The Canadian Securities Administrators has published a Notice and Request for Comment on proposed amendments to National Instrument 52-112 Non-GAAP and Other Financial Measures Disclosure, related companion policy changes and a consequential update to the Multilateral Instrument 11-102 Passport System. The package is intended to ensure that measures historically treated as non-GAAP financial measures remain subject to NI 52-112 when IFRS 18 Presentation and Disclosure in Financial Statements is adopted, while reducing duplicative disclosure. IFRS 18, effective for annual reporting periods beginning on or after January 1, 2027, will require management-defined performance measures (MPMs) to be disclosed in a note to the financial statements. The proposals would (i) amend the definition of “non-GAAP financial measure” to include MPMs and add definitions for “management-defined performance measure” and “additional subtotal”, (ii) allow issuers in certain circumstances to incorporate required NI 52-112 information by reference to the relevant financial statement notes to avoid duplication, and (iii) introduce a prominence rule for “additional subtotals” disclosed outside the financial statements so they are not presented more prominently than the most directly comparable IFRS measure. The amendments would also codify and consolidate existing exemptions currently provided through local blanket orders and Ontario Rule 52-503 (with British Columbia’s BC Instrument 52-513 continuing to apply) and would add NI 52-112 to the passport system for related applications. Comments are due by February 11, 2026. The CSA also flagged that the International Accounting Standards Board is exploring whether to require note disclosure for other historically non-GAAP measures beyond MPMs and that it will monitor developments for potential future NI 52-112 changes.
Canadian Securities Administrators 2025-11-13
Canadian Securities Administrators launch consultation on NI 52-112 amendments to align non-GAAP disclosure with IFRS 18 management-defined performance measures
The Canadian Securities Administrators issued a Notice and Request for Comment on proposed amendments to National Instrument 52-112, aiming to align with IFRS 18 and reduce duplicative disclosures. Key changes include redefining "non-GAAP financial measure" to encompass management-defined performance measures, allowing certain disclosures by reference, and introducing a prominence rule for additional subtotals. The amendments consolidate existing exemptions and integrate NI 52-112 into the Multilateral Instrument 11-102 Passport System.