securities Commission's Statement of Priorities for 2020-2021 and the update to the British Columbia Securities Act. This article further outlines the broad view that Canadian regulators have taken on jurisdiction, along with updates on how COVID-19 has impacted the securities landscape.

Update on the Ontario Securities Commission's Focus for 2020-2021

We anticipate that the Ontario Securities Commission ("OSC") will be releasing its Annual Report for 2020 in the coming weeks. Until the Annual Report is released, the OSC's 2020-2021 Statement of Priorities ("Statement") remains the guide to the OSC's focus over the coming year.¹

The underlying focus of the Statement is on investor protection and maintaining confidence in fair and efficient capital markets. The OSC sets out four goals: (1) promote confidence in Ontario's capital markets; (2) reduce regulatory burden; (3) facilitate financial innovation; and (4) strengthen the OSC's organizational foundation.² The OSC is implementing various initiatives to accomplish these goals. To promote confidence in Ontario's capital markets, regulatory reforms to NI 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations will take effect through a phased transition period from June 30, 2021 to December 31, 2021.³ Under the amendments, registrants will be required to "address material conflicts of interest in the best interest of the client; to put the client's interest first when making a suitability determination; and to do more to clarify for clients what they should expect from registrants."⁴

To facilitate financial innovation, the OSC created an Office of Economic Growth and Innovation. The role of this office is to collaborate with businesses and other regulators to support creativity, including by promoting technology to reduce costs and increase innovation in financial services.⁵ To strengthen the OSC's organizational foundation, the OSC continues its initiative to implement SEDAR+ (the Canadian Securities Administrators' National System). The redevelopment of SEDAR+ is intended to result in improved functions and more efficient service delivery to market participants.⁶

Update on the British Columbia Securities Act Amendments and Recent Impacts on Market Participants

The British Columbia government has passed an Order in Council proclaiming into force most of the amendments outlined in the BC Securities Amendment Act, 2019 ("Amendments"). The Amendments are extensive and came into force on March 27, 2020.⁷ While the practical implications of the Amendments are yet to be fully realized, we expect that the Amendments will result in various challenges in the coming years.

Of particular significance, the Amendments provide the British Columbia Securities Commission (the "BCSC") with new enforcement, compliance, investor protection, and sanction collection tools. Many of the Amendments also provide the BCSC with the strongest powers among securities regulators in Canada to address misconduct in the financial markets. The key Amendments include:

• Expansion of the BCSC's powers to issue...