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CSA Staff Notice 13-321 Update on new service provider for the operation of the CSA National Systems and implementation of Related Consequential Amendments to CSA National Systems Rules November 21, 2013 This notice provides an update on the transition of the operation of SEDAR, SEDI and NRD (the CSA National Systems) from CDS INC. to CGI Information Systems and Management Consultants Inc. (CGI) and the implementation of related amendments to: National Instrument 13-101 System for Electronic Document Analysis and Retrieval (SEDAR) (NI 13-101), National Instrument 31-102 National Registration Database (NI 31-102), and National Instrument 55-102 System for Electronic Disclosure by Insiders (SEDI) (NI 55- 102), (the Consequential Amendments). On October 8, 2013, the Canadian Securities Administrators (CSA) announced that the implementation date of the change-over for hosting, operating and maintaining the CSA National Systems to CGI was delayed to December 2, 2013. To ensure a smooth transition for all market participants, the CSA is further deferring implementing this change. The CSA will publish a further notice to advise market participants of the new change-over date. Until the change-over takes place, the CSA will delay implementing the Consequential Amendments. CSA members, other than the Ontario Securities Commission (OSC), have either amended the Consequential Amendments or intend to issue blanket orders to delay the effective date of the Consequential Amendments. While the OSC cannot delay the effective date of the amendments, OSC staff request that, until further notice is given, Ontario market participants continue to treat CDS INC. as the SEDAR filing service contractor under NI 13-101, the SEDI operator under NI 55-102 and the NRD administrator under NI 31-102 and OSC Rule 31-509 National Registration Database (Commodity Futures Act), as if the Consequential Amendments were not in force. The system fees that are described in Multilateral Instrument 13-102 System Fees for SEDAR and NRD were implemented on October 12, 2013 as planned. 1
Questions Please refer your questions to any of the following: Autorité des marchés financiers Mathieu Laberge Legal Counsel Legal Affairs 514-395-0337 ext.2537 1-877-525-0337 ext. 2537 mathieu.laberge@lautorite.qc.ca Alberta Securities Commission Samir Sabharwal Associate General Counsel 403-297-7389 samir.sabharwal@asc.ca British Columbia Securities Commission David M. Thompson General Counsel 604-899-6537 dthompson@bcsc.bc.ca Manitoba Securities Commission Chris Besko Legal Counsel Deputy Director 204-945-2561 Chris.Besko@gov.mb.ca Ontario Securities Commission Robert Galea Legal Counsel General Counsels Office 416-593-2321 rgalea@osc.gov.on.ca 2
THE SECURITIES ACT ) Order No. 6848 ) Section 20(1) ) November 21, 2013 Transitional Relief from Complying with Consequential Amendments to NI 13-101, NI 31-102 and NI 55-102 Interpretation Unless otherwise defined in this decision or the context otherwise requires, terms used in this decision that are defined in National Instrument 13-101 System for Electronic Document Analysis and Retrieval (SEDAR) (“NI 13-101”), National Instrument 31-102 National Registration Database (“NI 31-102”), National Instrument 55-102 System for Electronic Disclosure by Insiders (SEDI) (“NI 55-102”) or National Instrument 14-101 Definitions have the same meaning. WHEREAS: (A) The operation of SEDAR, SEDI and NRD are being transferred from CDS Inc. to CGI Information Systems and Management Consultants Inc (the Transition”). (B) In connection with the Transition, new regulations for system user fees to be charged in connection with the use of SEDAR, SEDI and NRD, have been promulgated under The Securities Act, R.S.M. 1988, c. S50 (the Act”) and come into effect October 12, 2013. (C) In order to effect the Transition, the Commission published as rules MSC Rule No. 2013-28 Amendments to National Instrument 13-101 System for Electronic Document Analysis and Retrieval (SEDAR), MSC Rule No. 2013-29 Amendments to National Instrument 31-102 National Registration Database and MSC Rule 2013-30 Amendments to National Instrument 55- 102 System for Electronic Disclosure by Insiders (SEDI) (together, the Consequential Amendments”); (D) The Consequential Amendments came into effect October 12, 2013, which was the anticipated date of the Transition. (E) It is currently unknown when the Transition will occur. (F) Until the Transition occurs, CDS Inc. will continue the operation of SEDAR, SEDI and NRD.
2 (G) Compliance with the changes implemented by the Consequential Amendments after they come into effect on October 12, 2013 would prevent CDS Inc. from continuing the operation of SEDAR, SEDI and NRD until the Transition can be completed. (H) The Commission is of the opinion that it is in the public interest to make this order. IT IS ORDERED: 1. THAT, pursuant to s. 20(1) of the Act, a person or company is exempt from complying with the Consequential Amendments, provided the person or company complies with the equivalent provisions in NI 13-101, NI 31-102 or NI 55- 102, as applicable, as in effect on October 11, 2013. BY ORDER OF THE COMMISSION "Chris Besko" Deputy Director
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