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Commission des
valeurs mobilières
de l'Ontario

July 28, 2016

OSC Publishes Corporate Finance Branch 2015-2016 Annual Report

TORONTO – The Ontario Securities Commission (OSC) today published OSC Staff Notice 51-727 Corporate Finance Branch 2015-2016 Annual Report.

This report provides key information to the individuals and entities the OSC regulates, as well as their advisors, to help them comply with regulatory obligations. Current issues and trends related to continuous disclosure, offerings and exemptive relief applications are discussed in the report. In particular, the report outlines staff’s ongoing concerns about Management’s Discussion and Analysis (MD&A), forward-looking information and non-GAAP financial measures, among other areas.

“In the coming fiscal year, we intend to closely monitor the use of non-GAAP financial measures in issuers’ disclosures and hope to see improvements in the quality of disclosure in issuers’ MD&A,” said Huston Loke, Director of Corporate Finance at the OSC. “Issuers and their advisors should use this report to strengthen the quality of their disclosure in these areas.”

The report also provides an update on the branch’s policy initiatives for the 2015-2016 fiscal year, including distributions of securities outside of Ontario and regulatory reform of the exempt market. The exempt market initiative included the introduction of key capital raising tools, such as the offering memorandum prospectus exemption and crowdfunding regime, as well as the launch of an exempt market website, where issuers, registrants and investors can access exempt market data and resources at

The mandate of the OSC is to provide protection to investors from unfair, improper or fraudulent practices and to foster fair and efficient capital markets and confidence in the capital markets. Investors are urged to check the registration of any persons or company offering an investment opportunity and to review the OSC investor materials available at


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