As noted in our bulletin TSX Amends Disclosure Requirements, effective April 1, 2018, TSX-listed issuers other than Eligible Interlisted Issuers, Eligible International Interlisted Issuers and Non-Corporate Issuers will be required to have posted to their publicly accessible website current versions of the following documents, to the extent applicable:
- articles of incorporation, amalgamation, continuation or any other constating or establishing documents and bylaws;
- majority voting policy;
- advance notice policy;
- position descriptions for the chairman of the board and the lead director;
- board mandate; and
- board committee charters.
The webpage containing the documents required to be disclosed under section 473 of the TSX Company Manual must be easily identifiable and accessible from the issuer’s home page or investor relations page. If the issuer shares a website with another issuer, each listed issuer should have a separate, dedicated webpage satisfying the requirements of section 473.
Eligible Interlisted Issuers exempt from the new website disclosure requirements are TSX-listed issuers that are also listed on another recognized stock exchange, such as the New York Stock Exchange or Nasdaq, with less than 25% of the overall trading volume of their listed securities occurring on Canadian marketplaces in the prior 12 months. An Eligible International Interlisted Issuer is an Eligible Interlisted Issuer that is organized in a recognized jurisdiction, such as Australia, England, Hong Kong or the State of Delaware. Non-Corporate Issuers include certain exchange traded products, closed-end funds and/or structured products traded on the TSX.
With April 1 fast approaching, please do not hesitate to contact us if you have questions relating to compliance with the TSX website disclosure requirements.