Notice of Co-operation Agreement Concerning Innovative FinTech Businesses with the France Autorité des Marchés Financiers

le 21 décembre 2017

NOTICE OF CO-OPERATION AGREEMENT CONCERNING
INNOVATIVE FINTECH BUSINESSES WITH
THE FRANCE AUTORITÉ DES MARCHÉS FINANCIERS

 

December 14, 2017

The Ontario Securities Commission, together with the Québec Autorité des Marchés Financiers, British Columbia Securities Commission, the Alberta Securities Commission, the Financial and Consumer Affairs Authority of Saskatchewan, the Manitoba Securities Commission, the Financial and Consumer Services Commission (New Brunswick) and the Nova Scotia Securities Commission, have recently entered into a Co-operation Agreement ("the Agreement") with the France Autorité des Marchés Financiers ("AMF France") concerning co-operation and information sharing between authorities regarding their respective innovation functions. The Agreement provides a comprehensive framework for co-operation and information sharing and referrals related to the innovation functions which were established through the CSA Regulatory Sandbox initiative and by AMF France.

The Agreement is subject to the approval of the Minister of Finance. The Agreement was delivered to the Minister of Finance on December 14, 2017.

Questions may be referred to:

Jean-Paul Bureaud

Director

Office of Domestic and International Affairs

Tel: 416-593-8131

E-mail: [email protected]

 

Pat Chaukos

Chief

OSC Launchpad

Tel: 416-593-2373

E-mail: [email protected]

 

Co-operation Agreement regarding co-operation for innovation in the financial sector

between

the France Autorité des marchés financiers (AMF France)	the Québec Autorité des marchés financiers
the Ontario Securities Commission	the Alberta Securities Commission
The British Columbia Securities Commission	the Financial and Consumer Affairs Authority of Saskatchewan
the Manitoba Securities Commission	the Nova Scotia Securities Commission
the Financial and Consumer Services Commission (New Brunswick)

Contents

 

Article 1 Definitions

Article 2 Purpose of the Co-operation Agreement

Article 3 FinTech Innovation functions provided by the Authorities

Article 4 Principles for co-operation

Article 5 Scope of co-operation

Article 6 Confidentiality & Permissible Uses

Article 7 Contact points

Article 8 Entry into force, amendments and termination

Article 9 Review clause

Article 10 Additional Parties to the Agreement

Article 1 Definitions

For the purpose of this Co-operation Agreement:

1. "Authorisation" means the process of licensing, registering, approving, authorising, granting exemptive relief, or otherwise bringing an entity under an Authority's supervisory remit so that it is authorised to carry on business in providing a financial service or issuing a financial product in the relevant Authority's jurisdiction, and "Authorised" has a corresponding meaning.

2. "Authority" means AMF France or the Canadian Authority (and, collectively, "the Authorities").

3. "Canadian Authority" means a securities regulatory authority established in Canada under provincial or territorial statute that is a signatory to this Co-operation Agreement as described in Article 9;

4. "Confidential Information" means any non-public information obtained by an Authority pursuant to this Co-operation Agreement.

5. "Criteria for Support" means the criteria of a Referring Authority that an Innovator business is required to meet before the Referring Authority refers the Innovator Business to a Receiving Authority;

6. "Innovator Business" means any entity which provides or intends to provide Innovative Financial Services in any Authorities' jurisdictions and that has been offered support from an Authority through its Innovative Function, or would qualify for such support.

7. "FinTech" means any innovative financial technology that will be used or is intended to be used by Financial Innovators including, but not limited to, funding platforms, blockchain, DLT and Big Data.

8. "Innovation Function" means the dedicated function established by an Authority to support innovation in financial services in their respective markets.

9. "Innovative Financial Services" means any services that are provided by means of FinTech.

10. "Receiving Authority" means

(a) Where the Referring Authority is the AMF France, any Canadian Authority to which a referral is made under the agreement; and

(b) Where the Referring Authority is a Canadian Authority, the AMF France;

11. "Referring Authority" means the Authority that is referring an Innovator Business to the Receiving Authority; and

12. "Regulations" means any regulation, regulatory requirement or guidelines applicable in the jurisdiction of an Authority;

Article 2 Purpose of the Co-operation Agreement

1. The Authorities intend to co-operate with the aim of encouraging and enabling innovation in their respective financial services industries and of supporting Innovator Businesses in meeting the Regulations in each other's jurisdictions as may be required to offer Innovative Financial Services in their respective financial markets. To this end, each of the Authorities established, in their respective financial markets, a specific FinTech-friendly environment and specific FinTech Innovation Functions.

2. The Authorities believe that by co-operating with each other, innovation in financial services, investor protection and subsequently competitiveness will be enhanced in their respective markets.

3. Enhanced co-operation between the Authorities will facilitate Innovator Businesses to enter and provide Innovative Financial Services in the other jurisdictions and promote knowledge sharing.

Article 3 FinTech Innovation functions provided by the Authorities

1. In June 2016, the AMF France has created a new division named "Fintech, Innovation, Competitiveness" (the "FIC") dedicated to welcome startups and projects holders and help them navigate the regulatory system, providing them advice in their pre-authorization phase. Building on these numerous meetings, the FIC division assesses the impact of FinTech and more broadly of the digitalization of financial services and analyzes both the opportunities and risks associated with these new business models. Ultimately the FIC division makes some recommendations to adjust where necessary the regulatory framework and supervisory practices.

2. On February 23, 2017, all the Canadian securities regulatory authorities launched the CSA Regulatory Sandbox, an initiative that supports innovative businesses across Canada through its Innovation Function. The Regulatory Sandbox helps in developing an in-depth understanding of new securities-related business models that use technology solutions.

Article 4 Principles for co-operation

1. The Authorities agree to cooperate for the purpose and within the scope of this Co-operation Agreement.

2. This Co-operation Agreement is a statement of intent of the Authorities and accordingly does neither create any enforceable rights nor is it intended to create any binding legal obligations, or to fetter the discretion of the Authorities in any way in the discharge of their functions. This Co-operation Agreement is subject to the domestic laws and Regulations of each Authority and does not modify or supersede any laws or regulatory requirements in force or applicable in France or in any Canadian Authority.

3. This Co-operation Agreement is intended to complement, but not affect or alter the terms and conditions of any other multilateral or bilateral arrangements concluded between the Authorities or between the Authorities and third parties.

4. This Co-operation Agreement is a bilateral arrangement between each Canadian Authority and the AMF France and should not be considered a bilateral agreement between any Canadian Authority.

Article 5 Scope of co-operation

1. Information sharing

The Authorities intend, as appropriate, to exchange information, where appropriate, about:

a) Innovator Businesses;

b) Regulatory and policy issues on Innovative Financial Services;

c) Emerging market trends and developments; and

d) Any other relevant issues on FinTech.

2. Support to Financial Innovators

Each Authority will provide Innovator Businesses originating from the AMF France or from a Canadian Authority with the same level of support that it provides to Innovator Businesses originating from its own jurisdiction. The support offered by the Authorities to Innovator Business may include:

a) A dedicated team and/or a dedicated contact for Innovator Business;

b) Help for Innovator Businesses to understand the Regulations in the relevant Authority's jurisdiction, and how they apply to them;

c) Assistance during the pre-Authorisation application phase to:

i. Discuss the Authorisation application process and any Regulations issues that the Innovator Business has identified; and

ii. Ensure the Innovator Business understands the relevant Authority's Regulations regime and what it means for them.

d) Support during the Authorisation process, including the allocation of Authorisation staff who are knowledgeable about FinTech and financial innovation in their respective markets.

e) A dedicated contact person after an Innovator Business is Authorised as and when circumstances require it.

3. Referral mechanism

a) The Authorities, through their Innovation Functions, will refer to each other Authorised Innovator Businesses that would like to operate in the other's jurisdiction.

b) Referrals will be made in writing, and should include relevant information demonstrating that the Innovator Business seeking to operate in the Receiving Authority's jurisdiction meets the Referring Authority's criteria for support. The criteria for support should include the following:

i. The Innovator Business should offer innovative financial products or services that benefit the consumer, investor and/or the industry;

ii. The Innovator Business should demonstrate that it has conducted sufficient background research on Regulations as it might apply to it; and

c) Following referral, and provided the Innovator Business meets the Criteria for Support, the Receiving Authority's Innovation Function may offer support to the Innovator Business in accordance with Article 5.2. above.

d) The Referring Authority acknowledges that when a Receiving Authority provides assistance to an Innovator Business, the Receiving Authority is not expressing an opinion about whether an Innovator Business will ultimately meet the requirements for Authorisation in its jurisdiction.

Article 6 Confidentiality & Permissible Uses

1. The Authorities confirm that all persons dealing with, or having access to, Confidential Information are bound by the obligation of professional or official secrecy.

2. Information about an Innovator Business included in a referral under paragraph 5.1. should be sent to a Receiving Authority only if the Innovator Business consents to that disclosure in writing and provides such consent to both AMF France and to the Canadian Authority. Such consent can be withdrawn by the Innovator Business at any time.

3. The Authorities agree to use Confidential Information disclosed to it by the other Authority only for the purposes for which the Confidential Information was disclosed.

4. If an Authority intends to use or disclose any Confidential Information provided to it by the other Authority for purposes other than those for which such Confidential Information was provided, the Authority should seek prior written consent from the other Authority, which provided the information.

5. If any Canadian Authority is required by law to disclose any Confidential Information provided to it by the AMF France or if AMF France is required to disclose any information provided to it by any Canadian Authority pursuant to a requirement of law, such Authority should notify the other Authority prior to complying with such a requirement and should assert all appropriate legal exemptions or privileges with respect to such information as may be available.

Article 7 Contact points

To facilitate co-operation under this Co-operation Agreement, each Authority will designate a contact point as specified in Appendix A.

Article 8 Entry into force, amendments and termination

1. This Co-operation Agreement takes effect from the date of execution for all parties, or on the date determined in accordance with each Authority's applicable legislation.

2. This Co-operation Agreement may be amended in writing if all Authorities agree in writing to do so.

3. Any Authority may terminate the Co-operation Agreement by giving 30 days' advance written notice to the other Authorities.

4. In the event of termination, Confidential Information obtained under this Co-operation Agreement should continue to be treated in accordance with Article 6.

Article 9 Review clause

In view of the rapid technological developments in the Fintech environment both in France and Canada and the regulatory changes incurred, the Authorities shall review this agreement within a period of two years following the date of entry into force.

Article 10 Additional Parties to the Agreement

Any Authority may become a party to this Agreement by executing a counterpart hereof together with the AMF France and providing notice to the other signatories which are parties to this Co-operation Agreement.

Executed by the Authorities:

This Co-operation Agreement will be effective from the date of its signing or on the date determined in accordance with each Authority's applicable legislation.

For the AMF France	For the AMF Québec
"Robert Ophele"	"Louis Morisset"
____________________	____________________
Robert Ophele	Louis Morisset
President	President and CEO
____________________	____________________
Date	Date
For the Ontario Securities Commission	For the British Columbia Securities Commission
"Maureen Jensen"	"Brenda Leong"
____________________	____________________
Name: Maureen Jensen	Name: Brenda M. Leong
Chair and CEO	Chair and CEO
____________________	____________________
Date	Date
For the Alberta Securities Commission	For the Financial and Consumer Affairs Authority of Saskatchewan
"Stan Magidson"	"Roger Sobotkiewicz"
____________________	____________________
Name: Stan Magidson	Name: Roger Sobotkiewicz
Chair and CEO	Chair and CEO
____________________	____________________
Date	Date
For the Manitoba Securities Commission	For the Financial and Consumer Services Commission (New Brunswick)
"Donald Murray"	"Rick Hancox"
____________________	____________________
Name: Donald Murray	Name: Rick Hancox
Chair	CEO
____________________	____________________
Date:	Date:
For the Nova Scotia Securities Commission
"Paul Radford"
____________________
Name: Paul Radford
Chair
____________________
Date

 

Appendix A

Designated Innovation Functions Contact Points

For the AMF Québec	For the AMF France
Autorité des marchés financiers	Autorité des marchés financiers
To: Director, Fintech and Innovation	Fintech, Innovation and Competiveness
800, Square-Victoria, 22e étage	Unit 17 place de la Bourse
Montréal (Québec) H4Z 1G3	75082 PARIS Cedex 02
<<[email protected]>>	<<[email protected]>>
	Tel: +33 1 53 45 63 82
Ontario Securities Commission	British Columbia Securities Commission
OSC LaunchPad Co-operation Requests:	BCSC Tech Team
Tel.: (416) 596-4266	701 West Georgia Street
Email: <<[email protected]>>	P.O. Bx 10142 Pacific Centre
	Vancouver (British Columbia) V7Y 1L2
	Tel: 604 899-6854
	Email: <<[email protected]>>
Alberta Securities Commission	Financial and Consumer Affairs Authority of Saskakchewan
Colin McDonald	Sonne Udemgba
Corporate Secretary & Senior Legal Counsel	Deputy Director
Suite 600	601-1919 Saskatchewan Drive
250-5[SUP]th[/SUP] Street SW	Regina (SK) S4P 4H2
Calgary (Alberta) T2P 0R4	Office: 306 787-5879
Tel.: 403 355-4477	Fax: 306 787-5899
Fax: 403 355-4479	Email: <<[email protected]>>
Email: <<[email protected]>>
Manitoba Securities Commission	Financial & Consumer Services Commission (New Brunswick)
Chris Besko	Deputy Director, Securities Division
Director, General Counsel	<<[email protected]>>
500-400 St. Mary Avenue	Tel.: 506 658-3060
Winnipeg (Manitoba) R3C 4K5
Tel.: 204 945-2561
Fax: 204 945-0330
Toll free: 1 800 655-5244
Email: [email protected]
	Nova Scotia Securities Commission
	Executive Director
	Suite 400, Duke Tower
	5251 Duke Street
	Halifax (NS) B3J 1P3
	Tel.: 902 424-7768
	Email: <<[email protected]>>