The Securities Commission granted an exemption to a federation of financial services cooperatives (the Filer) from certain qualification criteria required for filing a short form prospectus and a base shelf prospectus. The Filer, part of the Desjardins Group, is a reporting issuer in Canada but does not have equity securities listed on a short form eligible exchange due to its cooperative structure.
Key facts include the Filer’s status as a domestic systemically important financial institution (D-SIFI), its substantial assets, and its role within the Desjardins Group. The Filer’s capital shares are not publicly traded, which precludes listing on an eligible exchange.
The exemption was granted under the conditions that the Filer complies with all other requirements of National Instrument 44-101 Short Form Prospectus Distributions and National Instrument 44-102 Shelf Distributions, Desjardins Group maintains its D-SIFI status, and the securities to be offered have a designated rating. Additionally, the prospectus must disclose risk factors related to non-viability contingent capital (NVCC) provisions and bail-in powers.
The decision was based on the Filer’s compliance with other regulatory requirements, its systemic importance, and the need to access capital markets similar to other major financial institutions. Relevant regulations include CQLR, c. V-1.1, r. 16 (Regulation 44-101) and CQLR, c. V-1.1, r. 17 (Regulation 44-102), which set out the criteria for short form and shelf prospectus filings.