OSC Staff Notice 55-701 Automatic Securities Disposition Plans and Automatic Securities Purchase Plans
Question 3

Does the Insider Have to File an Insider Report Each Time there is a Disposition under an ASDP?

Generally the insider (or the broker on behalf of the insider) will be required to file insider reports each time there is a disposition under an ASDP. We recommend that the insider include a statement in the general remarks section that the sale is pursuant to an ASDP.

NI 55-101 allows for reporting on an annual basis for certain acquisitions of securities under an ASPP. As a result of recent amendments to NI 55-101, effective April 30, 2005, insiders can now report certain “specified dispositions” in connection with an ASPP on an annual basis. An ASDP is not an ASPP since it is designed to facilitate dispositions not acquisitions. However, if an insider wishes to make an application for exemptive relief, and is able to demonstrate that the plan is genuinely an automatic plan and the insider cannot make discrete investment decisions through the plan, staff may be prepared to recommend exemptive relief to allow the insider to file reports on an annual basis.