Delegation of Registration Authority to CIRO for Investment and Mutual Fund Dealers
Written By: Michael Holder, Kanchan Mehta, Rijja Baig
Beginning April 1, 2025, the Ontario Securities Commission (“OSC”) will delegate the registration function for investment dealers, mutual fund dealers, and futures commission merchants, along with the individuals working for them, to the Canadian Investment Regulatory Organization (“CIRO”), as outlined in a Delegation Order.
This shift is designed to streamline registration processes and create a more coordinated system for firms and professionals working in these industries. However, the OSC will continue to oversee CIRO’s performance under a risk-based compliance framework.
Who will be registered through CIRO?
The OSC is transferring registration responsibilities to CIRO for the following:
Investment dealer - Dealing representative / Ultimate designated person / Chief compliance officer
Mutual fund dealer - Dealing representative / Ultimate designated person / Chief compliance officer
Futures commission merchant - Salesperson / Partner / Officer
Additionally, CIRO will review and approve permitted individuals working at these firms. If a firm or individual falls into multiple categories, and one of those categories is not delegated to CIRO, both the OSC and CIRO will conduct a coordinated review and approval process.
What’s changing and what’s staying the same?
Currently, CIRO handles individual registrations and reviews permitted individuals at investment dealers and futures commission merchants in Ontario, while the OSC is responsible for all investment dealer, mutual fund dealer and futures commission merchant firm registrations, in addition to individual registration and review of permitted individuals for mutual fund dealers.
However, starting April 1, 2025, the OSC will delegate these registration functions to CIRO, meaning CIRO will take over both firm and individual registrations for investment dealers, mutual fund dealers, and futures commission merchants.
This delegation applies only to Ontario. Other securities regulators across Canada are considering similar changes. Firms and individuals should check with their principal regulator or CIRO staff if they have questions about their specific jurisdiction.
Who will continue to register through the OSC?
The following firm categories and their associated individuals will remain under OSC oversight for registration:
Portfolio managers
Exempt market dealers
Investment fund managers
Restricted dealers & restricted portfolio managers
Scholarship plan dealers
Commodity trading advisers, counsel, and managers
Mutual fund dealer firms that received exemptive relief from membership in the applicable self regulatory organization will also continue to be regulated by the OSC. The OSC may delegate additional registration functions to CIRO in the future. However, for now, firms in the categories listed above will continue working with the OSC for registration and compliance matters.
Transition Process & Interim Support
To ensure a smooth transition, OSC and CIRO staff will coordinate efforts to manage the registration process.
OSC staff will continue to review applications submitted before April 1, 2025. This includes applications from both firms and individuals.
For an interim period after April 1, 2025, the OSC will assist CIRO in conducting background checks on firms and individuals and may still contact applicants regarding their registration.
How do I register going forward?
Individuals seeking registration or review as permitted individuals must continue to file Form 33-109F4 (Registration of Individuals and Review of Permitted Individuals) through the National Registration Database (“NRD”) and pay the required fee. The NRD will automatically direct applications to either CIRO or the OSC, depending on the registration category.
Once registered, individuals must continue updating any changes to their registration information through NRD. More details on applying for registration can be found on the OSC website.
For further guidance on firm and individual registration, as well as forms and notices under National Instrument 31-103, please refer to the OSC website or the Delegation Order.
What information needs to be updated?
There are no changes to the information firms, and individuals must submit registration applications or updates. National Instrument 33-109 (“NI 33-109”) Registration Information remains the required form.
Firms and individuals must continue using NI 33-109 forms, and CIRO will publish further guidance on filing requirements for approvals and delegated registrations.
Who will handle compliance examinations?
CIRO will conduct compliance examinations for investment dealers, mutual fund dealers, and futures commission merchants. The OSC will continue conducting compliance examinations for portfolio managers, exempt market dealers, investment fund managers, restricted dealers, and commodity trading firms.
How North Star can help
Navigating regulatory changes can be complex, but our team is here to help provide guidance to ensure your firm transitions smoothly under the new CIRO registration framework. Contact us today at info@northstarcompliance.com if you need assistance with registration filings, regulatory interpretation, or ongoing compliance requirements to stay ahead of these changes.