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Ontario Securities Commission Reverts to Pre-Covid Shorter Prospectus Review Periods

Sander Grieve, Kris Hanc, Andrew Disipio and Yohanna Laurensia
January 6, 2023
Ontario Securities Commission Reverts to Pre-Covid Shorter Prospectus Review Periods
Authors
Sander A.J.R. Grieve KCPartner
Kristopher R. HancPartner
Andrew N. DisipioPartner
Yohanna LaurensiaAssociate

The Ontario Securities Commission (OSC) has announced that it will return to its pre-December 7, 2021, service standard timelines and commitments for prospectus reviews effective January 9, 2023, given market changes and ahead of the full review of the OSC Service Commitment for the next fiscal year. The OSC had previously temporarily changed its service commitments standards and expanded service timelines on December 7, 2021 (as updated by the 2022 annual service commitment review), which are effective to March 31, 2023, in response to heightened market activity and substantially increased volume and complexity of filings submitted to the OSC.

Below is a comparative chart of changing OSC service commitment standards to review prospectus filings and issue an initial comment letter:

  Pre-December 7, 2021 Timeline Temporary Timelines (since December 7, 2021) Updated 2022 Service Commitment January 9, 2023, Updated Timeline
Simplified prospectus and long form prospectus 10 working days (target1: 80%) 15 working days (target1: 80%) 15 working days (target1: 85%) 10 working days (target1: 80%)
Short form / shelf prospectus 3 working days (target1: 80%)
5 working days (bought deals: 3 working days) (target1: 80%)
5 working days (target1: 90%)
Bought deals: 3 working days (target1: 80%)
3 working days (target1: 80%)
Amendment to short form or shelf prospectus before OSC issues a comment letter 5 working days (bought deals: 3 working days) (target1: 80%)


Note:

  1. Represents the minimum percentage of all filings received that the OSC expects to meet these service standards and timelines.

The return of shorter standard review periods for prospectus filings is expected to be conducive for issuers as it affords greater agility in capital raising efforts.

If you have any questions regarding prospectus filings and capital raising options, please contact the Bennett Jones Capital Markets group.

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For informational purposes only

This publication provides an overview of legal trends and updates for informational purposes only. For personalized legal advice, please contact the authors.

Authors

Sander A.J.R. Grieve KC, Partner
Toronto  •   416.777.4826  •   grieves@bennettjones.com
Kristopher R. Hanc, Partner  •   Co-Head of Corporate Department; Co-Head of Capital Markets Practice
Toronto  •   416.777.7395  •   hanck@bennettjones.com
Andrew N. Disipio, Partner  •   Head of Mining Industry Team
Toronto  •   416.777.5034  •   disipioa@bennettjones.com
Yohanna Laurensia, Associate
Toronto  •   416.777.7909  •   laurensiay@bennettjones.com