Late Filing Fees

1. Registration Late Filing Fees

1.1 Notice of End of Individual Registration or Permitted Individual Status

Subsection 2807(1) requires a Dealer Member (Dealer) to notify IIROC of the cessation of an individual’s activities as an Approved Person or approved investor within the time and manner prescribed in National Instrument 33-109 (NI 33-109). Dealers are subject to the prescribed late fee for failure to file the Form 33-109F1 Notice of End of Individual Registration or Permitted Individual Status (F1), as set out in clause 2806(2)(ii), within the time specified.

The IIROC late filing fees for F1 filings are:

1. Items 1 to 4 of Form 33-109F1 Notice of End of Individual Registration or Permitted Individual Status
   • $100 per business day for each F1 that is not received within 15 days of cessation date, and
2. Item 5 of Form 33-109F1 Update/Correct Cessation Information Notice
   • $100 per business day for each F1 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 F1s 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 and approved investors. The F1 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 F1 and all related documents for seven years after the individual ceases to be an Approved Person or an approved investor.

1.2 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.

Email addresses:

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)(a).

1.3 Chief Financial Officer and Chief Compliance Officer

Dealers must designate an individual as their Chief Financial Officer (CFO) and as their Chief Compliance Officer (CCO) as set out in sections 2505 and 2506, respectively. Subsections 2505(5) and 2506(6) impose a late filing fee on Dealers who fail to have a qualified CFO and/or CCO within 90 days of the cessation date of the previous CFO/CCO. 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 EFT 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 the Partners, Directors and Seniors Officers Course (PDO) and the Chief Financial Officers Qualifying Examination. 2  For the CCO, this includes the PDO and the Chief Compliance Officers Qualifying Examination.3

2. Applicable rules

IIROC Rules this Guidance Note relates to:

• section 2505,
• section 2506,
• section 2552,
• Rule 2600, and
• Rule 2800.

3. Previous guidance notes

This Guidance Note replaces GN-2500-21-005 – Late Filing Fees.

4. Related documents

This Guidance Note was published under Notice 22-0150.

• 2As set out in clause 2602(3)(xxix).
• 3As set out in clause 2602(3)(xxx).