OSC Adopts Rule For Distributions Outside Canada

• OSC Rule 72-503 – Distributions Outside Canada (OSC Rule 72-503) came into force on March 31, 2018 and provides explicit exemptions from the prospectus requirement in Ontario for issuers distributing securities to investors outside Canada.
• Exemptions from the dealer registration requirement are also provided.
• OSC Rule 72-503 replaces Interpretation Note 1 Distributions of Securities Outside of Ontario.

Prospectus Exemptions

Where it is determined that a distribution has taken place, OSC Rule 72-503 provides exemptions from the prospectus requirement in Ontario under each of the following four circumstances:

• The issuer has filed a registration statement in the United States in accordance with the 1933 Act and/or the issuer has filed an offering document qualifying the offering of securities (and if applicable, obtained a receipt or approval for such document) under the securities laws of a "specified foreign jurisdiction".