Does Your Company Have Continuous Disclosure Obligations in the Securities Industry? You May Be Eligible for an Extension

In response to the global COVID-19 pandemic, the Canadian Securities Administrators (“CSA”), an organization composed of provincial and territorial securities regulators of Canada which includes the Autorité des marchés financiers ("AMF") in Quebec, have published on May 20, 2020, a new General Decision no. 2020-PDG-00037 regarding the extension of deadlines for certain continuous disclosure and prospectus requirements applicable to issuers, whether they are reporting issuers or not.

Similar to the AMF's previous General Decision no.2020-PDG-00023, which granted issuers an additional 45-day period for the filing of certain continuous disclosure documents to be filed between March 23, 2020, and June 1^st, 2020, the May 20, 2020 Decision grants a similar extension of 45 additional days to issuers that are not investment funds and that are subject to certain filing and delivery obligations and base shelf prospectus renewal obligations, for the period from June 2 to August 31^st, 2020.

These issuers are therefore required to file or transmit the documents required under Quebec securities legislation no later than 45 days following the deadline normally applicable for the filing of such documents. The conditions for benefiting from such an exemption are substantially identical to those enacted by the Order of March 23, 2020, namely the publication and SEDAR filing of a press release by the issuer before the deadline for filing the document in question. This press release must include different levels of information depending on the type of document the issuer is required to file, in particular:

• Annual and interim financial statements
• Annual and interim management reports,
• A technical report,
• An annual information form,
• Annual financial statements and notice of use of total gross proceeds for issuers using the offering memorandum prospectus exemption,

And many more.

In particular, the press release must mention the document and the applicable obligation in respect of which the issuer is relying on the exemption, the approximate date on which the document will be published and other information concerning any material event or the obligations incumbent on its management and other insiders.

The CSA is implementing the relief through local blanket orders that are substantially harmonized across the other provincial and territorial authorities in the country.

Since each situation is specific to each issuer, our professionals are able to assist you in determining whether this exemption may be applicable in your situation and in fulfilling your disclosure obligations in this regard. Do not hesitate to contact our Securities Law team for more information.