The arrival of optional semi-annual reporting (SAR) for all public companies in Canada may be two steps closer to reality.
First, the 60-day comment period on amendments to U.S. federal securities law proposed by the Securities and Exchange Commission (SEC) allowing for SAR on a voluntary basis closed in early July. The SEC has since announced that “a large number of comments” were received and that the agency is working through them.
Second, in mid July, the Canadian Securities Administrators (CSA) published a Consultation Paper seeking stakeholder input on potential ways to further modernize Canada’s regulation of public companies. As we wrote at the time, the CSA’s consultation questions included whether it should expand its current SAR framework – limited to eligible venture issuers[1] – to all Canadian issuers on a voluntary basis.
Should the SEC move forward with optional SAR for all U.S. issuers, there’s little doubt that the CSA would come under pressure to adopt a similar regime to keep Canada’s capital markets competitive. Our question to Canadian public companies from earlier this year appears to be growing increasingly pressing: would SAR be right for you? Also, for those issuers who would like to have their say on the possibility of optional SAR for all public companies in Canada, we are now less than two months from the close of the CSA’s comment period on November 13, 2026.
SAR in Canada Would Be Neither New nor Unusual from an International Perspective
The possibility of SAR in Canada regardless of issuer size is not new. Quarterly reporting was not the original state of play. In the United States, the SEC began mandating quarterly reporting only in 1970. Canada’s securities regulators followed suit over the rest of the decade, with quarterly reporting being universally adopted across the country by 1980.
Today, Canada and the United States are outliers in respect of quarterly reporting. The European Union imposed quarterly reporting on public companies in 2004 but then reversed course in 2013. The British experiment with quarterly reporting was even shorter, beginning in 2007 and ending in 2014. Japan’s experiment was longer at 21 years, from 2003 to 2024. Australia has had SAR since 2001 and Switzerland since 1997.
The U.S. Move Towards SAR May Be Gaining Momentum
The SEC began revisiting its position on mandatory quarterly reporting in 2018, during President Trump’s first term. It has rededicated itself to this project during his second term and has stated it is working towards fast-tracking SAR on a market-wide basis, regardless of issuer size.
Most recently, on May 5, 2026, the SEC proposed amendments to U.S. federal securities law that would “give public companies the option of filing semi-annual reports in lieu of quarterly reports to meet their interim reporting obligations”. A public comment period was open for 60 days and closed on July 6, 2026. According to the SEC, “a large number of comments” were received. The SEC will now evaluate these comments and decide whether to implement optional SAR, either as proposed or in revised form. A transition period could also be applied, the length of which could vary depending on different factors such as the market capitalization of the issuer.
The CSA Wants to Know What Canadian Issuers Think of the SEC’s Proposals
The CSA’s request for comments in July 2026 on ways to further modernize Canada’s capital markets expressly referenced the SEC’s proposed SAR amendments. On a more general level, the CSA is asking Canadian issuers whether there are any aspects of the SEC’s proposals that would be beneficial for Canada’s capital markets and what competitive disadvantages could result if similar approaches aren’t adopted in Canada. The more specific questions put to stakeholders by the CSA include:
- Whether the CSA’s framework for SAR under the SAR pilot should be extended to all Canadian issuers, regardless of issuer size.
- Whether any conditions should apply to prospectus offerings by issuers that elect to adopt SAR.
- Whether Canada’s timely disclosure regime, including material change reporting requirements, should be adapted for issuers that adopt SAR.
The CSA is accepting comments until November 13, 2026. We expect that, as occurred in the United States, the CSA’s consultation will attract significant stakeholder feedback. If you’re a Canadian reporting issuer or market participant interested in submitting comments, contact any of the authors or any other Fasken capital markets partner.
What Have We Learned from the CSA’s SAR Pilot Project Since March 2026?
The CSA’s SAR pilot project for eligible venture issuers went live in March 2026. The CSA has been clear that it will apply the insights gained from the pilot to inform its broader review of its regulation of Canada’s capital markets, including in light of developments in the United States.
What has been the market reaction to the SAR pilot? Our non-scientific search of news releases shows that as of September 17, 2026, approximately six months after SAR went into effect, some 310 issuers listed on the TSXV or the CSE have adopted SAR. As we discussed in December 2025, there may be more than 1,000 SAR-eligible issuers on the TSX Venture Exchange alone. Clearly, SAR has gained early momentum, and we expect that additional issuers will opt for SAR in the future.
Going Forward: The Pros, Cons and Complexities of SAR
The availability of SAR to all public issuers in Canada regardless of size would be a seismic development for Canada’s capital markets. It would also present non-venture issuers, including those listed on the Toronto Stock Exchange, with a critical choice. As we’ve previously discussed here and here, it would bring potential advantages, disadvantages and complexities. These will of course depend on the final framework adopted by Canadian securities regulators, should SAR be expanded to all Canadian issuers. Fasken will continue to monitor and report on these developments and their impact on public issuers in Canada going forward.
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