New version of NI 43-101 effective today

Raymond McDougall

As we recently discussed, in April 2010, the Canadian Securities Administrators issued for comment proposed amendments to National Instrument 43-101 Standards of Disclosure for Mineral Projects.  Following a comment period, the CSA made few minor changes to its proposals and finalized amendments to NI 43-101, Form 43-101F1 and Companion Policy 43-101CP, which come into force today. Of particular interest, there are a few items to highlight in connection with the coming into force of the new instrument.

Technical Reports

All technical reports must be prepared in accordance with the new Form.  However, the CSA will continue to accept those technical reports prepared in accordance with the previous version of Form 43-101F1 and filed prior to June 30 as "current" technical reports.  Whenever in the future an issuer is required to file an updated technical report, it will at that time be required to file in accordance with the new Form.

Management’s Discussion & Analysis

A minor change relates to MD&A, requiring issuers with producing mines or mines under development to not only identify milestones such as mine expansion plans, productivity improvements, plans to develop a new deposit, or production decisions, but also to state whether the milestones are based on a technical report filed under NI 43-101.

Short-Form Prospectus Trigger

The previously proposed version of NI 43-101 had left open the possibility of changes to the technical report filing requirement in connection with the filing of a preliminary short form prospectus. The new version of NI 43-101 introduces a change to relax the technical report trigger for short form prospectus transactions. Under the final amendments, a technical report is required to be filed in connection with a preliminary short form prospectus where the preliminary prospectus discloses for the first time mineral resources, mineral reserves or the results of a preliminary economic assessment that constitute a material change in relation to the issuer or a change in the foregoing if such change itself constitutes a material change.

Foreign Code Reporting

We had highlighted that, under the proposed changes to NI 43-101 published in 2010, it had been proposed that issuers would be able to report in accordance with acceptable foreign codes without reconciliation. However, this proposal was not ultimately adopted into the final version of NI 43-101, which was amended to include a minor change from the previous version of the Instrument to require a reconciliation “of any material differences” between the mineral resource and mineral reserve categories used and the categories under the CIM Definition Standards.

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