Notice of Request for Comment: OSC Rule - 62-503 - Financing of Take-Over Bids and Issuer Bids

NOTICE OF REQUEST FOR COMMENTS

PROPOSED ONTARIO SECURITIES COMMISSION

RULE 62-503 - FINANCING OF

TAKE-OVER BIDS AND ISSUER BIDS

The Commission is publishing for comment in today's Bulletin proposed Rule 62-503 -- Financing of Take-over Bids and Issuer Bids.

The proposed rule is intended to clarify the bid financing requirement that is set out in section 96 of the Securities Act (Ontario). Some uncertainty has arisen regarding the law relating to bid financing conditions as a result of the judgment of the Ontario Superior Court of Justice in BNY Capital Corp. v. Katotakis, reported at [2005] O.J. No. 813. The proposed rule addresses this uncertainty by confirming the extent to which conditionality in a bid financing arrangement is acceptable. The proposed rule reflects Commission staff's current view on this subject.

The proposed rule is published in Chapter 6 of this Bulletin.