Refinitiv Multilateral Trading Facility – s. 147

Headnote

Application for a Variation Order to extend the Interim Order that a multilateral trading facility authorized by the United Kingdom Financial Conduct Authority is exempt from the requirement to register as an exchange in Ontario – requested order granted.

Applicable Legislative Provisions

Securities Act, R.S.O. 1990, c. S.5 as am., s. 144.

IN THE MATTER OF
THE SECURITIES ACT,
R.S.O. 1990, CHAPTER S.5, AS AMENDED
(“THE ACT”),

AND

IN THE MATTER OF
REFINITIV MULTILATERAL TRADING FACILITY

ORDER
(Section 147 of the Act)

WHEREAS Refinitiv Transaction Services Limited (RTSL) has filed an application on behalf of the Refinitiv Multilateral Trading Facility (the Facility or MTF), formerly known as the Thomson Reuters Multilateral Trading Facility, dated March 20, 2018 (Application) with the Ontario Securities Commission (Commission);

AND WHEREAS the application dated March 20, 2018 requested an interim order pursuant to section 147 of the Act requesting exemption of the Facility from the requirement to be recognized as an exchange under subsection 21(1) of the Act (Order);

AND WHEREAS the MTF has participants and intends to have participants located in Ontario;

AND WHEREAS a multilateral trading facility allowing access to Ontario participants is considered by the Ontario Securities Commission (Commission) to be carrying on business as an exchange in Ontario;

AND WHEREAS the Commission has issued an interim order dated August 17, 2018 pursuant to section 147 of the Act exempting the MTF from the requirement to be recognized as an exchange under section 21(1) of the Act (the Interim Order);

AND WHEREAS the Interim Order will terminate on the earlier of (i) August 16, 2019 (ii) the effective date of a subsequent order (Subsequent Order) recognizing the MTF as an exchange under section 21(1) of the Act or exempting it from the requirement to be recognized as an exchange under section 147 of the Act (Termination Date);

AND WHEREAS the Applicant filed an application for the Subsequent Order on November 5, 2018;

AND WHEREAS there is an intention to migrate the operation of the MTF from RTSL, a U.K.-incorporated entity, to Financial & Risk Transaction Services Ireland Limited (FRTSIL), an Irish-incorporated entity, in light of the United Kingdom's proposed exit from the European Union (Brexit);

AND WHEREAS on March 28, 2019 FRTSIL received authorization from the Central Bank of Ireland (CBI), the Irish financial services regulator, as an investment firm with permission to operate a multilateral trading facility in respect of European Economic Area and global clients;

AND WHEREAS the Applicant intends to delay the migration of the MTF from RTSL to FRTSIL to the end of the September 2019, in light of uncertainties over Brexit and in order to ensure that appropriate regulatory approvals have been secured before the migration occurs;

AND WHEREAS the Applicant informed MTF participants on March 4, 2019 of the Applicant’s intention to delay the migration;

AND WHEREAS the Commission has determined that it is not prejudicial to the public interest to vary the Interim Order to extend the MTF’s interim exemption from the requirement to be recognized as an exchange pursuant to section 21(1) of the Act;

IT IS ORDERED, pursuant to section 144 of the Act, that

1.             The Interim Order is varied by replacing the reference to "August 16, 2019" on page five with "March 1, 2020”; and

2.             The Interim Order is varied by replacing the reference to "the effective date of the Subsequent Order" on page five with "the 90th day after the effective date of the Subsequent Order”;

DATED this 7th day of June, 2019.

“Heather Zordel”