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CNX Marketlink is committed to helping public companies in their efforts to improve corporate transparency. The CNX Marketlink Resources section provides summaries of selected legislation, guidelines and policies that are relevant to disclosure practices. It includes educational material for Investor Relations (IR) professionals, information relevant to retail investors and public issuers and policies related to corporate governance and regulatory requirements. This section is updated on a regular basis and provides historical insight back to January of 2002.
Accounting
Corporate
Corporate Governance in a New Era
Disclosure & Business Reporting
Investor Information
Regulatory Announcements
Markets
Click here to jump to the Index of Material by Date
Disclosure Regulations and Recommendations
AccountingCICA Issues New Guidance for MD&A DisclosureMarch 7, 2003In response to the Enron and Worldcom debacles in the United States, the Canadian Institute of Chartered Accountants (CICA) issued guidance to help public companies improve MD&A disclosure. The guidelines were designed to supplement existing regulatory MD&A disclosure requirements and compliment a CSA announcement on March 5, 2003, that it will begin to review how well publicly traded companies comply with MD&A disclosure obligations. The guideline is available at the CICA Web site, www.cica.ca. CSA Reviews Public Company MD&A DisclosureMarch 5, 2003The CSA announced that it will begin to review how well publicly-traded companies comply with their MD&A disclosure obligations. MD&A is an opportunity for companies to disclose more facts about the day-to-day operations of their business. Coupled with financial statements, MD&A is supposed to provide readers with the chance to fully evaluate the company’s past performance, current situation and future prospects. Among other things the review will identify general areas where disclosure is deficient. Companies that are found to fall short of providing good quality MD&A will be contacted by the appropriate securities commission. If found to be deficient, regulators may require companies to re-file all or certain public filings. The CSA will also publish reports of their findings on a regular basis. CSA Publishes Revised Oil and Gas Disclosure StandardsJanuary 21, 2003The CSA publishes a revised proposal for oil and gas disclosure standards, National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities. Publicly-traded oil and gas companies with fiscal years ending on or after December 31, 2003 will be required to report using the new disclosure standards in 2004. Investors and capital markets will now gain access to information like reserve and future net revenue estimate reports, produced by independent reserve evaluators. CSA Addresses Concerns about Non-GAAP Earnings MeasuresJanuary 14, 2002The CSA issued a notice to public companies and the market to address concerns about investors being confused or misled by issuers that publish earnings measures other than those prescribed by Generally Accepted Accounting Principles (GAAP). The notice set out expectations of issuers that publish non-GAAP earnings measures. CorporateOSC Issues YBM Magnex DecisionJuly 2, 2003The Ontario Securities Commission (OSC) makes a precedent setting decision in the matter of YBM Magnex International Inc. For violations against securities rules, the OSC levied stiff fines against two brokerage firms and barred several former YBM directors from sitting on the boards of Canadian companies. In its decision the OSC stated that YBM's key disclosure documents did not contain full, true and plain disclosure of all material facts. YBM also failed to disclose a material change in its affairs forthwith. While disclosing good news with little hesitation, its practice was to restrict the disclosure of bad news. Disclosure is the main principle for protecting investors, ensuring fairness in the trading markets and enhancing investor trust. Corporate GovernanceOSC Issues Investor Confidence RulesJune 27, 2003In response to the Sarbanes-Oxley Act legislation in the U.S., Canadian securities regulatory authorities in all jurisdictions except British Columbia publish three draft rules for public comment. The British Columbia Securities Commission (BCSC) has not yet determined whether it will adopt the new rules. The intent of the proposed rules is to restore public confidence in the integrity of financial reporting of public companies by promoting high quality, independent auditing. They call for chief executives and chief financial officers to certify financial statements, require audit committees at companies traded on Toronto Stock Exchange (TSX) to be independent, and call to further improve oversight of auditors of public companies by providing more support for the recently appointed Canadian Public Accountability Board (CPAB). Junior companies listed on TSX Venture Exchange (TSX Ven.) will be exempt from certain rules. Disclosure & Business ReportingASC Approves New Disclosure Standards for Public Oil and Gas CompaniesJune 23, 2003Working on behalf of the Canadian Securities Administrators (CSA), an umbrella organization for Canada’s 13 provincial and territorial securities commissions, the Alberta Securities Commission (ASC) approved and implemented new disclosure standards for public oil and gas companies in Canada. The new rule requires that public oil and gas companies report estimates of their reserves and related cash flow, that the reports are prepared by an independent reserves evaluator, and that comparisons to prior-year estimates and other information about their oil and gas activities, be included in annual filings. National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities, were enforced on September 30, 2003. CSA Releases New Disclosure RulesJune 20, 2003The CSA unveils a new draft of proposed continuous disclosure rules for public companies. The proposed rule, National Instrument 51-102 Continuous Disclosure Obligations, will require public companies to disclose far more information to shareholders in documents like financial statements, annual information forms and shareholder proxy circulars. Smaller companies not listed on the TSX or senior U.S. stock exchanges are exempted from some rules. NI 51-102 will not apply before 2004. CSA Launches System for Electronic Disclosure by Insiders (SEDI)June 9, 2003The CSA launches the System for Electronic Disclosure by Insiders (SEDI). The system was shut down shortly after being brought online in February 2002 because of technical problems. Insiders at publicly traded companies are now required to begin filing insider trading reports electronically using the SEDI system. Canada’s Telecommunications Sector Leads the Way in Meeting New Demands in Corporate ReportingMay 15, 2003Analysis by the Canada NewsWire Group (CNW Group) Earnings Division found that 67 per cent of companies that form part of the S&P/TSX Composite Index™ telecommunication sector reported an income statement, balance sheet, cash flow statement, notes to the financial statements, and management discussion and analysis (MD&A) in their Q4 2002 earnings news release. This compares to 20 per cent for all S&P/TSX Composite listed companies, 25 per cent for all S&P/TSX 60 Index companies and 11 per cent for all companies traded on the TSX. The average length of an earnings news release in Q4 2002 for the telecommunications sector was 11,089 words, compared to 5,043 words for the Index itself in Q4 2002. The analysis also showed that that 67 per cent of all S&P/TSX Composite Index companies used webcasting as a way to publicly broadcast conference calls during the Q4 2002 reporting season. More Public Companies Disclosing Stock-based CompensationJanuary 13, 2003The CNW Group Earnings Division reports that half of all Canadian publicly traded companies listed on the S&P/TSX Composite Index disclosed stock-based compensation in their Q3 2002 earnings news release. This compares to 48.5 per cent in Q2 2002. The benchmark finding rides on the heels of recent debate on disclosure reform in Canada. As of Jan. 1, 2002, new disclosure standards require public companies to include discussion on stock-based compensation in interim financial reporting, calculated using a fair value method of accounting such as a Black-Scholes calculation. Detailed Financial Disclosure Reaches All Time High in CanadaSeptember 30, 2002CNW Group reports that detailed financial disclosure reaches an all time high in Canada. A comparison of Q1 2002 and Q2 2002 earnings news releases shows a 20 per cent increase in the number of S&P/TSX Composite companies disclosing more information, quarter over quarter in 2002. The report also found that the average length of a quarterly earnings news release issued by S&P/TSX Composite companies rose by more than 55 per cent compared with last year. Average word volume per release grew from 2,678 to 4,161 as companies demonstrated an increasing trend towards detailed disclosure that puts financial data into context. Companies included information like MD&A, summaries, tables and charts to help illustrate financial data. CSA Adopts National Policy 51-201 on Disclosure StandardsJuly 15, 2002The CSA adopts a policy statement that provides guidance and best practices on corporate disclosure and assists public companies in avoiding selective disclosure. National Policy 51-201 Disclosure Standards provides guidance on best disclosure practices. Disclosure Trends Analyzed for S&P/TSX Composite CompaniesJuly 15, 2002A CNW Group report reveals that the average length of quarterly earnings news releases issued by Canadian public companies on the S&P/TSX Composite increased 38 per cent during the Q1 2002 earnings period when compared to Q1 2001. The analysis found that extended quarterlies during the quarter contained more company data, enhanced financials and inclusion of MD&A. CNW Group also reported a surge of webcast calls on behalf of public companies in Q1 2002. The number of webcast calls hosted by CNW Group more than doubled to 192 events during the three-month period. In Q2 2002, the number grew to almost 250 conference calls broadcast on the Net. New Rules for Issuers’ Communications with ShareholdersJuly 8, 2002The CSA adopts new rules that will allow securities issuers to better identify their shareholders and to communicate with them directly. National Instrument 54-101 - Communication with beneficial owners of securities of a reporting issuer, permits issuers, as of September 2002, to obtain from brokers the names of their shareholders who have not objected to being identified. The instrument also allows issuers holding shareholder meetings on or after September 1, 2004, to send meeting materials directly to these non-objecting shareholders. CSA Reviews How Companies Report Executive CompensationMay 15, 2002The CSA launches an ongoing review of how well publicly-traded companies comply with their executive compensation disclosure requirements to identify areas where disclosure could be improved. They will also assess whether issuers have followed the recommendations of the new accounting standard on stock-based compensation and other stock-based payments. Webcasts Hit Record-Breaking Volume in CanadaApril 24, 2002CNW Group reports that Canadian public companies set a record for the largest volume of webcasts ever to be conducted in one week. SEDI Shuts Down Due To Technical ProblemsFebruary 1, 2002Canada's securities regulators suspend operation of the new online insider reporting system SEDI, due to technical difficulties. The system was first brought online on January 21, 2002. CSA Proposes New Disclosure Standards for Oil and Gas CompaniesJanuary 28, 2002The CSA proposes new disclosure standards for oil and gas companies. The new standards are set out in proposed National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities. The CSA hopes to finalize NI 51-101 in 2003. Investor InformationSecurities Regulators Kick-Off National Investor Education MonthApril 2, 2002April is National Investor Education Month. Canada's securities regulators across the country launch their annual countrywide campaigns to help Canadians become better investors. Regulators in each province and territory organize educational events and seminars for investors in their locale throughout the month. CSA Launches National Web SiteJanuary 15, 2002The CSA launches its national Web site. Through the Web site, Canadians will gain better access to their securities regulators, information about securities regulation and to investor education information. MarketsIDA Review of New Equities and TradingMay 2003A review by the Investment Dealers Association of Canada (IDA) of Q1 2003 new equity issues and trading showed that total underwriting activity in Canadian markets was up 28 per cent, to $7 billion, compared to the same quarter last year. Private placements represented the largest group of common share new issues, with $1.26 billion exchanging hands in Q1 2003, a 116% increase from the same quarter last year. Quarterly trading volumes on Toronto Stock Exchange and TSX Venture increased by 15 per cent and six per cent respectively, compared to Q1 2002. Regulatory AnnouncementsRegulators Require Companies to Improve Executive Compensation DisclosureNovember 5, 2002Securities regulators reveal the results of a review of how well publicly-traded companies comply with executive compensation disclosure requirements. The CSA found that 95 per cent of companies studied tended to discuss executive compensation in very general terms, without explaining specifically how compensation was determined or how it related to the companies' performance. It concluded that companies need more work on this area of disclosure. BCSC study shows public companies how to cut $170-million in capital-raising costsNovember 4, 2002The BCSC publicly announces its findings from a survey on the current prospectus regime in Canada and proposes that the Continuous Market Access (CMA) system be adopted instead. CMA would improve disclosure by requiring issuers to keep their material information up to date at all times, providing more timely and comprehensive information to investors than under the current system. It would also enable issuers to complete an initial public offering (IPO) faster and to go immediately to market without having to prepare a prospectus. Gordon Thiessen to Serve as Founding Chair Canadian Public Accountability BoardOctober 31, 2002Gordon G. Thiessen, former Governor of the Bank of Canada, agrees to serve as the founding Chair of the Canadian Public Accountability Board (CPAB) established on July 17, 2002 by the CSA, the Office of the Superintendent of Financial Institutions (OSFI) and the Canadian Institute for Chartered Accountants. The CPAB is a new independent organization established to oversee auditors of public companies. The mission of the CPAB is to contribute to public confidence in the integrity of financial reporting of Canadian public companies by promoting high quality, independent auditing. New Legislation Bestows New Regulatory Powers onto the OSCOctober 30, 2002The Ontario government passes legislation that bestows new regulatory powers onto the OSC in order to prevent financial disasters like Enron from happening in the province. Under the new legislation the OSC has more power to review information companies release and hold top executives accountable for the accuracy of their financial statements. The made-in-Canada solution responds to investors' concerns, reflects the realities of the Canadian capital markets and is sensitive to the needs of smaller and medium sized businesses in Ontario. IDA Board Enacts Analysts’ Standards PolicyJune 17, 2002The IDA Board of Directors approves and enacts Policy No. 11 - Analyst Standards. The Policy establishes standards that analysts must follow when publishing research reports or making recommendations. These standards represent the minimum requirements necessary to ensure that dealers have in place procedures to minimize potential conflicts of interest. They are based on the recommendations made by the Securities Industry Committee on Analyst Standards in 2001, with input from both industry and non-industry groups. OSC to Establish Continuous Disclosure Advisory CommitteeMay 7, 2002The OSC announces its plan to establish the Continuous Disclosure Advisory Committee (CDAC). CDAC will advise OSC staff on such matters as the planning, implementation and communication of its continuous disclosure review program, the impact of regulatory policy and rule-making initiatives, emerging issues, and the OSC's procedures. Market Regulation Services Launches as Canada’s First Independent National Stock Market RegulatorMarch 1, 2002Market Regulation Services Inc. (RS) opens its new doors as Canada's first independent national stock market regulator, overseeing equity securities trading on Toronto Stock Exchange and TSX Venture Exchange. RS was created as a joint initiative of the TSX and IDA. It amalgamated the in-house market regulation departments of the TSX and TSX Venture Exchanges to become a single neutral entity that monitors and enforces trading rules. RS was created after Toronto Stock Exchange, now known as TSX, demutualized and became a for-profit business in 2000. The Canadian market was opened to competition and the need for a neutral regulator became obvious. RS was the original internal regulatory body of the TSX, but was spun out to become an independent entity.
Disclosure Regulations and Recommendations For your convenience, we have provided direct links to valuable disclosure-related reports and documents.
Toronto Stock Exchange Company Manual (April 2003)
Toronto Stock Exchange Filing Guide (Q2 2003)
TSX's Policy Statement on Timely Disclosure and Related Guidelines The Toronto Stock Exchange timely disclosure policy is the primary source of information regarding timely disclosure regulation for companies traded on the Exchange. It helps TSX listed companies ensure that investors have equal access to information that may affect their investment decisions
TSX's Policy Statement on Timely Disclosure and Related Guidelines - Accompanying Notes
TSX’s Electronic Communications Disclosure Guidelines
TSX Venture Corporate Finance Manual Disclaimer The TSX Venture Exchange Corporate Finance Manual provides TSX Venture listed companies with a detailed and well-indexed reference of all TSX Venture TSX listing requirements, rules, policies and guidelines. Every investor relations professional should have easy access to a copy of the Corporate Finance Manual to keep up to date on the most current TSX Venture disclosure requirements.
CNQ Policy 5-Timely Disclosure
CIRI Model Disclosure Policy - contact CIRI directly for copies
National Instrument 51-102 - Continuous Disclosure Obligations
NATIONAL POLICY 51-201 - DISCLOSURE STANDARDS
OSC Continuous Disclosure Review Program Report
Continuous Disclosure Review Program: Common reporting problems
Alberta Securities Commission -
Financial Statement Review 2002
BCSC Continuous Disclosure for Resource Companies
BCSC Continuous Disclosure for Non-Resource Companies
Beyond Compliance: Building a Governance Culture Final Report Joint Committee on Corporate Governance, November, 2001
Bill 198 an Act to implement Budget measures and other initiatives of the Government of Ontario, 2002
Governance, Values and Competitiveness - A Commitment to Leadership A Statement of the Canadian Council of Chief Executives, September 2002
CICA Guidance on MD&A Disclosure
Securities Industry Committee on Analyst Standards
OSC Issues YBM Magnex DecisionJuly 2, 2003The Ontario Securities Commission (OSC) makes a precedent setting decision in the matter of YBM Magnex International Inc. For violations against securities rules, the OSC levied stiff fines against two brokerage firms and barred several former YBM directors from sitting on the boards of Canadian companies. In its decision the OSC stated that YBM's key disclosure documents did not contain full, true and plain disclosure of all material facts. YBM also failed to disclose a material change in its affairs forthwith. While disclosing good news with little hesitation, its practice was to restrict the disclosure of bad news. Disclosure is the main principle for protecting investors, ensuring fairness in the trading markets and enhancing investor trust. OSC Issues Investor Confidence RulesJune 27, 2003In response to the Sarbanes-Oxley Act legislation in the U.S., Canadian securities regulatory authorities in all jurisdictions except British Columbia publish three draft rules for public comment. The British Columbia Securities Commission (BCSC) has not yet determined whether it will adopt the new rules. The intent of the proposed rules is to restore public confidence in the integrity of financial reporting of public companies by promoting high quality, independent auditing. They call for chief executives and chief financial officers to certify financial statements, require audit committees at companies traded on Toronto Stock Exchange (TSX) to be independent, and call to further improve oversight of auditors of public companies by providing more support for the recently appointed Canadian Public Accountability Board (CPAB). Junior companies listed on the TSX Venture Exchange (TSX Ven) will be exempt from certain rules. ASC Approves New Disclosure Standards for Public Oil and Gas CompaniesJune 23, 2003Working on behalf of the Canadian Securities Administrators (CSA), an umbrella organization for Canada’s 13 provincial and territorial securities commissions, the Alberta Securities Commission (ASC) approved and implemented new disclosure standards for public oil and gas companies in Canada. The new rule requires that public oil and gas companies report estimates of their reserves and related cash flow, that the reports are prepared by an independent reserves evaluator, and that comparisons to prior-year estimates and other information about their oil and gas activities, be included in annual filings. National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities, will come into force on September 30th, 2003. CSA Releases New Disclosure RulesJune 20, 2003The CSA unveils a new draft of proposed continuous disclosure rules for public companies. The proposed rule, National Instrument 51-102 Continuous Disclosure Obligations, will require public companies to disclose far more information to shareholders in documents like financial statements, annual information forms and shareholder proxy circulars. Smaller companies not listed on the TSX or senior U.S. stock exchanges are exempted from some rules. NI 51-102 will not apply before 2004. CSA Launches System for Electronic Disclosure by Insiders (SEDI)June 9, 2003The CSA launches the System for Electronic Disclosure by Insiders (SEDI). The system was shut down shortly after being brought online in February 2002 because of technical problems. Insiders at publicly traded companies are now required to begin filing insider trading reports electronically using the SEDI system. Canada’s Telecommunications Sector Leads the Way in Meeting New Demands in Corporate ReportingMay 15, 2003Analysis by the Canada NewsWire Group (CNW Group) Earnings Division found that 67 per cent of companies that form part of the S&P/TSX Composite Index™ telecommunication sector reported an income statement, balance sheet, cash flow statement, notes to the financial statements, and management discussion and analysis (MD&A) in their Q4 2002 earnings news release. This compares to 20 per cent for all S&P/TSX Composite listed companies, 25 per cent for all S&P/TSX 60 Index companies and 11 per cent for all companies traded on the TSX. The average length of an earnings news release in Q4 2002 for the telecommunications sector was 11,089 words, compared to 5,043 words for the Index itself in Q4 2002. The analysis also showed that that 67 per cent of all S&P/TSX Composite Index companies used webcasting as a way to publicly broadcast conference calls during the Q4 2002 reporting season. IDA Review of New Equities and TradingMay 2003A review by the Investment Dealers Association of Canada (IDA) of Q1 2003 new equity issues and trading showed that total underwriting activity in Canadian markets was up 28 per cent, to $7 billion, compared to the same quarter last year. Private placements represented the largest group of common share new issues, with $1.26 billion exchanging hands in Q1 2003, a 116% increase from the same quarter last year. Quarterly trading volumes on Toronto Stock Exchange and TSX Venture increased by 15 per cent and six per cent respectively, compared to Q1 2002. CICA Issues New Guidance for MD&A DisclosureMarch 7, 2003In response to the Enron and Worldcom debacles in the United States, the Canadian Institute of Chartered Accountants (CICA) issued guidance to help public companies improve MD&A disclosure. The guidelines were designed to supplement existing regulatory MD&A disclosure requirements and compliment a CSA announcement on March 5, 2003, that it will begin to review how well publicly traded companies comply with MD&A disclosure obligations. The guideline is available at the CICA Web site, www.cica.ca. CSA Reviews Public Company MD&A DisclosureMarch 5, 2003The CSA announced that it will begin to review how well publicly-traded companies comply with their MD&A disclosure obligations. MD&A is an opportunity for companies to disclose more facts about the day-to-day operations of their business. Coupled with financial statements, MD&A is supposed to provide readers with the chance to fully evaluate the company’s past performance, current situation and future prospects. Among other things the review will identify general areas where disclosure is deficient. Companies that are found to fall short of providing good quality MD&A will be contacted by the appropriate securities commission. If found to be deficient, regulators may require companies to re-file all or certain public filings. The CSA will also publish reports of their findings on a regular basis. CSA Publishes Revised Oil and Gas Disclosure StandardsJanuary 21, 2003The CSA publishes a revised proposal for oil and gas disclosure standards, National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities. Publicly-traded oil and gas companies with fiscal years ending on or after December 31, 2003 will be required to report using the new disclosure standards in 2004. Investors and capital markets will now gain access to information like reserve and future net revenue estimate reports, produced by independent reserve evaluators. More Public Companies Disclosing Stock-based CompensationJanuary 13, 2003The CNW Group Earnings Division reports that half of all Canadian publicly traded companies listed on the S&P/TSX Composite Index disclosed stock-based compensation in their Q3 2002 earnings news release. This compares to 48.5 per cent in Q2 2002. The benchmark finding rides on the heels of recent debate on disclosure reform in Canada. As of Jan. 1, 2002, new disclosure standards require public companies to include discussion on stock-based compensation in interim financial reporting, calculated using a fair value method of accounting such as a Black-Scholes calculation.
Regulators Require Companies to Improve Executive Compensation DisclosureNovember 5, 2002Securities regulators reveal the results of a review of how well publicly-traded companies comply with executive compensation disclosure requirements. The CSA found that 95 per cent of companies studied tended to discuss executive compensation in very general terms, without explaining specifically how compensation was determined or how it related to the companies' performance. It concluded that companies need more work on this area of disclosure. BCSC study shows public companies how to cut $170-million in capital-raising costsNovember 4, 2002The BCSC publicly announces its findings from a survey on the current prospectus regime in Canada and proposes that the Continuous Market Access (CMA) system be adopted instead. CMA would improve disclosure by requiring issuers to keep their material information up to date at all times, providing more timely and comprehensive information to investors than under the current system. It would also enable issuers to complete an initial public offering (IPO) faster and to go immediately to market without having to prepare a prospectus. Gordon Thiessen to Serve as Founding Chair Canadian Public Accountability BoardOctober 31, 2002Gordon G. Thiessen, former Governor of the Bank of Canada, agrees to serve as the founding Chair of the Canadian Public Accountability Board (CPAB) established on July 17, 2002 by the CSA, the Office of the Superintendent of Financial Institutions (OSFI) and the Canadian Institute for Chartered Accountants. The CPAB is a new independent organization established to oversee auditors of public companies. The mission of the CPAB is to contribute to public confidence in the integrity of financial reporting of Canadian public companies by promoting high quality, independent auditing. New Legislation Bestows New Regulatory Powers onto the OSCOctober 30, 2002The Ontario government passes legislation that bestows new regulatory powers onto the OSC in order to prevent financial disasters like Enron from happening in the province. Under the new legislation the OSC has more power to review information companies release and hold top executives accountable for the accuracy of their financial statements. The made-in-Canada solution responds to investors' concerns, reflects the realities of the Canadian capital markets and is sensitive to the needs of smaller and medium sized businesses in Ontario. Detailed Financial Disclosure Reaches All Time High in CanadaSeptember 30, 2002CNW Group reports that detailed financial disclosure reaches an all time high in Canada. A comparison of Q1 2002 and Q2 2002 earnings news releases shows a 20 per cent increase in the number of S&P/TSX Composite companies disclosing more information, quarter over quarter in 2002. The report also found that the average length of a quarterly earnings news release issued by S&P/TSX Composite companies rose by more than 55 per cent compared with last year. Average word volume per release grew from 2,678 to 4,161 as companies demonstrated an increasing trend towards detailed disclosure that puts financial data into context. Companies included information like MD&A, summaries, tables and charts to help illustrate financial data. CSA Adopts National Policy 51-201 on Disclosure StandardsJuly 15, 2002The CSA adopts a policy statement that provides guidance and best practices on corporate disclosure and assists public companies in avoiding selective disclosure. National Policy 51-201 Disclosure Standards provides guidance on best disclosure practices. Disclosure Trends Analyzed for S&P/TSX Composite CompaniesJuly 15, 2002A CNW Group report reveals that the average length of quarterly earnings news releases issued by Canadian public companies on the S&P/TSX Composite increased 38 per cent during the Q1 2002 earnings period when compared to Q1 2001. The analysis found that extended quarterlies during the quarter contained more company data, enhanced financials and inclusion of MD&A. CNW Group also reported a surge of webcast calls on behalf of public companies in Q1 2002. The number of webcast calls hosted by CNW Group more than doubled to 192 events during the three-month period. In Q2 2002, the number grew to almost 250 conference calls broadcast on the Net. New Rules for Issuers’ Communications with ShareholdersJuly 8, 2002The CSA adopts new rules that will allow securities issuers to better identify their shareholders and to communicate with them directly. National Instrument 54-101 - Communication with beneficial owners of securities of a reporting issuer, permits issuers, as of September 2002, to obtain from brokers the names of their shareholders who have not objected to being identified. The instrument also allows issuers holding shareholder meetings on or after September 1, 2004, to send meeting materials directly to these non-objecting shareholders. IDA Board Enacts Analysts’ Standards PolicyJune 17, 2002The IDA Board of Directors approves and enacts Policy No. 11 - Analyst Standards. The Policy establishes standards that analysts must follow when publishing research reports or making recommendations. These standards represent the minimum requirements necessary to ensure that dealers have in place procedures to minimize potential conflicts of interest. They are based on the recommendations made by the Securities Industry Committee on Analyst Standards in 2001, with input from both industry and non-industry groups. CSA Reviews How Companies Report Executive CompensationMay 15, 2002The CSA launches an ongoing review of how well publicly-traded companies comply with their executive compensation disclosure requirements to identify areas where disclosure could be improved. They will also assess whether issuers have followed the recommendations of the new accounting standard on stock-based compensation and other stock-based payments. OSC to Establish Continuous Disclosure Advisory CommitteeMay 7, 2002The OSC announces its plan to establish the Continuous Disclosure Advisory Committee (CDAC). CDAC will advise OSC staff on such matters as the planning, implementation and communication of its continuous disclosure review program, the impact of regulatory policy and rule-making initiatives, emerging issues, and the OSC's procedures. Webcasts Hit Record-Breaking Volume in CanadaApril 24, 2002CNW Group reports that Canadian public companies set a record for the largest volume of webcasts ever to be conducted in one week. Securities Regulators Kick-Off National Investor Education MonthApril 2, 2002April is National Investor Education Month. Canada's securities regulators across the country launch their annual countrywide campaigns to help Canadians become better investors. Regulators in each province and territory organize educational events and seminars for investors in their locale throughout the month. Market Regulation Services Launches as Canada’s First Independent National Stock Market RegulatorMarch 1, 2002Market Regulation Services Inc. (RS) opens its new doors as Canada's first independent national stock market regulator, overseeing equity securities trading on Toronto Stock Exchange and TSX Venture Exchange. RS was created as a joint initiative of TSX and IDA. It amalgamated the in-house market regulation departments of TSX and TSX Venture Exchanges to become a single neutral entity that monitors and enforces trading rules. RS was created after Toronto Stock Exchange, now known as TSX, demutualized and became a for-profit business in 2000. The Canadian market was opened to competition and the need for a neutral regulator became obvious. RS was the original internal regulatory body of the TSX, but was spun out to become an independent entity. SEDI Shuts Down Due To Technical ProblemsFebruary 1, 2002Canada's securities regulators suspend operation of the new online insider reporting system SEDI, due to technical difficulties. The system was first brought online on January 21, 2002. CSA Proposes New Disclosure Standards for Oil and Gas CompaniesJanuary 28, 2002The CSA proposes new disclosure standards for oil and gas companies. The new standards are set out in proposed National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities. The CSA hopes to finalize NI 51-101 in 2003. CSA Launches National Web SiteJanuary 15, 2002The CSA launches its national Web site. Through the Web site, Canadians will gain better access to their securities regulators, information about securities regulation and to investor education information. CSA Addresses Concerns about Non-GAAP Earnings MeasuresJanuary 14, 2002The CSA issued a notice to public companies and the market to address concerns about investors being confused or misled by issuers that publish earnings measures other than those prescribed by Generally Accepted Accounting Principles (GAAP). The notice set out expectations of issuers that publish non-GAAP earnings measures. |