Notice of Commission Approval – UMIR Amendments – Provisions Respecting Trading During Certain Securities Transactions – Investment Industry Regulatory Organization of Canada (IIROC)

IIROC rule review


The Ontario Securities Commission approved amendments to UMIR relating to provisions respecting trading during certain securities transactions. In addition, the British Columbia Securities Commission did not object to, and the Alberta Securities Commission, the Autorité des marchés financiers, the Saskatchewan Financial Services Commission, the Nova Scotia Securities Commission and the New Brunswick Securities Commission approved, the proposed amendments.

The objective of the proposed amendments is to:

  1. peg the price restriction on purchases of a restricted security to the “best independent bid price” at the time of the entry of the order rather than the “last independent sale price” immediately prior to the execution of the order;
  2. provide that any mutual fund listed on an exchange that meets certain conditions would be an “Exempt Exchange-traded Fund” unless otherwise designated by a Market Regulator;
  3. make consequential amendments to the definition of “restricted private placement” as a result of changes to applicable securities legislation;
  4. clarify the definitions of “dealer-restricted person” and “restricted period”;
  5. clarify that the orders to be taken into account in determining “best ask price” and “best bid price” are limited to orders on marketplaces then open for trading; and
  6. make a number of editorial amendments including: repealing the definition of “last independent sale price”; changing references from “Exchange-traded Fund” to “Exempt Exchange-traded Fund”; and clarifying the definition of “connected security”.

The proposed amendments were published for comment on March 21, 2008, at (2008) 31 OSCB 3440. IIROC summarized the comments it received on the proposed amendments and provided responses. A summary of the comments and IIROC’s responses, a blacklined copy of the proposed amendments showing the changes to the version published in March 2008 and a clean version are included in Chapter 13 of this Bulletin.