Notice of General Order – Coordinated Blanket Order 51-931 – Temporary Exemption from requirements in National Instrument 51-102 Continuous Disclosure Requirements and National Instrument 54-101 Communication with Beneficial Owners of Securities of a Reporting Issuer to send certain proxy-related materials during a postal strike
Notice of General Order – Coordinated Blanket Order 51-931 – Temporary Exemption from requirements in National Instrument 51-102 Continuous Disclosure Requirements and National Instrument 54-101 Communication with Beneficial Owners of Securities of a Reporting Issuer to send certain proxy-related materials during a postal strike
The Ontario Securities Commission (the Commission) has made an order under subsection 143.11(2) of the Securities Act (Ontario) (the Act) providing a temporary exemption from certain requirements in National Instrument 51-102 Continuous Disclosure Requirements and National Instrument 54-101 Communications with Beneficial Owners of Securities of a Reporting Issuer in recognition of the fact that the suspension of postal service may impact a reporting issuers ability to deliver proxy-related materials to all shareholders.
Description of the Order
The Commission has made Coordinated Blanket Order 51-931 Temporary Exemption from requirements in National Instrument 51-102 Continuous Disclosure Requirements and National Instrument 54-101 Communication with Beneficial Owners of Securities of a Reporting Issuer to send certain proxy-related materials during a postal strike (the Order) exempting reporting issuers, other than investment funds, from the requirement to send proxy-related materials to its registered holders, directly to its beneficial owners, and to its beneficial owners holding securities through Canadian intermediaries in limited circumstances.
Reporting issuers seeking to rely on the Order must satisfy all conditions set out in the Order.
Reasons for the Order
On November 15, 2024, all postal service by Canada Post was suspended as a result of labour action by the Canadian Union of Postal Workers.
Reporting issuers generally rely on Canada Post to meet delivery obligations under applicable securities legislation. As a result of the suspension, reporting issuers are currently unable to deliver proxy-related materials in Canada using Canada Post.
In recognition that the suspension of postal service may impact a reporting issuer’s ability to deliver proxy-related materials to all shareholders, the Commission has made the Order to provide temporary relief from delivery requirements in limited circumstances.
Day on which the Order Ceases to Have Effect
The Order comes into effect on December 4, 2024, and remains in effect until January 31, 2025.
Questions
If you have any questions regarding the Order, please contact any of the following:
Leslie Milroy
Manager
Corporate Finance Division
Ontario Securities Commission
416-596-4272
[email protected]
David Mendicino
Manager
Mergers & Acquisitions
Ontario Securities Commission
416-263-3795
[email protected]
Jessie Gill
Senior Legal Counsel
Corporate Finance Division
Ontario Securities Commission
416-593-8114
[email protected]