On December 18, 2008, the CSA published for comment proposed National Instrument 55-104 Insider Reporting Requirements and Exemptions, its Companion Policy and related consequential amendments. The Proposed Instrument sets out the main insider reporting requirements and exemptions for insiders across Canada, with the exception of Ontario, where the Securities Act will govern the main insider reporting requirements. Despite this exception, the substance of the requirements and the reporting deadlines for insider reporting will be the same across the CSA jurisdictions.
The CSA's intention is to streamline and harmonize insider reporting by consolidating requirements in a single instrument. NI 55-104 also proposes specific changes to the insider reporting regime, specifically, it would:
- reduce the number of persons required to file insider reports;
- accelerate the insider report filing deadline from 10 calendar days to five;
- make reporting requirements for stock-based compensation arrangements simpler and more consistent;
- allow issuers to file an "issuer grant report" in order to facilitate reporting of stock-based compensation arrangements; and
- require late filings by insiders to be disclosed in an issuer's information circular.
The CSA will accept comments on the proposals until March 19, 2009.