The Canadian Securities Administrators (CSA) has launched a consultation on a proposed multi-year pilot that would allow eligible venture issuers to voluntarily move from quarterly to semi-annual financial reporting. The Semi-Annual Reporting (SAR) Pilot would be implemented through coordinated blanket orders and would exempt participating issuers from filing first and third quarter interim financial reports under National Instrument 51-102 Continuous Disclosure Obligations. Eligibility is limited to venture issuers with securities listed on TSX Venture Exchange Inc. or CNSX Markets Inc., revenue of no more than CAD 10 million, at least a 12-month continuous disclosure record, and a clean recent compliance history, including no relevant penalties or cease trade orders that were not revoked within 30 days. Issuers must announce adoption via a news release filed on SEDAR+, and cannot move in and out of the pilot within a 12-month period. While first and third quarter filings would fall away, issuers would continue to file and certify six-month interim financial statements and MD&A on existing deadlines, with targeted relief from certain second-quarter income statement and MD&A form requirements, as well as relief from quarterly-results and fourth-quarter discussion items in MD&A. The framework also limits use alongside capital-raising documents and continuous distributions, including restrictions tied to short form and shelf prospectus activity and a requirement to stop relying on the exemptions if the financial year-end changes or a base shelf prospectus is filed. In Ontario, a proposed Ontario Securities Commission rule would extend the same exemptions beyond the 18-month statutory expiry applicable to local blanket orders. Comments are due by December 22, 2025, and the CSA anticipates the SAR Pilot will be in force before the end of March 2026. The CSA also signalled a broader rule-making project on voluntary semi-annual reporting that will draw on the pilot’s learnings, and indicated it does not expect its final amendments to streamline continuous disclosure to include a semi-annual reporting framework.
Canadian Securities Administrators 2025-10-23
Canadian Securities Administrators consult on pilot to let TSXV and CSE venture issuers with revenue up to CAD 10 million report semi-annually
The Canadian Securities Administrators (CSA) have initiated a consultation on a proposed pilot allowing eligible venture issuers to switch from quarterly to semi-annual financial reporting. The Semi-Annual Reporting Pilot, implemented via coordinated blanket orders, exempts participants from filing first and third quarter reports under National Instrument 51-102. Eligibility is restricted to issuers with securities on TSX Venture Exchange Inc. or CNSX Markets Inc., revenue under CAD 10 million, and a clean compliance history.