The Canadian Securities Administrators have issued a staff notice indicating that firms need to do a better job filing their exemptive relief applications on time.

CSA Staff Notice 12-310 — Expedited Treatment of Applications under the Mutual Reliance Review System for Exemptive Relief Applications — indicates that, in many circumstances, filers are not filing applications for exemptive relief on a timely basis. “Late filing of applications disrupts the efficiency of the regulatory review and decision process and can inconvenience applicants who need relief quickly,” it says.

The existing policy for filing for relief provides for certain time frames for decisions to be made, and the CSA says that an abridgement of these time frames will not be granted unless the filer has made compelling arguments in the application that immediate attention is absolutely necessary and reasonable under the circumstances.

The notice says that situations where requests for expedited treatment may be valid include: filers requesting relief in the context of a contested take-over bid where a delay in granting the relief would prejudice the filer’s position; and, other situations in which the filer is responding to a critical event beyond its control and could not have applied for the relief earlier.

It adds that unless the filer provides a compelling explanation as to why the application process was not commenced sooner, staff do not generally consider expedited treatment to be warranted in the following situations: filers requesting relief in connection with the mailing of a management information circular for a scheduled meeting of security holders to consider a transaction; relief relating to the filing of a prospectus where the relief cannot be evidenced by the receipt for the prospectus; relief in connection with the closing of a transaction; requesting relief in respect of a continuous disclosure document shortly before the date on which it is required to be filed; and, other situations in which the filer knew of a deadline before the application was filed and could have applied earlier.

“While staff are committed to fostering efficient capital markets and will attempt to accommodate transaction timing where possible, filers planning time-sensitive transactions should build sufficient regulatory approval time into their transaction schedules,” it stresses.

The notice adds, “Even where a request for expedited treatment may be valid, filers should understand that staff in each jurisdiction need time to review the application and obtain approval from decision makers after all issues arising from the review are settled. In many jurisdictions, some types of decisions can be made only by a panel of the securities regulatory authority that convenes according to a schedule. We may therefore be unable to meet a request for expedited timing, even if we agree it is warranted.”

“Filers must appreciate that, by requesting an abridgement, they are asking staff in all jurisdictions in which the application is filed to consider their application ahead of earlier filings that have been submitted on a timely basis. Therefore, filers requesting abridgements must justify why their filings should receive priority over others,” it says.