Order number V-1.1-2025-16 of the Minister of Finance represents a significant set of coordinated amendments to numerous regulations in Québec’s securities sector. Issued under the authority of the Securities Act, these reforms follow the publication of draft proposals in the Bulletin de l’Autorité des marchés financiers in August 2024 and the subsequent adoption of the regulations by the Autorité des marchés financiers in July 2025.

A central element of these reforms is the replacement of outdated references to Aequitas NEO Exchange Inc. with Cboe Canada Inc., reflecting structural changes in Canada’s exchange landscape. This substitution appears throughout multiple regulations, including those governing prospectus exemptions, short form prospectus distributions, escrow arrangements for initial public offerings, and continuous disclosure obligations.

The amendments to Regulation 41-101 respecting General Prospectus Requirements are particularly detailed. They revise definitions, including the elimination of references to Aequitas personal information forms and the adoption of Cboe personal information forms, as well as new references to CSE senior tier issuers. The definition of “IPO venture issuer” is also reworked to clarify its application to issuers not yet listed on major exchanges or higher tiers.

Amendments to Regulation 44-101 on Short Form Prospectus Distributions focus on eligibility criteria and reporting obligations. They recognize that issuers undergoing fundamental changes may require flexibility before annual financial statements are filed. The amendments clarify that a listing statement filed with the Canadian Securities Exchange may serve as sufficient disclosure in certain circumstances. Similarly, Regulation 45-106 on Prospectus Exemptions is updated to recognize both Cboe Canada Inc. and the Canadian Securities Exchange in its definition of listed issuers, broadening the scope of issuers eligible for exemptions.

National Policy 46-201 on escrow for initial public offerings is also modernized. References to Cboe Canada Inc. replace those to the former Aequitas NEO Exchange, while provisions are added to integrate issuers designated as senior tier on the Canadian Securities Exchange. This ensures consistent treatment of escrow requirements across Canada’s exchanges and improves investor protections by clarifying which issuers are subject to escrow arrangements.

Other amended regulations include those governing continuous disclosure (Regulation 51-102), issuers quoted in U.S. over-the-counter markets (Regulation 51-105), audit committees (Regulation 52-110), certification of disclosure in annual and interim filings (Regulation 52-109), corporate governance practices (Regulation 58-101), minority security holder protections (Regulation 61-101), take-over and issuer bids (Regulation 62-104), and mutual fund prospectus disclosure (Regulation 81-101).

Quebec (16/2025) September 3, 2025
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