Final amendments to OSC Rule 13-502 Fees and Companion Policy 13-502CP (together, the Rule) were delivered to the Minister of Finance on January 27, 2015 and if approved, will be in force on April 6, 2015.

The highlights relating to capital markets participation fees are set out below.

Reference fiscal year

Previous amendments to the Rule on April 1, 2013 included the introduction of the use of reference fiscal year.  Firms have been required to provide historical information in order to provide the OSC with predictability of fees receivable.  The reference fiscal year will be eliminated for purposes of calculating the participation fee to reflect a firm’s current financial situation.  Registrants and unregistered capital market participants will provide information based on the current calendar year.

Changes for unregistered investment fund managers

  • Change to due date for filing Form 13-502F4 Capital Markets Participation Fee Calculation (F4) and paying fees

Currently, unregistered investment fund managers are required to submit a Form 13-502F4 Capital Markets Participation Fee Calculation (F4) and pay participation fees within 90 days of their fiscal year end, which varies from all other firms that are required to file the F4 on December 1 and pay participation fees by December 31.  The amendments align unregistered investment fund managers’ deadline to registrants and unregistered exempt international firms, i.e. they will be required to submit the F4 on December 1 and pay participation fees by December 31 each year.

  • No longer exempt from late filing fees

Currently, unregistered investment fund managers are exempt from late filing fees applicable to the late filing of the F4.  This exemption will be removed.

Estimated revenues and refund requests for overpayments

Firms that do not have their current calendar year’s financial information available at the time of filing their F4 will be providing an estimate of their revenues.  If your firm provides an estimate, you are required to review your audited annual financial statements within 90 days of your fiscal year end to determine if there is a change in the participation fee.  If there is a change to your firm’s participation fee, it must be reported by filing a revised F4 and Form 13-502F5 Adjustment of Fee for Registrant Firms and Unregistered Capital Markets Participants (F5) within 90 days of your firm’s fiscal year end.  If your firm has overpaid the OSC, you must request a refund within 90 days of your firm’s financial year end.  Refunds will be provided unless the filing of the revised F4, F5 and the request for a refund have not be provided within 90 days of your firm’s fiscal year end.