Late Filing Fees

GN-2500-21-005
Type: Rules Notice> Guidance Note
Rule connection:
IIROC Rules
Distribute internally to:
Legal and Compliance
Registration
Senior Management
Training

Contact:

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Email:

Executive Summary

Effective Date: December 31, 2021

This notice provides a consolidated reference on the late filing fees as prescribed by the IIROC Board of Directors.1 Information is included on the late filing fees for Notices of Termination, Supervision Reports, and the failure to have a Chief Financial Officer or Chief Compliance Officer within 90 days as specified within Rule rules.  IIROC staff does not have discretion to waive or reduce these late filing fees.

  • 1. In this guidance, all rule references are to the IIROC Rules unless otherwise specified.
  1. Registration Late Filing Fees

  1. Notice of Termination

Subsection 2807(1) requires a Dealer Member (Dealer) to notify IIROC of the termination of an Approved Person within the time and manner prescribed in section 4.2 of National Instrument 33-109 (NI 33-109).  Dealers are subject to the prescribed late fee for failure to file the Notice of Termination (NOT), as set out in clause 2806(2)(ii), within the time specified. 

The late filing fees for NOT filings are:

  1. Part I of 33-109F1 Notice of Termination of Registered Individuals and Permitted Individuals
    • $100 per business day for each NOT that is not received within 10 days of cessation date; and
  2. Part II of 33-109F1 Update/Correct Termination Notice
    • $100 per business day for each NOT that is not received within 30 days of cessation date.
  3. Cap on late filing fees:
    • The cap on late filing fees is determined by the number of late NOTs filed in the applicable calendar year as follows:
      • $100 per business day for all late filings 20 business days or less;
      • $100 per business day to a maximum of $2,000 for the first late filing in a calendar year which is more than 20 business days late;
      • $100 per business day to a maximum of $5,000 for the second late filing in a calendar year which is more than 20 business days late; and;
      • $100 per business day to a maximum of $10,000 for any subsequent late filing in a calendar year which is more than 20 business days late.
  4. Payment of fees:
    • Late filing fees are due within 30 days as stipulated on the IIROC invoice.  Failure to provide the late filing fee by the due date will subject the fee to interest charges. 
    • Fees are paid through the National Registration Database (NRD) via the Electronic Funds Transfer (EFT).

Late filing fees apply to all Approved Persons including Investors.  The NOT must be filed electronically via the NRD.  We remind Dealers that true and complete information must be provided for all questions answered.  Dealers must keep the Notice of Termination and all related documents for seven years after the individual ceases to be an Approved Person.

  1. Supervision Reports

As set out in Subsection 2552(4), a Dealer must file a Supervision Report specified by IIROC on the terms and conditions imposed on an Approved Person under Rule 8200 or Rule 9200 within 10 business days after month end.  In accordance with Subsection 2552(5), if the report is not filed, or is filed late, the Dealer must pay the applicable late filing fee outlined below:

  1. Late filing fee
    • $100 per business day for each Supervision Report filed after the 10th business day of the following month. 
  2. Payment of Fees
    • Late filing fees are due within 30 days as stipulated on the IIROC invoice.  Failure to provide the late filing fee by the due date will subject the fee to interest charges. 
    • Fees are paid by cheque payable to IIROC
  3. Filing the report
    • IIROC permits Dealers to file supervision reports electronically by encrypted email. 
    • The Dealer must retain the original Supervision Report for at least seven years, with the last two years’ readily available to IIROC. 

Email addresses:

Office

Email Address

Ontario Office

[email protected]

Atlantic Office

[email protected]

Pacific Office

[email protected]

Prairie Office

[email protected]

Quebec office

[email protected]

This late filing fee does not extend to the supervision of newly approved Investment Representatives under clause 2602(3)(vii) or Registered Representatives under clause 2602(3)(i).

  1. Chief Financial Officer and Chief Compliance Officer

Dealers must designate an individual as their Chief Financial Officer (“CFO”) and as their Chief Compliance Officer as set out in section 2505 and 2506 respectively.  Subsections 2505(5) and 2506 (6)  imposes a late filing on Dealers who fail to have a qualified CFO and/or CCO within 90 days of cessation date of the previous CFO.  In accordance with subsections 2505(5) and 2506 (6), the Dealer must pay the applicable late filing fee outlined below:

  1. Late filing fee
    • $100 per business day, to a maximum of $1,000 in the first month,
    • $100 per business day, to a maximum of $1,500 in the second month, and
    • $100 per business day, with no maximum, for any late filing after the second month period.
  2. Payment of fees
    • Late filing fees are due within 30 days as stipulated on the IIROC invoice.  Failure to provide the late filing fee by the due date will subject the fee to interest charges. 
    • Fees are paid by cheque payable to IIROC.

The application for the CFO and/or CCO approval must be filed electronically via the NRD and include successful completion of the required examinations.  For the CFO, this includes Partners, Directors and Seniors Officers Course (PDO) and the Chief Financial Officers Qualifying Examination.  For the CCO, this includes Partners, Directors and Seniors Officers Course (PDO) the Chief Compliance Officers Qualifying Examination.

  1. Applicable rules

IIROC Rules this Guidance Note relates to:

  • section 2505,
  • section 2506,
  • section 2552,
  • Rule 2600, and
  • Rule 2800.
  1. Previous guidance notes

This Guidance Note replaces:

  • MR0123 — Late Filing Fee for Supervision Reports
  • MR0198 — Late Filing Fees for Uniform Termination Notices
  • MR0344 — CFO Qualifying Examination – Late Completion Fee
  • MR0353 - Supervision Reports and Late filing Fees – Electronic Filings
  • MR0499 — Supervision Reports and Late Filing Fees – Electronic Filings
  • Bulletin No. 2934 — By-Laws and Regulations — Late Filing Fees for Reports – By-laws 4.14, 7.6 and 18.18
  • Bulletin No. 3454 — By-Laws and Regulations — Amendments to Policy 6, Part 1, Section A.2A Late Completion Fee for CFO Qualifying Examination
  • Bulletin No. 3674 — By-Laws and Regulations — By-laws 38; Policy 6, Parts I and II - Chief Compliance Officer Qualifying Examination
  1. Related documents

This Guidance Note was published under Notice 21-0190 - IIROC Rules, Form 1 and Guidance.