Acts and Regulations

S-5.5 - Securities Act

Full text
Early warning
2007, c.38, s.114
126If a person acquires directly or indirectly beneficial ownership of, or control or direction over, securities of a reporting issuer that are of a type or class of securities that is prescribed by regulation and, as a result, the person and any other person acting jointly or in concert with the person, hold securities representing a percentage prescribed by regulation of the outstanding securities of the reporting issuer of that type or class, the person and any person acting jointly or in concert with the person shall
(a) provide such disclosure as is prescribed by regulation, and
(b) comply with any prohibitions in the regulations on transactions in securities of the reporting issuer.
2007, c.38, s.115
Reports of acquisitions
126(1)Every offeror that acquires beneficial ownership of, or the power to exercise control or direction over, or securities convertible into, voting or equity securities of any class of a reporting issuer that, together with such offeror’s securities of that class, would constitute 10% or more of the outstanding securities of that class,
(a) shall without delay issue and file a news release containing the information prescribed by regulation, and
(b) shall, within 2 business days after issuing and filing the news release under paragraph (a), file a report containing the same information as is contained in the news release.
126(2)Where an offeror is required to file a report under subsection (1) or a further report under this subsection and the offeror or any person acting jointly or in concert with the offeror acquires beneficial ownership of, or the power to exercise control or direction over, or securities convertible into, an additional 2% or more of the outstanding securities of the class or there is a change in any other material fact in such a report, the offeror
(a) shall without delay issue and file a news release containing the information prescribed by regulation, and
(b) shall, within 2 business days after issuing and filing the news release under paragraph (a), file a report containing the same information as is contained in the news release.
126(3)During the period beginning on the occurrence of an event in respect of which a report or further report is required to be filed under this section and ending on the expiry of one business day after the date that the report or further report is filed, neither the offeror nor any person acting jointly or in concert with the offeror shall acquire or offer to acquire beneficial ownership of any securities of the class in respect of which the report or further report is required to be filed or any securities convertible into securities of that class.
126(4)Subsection (3) does not apply to an offeror that is the beneficial owner of, or has the power to exercise control or direction over, securities that, together with such offeror’s securities of that class, constitute 20% or more of the outstanding securities of that class.