Changes to participation fee rules now permit CEOs, CFOs, COOs and directors to certify fee forms

The Ontario Securities Commission (OSC) recently adopted changes to the rules regarding participation fees to allow certain individuals other than a firm’s chief compliance officer (CCO) to certify the applicable fee forms.

Prior to the changes, participation fees payable under OSC Rule 13-502 Fees and OSC Rule 13-503 (Commodity Futures Act) Fees and calculated pursuant to a fee form had to be certified by a firm’s chief compliance officer and submitted to the OSC by December 1st each year. In the case of unregistered firms without a CCO filing under OSC Rule 13-502, certification could be completed by an individual acting in a similar capacity.

Under the amendments, in addition to the CCO (or in the above case of unregistered firms under OSC Rule 13-502, an individual acting in a similar capacity), a “specified officer” (defined to include a firm’s chief executive officer, chief financial officer, and chief operating officer), an individual acting in a similar capacity as a specified officer, and directors of the firm, are now also permitted to sign the required certification attesting to the completeness and accuracy of the fee form.

The amendments, which came into force on October 18, 2019, are part of the OSC’s Burden Reduction Task Force initiative established earlier this year. As CCO sign-off would no longer be required, the OSC expects the amendments would save firms time, especially in cases where someone other than the CCO is tasked with preparing a firm’s fee forms.