Multilateral CSA Notice 45-312 Proposed Prospectus Exemption for Distributions to Existing Security Holders (“MI 45-312”)

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Multilateral CSA Notice 45-312 Proposed Prospectus Exemption for Distributions to Existing Security Holders (“MI 45-312”)

Letter Summary:

While additional continuous disclosure is not necessarily required in order to provide investors with full disclosure with respect to an issuer’s operations, we support the proposed requirement requiring either a statutory or contractual right of action in the event of a misrepresentation in an issuer’s continuous disclosure documents, as well as the proposed requirement for an issuer to certify to investors in the subscription documentation that there are no undisclosed material changes or facts.

Overview of the Council’s Comments:

The Canadian Advocacy Council1for Canadian CFA Institute2Societies (the CAC) appreciates the opportunity to comment on the proposed MI 45-312.