Offering Statements for Co-operatives: How Much Disclosure is Too Much?

Ontario co-operatives have a unique exemption from the requirements of the Ontario Securities Act. Subject to some limited exemptions, co-operatives that have more than 35 members/investors or will have more than 35 members/investors with the offering, can file an Offering Statement with the Financial Services Commission of Ontario ("FSCO") and obtain a receipt therefore in order to be able to sell the securities being offered in lieu of obtaining a prospectus pursuant to the provisions of the Ontario Securities Act. Once the receipt has been issued, securities can then be offered for the sale by the Co-operative.

What is a little known fact is that for several years members of the general public could attend at FSCO's offices and make a copy of any receipted Offering Statement. However, effective July 1, 2016, FSCO is now publishing the following information on their website in connection with receipted Offering Statements: the name of the co-operative, its