3 Issuer Information

3.1 General

All reporting issuers, except mutual funds, that file disclosure documents on SEDAR must file information on SEDI unless exempted. These issuers are referred to as SEDI issuers.

(a) an income trust?

Yes

(b) a labour-sponsored investment fund (LSIF) or labour-sponsored venture capital fund
corporation (LSVCF)?

The answer depends on the province(s) where the LSIF or LSVCF is a reporting issuer
(or equivalent). In certain jurisdictions, such as Alberta, LSIFs and their insiders do not
have to file on SEDI because LSIFs are considered mutual funds. In other jurisdictions,
such as Ontario and Manitoba, LSIFs and their reporting insiders must file on SEDI
because LSIFs are not considered to be mutual funds for insider reporting purposes.

(c) a mutual fund?

No. The insider reporting requirement does not apply to an insider of an issuer that is a
mutual fund (see section 9.1 of NI 55-104).

(d) a limited partnership?

Yes. You need to file insider reports if you are a reporting insider of a limited
partnership that is a reporting issuer and hold securities or related financial instruments
of that limited partnership.

Generally, the SEDI issuer will still be required to file information on SEDI.

As a SEDI issuer, you are required to file certain information on SEDI. You need to file this information so that your insiders who are required by securities legislation to report can meet their legal obligation to file insider reports on SEDI. This information also helps your insiders to file accurate insider reports.

An agent or issuer representative registered as a SEDI user can file information on SEDI for an issuer.

Yes, but each issuer can only have one insider affairs contact.

As a SEDI issuer, you need to file, through a registered issuer representative or agent:

• an issuer profile supplement (see ‘Issuer Profile Supplement’ section)
• issuer event reports if an issuer event has occurred (see ‘Issuer Event Report’ section)
• any change in the information disclosed.

The issuer profile supplement contains information about the issuer, including the designations of its outstanding securities and related financial instruments that its insiders hold, and contact information for the person responsible for insider affairs. The legal form is Form 55-102F3.

The issuer event report contains information about an issuer event. An issuer event is a stock dividend, stock split, consolidation, amalgamation, reorganization, merger or other similar event that affects all holdings of a class of the issuer’s securities in the same manner. The legal form is Form 55-102F4.

An issuer may choose to file issuer grant reports. Issuer grant reports disclose specific information relating to the grant or issue of an issuer’s securities and related financial instruments made to insiders of the issuer pursuant to compensation arrangements.

You must be a registered SEDI user and have an active SEDI user account (see Part 2 Registration). Once registered and validated, log onto the system. At your home page, select ‘Create issuer profile supplement’ in order to create the issuer profile supplement for the issuer. Simply follow the on-screen instructions to complete the process. Once this process is completed, you will obtain the issuer access key.

To file an issuer event report you must log on to SEDI and enter the issuer access key for that issuer. From the Issuer activities page, click ‘Issuer event report’ and follow the on-screen instructions to complete the process.

To file an issuer grant report when an issuer grants or issues securities or related financial instruments pursuant to a compensation arrangement, you must log on to SEDI and enter the issuer access key for that issuer. From the Issuer activities page, click ‘Issuer grant report’ and follow the on-screen instructions to complete the process.

Do issuers pay fees to file on SEDI? What are they, how are they paid and when? SEDI issuers pay fees through the SEDAR system as SEDAR annual filing service charges related to SEDI. The fees are implemented by the SEDAR operator in SEDAR in code updates.

The annual filing service charges effective as of January 1, 2005 are set out in CSA Staff Notice 13-314 2005 Changes to SEDAR Annual Filing Service Charges.

Insiders and the public are not charged any fees to use the system.

If SEDI is unavailable due to technical difficulties for more than a short period, the CSA would consider, depending on the jurisdiction and the circumstances, providing blanket relief from the filing requirements, or otherwise varying the time periods for filing during the period of service interruption.

If unanticipated technical difficulties prevent a SEDI issuer from filing issuer information on SEDI, then that issuer must file that information as soon as practicable after these difficulties have been resolved.