Public companies and investment funds are required to prepare various disclosure documents. These documents provide key information to investors about the company or fund, and the securities they issue.
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Securities regulators have requirements for when and how information must be disclosed. This is to help provide investors with timely and accurate information to make informed investment decisions.
Most disclosure documents must be filed with securities regulators. Some disclosure documents for investment funds do not have to be filed, but must be posted on the fund’s website or sent to investors free of charge upon request. Examples are quarterly portfolio disclosure and annual proxy voting records.
The fact that documents are filed with the OSC does not make the company or fund immune from fraud or mean it is a “good” investment. Investors still need to carefully choose their investments and who they deal with.
See the OSC’s Reporting Issuers List for a list of public companies and investment funds that are required to file disclosure documents in Ontario.
If requirements are not met
If a public company or investment fund does not file a disclosure document on time, it will be placed in default on the Reporting Issuers List. The list can also tell you if a company or investment fund is in default of other disclosure requirements.
The OSC also conducts reviews of selected disclosure documents to check whether disclosure requirements are being met. For example, if a disclosure document contains incorrect information, we may require the company or fund to refile or correct the document. If this happens, the company or fund is placed on the OSC’s Refilings and Errors List.
Depending on the nature and severity of the default, we may take further action. For example, we may issue a cease trade order or take enforcement action.
Where to find disclosure documents
You can find disclosure documents filed by public companies and investment funds on the following websites. The documents are available free of charge.
- SEDAR. Public companies and investment funds in Canada generally must file their disclosure documents on the System for Electronic Document Analysis and Retrieval (SEDAR) website. You can use SEDAR to find profiles of companies and investment funds, and their disclosure documents.
- SEDI. “Reporting insiders” of public companies must file reports of their trading on the System for Electronic Disclosure by Insiders (SEDI) website. They are also generally required to report grants and exercises of stock options and similar instruments under stock-based compensation arrangements.
A reporting insider generally is an insider who has routine access to material undisclosed information about a public company and significant influence over that company. “Insider” is defined under securities law. Directors, senior officers and significant shareholders of public companies are examples of people who are considered reporting insiders under securities law.
The insider reporting requirements generally apply only to insiders who are also reporting insiders. However, it is illegal for any insider of a company to trade or tip on material undisclosed information they have about the company.
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