Part 1 - Definitions and Interpretation
means a trade reporting facility or similar facility outside Canada:
Regulatory History:
Effective November 7, 2018, the applicable securities commissions approved amendments to section 1.1 to add the definition of “Acceptable Foreign Trade Reporting Facility”. See IIROC Notice 18-0154 – “Amendments Respecting the Reporting of Certain Trades to Acceptable Foreign Trade Reporting Facilities” (August 9, 2018).
means a person other than a Participant who is:
Defined Terms:
NI 21-101 section 1.1 – “subscriber” and “user”
UMIR section 1.1 – “Participant”
UMIR section 1.2(2) – “person”
means an account in which the holder makes a usual practice of buying and selling:
Defined Terms:
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “derivative”
Regulatory History:
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “arbitrage account”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means an order for the purchase or sale of:
listed securities or quoted securities that comprise at least 80% of the component securities weighting of the underlying interest of:
which will be executed at prices determined in a manner acceptable to a Market Regulator that are based on the price achieved through the execution on that trading day of one or more transactions in the derivative or Exempt Exchange-traded Fund; or
provided that prior to the entry of the order the Participant or Access Person reports to a Market Regulator its intention to enter the order and the details of the related transactions, in the form and manner required by the Market Regulator.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “Access Person”, “derivative”, “Exchange”, “listed derivative”, “listed security”, “Market Regulator”, “Participant”, “QTRS”, “quoted security” and “trading day”
Regulatory History:
Effective April 8, 2005, the applicable securities commissions approved amendments to section 1.1 to add the definition of “Basis Order”. See Market Integrity Notice 2005-010 – “Provisions Respecting a “Basis Order”” (April 8, 2005).
Effective April 30, 2015, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “Basis Order”. See Market Integrity Notice 15-0098 – “Amendments to the Definition of Basis Order” (April 30, 2015).
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “Basis Order”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means a simultaneous purchase of at least 10 listed securities or quoted securities, provided that any restricted security comprises not more than 20% of the total value of the transaction.
Defined Terms:
UMIR section 1.1 – “listed security”, “quoted security” and “restricted security”
Regulatory History:
Effective February 25, 2005, the applicable securities commissions approved amendments to section 1.1 that came into force on May 9, 2005 to add the definition of “basket trade”. See Market Integrity Notice 2005-007 – “Amendments Respecting Trading During Certain Securities Transactions” (March 4, 2005).
means the lowest price of an order on:
but does not include the price of any order that is a Basis Order, Call Market Order, Closing Price Order, Market-on-Close Order, Opening Order, Special Terms Order or Volume-Weighted Average Price Order.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “Basis Order”, “Call Market Order”, “Closing Price Order”, “consolidated market display”, “derivative”, “Exchange”, “listed derivative”, “Market-on-Close Order”, “marketplace”, “Opening Order”, “Special Terms Order” and “Volume-Weighted Average Price Order”
Related Provision:
UMIR 1.2(8)
Regulatory History:
Effective March 9, 2007, the applicable securities commissions approved an amendment to the definition of “best ask price”. See Market Integrity Notice 2007-002 – “Provisions Respecting Competitive Marketplaces” (February 26, 2007).
Effective September 18, 2015, the applicable securities commissions approved an amendment to the definition of “best ask price”. See IIROC Notice 15-0211 - Notice of Approval –“Provisions Respecting Unprotected Transparent Marketplaces and the Order Protection Rule”(September 18, 2015).
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “best ask price”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means the highest price of an order on:
but does not include the price of any order that is a Basis Order, Call Market Order, Closing Price Order, Market-on-Close Order, Opening Order, Special Terms Order or Volume-Weighted Average Price Order.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “Basis Order”, “Call Market Order”, “Closing Price Order”, “consolidated market display”, “derivative”, “Exchange”, “listed derivative”, “Market-on-Close Order”, “marketplace”, “Opening Order”, “Special Terms Order” and “Volume-Weighted Average Price Order”
Related Provision:
UMIR 1.2(8)
Regulatory History:
Effective March 9, 2007, the applicable securities commissions approved an amendment to the definition of “best ask price”. See Market Integrity Notice 2007-002 – “Provisions Respecting Competitive Marketplaces” (February 26, 2007).
Effective September 18, 2015, the applicable securities commissions approved an amendment to the definition of “best bid price”. See IIROC Notice 15-0211 - Notice of Approval – “Provisions Respecting Unprotected Transparent Marketplaces and the Order Protection Rule” (September 18, 2015).
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “best bid price”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means the best bid price, other than for an order that a dealer-restricted person knows or ought reasonably to know has been entered by or on behalf of a person that is a dealer-restricted person or an issuer-restricted person.
Defined Terms:
NI 21-101 section 1.1 – “order”
UMIR section 1.1 – “best bid price”, “dealer-restricted person” and “issuer-restricted person”
UMIR section 1.2(2) – “person”
Regulatory History:
Effective January 8, 2010, the applicable securities commissions approved amendments to section 1.1 to add the definition of “best independent bid price”. See IIROC Notice 10-0006 – “Provisions Respecting Trading During Certain Securities Transactions” (January 8, 2010).
means, in respect of each trade resulting from an order for a particular security:
Defined Terms:
NI 21-101 section 1.1 - “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “best ask price”, “best bid price”, “marketplace” and “trading increment”
UMIR section 1.2(2) – “trade”
Regulatory History:
On April 13, 2012, the applicable securities commissions approved an amendment to section 1.1, effective October 15, 2012, to delete and substitute the definition of “better price”. See IIROC Notice 12-0130 – “Provisions Respecting Dark Liquidity” (April 13, 2012).
means the board of directors or other governing body of a Market Regulator.
Defined Terms:
UMIR section 1.1 – “Market Regulator”
means an order that includes a client order as well as a non-client order or principal order, or both.
Defined Terms:
NI 21-101 section 1.1 – “order”
UMIR section 1.1 – “client order”, “non-client order” and “principal order”
Regulatory History:
Effective September 14, 2017, the applicable securities commissions approved an amendment to section 1.1 to add the definition of “bundled order”. See IIROC Notice 17-0039 – Notice of Approval – “Amendments Respecting Designations and Identifiers” (February 16, 2017).
means an order in a listed security that is:
Defined Terms:
NI 21-101 section 1.1 – “order”
UMIR section 1.1 – “Access Person”, “designated trade”, “disclosed volume”, “listed security” “marketplace”, “Participant”, “Policy”, “protected marketplace” and “UMIR”
Regulatory History:
Effective May 16, 2008, the applicable securities commissions approved an amendment to section 1.1 to add the definition of “bypass order”.
In connection with the recognition of IIROC and its adoption of UMIR, the applicable securities commissions approved an amendment to section 1.1 that came into force on June 1, 2008 to make editorial changes. See Footnote 1 in Status of Amendments.
Effective September 18, 2015, the applicable securities commissions approved an amendment to the definition of “bypass order”. See IIROC Notice 15-0211 – Notice of Approval – “Provisions Respecting Unprotected Transparent Marketplaces and the Order Protection Rule”(September 18, 2015).
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “bypass order”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means an order for the purchase or sale of one or more particular securities that is entered on a marketplace on a trading day to trade at a particular time or times established by the marketplace during that trading day at a price established by the trading system of the marketplace.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “marketplace” and ”trading day”
means an account other than a non-Canadian account.
Defined Terms:
UMIR section 1.1 – “non-Canadian account”
Regulatory History:
Effective May 16, 2008, the applicable securities commissions approved an amendment to section 1.1 to add the definition of “Canadian account”. See Market Integrity Notice 2008-008 – “Provisions Respecting “Off-Marketplace” Trades” (May 16, 2008).
means an order for the purchase or sale of a security or a derivative received or originated by a Participant for the account of:
but does not include a principal order or a non-client order.
Defined Terms:
NI 21-101 section 1.1 - “order”
NI 21-101 section 1.3(1) – “affiliated entity”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “derivative”, “Participant”, “principal order” and “non-client order”
Regulatory History:
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “client order”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means an order for the purchase or sale of a listed security or a quoted security entered on a marketplace and subject to the conditions that the order trade at the closing sale price of that security on that marketplace for that trading day and that the trade is executed subsequent to the establishment of the closing price.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “listed security”, “marketplace”, “quoted security” and “trading day”
UMIR section 1.2(2) – “trade”
Regulatory History:
Effective March 9, 2007, the applicable securities commissions approved an amendment to section 1.1 to add the definition of “Closing Price Order”. See Market Integrity Notice 2007-002 – “Provisions Respecting Competitive Marketplaces” (February 26, 2007)
means, in respect of an offered security:
Defined Terms:
UMIR section 1.1 – “best ask price”, “equity security”, “listed security”, “offered security”, “quoted security” and “restricted period”
Regulatory History:
Effective February 25, 2005, the applicable securities commissions approved amendments to section 1.1 that came into force on May 9, 2005 to add the definition of “connected security”. See Market Integrity Notice 2005-007 – “Amendments Respecting Trading During Certain Securities Transactions” (March 4, 2005).
Effective January 8, 2010, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “connected security”. See IIROC Notice 10-0006 – “Provisions Respecting Trading During Certain Securities Transactions” (January 8, 2010).
means, in respect of a particular security, information on orders or trades from each marketplace on which such particular security trades that has been:
Defined Terms:
NI 21-101 section 1.1 – “information processor” and “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “marketplace” and “Market Operation Instrument”
UMIR section 1.2(2) – “trade”
Regulatory History:
Effective March 9, 2007, the applicable securities commissions approved an amendment to section 1.1 to replace the definition of “consolidated market display”. See Market Integrity Notice 2007-002 – “Provisions Respecting Competitive Marketplaces” (February 26, 2007).
means:
Defined Terms:
NI 21-101 section 1.1 – “order”
UMIR section 1.1 – “Basis Order”, “Call Market Order”, “Closing Price Order”, “consolidated market display”, “intentional cross”, “limit order”, “Market-on-Close Order”, “market order”, “marketplace”, “Opening Order” and “Volume-Weighted Average Price Order”
Regulatory History:
On April 12, 2012, the applicable securities commissions approved an amendment to section 1.1, effective October 15, 2012, to add the definition of “Dark Order”. See IIROC Notice 12-0130 – “Provisions Respecting Dark Liquidity” (April 13, 2012).
means, in respect of a particular offered security:
a Participant that:
where, in each case, adviser means an adviser whose compensation depends on the outcome of the transaction;
Defined Terms:
NI 14-101 section 1.1(3) – “issuer bid” and “securities legislation”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “client order”, “employee”, “Marketplace Trading Obligations”, “offered security”, “Participant”, “principal order”, “related entity”, “restricted period”, “restricted private placement” and “securities exchange take-over bid”
UMIR section 1.2(2) – “person”
Related Provision:
UMIR Policy 1.2 Part 1 – “acting jointly or in concert”
Regulatory History:
Effective February 25, 2005, the applicable securities commissions approved amendments to section 1.1 that came into force on May 9, 2005 to add the definition of “dealer-restricted person”. See Market Integrity Notice 2005-007 – “Amendments Respecting Trading During Certain Securities Transactions” (March 4, 2005).
Effective January 8, 2010, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “dealer-restricted person” to replace sub-clause (a)(ii) of the definition. See IIROC Notice 10-0006 – “Provisions Respecting Trading During Certain Securities Transactions” (January 8, 2010).
Effective August 26, 2011, the applicable securities commissions approved amendments to section 1.1 to replace the reference in the definition of “dealer-restricted person“ to “Market Maker Obligations” with “Marketplace Trading Obligations”. See IIROC Notice 11-0251 – “Provisions Respecting Market Maker, Odd Lot and Other Marketplace Trading Obligations” (August 26, 2011).
means an option, swap, futures contract, forward contract, contract for difference or any other financial or commodity contract or instrument whose market price, value, delivery obligations, payment obligations or settlement obligations are derived from, referenced to or based on an underlying interest, including a value, price, rate, variable, index, event, probability or thing.
Related Provision :
UMIR section 1.1 – “listed derivative”
Regulatory History:
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to add the definition of “derivative”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means a pre-arranged trade resulting from an order entered on a marketplace by a Participant or Access Person for a particular security that is fully offset by a trade in a related derivative.
Defined Terms:
NI 21-101 section 1.1 – “marketplace”, “order”
UMIR section 1.1 – “Access Person”, “derivative”, ”marketplace”, “Participant”, “pre-arranged trade”, “related derivative” and “related security”
Regulatory History:
Effective September 14, 2017, the applicable securities commissions approved an amendment to section 1.1 to add the definition of “derivative-related cross”. See IIROC Notice 17-0039 – Notice of Approval – “Amendments Respecting Designations and Identifiers” (February 16, 2017).
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “derivatives-related cross”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means a person who performs Marketplace Trading Obligations or other functions ordinarily associated with a market maker or specialist on an Exchange or QTRS in connection with a listed derivative.
Defined Terms:
UMIR section 1.1 – “derivative, “Exchange”, “listed derivative”, “Marketplace Trading Obligations” and “QTRS”
UMIR section 1.2(2) – “person”
Regulatory History:
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “derivatives market maker”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means an intentional cross or a pre-arranged trade of a security that would be made at a price that:
Defined Terms:
NI 21-101 section 1.4 – Interpretation - “security”
UMIR section 1.1 – “best ask price”, “best bid price”, “intentional cross”, “pre-arranged trade” and “trading increment”
Regulatory History:
Effective May 16, 2008, the applicable securities commissions approved an amendment to section 1.1 to add the definition of “designated trade”. See Market Integrity Notice 2008-008 – “Provisions Respecting “Off-Marketplace” Trades” (May 16, 2008).
means an arrangement between a Participant that is a member, user or subscriber and a client that permits the client to electronically transmit an order relating to a security or a derivative containing the identifier of the Participant:
Defined Terms:
NI 21-101 section 1.1 – “member”, “subscriber” and “user”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “derivative”, “marketplace” and “Participant”
Regulatory History:
On July 4, 2013, the applicable securities commissions approved an amendment to section 1.1, effective March 1, 2014, to add the definition of “direct electronic access”. See IIROC Notice 13-0184 – “Provisions Respecting Third-Party Electronic Access to Marketplaces” (July 4, 2013).
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “direct electronic access”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means the aggregate of the number of units of a security relating to each order for that security entered on a protected marketplace and displayed in a consolidated market display that is offered at a price below the intended price of a trade in the case of a purchase or that is bid at a price above the intended price of a trade in the case of a sale, but does not include the volume of:
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “Basis Order”, “Call Market Order”, “consolidated market display”, “Market-on-Close Order”, “Opening Order”, “protected marketplace”, “Special Terms Order” and “Volume-Weighted Average Price Order”
UMIR section 1.2 – “trade”
Regulatory History:
Effective May 16, 2008, the applicable securities commissions approved an amendment to section 1.1 to add the definition of “disclosed volume”. See Market Integrity Notice 2008-008 – “Provisions Respecting “Off-Marketplace” Trades” (May 16, 2008).
includes a sound recording, videotape, film, photograph, chart, graph, map, plan, survey, book of account, and information recorded or stored by means of any device.
Regulatory History:
Effective March 11, 2005, the applicable securities commissions approved an amendment to section 1.1 to add the definition of “document”. See Market Integrity Notice 2005-008 – “Provision Respecting Impeding or Obstructing a Market Regulator” (March 11, 2005).
In connection with the recognition of IIROC and its adoption of UMIR, the applicable securities commissions approved an amendment to section 1.1 that came into force on June 1, 2008 to make editorial changes. See Footnote 1 in Status of Amendments.
means National Instrument 23-103 Electronic Trading as amended, supplemented, and in effect from time to time.
Regulatory History:
Effective March 1, 2013 the applicable securities commissions approved an amendment to section 1.1 to add the definition of “Electronic Trading Rules”. See IIROC Notice 12-0363 – “Provisions Respecting Electronic Trading” (December 7, 2012).
includes any person who has entered into principal/agent relationship with a Participant in accordance with the terms and conditions established for such a relationship by any self-regulatory entity of which the Participant is a member.
Defined Terms:
NI 21-101 section 1.1 – “self-regulatory entity”
UMIR section 1.1 – “Participant”
UMIR section 1.2(2) – “person”
Regulatory History:
Effective May 16, 2003, the applicable securities commissions approved the amendment to add the definition of “employee”. See Market Integrity Notice 2003-012 – “Definition of “Employee” (June 11, 2003).
means any security of an issuer that carries a residual right to participate in the earnings of the issuer and, upon liquidation or winding-up of the issuer, in its assets.
Defined Terms:
NI 21-101 section 1.4 – Interpretation – “security”
Regulatory History:
Effective February 25, 2005, the applicable securities commissions approved amendments to section 1.1 that came into force on May 9, 2005 to add the definition of “equity security”. See Market Integrity Notice 2005-007 – “Amendments Respecting Trading During Certain Securities Transactions” (March 4, 2005).
means a person recognized by the applicable securities regulatory authority under securities legislation to carry on business as an exchange.
Defined Terms:
NI 14-101 section 1.1(3) – “securities legislation” and “securities regulatory authority”
UMIR section 1.2(2) – “person”
Regulatory History:
Effective December 9, 2013, the applicable securities commissions approved amendments to the French version of UMIR. See IIROC Notice 13-0294 – “Amendments to the French version of UMIR” (December 9, 2013).
– repealed
Regulatory History: Effective January 8, 2010, the applicable securities commissions approved amendments to section 1.1 to repeal the definition of “Exchange-traded Fund”. See IIROC Notice 10-0006 – “Provisions Respecting Trading During Certain Securities Transactions” (January 8, 2010).
means a mutual fund for the purposes the purposes of applicable securities legislation, the units of which:
Defined Terms:
NI 14-101 section 1.1(3) – “securities legislation”
UMIR section 1.1 – “listed security”, “Market Regulator” and “quoted security”
Related Provision:
UMIR Policy 1.1, Part 2 – Definition of "Exempt Exchange-traded Fund"
Regulatory History:
Effective January 8, 2010, the applicable securities commissions approved amendments to section 1.1 to add the definition of “Exempt Exchange-traded Fund”. See IIROC Notice 10-0006 – “Provisions Respecting Trading During Certain Securities Transactions” (January 8, 2010).
Effective December 9, 2013, the applicable securities commissions approved amendments to the French version of UMIR. See IIROC Notice 13-0294 – “Amendments to the French version of UMIR” (December 9, 2013).
General Commentary: A current list of the securities which have been designated as being excluded from the definition of an “Exempt Exchange-traded Fund” is available on the website of the Investment Industry Regulatory Organization of Canada.
means a trade resulting from the execution of an order entered by a Participant or Access Person on a marketplace on behalf of an account and
as to permit the settlement of the trade at the time on the date contemplated on the execution of the trade provided a trade shall be considered a “failed trade” irrespective of whether the trade has been settled in accordance with the rules or requirements of the clearing agency.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “Access Person”, “marketplace”, “Participant” and “short sale”
UMIR section 1.2 – “trade”
Regulatory History:
On October 15, 2008, the applicable securities commissions approved amendments to section 1.1 that came into force on October 14, 2008 to add the definition of “failed trade”. See IIROC Notice 08-0143 – “Provisions Respecting Short Selling and Failed trades” (October 15, 2008).
Guidance:
See IIROC Notice 22-0130 – “Guidance on Participant Obligations to have Reasonable Expectation to Settle any Trade Resulting from the Entry of a Short Sale Order” (August 17, 2022)
means a person in the business of trading securities or derivatives in a foreign jurisdiction in a manner analogous to an investment dealer and that is subject to the regulatory jurisdiction of a signatory to the International Organization of Securities Commissions’ Multilateral Memorandum of Understanding in that foreign jurisdiction.
Defined Terms: NI 14-101 section 1.1(3) – “jurisdiction”
NI 21-101 section 1.4 – Interpretation – “security”
NI 31-103 section 1.1 – “investment dealer”
UMIR section 1.2(2) – “person”
UMIR section 1.1 – “derivative”
Regulatory History:
On July 4, 2013, the applicable securities commissions approved amendments to section 1.1 to add the definition “foreign dealer equivalent”, effective March 1, 2014. See Notice 13-0184 – Provisions Respecting Third-Party Electronic Access to Marketplaces (July 4, 2013).
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “foreign dealer equivalent”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means a market outside of Canada:
Defined Terms:
NI 14-101 section 1.1(3) – “securities regulatory authority”
NI 21-101 section 1.1 – “alternative trading system”, “information processor” and “order”
UMIR section 1.2 – “person” and “trade”
Regulatory History:
Effective May 16, 2008, the applicable securities commissions approved an amendment to section 1.1 to add the definition of “foreign organized regulated market”. See Market Integrity Notice 2008-008 – “Provisions Respecting “Off-Marketplace” Trades” (May 16, 2008).
Guidance:
See IIROC Notice 14-0293 – “Guidance on the Definition of “Foreign Organized Regulated Market” (December 15, 2014).
means the system for unique identification of parties to financial transactions developed by the Legal Entity Identifier System Regulatory Oversight Committee.
Defined Term:
UMIR section 1.1 – “Legal Entity Identifier System Regulatory Oversight Committee”
Related Provision:
UMIR section 6.2
Regulatory History:
Effective July 26, 2021, the applicable securities commissions approved amendments to sections 1.1, 6.2, 7.13 and 10.15 to add identifier and/or designation requirements for clients on orders sent to a marketplace. See IIROC Notice 19-0071 – “Amendments Respecting Client Identifiers” (April 18, 2019).
– repealed
Defined Terms:
UMIR section 1.1 – “Market Regulator” and “Requirements”
UMIR section 1.2(2) – “person”
Regulatory History:
Effective September 1, 2016, the applicable securities commissions approved an amendment to section 1.1 to repeal the definition of “hearing”. See IIROC Notice 16-0122 – “Implementation of the consolidated IIROC Enforcement, Examination and Approval Rules” (June 9, 2016).
– repealed
Defined Terms:
UMIR section 1.1 – “Market Regulator”
Regulatory History:
In connection with the recognition of IIROC and its adoption of UMIR, the applicable securities commissions approved an amendment to the definition of Hearing Committee that came into force on June 1, 2008 to make editorial changes. See Footnote 1 in Status of Amendments.
Effective September 1, 2016, the applicable securities commissions approved an amendment to section 1.1 to repeal the definition of “Hearing Committee”. See IIROC Notice 16-0122 – “Implementation of the consolidated IIROC Enforcement, Examination and Approval Rules” (June 9, 2016).
Related Provisions:
Schedule C.1 to Transition Rule 1 of the Investment Industry Regulatory Organization of Canada
– repealed
Defined Terms:
UMIR section 1.1 – “Hearing Committee”
Regulatory History:
In connection with the recognition of IIROC and its adoption of UMIR, the applicable securities commissions approved an amendment to the definition of Hearing Panel that came into force on June 1, 2008 to make editorial changes. See Footnote 1 in Status of Amendments.
Effective September 1, 2016, the applicable securities commissions approved an amendment to section 1.1 to repeal the definition of “Hearing Panel”. See IIROC Notice 16-0122 – “Implementation of the consolidated IIROC Enforcement, Examination and Approval Rules” (June 9, 2016).
Related Provisions:
Schedule C.1 to Transition Rule 1 of the Investment Industry Regulatory Organization of Canada
means the purchase or sale of a security by a person to offset, in whole or in part, the risk assumed on a prior purchase or sale or to be assumed on a subsequent purchase or sale of that security or a related security.
Defined Terms:
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “related security”
UMIR section 1.2(2) – “person”
means a listed security or quoted security that:
Defined Terms:
NI 14-101 section 1.1 – “1934 Act”
UMIR section 1.1 – “consolidated market display”, “listed security”, “marketplace”, “quoted security”, “restricted period” and “trading day”
Regulatory History:
Effective February 25, 2005, the applicable securities commissions approved amendments to section 1.1 that came into force on May 9, 2005 to add the definition of “highly-liquid security”. See Market Integrity Notice 2005-007 – “Amendments Respecting Trading During Certain Securities Transactions” (March 4, 2005).
General Commentary:
A list of the securities which on any particular trading day qualify as a “highly-liquid security” is available on the website of the Investment Industry Regulatory Organization of Canada.
means a client using an order execution only service:
Defined Terms:
NI 21-101 section 1.1 – “order”, “regulation services provider”
NI 21-101 section 1.4 – Interpretation – “security”
NI 14-101 section 1.1(3) – “jurisdiction” and “securities legislation”
UMIR section 1.1 – “derivative”, “Market Regulator”, “marketplace”, “order execution service”, “trading day”
Regulatory History:
Effective July 26, 2021, the applicable securities commissions approved amendments to sections 1.1, 6.2, 7.13 and 10.15 to add identifier and/or designation requirements for clients on orders sent to a marketplace. See IIROC Notice 19-0071 – “Amendments Respecting Client Identifiers” (April 18, 2019).
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “identified order execution only client”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means a person who is an insider of an issuer for the purpose of applicable securities legislation.
Defined Terms:
NI 14-101 section 1.1(3) – “securities legislation”
UMIR section 1.2(2) – “person”
Regulatory History:
Effective December 9, 2013, the applicable securities commissions approved amendments to the French version of UMIR. See IIROC Notice 13-0294 – “Amendments to the French version of UMIR” (December 9, 2013).
means a trade resulting from the entry by a Participant or Access Person of both the order to purchase and the order to sell a security, but does not include a trade in which the Participant has entered one of the orders as a jitney order.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “Access Person”, “Participant” and “jitney order”
UMIR section 1.2(2) – “trade”
Regulatory History:
Effective March 9, 2007, the applicable securities commissions approved an amendment to the definition of “intentional cross” in section 1.1 to insert the phrase “or Access Person” after the first occurrence of the word “Participant”. See Market Integrity Notice 2007-002 – “Provisions Respecting Competitive Marketplaces” (February 26, 2007).
means an intentional cross between two accounts in a security which are managed by a single firm acting as a portfolio manager with discretionary authority to manage the investment portfolio granted by each of the holders of the accounts and includes a trade in respect of which the Participant or Access Person is acting as a portfolio manager in authorizing the trade between the two accounts.
Defined Terms:
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “Access Person”, “intentional cross” and “Participant”
UMIR section 1.2(2) – “trade”
Regulatory History:
Effective March 9, 2007, the applicable securities commissions approved an amendment to section 1.1 to replace the definition of “internal cross”. See Market Integrity Notice 2007-002 – “Provisions Respecting Competitive Marketplaces” (February 26, 2007).
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “internal cross”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means, in respect of a particular offered security:
Defined Terms:
NI 14-101 section 1.1(3) – “securities legislation”
N1 21-101 section 1.3(1) – “affiliated entity”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “insider”, “offered security” and “restricted private placement”
UMIR section 1.2(2) – “person”
Related Provisions:
UMIR section 1.2(7) – interpretation of “associated entity”
UMIR Policy 1.2 Part 1 – interpretation of “acting jointly or in concert”
Regulatory History:
Effective February 25, 2005, the applicable securities commissions approved amendments to section 1.1 that came into force on May 9, 2005 to add the definition of “issuer-restricted person”. See Market Integrity Notice 2005-007 – “Amendments Respecting Trading During Certain Securities Transactions” (March 4, 2005).
means an order entered on a marketplace by a Participant acting for or on behalf of another Participant.
Defined Terms:
NI 21-101 section 1.1 – “order”
UMIR section 1.1 – “marketplace” and “Participant”
– repealed
Regulatory History:
Effective January 8, 2010, the applicable securities commissions approved amendments to section 1.1 to repeal the definition of “last independent sale price”. See IIROC Notice 10-0006 – “Provisions Respecting Trading During Certain Securities Transactions” (January 8, 2010).
means the price of the last sale of at least one standard trading unit of:
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “Basis Order”, “Call Market Order”, “Closing Price Order”, “consolidated market display”, “Exchange”, “Special Terms Order”, “standard trading unit” and “Volume-Weighted Average Price Order”
Related Provision:
UMIR section 1.2(4)
Regulatory History:
Effective April 8, 2005, the applicable securities commissions approved an amendment to the definition of “last sale price” in section 1.1 to delete the phrase “Call Market Order” and substitute “Basis Order, Call Market Order or Volume-Weighted Average Price Order”. See Market Integrity Notice 2005-010 – “Provisions Respecting a “Basis Order”” (April 8, 2005).
Effective March 9, 2007, the applicable securities commissions approved an amendment to section 1.1 to replace the definition of “last sale price”. See Market Integrity Notice 2007-002 – “Provisions Respecting Competitive Marketplaces” (February 26, 2007).
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “last sale price”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means a unique identification code assigned to a person in accordance with standards set by the Global Legal Entity Identifier System.
Defined Terms:
UMIR section 1.2(2) – “person”
UMIR section 1.1 – “Global Legal Entity Identifier System”
Related Provision:
UMIR section 6.2
Regulatory History:
Effective July 26, 2021, the applicable securities commissions approved amendments to sections 1.1, 6.2, 7.13 and 10.15 to add identifier and/or designation requirements for clients on orders sent to a marketplace. See IIROC Notice 19-0071 – “Amendments Respecting Client Identifiers” (April 18, 2019).
means the international working group established by the Finance Ministers and the Central Bank Governors of the Group of Twenty nations and the Financial Stability Board, under the Charter of the Regulatory Oversight Committee for the Global Legal Entity Identifier System dated November 5, 2012.
Defined Terms:
UMIR section 1.1 – “Global Legal Entity Identifier System”, “Legal Entity Identifier”
Related Provision:
UMIR section 6.2
Regulatory History:
Effective July 26, 2021, the applicable securities commissions approved amendments to sections 1.1, 6.2, 7.13 and 10.15 to add identifier and/or designation requirements for clients on orders sent to a marketplace. See IIROC Notice 19-0071 – “Amendments Respecting Client Identifiers” (April 18, 2019).
means an order to:
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “derivative”
Related Provisions:
UMIR section 1.2(3)
Regulatory History:
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “limit order”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means a derivative that is traded on a marketplace pursuant to standardized terms and conditions set out by that marketplace and whose trades are cleared and settled by a clearing agency.
Defined Terms:
UMIR section 1.1 – “derivative” and “marketplace”
Related Provision:
UMIR section 1.2(2) – “trade”
Regulatory History:
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to add the definition of “listed derivative”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means a security listed on an Exchange.
Defined Terms: UMIR section 1.1 – “Exchange”
NI 21-101 section 1.4 – Interpretation – “security”
means an employee of a Market Regulator designated by the Market Regulator to exercise the powers of the Market Regulator under UMIR.
Defined Terms:
UMIR section 1.1 – “Market Regulator” and “UMIR”
Regulatory History:
In connection with the recognition of IIROC and its adoption of UMIR, the applicable securities commissions approved an amendment to section 1.1 that came into force on June 1, 2008 to make editorial changes. See Footnote 1 in Status of Amendments.
– repealed
Regulatory History:
Effective August 26, 2011, the applicable securities commissions approved amendments to section 1.1 to replace the definition of “Market Maker Obligations” with the definition of “Marketplace Trading Obligations”. See IIROC Notice 11-0251 – “Provisions Respecting Market Maker, Odd Lot and Other Marketplace Trading Obligations” (August 26, 2011).
means National Instrument 21-101 – Marketplace Operation as amended, supplemented and in effect from time to time.
means an order to:
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “best ask price”, “best bid price”, “derivative” and “marketplace”
Related Provision:
UMIR section 1.2(3)
Regulatory History:
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “market order”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means:
Defined Terms:
NI 21-101 section 1.1 – “member”, “regulation services provider” and “user”
UMIR section 1.1 – “Exchange”, “marketplace”, “QTRS” and “Trading Rules”
means an order for the purchase or sale of a security entered on a marketplace on a trading day for the purpose of calculating and executing at the closing price of the security on that marketplace on that trading day.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “marketplace” and “trading day”
Regulatory History:
Effective March 9, 2007, the applicable securities commissions approved an amendment to section 1.1 to amend the definition of “Market-on-Close Order” to add the phrase “calculating and” prior to “executing”. See Market Integrity Notice 2007-002 – “Provisions Respecting Competitive Marketplaces” (February 26, 2007).
has the same meaning as set out in section 1.1 of Corporation By-law No. 1.
Regulatory History:
Effective October 21, 2021, the applicable securities commissions approved housekeeping amendments to section 1.1 to amend the definition of a “marketplace”. See IIROC Notice 21-0193 – “Housekeeping amendments to the Universal Market Integrity Rules Regarding the Definition of “Marketplace””(October 21, 2021).
means the rules, policies and other similar instruments adopted by an Exchange or a QTRS as approved by the applicable securities regulatory authority but not including any rules, policies or other similar instruments related solely to the listing of securities or derivatives on an Exchange or to the quoting of securities on a QTRS.
Defined Terms:
NI 14-101 section 1.1(3) – “securities regulatory authority”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “derivative”, “Exchange” and “QTRS”
Regulatory History:
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “Marketplace Rules”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means obligations imposed by:
Defined Terms:
NI 21-101 section 1.1 – “member”, “order”, “subscriber” and “user”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “derivative”, “listed derivative”, “listed security”, “marketplace”, “Marketplace Rules” and “standard trading unit”
UMIR section 1.2(2) – “person”
Regulatory History:
Effective August 26, 2011, the applicable securities commissions approved amendments to section 1.1 to introduce the definition of “Marketplace Trading Obligations” to replace the definition of “Market Maker Obligations”. See IIROC Notice 11-0251 – “Provisions Respecting Market Maker, Odd Lot and Other Marketplace Trading Obligations” (August 26, 2011).
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “Marketplace Trading Obligations”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means an order that includes orders from more than one client, but does not include a principal order or a non-client order.
Defined Terms:
NI 21-101 section 1.1 - “order”
UMIR section 1.1 – “non-client order” and “principal order”
Related Provision: UMIR section 6.2
Regulatory History:
Effective July 26, 2021, the applicable securities commissions approved amendments to sections 1.1, 6.2, 7.13 and 10.15 to add identifier and/or designation requirements for clients on orders sent to a marketplace. See IIROC Notice 19-0071 – “Amendments Respecting Client Identifiers” (April 18, 2019).
means the amount by which the sum of the total cost of the trade on the purchase of securities based on the purchase price on the marketplace and any commission charged to the client by the Participant exceeds the amount of any allowance, discount, rebate and any other benefit with a monetary value that is allowed to the client on the trade by the Participant or any other person.
Defined Terms:
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “marketplace” and “Participant”
UMIR section 1.2(2) – “person” and “trade”
means the amount by which the sum of the total proceeds of the trade on the sale of securities based on the sale price on the marketplace and the amount of any allowance, discount, rebate and other benefit with a monetary value that is allowed to the client on the trade by the Participant or any other person exceeds any commission charged to the client by the Participant.
Defined Terms:
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “marketplace” and “Participant”
UMIR section 1.2(2) – “person” and “trade”
means an account of a client of the Participant or a client of an affiliated entity of the Participant held by a Participant or an affiliated entity of a Participant and the client is considered to be a non-resident for the purposes of the Income Tax Act (Canada).
Defined Terms:
NI 21-101 section 1.3(1) – “affiliated entity”
UMIR section 1.1 – “Participant”
Regulatory History:
Effective May 16, 2008, the applicable securities commissions approved an amendment to section 1.1 to add the definition of “non-Canadian account”. See Market Integrity Notice 2008-008 – “Provisions Respecting “Off-Marketplace” Trades” (May 16, 2008).
means an order for the purchase or sale of a security or a derivative received or originated by a Participant for an account:
Defined Terms:
NI 21-101 section 1.1 – “order” and “self-regulatory entity”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “derivative”, “employee”, “Exchange”, “Participant”, “principal account” and “related entity”
UMIR section 1.2(2) – “person”
Regulatory History:
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “non-client order”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means all securities of the class of security that is, or will be upon issuance, a listed security or a quoted security and:
Defined Terms:
NI 14-101 section 1.1(3) – “issuer bid” and “securities legislation”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “listed security”, “quoted security”, “restricted private placement” and “securities exchange take-over bid”
Regulatory History:
Effective February 25, 2005, the applicable securities commissions approved amendments to section 1.1 that came into force on May 9, 2005 to repeal and replace the definition of “offered security”. See Market Integrity Notice 2005-007 – “Amendments Respecting Trading During Certain Securities Transactions” (March 4, 2005).
means an order for the purchase or sale of a security entered on a marketplace prior to the opening of trading on that marketplace on a trading day for the purpose of calculating and executing at the opening price of the security on that marketplace on that trading day provided an order shall cease to be an Opening Order if the order does not trade at the opening of trading of that security on that marketplace on that trading day.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “marketplace” and “trading day”
Regulatory History:
Effective March 9, 2007, the applicable securities commissions approved an amendment to section 1.1 to replace the definition of “Opening Order”. See Market Integrity Notice 2007-002 – “Provisions Respecting Competitive Marketplaces” (February 26, 2007).
means a service that meets the requirements, from time to time, under Part D of Corporation Rule 3200 – Order Execution Only Accounts.
Regulatory History:
On July 4, 2013, the applicable securities commissions approved an amendment to section1.1 to add the definition “order execution service”, effective March 1, 2014. See IIROC Notice 13-0184 – “Provisions Respecting Third-Party Electronic Access to Marketplaces” (July 4, 2013).
Effective December 31, 2021, the applicable securities commissions approved housekeeping amendments to section 1.1 to replace rule references to the Dealer Member Rules with provisions of the IIROC Rules. See IIROC Notice 20-0042 - Rules Notice – Notice of Approval – UMIR – “Housekeeping amendments to UMIR Following Implementation of IIROC Rules” (March 5, 2020).
means:
Defined Terms:
NI 14-101 section 1.1(3) – “jurisdiction” and “securities legislation”
NI 21-101 section 1.1 – “ATS”, “member”, “subscriber” and “user”
UMIR section 1.1 – “derivatives market maker”, “Exchange”, “marketplace” and “QTRS”
UMIR section 1.2(2) – “person”
Regulatory History:
Effective December 9, 2013, the applicable securities commissions approved amendments to the French version of UMIR. See IIROC Notice 13-0294 - “Amendments to the French version of UMIR” (December 9, 2013).
means a policy statement adopted by a Market Regulator in connection with the administration or application of UMIR as such policy statement is amended, supplemented and in effect from time to time.
Defined Terms:
UMIR section 1.1 – “Market Regulator” and “UMIR”
Regulatory History:
In connection with the recognition of IIROC and its adoption of UMIR, the applicable securities commissions approved an amendment to section 1.1 that came into force on June 1, 2008 to make editorial changes. See Footnote 1 in Status of Amendments.
means a trade in respect of which the terms of the trade were agreed upon, prior to the entry of either the order to purchase or to sell on a marketplace, by the persons entering the orders or by the persons on whose behalf the orders are entered.
Defined Terms:
NI 21-101 section 1.1 – “order”
UMIR section 1.1 – “marketplace”
UMIR section 1.2 – “person” and “trade”
Regulatory History:
Effective May 16, 2008, the applicable securities commissions approved an amendment to section 1.1 to add the definition of “pre-arranged trade”. See IIROC Notice 2008-008 – “Provisions Respecting “Off-Marketplace” Trades” (May 16, 2008).
means a security that has been designated by a Market Regulator to be a security in respect of which an order, that on execution would be a short sale, may not be entered on a marketplace unless the Participant or Access Person has made arrangements to borrow the securities that would be necessary to settle the trade prior to the entry of the order.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “Access Person”, “Market Regulator”, “marketplace”, “Participant” and “short sale”
UMIR section 1.2 – “trade”
Regulatory History:
On March 2, 2012, the applicable securities commissions approved an amendment to section 1.1, effective October 15, 2012, to add the definition of “Pre-Borrow Security”. See IIROC Notice 12-0078 – “Provisions Respecting Regulation of Short Sales and Failed Trades” (March 2, 2012).
means an account in which a Participant or a related entity of the Participant holds a direct or indirect interest other than an interest in the commission charged on a transaction.
Defined Terms: UMIR section 1.1 – “Participant” and “related entity”
means an order for the purchase or sale of a security or a derivative received or originated by a Participant for a principal account.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation -- “security”
UMIR section 1.1 – “derivative”, “Participant” and “principal account”
Regulatory History:
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “principal order”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means a trade resulting from a series of market orders for the purchase or sale of particular securities underlying an index that has been designated by a Market Regulator where such trade is undertaken in conjunction with a trade in a derivative the underlying interest of which is the index.
Defined Terms:
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “market order” and “Market Regulator”
UMIR section 1.2(2) – “trade”
General Commentary:
A current list of the indices which have been designated as an “index” is available on the website of the Investment Industry Regulatory Organization of Canada.
means a marketplace that displays “protected orders” as defined under the Trading Rules.
Defined Terms:
NI 21-101 section 1.1 –“information processor” and “order”
UMIR section 1.1 – “marketplace” and “Market Operation Instrument”
UMIR section 1.2 – “trade”
Regulatory History:
Effective May 16, 2008, the applicable securities commissions approved an amendment to section 1.1 to add the definition of “protected marketplace”. See Market Integrity Notice 2008-008 – “Provisions Respecting “Off-Marketplace” Trades” (May 16, 2008).
Effective September 18, 2015, the applicable securities commissions approved an amendment to the definition of “protected marketplace”. See IIROC Notice 15-0211 - Notice of Approval – “Provisions Respecting Unprotected Transparent Marketplaces and the Order Protection Rule” (September 18, 2015).
means in respect of a Market Regulator:
Defined Terms: UMIR section 1.1 – “Board”, “employee”, “Hearing Committee” and “Market Regulator”
means a recognized quotation and trade reporting system.
Defined Terms: NI 21-101 section 1.1 – “recognized quotation and trade reporting system”
means a security quoted on a QTRS.
Defined Terms: NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “QTRS”
means the time period during a trading day when a marketplace is ordinarily open for trading, but does not include any extended or special trading facility of the marketplace.
Defined Terms: UMIR section 1.1 – “marketplace” and “trading day”
– repealed
Defined Terms:
NI 21-101 section 1.1 – “regulation services provider”
UMIR section 1.1 – “Access Person”, “Market Regulator”, “marketplace”, “Marketplace Rules”, “Participant” and “UMIR”
UMIR section 1.2(2) – “person”
Related Provisions:
UMIR sections 10.3 and 10.4
Regulatory History:
Effective February 6, 2004, the applicable securities regulators approved the addition of clause (e) of the definition of “Regulated Person”. See Market Integrity Notice 2004-006 – “Definition of Regulated Person” (February 6, 2004).
In connection with the recognition of IIROC and its adoption of UMIR, the applicable securities commissions approved an amendment to section 1.1 that came into force on June 1, 2008 to make editorial changes. See Footnote 1 in Status of Amendments.
Effective September 1, 2016, the applicable securities commissions approved an amendment to section 1.1 to repeal the definition of “Regulated Person” and replace with the definition of “Subject Person”. See IIROC Notice 16-0122 – “Implementation of the consolidated IIROC Enforcement, Examination and Approval Rules” (June 9, 2016).
means, in respect of a particular security or derivative, a derivative that is related to the security or derivative because the derivative’s market price, value, delivery obligations, payment obligations or settlement obligations are, in a material way, derived from, referenced to or based on the market price, value, delivery obligations, payment obligations or settlement obligations of the security or derivative.
Defined Terms:
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “derivative”
Regulatory History:
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to add the definition of “related derivative”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means, in respect of a particular person:
Defined Terms:
NI 14-101 section 1.1(3) – “securities legislation”
NI 21-101 section 1.3(1) – “affiliated entity”
UMIR section 1.1 – “Market Regulator”
UMIR section 1.2(2) – “person”
Related Provision:
UMIR section 10.4(3)
Regulatory History:
Effective December 9, 2013, the applicable securities commissions approved amendments to the French version of UMIR. See IIROC Notice 13-0294 – “Amendments to the French version of UMIR” (December 9, 2013).
means, in respect of a particular security or derivative:
Defined Terms:
NI 21-101 section 1.4 – Interpretation – “security”
UMIR 1.1 – “derivative”
Regulatory History: Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “related security”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means, collectively:
as amended, supplemented and in effect from time to time.
Defined Terms:
NI 14-101 section 1.1(3) – “securities legislation”
UMIR section 1.1 – “Market Integrity Official”, “Market Regulator”, “Marketplace Rules”, “Policy”, “Trading Rules” and “UMIR”
Regulatory History:
Effective April 1, 2005, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “Requirements” by adding clause (f).See Market Integrity Notice 2005-011 – “Provisions Respecting Manipulative and Deceptive Activities” (April 1, 2005).
In connection with the recognition of IIROC and its adoption of UMIR, the applicable securities commissions approved an amendment to section 1.1 that came into force on June 1, 2008 to make editorial changes. See Footnote 1 in Status of Amendments.
means, for a dealer-restricted person or an issuer-restricted person, the period:
in connection with a prospectus distribution or a restricted private placement of any offered security, commencing two trading days prior to:
and ending on the date the selling process has ended and all stabilization arrangements relating to the offered security are terminated provided that, if the person is a dealer-restricted person, the period shall commence on the date the Participant enters into an agreement or reaches an understanding to participate in the prospectus distribution or restricted private placement of securities, whether or not the terms and conditions of such participation have been agreed upon if that date is later that determined for the purposes of clause (i) or (ii);
Defined Terms:
NI 14-101 section 1.1(3) – “issuer bid”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “dealer-restricted person”, “issuer-restricted person”, “offered security”, “Participant”, “restricted private placement”, “securities exchange takeover-bid” and “trading day”
UMIR section 1.2(2) – “person”
Related Provisions:
UMIR section 1.2(6) – interpretation of “restricted period”
UMIR Policy 1.2 Part 2 – interpretation of “selling process has ended”
Regulatory History:
Effective February 25, 2005, the applicable securities commissions approved amendments to section 1.1 that came into force on May 9, 2005 to add the definition of “restricted period”. See Market Integrity Notice 2005-007 – “Amendments Respecting Trading During Certain Securities Transactions” (March 4, 2005).
Effective January 8, 2010, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “restricted period”. See IIROC Notice 10-0006 – “Provision Respecting trading During Certain Securities Transactions” (January 8, 2010).
– repealed
Regulatory History:
Effective February 25, 2005, the applicable securities commissions approved amendments to section 1.1 that came into force on May 9, 2005 to repeal the definition of “restricted person”. See Market Integrity Notice 2005-007 – “Amendments Respecting Trading During Certain Securities Transactions” (March 4, 2005).
means a distribution of securities made pursuant to:
Defined Terms:
NI 14-101 section 1.1(3) – “securities legislation”
NI 21-101 section 1.4 – Interpretation – “security”
Regulatory History:
Effective February 25, 2005, the applicable securities commissions approved amendments to section 1.1 that came into force on May 9, 2005 to add the definition of “restricted private placement”. See Market Integrity Notice 2005-007 – “Amendments Respecting Trading During Certain Securities Transactions” (March 4, 2005).
Effective January 8, 2010, the applicable securities commissions approved amendments to section 1.1 to repeal and replace the definition of “restricted private placement”. See IIROC Notice 10-0006 – “Provision Respecting trading During Certain Securities Transactions” (January 8, 2010).
means:
Defined Terms:
UMIR section 1.1 – “connected security” and “offered security”
Regulatory History:
Effective February 25, 2005, the applicable securities commissions approved amendments to section 1.1 that came into force on May 9, 2005 to add the definition of “restricted security”. See Market Integrity Notice 2005-007 – “Amendments Respecting Trading During Certain Securities Transactions” (March 4, 2005).
means an arrangement under which a Participant that is a member, user or subscriber permits an investment dealer or a foreign dealer equivalent to electronically transmit an order relating to a security or a derivative containing the identifier of the Participant:
Defined Terms:
NI 21-101 section 1.1 – “member”, “subscriber” and “user”
NI 21-101 section 1.4 – Interpretation – “security”
NI 31-103 section 1.1 – “investment dealer”
UMIR section 1.1 – “derivative”, “foreign dealer equivalent”, “marketplace” and “Participant”
Regulatory History:
On July 4, 2013, the applicable securities commissions approved an amendment to section 1.1 to add the definition “routing arrangement”, effective March 1, 2014. See IIROC Notice 13-0184 – “Provisions Respecting Third-Party Electronic Access to Marketplaces” (July 4, 2013).
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “routing arrangement”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
– repealed
Regulatory History:
In connection with the recognition of IIROC and its adoption of UMIR, the applicable securities commissions approved an amendment to section 1.1 that came into force on June 1, 2008 to repeal the definition of “Rules”. See Footnote 1 in Status of Amendments.
means a take-over bid where the consideration for the securities of the offeree is to be, in whole or in part, securities traded on a marketplace.
Defined Terms:
NI 14-101 section 1.1(3) – “take-over bid”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “marketplace”
means a sale of a security, other than a derivative instrument, which the seller does not own either directly or through an agent or trustee and, for this purpose, a seller shall be considered to own a security if the seller, directly or through an agent or trustee:
the settlement date or issuance date pursuant to:
would, in the ordinary course, be after the date for settlement of the sale.
Defined Terms:
NI 14-101 section 1.1(3) – “securities legislation”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “Exchange”, “QTRS” and “trades on a when issued basis”
Related Provision:
UMIR Policy 1.1, Part 3 – Definition of ‘’Short Sale’’
Regulatory History:
Effective August 27, 2004, the applicable securities commissions approved the amendment to add clause (h) to the definition of “short sale”. See Market Integrity Notice 2004-023 – “Provisions Respecting Short Sales” (August 27, 2004).
On October 15, 2008, the applicable securities commissions approved amendments to section 1.1 that came into force on October 14, 2008 to amend the definition of “short sale”. See IIROC Notice 08-0143 – “Provisions Respecting Short Sales and Failed Trades” (October 15, 2008).
Effective December 9, 2013, the applicable securities commissions approved amendments to the French version of UMIR. See IIROC Notice 13-0294 – “Amendments to the French version of UMIR” (December 9, 2013).
Guidance:
See IIROC Notice 22-0130 – “Guidance on Participant Obligations to have Reasonable Expectation to Settle any Trade Resulting from the Entry of a Short Sale Order” (August 17, 2022)
means a security or a class of securities that has been designated by a Market Regulator to be a security in respect of which an order that on execution would be a short sale may not be entered on a marketplace for a particular trading day or trading days.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “Market Regulator”, “marketplace”, “short sale” and “trading day”
Related Provision:
UMIR Policy 1.1, Part 4 – Definition of "Short Sale Ineligible Security"
Regulatory History:
On October 15, 2008, the applicable securities commissions approved amendments to section 1.1 that came into force on October 14, 2008 to add the definition of “short sale ineligible security”. See IIROC Notice 08-0143 – “Provisions Respecting Short Sales and Failed Trades” (October 15, 2008).
Effective December 9, 2013, the applicable securities commissions approved amendments to the French version of UMIR. See IIROC Notice 13-0294 – “Amendments to the French version of UMIR” (December 9, 2013).
means an order for the purchase or sale of a security from an account that is:
if the order is for the Exempt Exchange-traded Fund security or one of its underlying securities to hedge a pre-existing position in the Exempt Exchange-traded Fund security or one of its underlying securities and in the normal course, the account does not have, at the end of each trading day, more than a minimal exposed risk.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “arbitrage account”, “Marketplace Trading Obligations”, “principal account” and “trading day”
UMIR section 1.2 – “person”
Regulatory History:
On March 2, 2012, the applicable securities commissions approved an amendment to section 1.1, effective October 15, 2012, to add the definition of “short-marking exempt order”. See IIROC Notice 12-0078 – “Provision Respecting Regulation of Short Sales and Failed Trades” (March 2, 2012).
On February 11, 2016, the applicable securities commissions approved an amendment to section 1.1, effective April 11, 2016, to amend the definition of “short-marking exempt order”. See IIROC Notice 16-0028 – “Amendment to the Short-marking Exempt Order Definition” (February 11, 2016).
Effective July 27, 2023, the applicable securities commissions approved housekeeping amendments to UMIR to correct inaccurate referencing and typographical mistakes and to ensure consistency between the English and French versions of UMIR. See CIRO Bulletin 23-0107 - "Housekeeping Amendments to UMIR" (July 27, 2023).
Guidance:
See IIROC Notice 16-0029 – “Updated Guidance on “Short Sale” and “Short-Marking Exempt” Order Designations” (February 11, 2016).
means any person holding separately, or in combination with other persons, more than 20 per cent of the outstanding voting securities of an issuer.
Defined Terms:
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.2(2) – “person”
means an order for the purchase or sale of a security:
but does not include an order that is a Basis Order, Call Market Order, Closing Price Order, Market-on-Close Order, Opening Order or Volume-Weighted Average Price Order.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 - “Basis Order”, “Call Market Order”, “Closing Price Order”, “Exchange”, “Market-on-Close Order”, “marketplace”, “Opening Order”, “QTRS”, “standard trading unit” and “Volume-Weighted Average Price Order”
UMIR section 1.2(2) – “trade”
Related Provision:
UMIR section 6.1
Regulatory History:
Effective March 9, 2007, the applicable securities commissions approved an amendment to section 1.1 to replace the definition of “Special Terms Order”. See Market Integrity Notice 2007-002 – “Provisions Respecting Competitive Marketplaces” (February 26, 2007).
Effective September 5, 2017, the applicable securities commissions approved an amendment to the definition of “Special Terms Order”. See IIROC Notice 17-0133 – “Amendments to facilitate the industry’s move to T+2 settlement” (June 29, 2017).
Effective March 27, 2024, the applicable securities commissions approved amendments to the definition of a "Special Terms Order". See Bulletin 23-0150 – “Amendments to UMIR and IDPC Rules to facilitate the investment industry’s move to T+1 settlement” (October 26, 2023).
means, in respect of:
Defined Terms:
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “derivative”, “equity security”, “listed derivative”, “listed security” and “quoted security”
Related Provision:
UMIR section 1.2(5)
Regulatory History:
Effective December 14, 2022, the applicable securities commissions approved amendments to section 1.1 to amend the definition of “standard trading unit”. See IIROC Notice 22-0140 – “Amendments Respecting the Trading of Derivatives on a Marketplace” (September 15, 2022).
means, in respect of the jurisdiction of a Market Regulator in connection with the conduct of a person:
Defined Terms:
NI 21-01 section 1.1 – “regulation services provider”
UMIR section 1.1 – “Access Person”, “Market Regulator”, “marketplace”, “Marketplace Rules”, “Participant”, and “UMIR”
UMIR section 1.2(2) – “person”
Related Provisions:
UMIR sections 10.3 and 10.4
Consolidated Rule 1400
Regulatory History:
Effective September 1, 2016, the applicable securities commissions approved an amendment to section 1.1 to repeal the definition “Regulated Person” and replace with the definition of “Subject Person”. See IIROC Notice 16-0122 – “Implementation of the consolidated IIROC Enforcement, Examination and Approval Rules” (June 9, 2016).
means purchases or sales of a security to be issued pursuant to:
and the trade is to be settled only if the security is issued and the trade in the security prior to the issuance would not contravene the applicable securities legislation.
Defined Terms:
NI 14-101 section 1.1(3) – “securities legislation”, “securities regulatory authority” and “take-over bid”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.2 – “trade”
Regulatory History:
Effective December 9, 2013, the applicable securities commissions approved amendments to the French version of UMIR. See IIROC Notice 13-0294 – “Amendments to the French version of UMIR” (December 9, 2013).
means a calendar day during which trades are executed on a marketplace.
Defined Terms:
UMIR section 1.1 – “marketplace”
UMIR section 1.2 – “trade”
means the minimum difference in price at which orders may be entered in accordance with Rule 6.1.
Defined Terms:
NI 21-101 section 1.1 – “order”
Related Provision:
UMIR section 6.1
Regulatory History:
Effective May 16, 2008, the applicable securities commissions approved an amendment to section 1.1 to add the definition of “trading increment”. See Market Integrity Notice 2008-008 – “Provisions Respecting “Off-Marketplace” Trades” (May 16, 2008).
means National Instrument 23-101 as amended, supplemented and in effect from time to time.
means those Rules adopted by the Corporation and designated by the Corporation as the Universal Market Integrity Rules as amended, supplemented and in effect from time to time.
Regulatory History:
In connection with the recognition of IIROC and its adoption of UMIR, the applicable securities commissions approved an amendment to section 1.1 that came into force on June 1, 2008 to make editorial changes. See Footnote 1 in Status of Amendments.
means an order for the purchase or sale of a security entered on a marketplace on a trading day for the purpose of executing trades at an average price of the security traded on that trading day on that marketplace or on any combination of marketplaces known at the time of the entry of the order.
Defined Terms:
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation – “security”
UMIR section 1.1 – “marketplace” and “trading day”
UMIR section 1.2 – “trade”
Defined Terms: UMIR section 1.1 – “UMIR”
Regulatory History: In connection with the recognition of IIROC and its adoption of UMIR, the applicable securities commissions approved an amendment to section 1.1 that came into force on June 1, 2008 to make editorial changes. See Footnote 1 in Status of Amendments.
The definition of a “connected security” includes, among other things, a security of the issuer of the offered security or another issuer that, according to the terms of the offered security, may “significantly determine” the value of the offered security. The Market Regulator takes the view that, absent other mitigating factors, a connected security “significantly determines” the value of the offered security, if, in whole or in part, it accounts for more than 25% of the value of the offered security.
An “Exempt Exchange-traded Fund” is defined, in part, as a mutual fund for the purposes of applicable securities legislation, the units of which are a listed security or a quoted security and are in continuous distribution in accordance with applicable securities legislation. The definition excludes a mutual fund that has been designated by the Market Regulator to be excluded from the definition.
As guidance, a mutual fund may be designated by the Market Regulator if it is determined that the trading price of units of the fund may be susceptible to manipulation due to a particular feature of the mutual fund. Factors which the Market Regulator would take into account in making a designation to exclude a particular mutual fund would be:
None of these additional five factors is determinative in and of itself and each security will be evaluated on its own merits.
Under the definition of a “Pre-Borrow Security”, the Market Regulator may designate a security in respect of which an order that on execution would be a short sale may not be entered on a marketplace unless the Participant or Access Person entering the order has made arrangements to borrow the securities that would be required to settle the trade prior to the entry of the order. In determining whether to make such a designation, the Market Regulator shall consider whether:
Under the definition of “short sale”, a seller shall be considered to own a security under various circumstances including if the seller, directly or through an agent or trustee:
In each of these circumstances, the seller must have taken all steps necessary to become legally entitled to the security, including having:
to be converted, exchanged or exercised.
Guidance: See IIROC Notice 22-0130 – “Guidance on Participant Obligations to have Reasonable Expectation to Settle any Trade Resulting from the Entry of a Short Sale Order” (August 17, 2022).
Under the definition of a “short sale ineligible security”, the Market Regulator may designate a security or class of securities in respect of which an order that on execution would be a short sale may not be entered on a marketplace for a particular trading day or trading days. In determining whether to make such a designation, the Market Regulator shall consider whether:
Defined Terms:
NI 14-101 section 1.1(3) – “securities legislation” and “securities regulatory authority”
NI 21-101 section 1.1 – “order”
NI 21-101 section 1.4 – Interpretation -- “security”
UMIR section 1.1 – “Access Person”, “connected security”, “Exempt Exchange-traded Fund”, “failed trade”, “listed security”, “Market Regulator”, “marketplace”, “offered security”, “Participant”, “Pre-Borrow Security”, “quoted security”, “short sale”, “Short Sale Ineligible Security” and “trading day”
UMIR section 1.2 – “trade”
Related Provision:
UMIR section 7.10
Regulatory History:
Effective February 25, 2005, the applicable securities commissions approved amendments to the Policies under Rule 1.1 that came into force on May 9, 2005 to add Parts 1 and 2. See Market Integrity Notice 2005-007 – “Amendments Respecting Trading During Certain Securities Transactions” (March 4, 2005).
In connection with the recognition of IIROC and its adoption of UMIR, the applicable securities commissions approved an amendment to section 1.1 that came into force on June 1, 2008 to make editorial changes. See Footnote 1 in Status of Amendments.
On October 15, 2008, the applicable securities commissions approved amendments to the Policies under Rule 1.1 that came into force on October 14, 2008 to add Parts 3 and 4. See IIROC Notice 08-0143 – “Provisions Respecting Short Selling and Failed Trades” (October 15, 2008).
Effective January 8, 2010, the applicable securities commissions approved amendments to section 1.1 to repeal and replace Part 2 of Policy 1.1. See IIROC Notice 10-0006 – “Provisions Respecting Trading During Certain Securities Transactions” (January 8, 2010).
On March 2, 2012, the applicable securities commissions approved an amendment to Policy 1.1, effective October 15, 2012, to add Part 2.1.
Effective December 9, 2013, the applicable securities commissions approved amendments to the French version of UMIR. See IIROC Notice 13-0294 – “Amendments to the French version of UMIR” (December 9, 2013).
There is no history log for this rule.