• Registration Exemption Available for Southbound Advice of SEC-Registered Advisers Based in Ontario
  • September 18, 2014 | Authors: Cristian O. Blidariu; Rene R. Sorell
  • Law Firm: McCarthy Tétrault LLP - Toronto Office
  • The Ontario Securities Commission (OSC) has recently granted a five year exemption from Ontario registration requirements to an SEC-registered adviser operating from Ontario with an exclusively US client base. Kalenjin Advisory Ltd. (Kalenjin) and its Ontario-resident advising representative provide securities advice exclusively to high net worth individuals resident in the United States with respect to securities traded on trading venues outside of Canada (Foreign Securities).

    Citing a supervisory memorandum of understanding with the SEC, the OSC exempted Kalenjin and its advising representative from this registration requirement, provided that Kalenjin and its representatives remain appropriately registered in the United States and continue to provide advice only to high net worth individuals resident in the United States and only in respect of Foreign Securities.

    As a consequence of the OSC exemption, Kalenjin will become a “market participant” in Ontario and will be subject to recordkeeping requirements under Ontario securities law including the requirement to deliver records to the OSC if required.