Section 1.1 definitions of "accounting principles", "private enterprise", and "publicly accountable enterprise" were added by BC Reg 201/2012, effective July 6, 2012.

 Section 1.1 definitions of "alternative trading system", "marketplace", and "recognized quotation and trade reporting system" BEFORE replaced by BC Reg 201/2012, effective July 6, 2012.

"alternative trading system" means a marketplace that

(a) is not a recognized quotation and trade reporting system or a recognized exchange, and

(b) does not

(i)  require an issuer to enter into an agreement to have its securities traded on the marketplace,

(ii)  provide, directly, or through one or more subscribers, a guarantee of a two-sided market for a security on a continuous or reasonably continuous basis,

(iii)  set requirements governing the conduct of subscribers, other than conduct in respect of the trading by those subscribers on the marketplace, and

(iv)  discipline subscribers other than by exclusion from participation in the marketplace;

"marketplace" means

(a) an exchange,

(b) a quotation and trade reporting system,

(c) a person or company not included in paragraph (a) or (b) that

(i)  constitutes, maintains or provides a market or facility for bringing together buyers and sellers of securities,

(ii)  brings together the orders for securities of multiple buyers and sellers, and

(iii)  uses established, non-discretionary methods under which the orders interact with each other, and the buyers and sellers entering the orders agree to the terms of a trade, or

(d) a dealer that executes a trade of an exchange-traded security outside of a marketplace,

but does not include an inter-dealer bond broker;

"recognized quotation and trade reporting system" means

(a) in every jurisdiction other than British Columbia and Québec, a quotation and trade reporting system recognized by the securities regulatory authority under securities legislation to carry on business as a quotation and trade reporting system,

(b) in British Columbia, a quotation and trade reporting system recognized by the securities regulatory authority under securities legislation as a quotation and trade reporting system or as an exchange, and

(c) in Québec, a quotation and trade reporting system recognized by the securities regulatory authority under securities or derivatives legislation as an exchange or a self-regulatory organization;

 Section 1.1 definition of "government debt security", paragraphs (b) and (c) BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

(b) a debt security issued or guaranteed by any municipal corporation in Canada, or secured by or payable out of rates or taxes levied under the law of a jurisdiction of Canada on property in the jurisdiction and to be collected by or through the municipality in which the property is situated,

(c) a debt security of a crown corporation,

 Section 1.1 definition of "recognized exchange", paragraph (a) BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

(a) in Ontario, an exchange recognized by the securities regulatory authority to carry on business as a stock exchange,

 Section 1.1 definition of "government debt security", paragraph (c) BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

(c) a debt security issued or guaranteed by a crown corporation or public body,

 Section 1.1 definition of "information processor" BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

"information processor" means any person or company that receives and provides information under this Instrument and has filed Form 21-101F5;

 Section 1.1 definition of "participant dealer" was added by BC Reg 179/2015, effective October 1, 2015.

 Section 1.1 definition of "information processor" BEFORE amended by BC Reg 221/2020, effective August 31, 2020.

"information processor" means any person or company that receives and provides information under this Instrument and has filed Form 21-101F5 and, in Québec, that is a recognized information processor;

 Section 1.4 (3) was added by BC Reg 31/2010, effective January 28, 2010.

 Section 1.4(1) BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

(1) In Alberta and British Columbia, the term "security", when used in this Instrument, includes an option that is an exchange contract but does not include a futures contract.

 Section 1.5 was enacted by BC Reg 201/2012, effective July 6, 2012.

 Part 3 BEFORE re-enacted by BC Reg 201/2012, effective July 6, 2012.

Part 3 - Exchange — Recognition

 Section 3.2 (1) and (3) BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

(1) Subject to subsection (2), a marketplace must not implement a significant change to a matter set out in Form 21-101F1 or in Form 21-101F2 unless the marketplace has filed an amendment to the information provided in Form 21-101F1 or in Form 21-101F2 in the manner set out in the Form at least 45 days before implementing the change.

(3) For any change involving a matter set out in Form 21-101F1 or Form 21-101F2 other than a change referred to in subsection (1) or (2), a marketplace must file an amendment to the information provided in the Form by the earlier of

(a) the close of business on the 10th day after the end of the month in which the change was made, and

(b) if applicable, the time the marketplace discloses the change publicly.

 Section 3.2 (1.1), (4) and (5) were added by BC Reg 179/2015, effective October 1, 2015.

 Section 3.2 (2) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(2) A marketplace must file an amendment to the information provided in Exhibit L — Fees of Form 21-101F1 or Exhibit L — Fees of Form 21-101F2, as applicable, at least seven business days before implementing a change to the information provided in Exhibit L — Fees.

 Section 3.2 (3) (a) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(a) the close of business on the 10th day after the end of the month in which the change was made, and

 Section 3.2 (6) was added by BC Reg 226/2020, effective September 14, 2020.

 Part 4 BEFORE re-enacted by BC Reg 201/2012, effective July 6, 2012.

Part 4 - Quotation and Trade Reporting System — Recognition

 Section 4.1 (1) (c) BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

(c) are audited in accordance with Canadian GAAS or International Standards on Auditing and are accompanied by an auditor's report.

 Section 4.2 (1) BEFORE revised by BC Reg 226/2020, effective September 4, 2020.

(1) A recognized exchange and a recognized quotation and trade reporting system must file annual audited financial statements within 90 days after the end of its financial year in accordance with the requirements outlined in subsection 4.1 (1).

 Section 4.3 was enacted by BC Reg 226/2020, effective September 14, 2020.

 Part 5 title BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

Part 5 - Requirements Applicable Only to
Recognized Exchanges and Recognized Quotation
and Trade Reporting Systems

 Section 5.1 BEFORE re-enacted by BC Reg 201/2012, effective July 6, 2012.

 Section 5.2 BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

 Section 5.2 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 5.3 (2) BEFORE repealed by BC Reg 201/2012, effective July 6, 2012.

(2)  A recognized exchange or a recognized quotation and trade reporting system shall not

(a) permit unreasonable discrimination among clients, issuers and members or among clients, issuers and users; or

(b) impose any burden on competition that is not reasonably necessary and appropriate.

 Section 5.3 (1) BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

(1) Rules, policies and other similar instruments adopted by a recognized exchange or a recognized quotation and trade reporting system

(a) shall not be contrary to the public interest; and

(b) shall be designed to

(i) ensure compliance with securities legislation,

(ii) prevent fraudulent and manipulative acts and practices,

(iii) promote just and equitable principles of trade, and

(iv) foster co-operation and co-ordination with persons or companies engaged in regulating, clearing, settling, processing information with respect to, and facilitating, transactions in securities.

 Section 5.4 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 5.5 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 5.6 BEFORE repealed by BC Reg 201/2012, effective July 6, 2012.

 Sections 5.7 to 5.12 were enacted by BC Reg 201/2012, effective July 6, 2012.

 Section 5.10 (1.1) and (1.2) were added by BC Reg 179/2015, effective October 1, 2015.

 Section 5.13 was enacted by BC Reg 179/2015, effective October 1, 2015.

 Section 6.1 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 6.3 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Sections 6.4 to 6.6 BEFORE repealed by BC Reg 201/2012, effective July 6, 2012.

 Section 6.7 BEFORE re-enacted by BC Reg 201/2012, effective July 6, 2012.

 Sections 6.8 BEFORE repealed by BC Reg 201/2012, effective July 6, 2012.

 Section 6.9 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Sections 6.10 BEFORE repealed by BC Reg 201/2012, effective July 6, 2012.

 Section 6.11 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Sections 6.12 BEFORE repealed by BC Reg 201/2012, effective July 6, 2012.

 Sections 6.13 BEFORE repealed by BC Reg 201/2012, effective July 6, 2012.

 Sections 7.1 BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

 Section 7.1 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 7.1 (3) was added by BC Reg 179/2015, effective October 1, 2015.

 Section 7.2 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 7.2 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Sections 7.3 BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

 Section 7.3 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 7.4 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 7.5 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 7.6 BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

 Section 7.6 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Part 8 heading BEFORE re-enacted by BC Reg 221/2020, effective August 31, 2020.

Part 8 — Information Transparency Requirements for Marketplaces
Dealing in Unlisted Debt Securities, Inter-dealer Bond Brokers and Dealers

 Sections 8.1 (1) BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

(1)  A marketplace that displays orders of government debt securities to a person or company shall provide to an information processor accurate and timely information regarding orders for government debt securities displayed on the marketplace as required by the information processor.

(1)  A marketplace that displays orders of corporate debt securities to a person or company shall provide accurate and timely information regarding orders for designated corporate debt securities displayed on the marketplace to an information processor, as required by the information processor, or if there is no information processor, to an information vendor that meets the standards set by a regulation services provider, as required by the regulation services provider.

 Section 8.1 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 8.1 (1), (4) and (5) BEFORE amended by BC Reg 221/2020, effective August 31, 2020.

(1) A marketplace that displays orders of government debt securities to a person or company must provide to an information processor accurate and timely information regarding orders for government debt securities displayed by the marketplace as required by the information processor.

(4) An inter-dealer bond broker must provide to an information processor accurate and timely information regarding orders for government debt securities executed through the inter-dealer bond broker as required by the information processor.

(5) An inter-dealer bond broker must provide to an information processor accurate and timely information regarding details of trades of government debt securities executed through the inter-dealer bond broker as required by the information processor.

 Section 8.1 (3) BEFORE repealed by BC Reg 221/2020, effective August 31, 2020.

(3) A marketplace must provide to an information processor accurate and timely information regarding details of trades of government debt securities executed on the marketplace as required by the information processor.

 Section 8.2 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 8.2 (1) and (3) BEFORE amended by BC Reg 221/2020, effective August 31, 2020.

(1) A marketplace that displays orders of corporate debt securities to a person or company must provide accurate and timely information regarding orders for designated corporate debt securities displayed by the marketplace to an information processor, as required by the information processor, or if there is no information processor, to an information vendor that meets the standards set by a regulation services provider, as required by the regulation services provider.

(3) A marketplace must provide accurate and timely information regarding details of trades of designated corporate debt securities executed on the marketplace to an information processor, as required by the information processor, or if there is no information processor, to an information vendor that meets the standards set by a regulation services provider, as required by the regulation services provider.

 Section 8.2 (4) and (5) BEFORE repealed by BC Reg 221/2020, effective August 31, 2020.

(4) An inter-dealer bond broker must provide accurate and timely information regarding details of trades of designated corporate debt securities executed through the inter-dealer bond broker to an information processor, as required by the information processor, or if there is no information processor, to an information vendor that meets the standards set by a regulation services provider, as required by the regulation services provider.

(5) A dealer executing trades of corporate debt securities outside of a marketplace must provide accurate and timely information regarding details of trades of designated corporate debt securities traded by or through the dealer to an information processor, as required by the information processor, or if there is no information processor, to an information vendor that meets the standards set by a regulation services provider, as required by the regulation services provider.

 Section 8.3 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 8.3 BEFORE amended by BC Reg 221/2020, effective August 31, 2020.

 Section 8.4 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 8.4 BEFORE amended by BC Reg 221/2020, effective August 31, 2020.

 Section 8.5 BEFORE repealed by BC Reg 201/2012, effective July 6, 2012.

 Section 8.6 BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

 Section 8.6 BEFORE amended by BC Reg 237/2014, effective December 31, 2014.

 Part 10 title BEFORE amended by BC Reg 31/2010, effective January 28, 2010.

Part 10 - Disclosure of Trading Fees for Marketplaces

 Part 10 BEFORE re-enacted by BC Reg 201/2012, effective July 6, 2012.

Part 10 - Trading Fees for Marketplaces

 Section 10.1 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 10.3 was added by BC Reg 31/2010, effective January 28, 2010.

 Section 11.1 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 11.2 (1) (c) BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

(c) a record of each order which shall include

(i)  the order identifier assigned to the order by the marketplace,

(ii)  the marketplace participant identifier assigned to the marketplace participant transmitting the order,

(iii)  the identifier assigned to the marketplace where the order is received or originated,

(iv)  the type, issuer, class, series and symbol of the security,

(v)  the number of securities to which the order applies,

(vi)  the strike date and strike price, if applicable,

(vii)  whether the order is a buy or sell order,

(viii)  whether the order is a short sale order, if applicable,

(ix)  whether the order is a market order, limit order or other type of order, and if the order is not a market order, the price at which the order is to trade,

(x)  the date and time the order is first originated or received by the marketplace,

(xi)  whether the account is a retail, wholesale, employee, proprietary or any other type of account,

(xii)  Repealed. [B.C. Reg. 491/2003, s. (8) (a).]

(xiii)  the date and time the order expires,

(xiv)  whether the order is an intentional cross,

(xv)  whether the order is a jitney and if so, the identifier of the underlying broker,

(xvi)  Repealed. [B.C. Reg. 491/2003, s. (8) (a).]

(xvii)  the currency of the order; and

(xviii)  Repealed. [B.C. Reg. 491/2003, s. (8) (a).]

 Section 11.2 (1) (d) (ix) BEFORE amended and (x) was added by BC Reg 201/2012, effective July 6, 2012.

(ix)  the marketplace transaction fee for each trade.

 Section 11.2 (part) BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 11.2 (1) (c) (xviii) BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

(xviii) whether the order is a directed-action order, and whether the marketplace marked the order as a directed-action order or received the order marked as a directed-action order; and

 Section 11.2.1 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 11.3 BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

 Section 11.3 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 11.4 BEFORE repealed by BC Reg 201/2012, effective July 6, 2012.

 Section 11.5 BEFORE amended by BC Reg 31/2010, effective January 28, 2010.

 Section 11.5 (2) BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

(2)  A marketplace trading corporate debt securities or government debt securities, an information processor receiving information about those securities, a dealer trading those securities, and an inter-dealer bond broker trading those securities shall synchronize the clocks used for recording or monitoring the time and date of any event that must be recorded under this Part and under NI 23-101 with the clock used by a regulation services provider monitoring the activities of marketplaces, inter-dealer bond brokers or dealers trading those securities.

 Section 11.5 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Part 12 title BEFORE re-enacted by BC Reg 201/2012, effective July 6, 2012.

Part 12 - Capacity, Integrity and Security of
Marketplace Systems

 Section 12.1 BEFORE amended by BC Reg 31/2010, effective January 28, 2010.

 Section 12.1 (a) and (b) BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

(a) develop and maintain

(i)  reasonable business continuity and disaster recovery plans;

(ii)  an adequate system of internal control over those systems; and

(iii)  adequate information technology general controls, including, without limitation, controls relating to information systems operations, information security, change management, problem management, network support and system software support;

(b) in accordance with prudent business practice, on a reasonably frequent basis and, in any event, at least annually,

(i)  make reasonable current and future capacity estimates;

(ii)  conduct capacity stress tests to determine the ability of those systems to process transactions in an accurate, timely and efficient manner; and

(iii)  test its business continuity and disaster recovery plans; and

 Section 12.1 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 12.1 (b) (ii) BEFORE revised by BC Reg 226/2020, effective September 4, 2020.

(ii) conduct capacity stress tests to determine the ability of those systems to process transactions in an accurate, timely and efficient manner, and

 Section 12.1 (a) (i) and (ii) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(i) an adequate system of internal control over those systems, and

(ii) adequate information technology general controls, including, without limitation, controls relating to information systems operations, information security, change management, problem management, network support and system software support,

 Section 12.1 (c) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(c) promptly notify the regulator or, in Québec, the securities regulatory authority and, if applicable, its regulation services provider, of any material systems failure, malfunction, delay or security breach and provide timely updates on the status of the failure, malfunction, delay or security breach, the resumption of service and the results of the marketplace's internal review of the failure, malfunction, delay or security breach.

 Section 12.1 (d) was added by BC Reg 226/2020, effective September 14, 2020.

 Section 12.1.1 was enacted by BC Reg 179/2015, effective October 1, 2015.

 Section 12.1.1 BEFORE re-enacted by BC Reg 226/2020, effective September 14, 2020.

 Section 12.1.2 was enacted by BC Reg 226/2020, effective September 14, 2020.

 Section 12.2 BEFORE amended by BC Reg 31/2010, effective January 28, 2010.

 Section 12.2 (1) BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

(1)  For each of its systems that support order entry, order routing, execution, trade reporting, trade comparison, data feeds, market surveillance and trade clearing, a marketplace shall annually engage a qualified party to conduct an independent systems review and prepare a report in accordance with established audit standards to ensure that it is in compliance with paragraph 12.1 (a).

 Section 12.2 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 12.2 (1) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(1) A marketplace must annually engage a qualified party to conduct an independent systems review and prepare a report in accordance with established audit standards to ensure that the marketplace is in compliance with

(a) paragraph 12.1 (a),

(b) section 12.1.1, and

(c) section 12.4.

 Section 12.2 (2) (b) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(b) the regulator or, in Québec, the securities regulatory authority, by the earlier of the 30th day after providing the report to its board of directors or the audit committee and the 60th day after the calendar year end.

 Section 12.3 BEFORE amended by BC Reg 31/2010, effective January 28, 2010.

 Section 12.3 (4) (part) BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

(4)  Subsections 12.3 (1) (b) and (2) (b) do not apply to a marketplace if the change must be made immediately to address a failure, malfunction or material delay of its systems or equipment if

 Section 12.3 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 12.3 (3.1) was added by BC Reg 179/2015, effective October 1, 2015.

 Section 12.3 (1) (a) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(a) if operations have not begun, for at least three months immediately before operations begin; and

 Section 12.3 (2) (a) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(a) if operations have not begun, for at least two months immediately before operations begin; and

 Section 12.3 (3.1) (a) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(a) it has complied with paragraphs (1) (b) and (2) (a), and

 Section 12.3.1 was enacted by BC Reg 179/2015, effective October 1, 2015.

 Section 12.4 was enacted by BC Reg 201/2012, effective July 6, 2012.

 Section 12.4 BEFORE re-enacted by BC Reg 179/2015, effective October 1, 2015.

 Section 12.4 (3) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(3) A recognized exchange or quotation and trade reporting system, that directly monitors the conduct of its members or users and enforces requirements set under subsection 7.1 (1) or 7.3 (1) of NI 23-101, must establish, implement, and maintain policies and procedures reasonably designed to ensure that each system, operated by or on behalf of the marketplace, that is critical and supports real-time market surveillance, can resume operations within two hours following the declaration of a disaster at the primary site by the exchange or quotation and trade reporting system.

 Section 12.4.1 was enacted by BC Reg 179/2015, effective October 1, 2015.

 Part 13 title BEFORE re-enacted by BC Reg 201/2012, effective July 6, 2012.

Part 13 - Clearing and Settlement

 Section 13.1 (1) BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

(1)  All trades executed through an ATS shall be reported and settled through a clearing agency.

 Section 13.1 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 13.2 was enacted by BC Reg 179/2015, effective October 1, 2015.

 Section 14.1 (2) BEFORE repealed by BC Reg 201/2012, effective July 6, 2012.

(2)  During the 90 day period referred to in subsection (1), a person or company that files Form 21-101F5 shall inform in writing the securities regulatory authority immediately of any change to the information provided in Form 21-101F5 and the person or company shall file an amendment to the information provided in Form 21-101F5 in the manner set out in Form 21-101F5 no later than seven days after a change takes place.

 Section 14.1 (1) BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

(1) A person or company that intends to carry on business as an information processor shall file Form 21-101F5 at least 90 days before the information processor begins to carry on business as an information processor.

 Section 14.2 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 14.3 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 14.4 (6) to (9) were added by BC Reg 201/2012, effective July 6, 2012.

 Section 14.4 (4) BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

(4) An information processor must establish in a timely manner an electronic connection to a marketplace, inter-dealer bond broker or dealer that is required to provide information to the information processor.

 Section 14.4 (6.1) and (7.1) were added by BC Reg 179/2015, effective October 1, 2015.

 Section 14.4 (1) to (5) BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

(1) An information processor shall enter into an agreement with each marketplace, inter-dealer bond broker and dealer that is required to provide information to the information processor that the marketplace, inter-dealer bond broker or dealer will

(a) provide information to the information processor in accordance with Part 7 or 8, as applicable; and

(b) comply with any other reasonable requirements set by the information processor.

(2) An information processor shall provide timely, accurate, reliable and fair collection, processing, distribution and publication of information for orders for, and trades in, securities.

(3) An information processor shall keep such books, records and other documents as are reasonably necessary for the proper recording of its business.

(4) An information processor shall establish in a timely manner an electronic connection to a marketplace, inter-dealer bond broker or dealer that is required to provide information to the information processor.

(5) An information processor shall provide prompt and accurate order and trade information and shall not unreasonably restrict fair access to such information.

 Section 14.4 (1) and (4) BEFORE amended by BC Reg 221/2020, effective August 31, 2020.

 Section 14.4 (8) and (9) BEFORE repealed by BC Reg 221/2020, effective August 31, 2020.

(8) An information processor must file, within 30 days after the end of each calendar quarter, the process and criteria for the selection of government debt securities, as applicable, and designated corporate debt securities and the list of government debt securities, as applicable, and designated corporate debt securities.

(9) An information processor must file, within 30 days after the end of each calendar year, the process to communicate the designated securities to the marketplaces, inter-dealer bond brokers and dealers providing the information required by the Instrument, including where the list of designated securities can be found.

 Section 14.5 BEFORE amended by BC Reg 31/2010, effective January 28, 2010.

 Section 14.5 (a) and (c) BEFORE amended by BC Reg 201/2012, effective July 6, 2012.

(a) develop and maintain

(i)  reasonable business continuity and disaster recovery plans;

(ii)  an adequate system of internal controls over its critical systems; and

(iii)  adequate information technology general controls, including, without limitation, controls relating to information systems operations, information security, change management, problem management, network support, and system software support;

(c) annually engage a qualified party to conduct an independent systems review and prepare a report in accordance with established audit standards to ensure that it is in compliance with paragraph (a);

 Section 14.5 (b) (iii) BEFORE repealed by BC Reg 201/2012, effective July 6, 2012.

(iii)  test its business continuity and disaster recovery plans;

 Section 14.5 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 14.5 (d) (ii) BEFORE amended by BC Reg 221/2020, effective August 31, 2020.

(ii) the regulator or, in Québec, the securities regulatory authority, by the earlier of the 30th day after providing the report to its board of directors or the audit committee and the 60th day after the calendar year end, and

 Section 14.5 (b) (ii) BEFORE revised by BC Reg 226/2020, effective September 4, 2020.

(ii) conduct capacity stress tests of its critical systems to determine the ability of those systems to process information in an accurate, timely and efficient manner,

 Section 14.5 (a) (i) and (ii) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(i) an adequate system of internal controls over its critical systems, and

(ii) adequate information technology general controls, including, without limitation, controls relating to information systems operations, information security, change management, problem management, network support, and system software support,

 Section 14.5 (c) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(c) annually engage a qualified party to conduct an independent systems review and prepare a report in accordance with established audit standards to ensure that it is in compliance with paragraph (a) and section 14.6,

 Section 14.5 (d) (ii) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(ii) the regulator or, in Québec, the securities regulatory authority, by the earlier of the 30th day after providing the report to its board of directors or the audit committee and the 60th day after the information processor's financial year end, and

 Section 14.5 (e) BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

(e) promptly notify the following of any failure, malfunction or material delay of its systems or equipment

(i) the regulator or, in Québec, the securities regulatory authority, and

(ii) any regulation services provider, recognized exchange or recognized quotation and trade reporting system monitoring trading of the securities about which information is provided to the information processor.

 Section 14.5 (f) was added by BC Reg 226/2020, effective September 14, 2020.

 Section 14.5.1 was enacted by BC Reg 226/2020, effective September 14, 2020.

 Sections 14.6 to 14.8 were enacted by BC Reg 201/2012, effective July 6, 2012.

 Section 14.6 BEFORE re-enacted by BC Reg 179/2015, effective October 1, 2015.

 Section 14.7 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Section 14.7 (part) BEFORE amended by BC Reg 221/2020, effective August 31, 2020.

 Section 14.8 (b) BEFORE amended by BC Reg 221/2020, effective August 31, 2020.

(b) a description of the process and criteria for the selection of government debt securities, as applicable, and designated corporate debt securities and the list of government debt securities, as applicable, and designated corporate debt securities,

 Section 14.8 (e) was added by BC Reg 221/2020, effective August 31, 2020.

 Form 21-101F1, exhibit D, item 4 BEFORE amended by BC Reg 383/2010, effective January 1, 2011.

4. For the latest financial year of the affiliated entity, unconsolidated financial statements, which may be unaudited. Such financial statements shall consist, at a minimum, of a balance sheet and an income statement prepared in accordance with, or if the affiliated entity is organized under the laws of a foreign jurisdiction, reconciled with Canadian GAAP. If the affiliated entity is required by securities legislation to file annual financial statements, a statement to that effect with a reference to the relevant securities legislation may be provided instead of the financial statements required here.

 Form 21-101F1, Information Statement Exchange or Quotation and Trade Reporting System BEFORE re-enacted by BC Reg 201/2012, effective July 6, 2012.

Form 21-101F1

[am. B.C. Regs. 491/2003, s. (9); 383/2010, Sch. C.]

Information Statement
Exchange or Quotation and Trade Reporting System

EXHIBITS

File all Exhibits with the Filing. For each Exhibit, include the name of the exchange or quotation and trade reporting system, the date of filing of the Exhibit and the date as of which the information is accurate (if different from the date of the filing). If any Exhibit required is inapplicable, a statement to that effect shall be furnished instead of such Exhibit.

If the filer, recognized exchange or recognized quotation and trade reporting system files an amendment to the information provided in its Filing and the information relates to an Exhibit filed with the Filing or a subsequent amendment, the filer, recognized exchange or recognized quotation and trade reporting system, must, in order to comply with subsection 3.1 (2), section 3.2, subsection 4.1 (2) or 4.2 of National Instrument 21-101, provide a description of the change and file a complete and updated Exhibit.

1. CORPORATE GOVERNANCE

Exhibit A  A copy of the constating documents, including corporate by-laws and other similar documents, and all subsequent amendments.

Exhibit B For each affiliated entity of the exchange or quotation and trade reporting system, and for any person or company with whom the exchange or quotation and trade reporting system has a contractual or other agreement relating to the operation of an electronic trading system (the "System") to be used to effect transactions on the exchange or quotation and trade reporting system, provide the following information:

Exhibit C A list of partners, directors, officers, governors, members of all standing committees, or persons performing similar functions, who presently hold or have held their offices or positions during the previous year, indicating the following for each:

Exhibit D  For each affiliated entity of the exchange or quotation and trade reporting system, provide the following information:

Exhibit E  This Exhibit is applicable only to exchange or quotation and trade reporting systems that have one or more owners, shareholders, or partners that are not also marketplace participants. If the exchange or quotation and trade reporting system is a corporation, please provide a list of each shareholder that directly owns five percent or more of a class of a voting security of the exchange or quotation and trade reporting system. If the exchange or quotation and trade reporting system is a partnership, please provide a list of all general partners and those limited partners that have the right to receive upon dissolution, or have contributed, five percent or more of the partnership's capital. For each of the persons listed in this Exhibit, please provide the following:

2. RULES

Exhibit F A copy of all by-laws, rules, policies and other similar instruments of the exchange or quotation and trade reporting system that are not included in Exhibit A.

3. SYSTEMS AND OPERATIONS

Exhibit G  Describe the manner of operation of the System. This description should include the following:

Exhibit H  Provide a schedule for each of the following:

4. ACCESS

Exhibit I¹  A complete set of all forms pertaining to:

Exhibit J² A complete set of all forms, reports or questionnaires required of marketplace participants relating to financial responsibility or minimum capital requirements or other eligibility requirements for such marketplace participants. Provide a table of contents listing the forms included in this Exhibit and a narrative of the requirements.

Exhibit K Describe the exchange's or quotation and trade reporting system's criteria for participation in the exchange or quotation and trade reporting system. Describe conditions under which marketplace participants may be subject to suspension or termination with regard to access to the exchange or quotation and trade reporting system. Describe any procedures that will be involved in the suspension or termination of a member.

Exhibit L  Provide an alphabetical list of all marketplace participants, including the following information:

5. LISTING CRITERIA

Exhibit M³  A complete set of documents comprising the exchange's or quotation and trade reporting system's listing or quotation filings, including any agreements required to be executed in connection with listing or quotation and a schedule of listing or quotation fees. If the exchange or quotation and trade reporting system does not list securities, provide a brief description of the criteria used to determine what securities may be traded on the exchange or quotation and trade reporting system. Provide a table of contents listing the forms included in this Exhibit and a narrative description of the listing requirements.

6. FEES

Exhibit N  A description of all fees to be paid by members to the exchange, including fees relating to connection to the system, access, data, regulation (if applicable) and how such fees are set.

7. FINANCIAL VIABILITY

Exhibit O⁴  For the latest financial year of the exchange or quotation and trade reporting system, audited financial statements of the exchange or quotation and trade reporting system and a report prepared by an independent auditor.

8. REGULATION

Exhibit P  A description of the regulation performed by the exchange or quotation and trade reporting system, including the structure of the department performing regulation, how the department is funded, policies and procedures in place to ensure confidentiality and policies and procedures relating to conducting an investigation.

Exhibit Q  If market regulation is conducted by a regulation services provider other than the filer, provide the contract between the filer and the regulation services provider.

Exhibit R If more than one entity is performing regulation services for a type of security and if the filer is conducting market regulation for itself and its members, provide the contract between the filer and the regulation services provider providing for co-ordinated monitoring and enforcement under section 7.5 of National Instrument 23-101.

CERTIFICATE OF EXCHANGE OR QUOTATION AND
TRADE REPORTING SYSTEM

The undersigned certifies that the information given in this report is true and correct.

DATED at ..................................... this................... day of .......................... 20...

(Name of exchange or quotation and trade reporting system)

(Name of director, officer or partner — please type or print)

(Signature of director, officer or partner)

(Official capacity — please type or print)

 Form 21-101F1, line "Type of Filing" BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

 Form 21-101F1 (part) BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

EXHIBITS

File all Exhibits with the Filing. For each Exhibit, include the name of the exchange or quotation and trade reporting system, the date of filing of the Exhibit and the date as of which the information is accurate (if different from the date of the filing). If any Exhibit required is inapplicable, a statement to that effect shall be furnished instead of such Exhibit.

 Form 21-101F1, Exhibit C, Section 2 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

2. A list of the committees of the board, including their mandates.

 Form 21-101F1, Exhibit E, sections 7 to 10 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

7. Description of how orders interact, including, but not limited to, the priority of execution for all order types.

8. Description of order routing procedures.

9. Description of order and trade reporting procedures.

10. Description of procedures for clearance and settlement of transactions.

 Form 21-101F1, Exhibit E, text after Section 13 BEFORE second Paragraph was added by BC Reg 179/2015, effective October 1, 2015.

The filer must provide all policies, procedures and trading manuals related to the operation of the marketplace and, if applicable, the order router.

 Form 21-101F1, Exhibit F, sections 4 to 8 were added by BC Reg 179/2015, effective October 1, 2015.

 Form 21-101F1, Exhibit G BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

Exhibit G — Systems and Contingency Planning

For each of the systems that support order entry, order routing, execution, trade reporting, trade comparison, data feed, market surveillance, and trade clearing, describe:

1. Current and future capacity estimates.

2. Procedures for reviewing system capacity.

3. Procedures for reviewing system security.

4. Procedures to conduct stress tests.

5. A description of the filer's business continuity and disaster recovery plans, including any relevant documentation.

6. Procedures to test business continuity and disaster recovery plans.

 Form 21-101F1, Exhibit K, section 4 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

4. The class of participation or other access.

 Form 21-101F1, Exhibit N, first sentence BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

The form of acknowledgement required by subsection 5.9 (2) of National Instrument 21-101.

 Form 21-101F1, Exhibit G, items 1 and 2 under heading "General" BEFORE revised by BC Reg 226/2020, effective September 4, 2020.

Provide:

1. A high level description of the marketplace's systems that support order entry, order routing, execution, trade reporting, trade comparison, data feeds, co-location and, if applicable, market surveillance and trade clearing.

2. An organization chart of the marketplace's information technology group unless otherwise provided as part of the report required by subsection 12.2 (1) of the Instrument.

 Form 21-101F1, Exhibit G, item 3 under heading "Systems" BEFORE revised by BC Reg 226/2020, effective September 4, 2020.

3. The marketplace's networks. Please provide a copy of a high-level network diagram of the systems referred to in section 12.1 of the Instrument, as applicable, together with a description of the external points of contact for the marketplace's networks.

 Form 21-101F1, Exhibit G, item 2 under heading "IT Risk Assessment" BEFORE revised by BC Reg 226/2020, effective September 4, 2020.

2. How the impact of risks are measured according to qualitative and quantitative criteria.

 Form 21-101F1, text under Exhibits heading BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

File all Exhibits with the Filing. For each Exhibit, include the name of the exchange or quotation and trade reporting system, the date of filing of the Exhibit and the date as of which the information is accurate (if different from the date of the filing). If any Exhibit required is inapplicable, a statement to that effect must be furnished instead of such Exhibit.

Except as provided below, if the filer, recognized exchange or recognized quotation and trade reporting system files an amendment to the information provided in its Filing and the information relates to an Exhibit filed with the Filing or a subsequent amendment, the filer, recognized exchange or recognized quotation and trade reporting system, must, in order to comply with subsections 3.2 (1), 3.2 (2) or 3.2 (3) of National Instrument 21-101, provide a description of the change, the expected date of the implementation of the change, and file a complete and updated Exhibit. The filer must provide a clean and a blacklined version showing changes from the previous filing.

If the filer, recognized exchange or recognized quotation and trade reporting system has otherwise filed the information required by the previous paragraph pursuant to section 5.5 of National Instrument 21-101, it is not required to file the information again as an amendment to an Exhibit. However, if supplementary material relating to a filed rule is contained in an Exhibit, an amendment to the Exhibit must also be filed.

 Form 21-101F1, Exhibit B BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

Exhibit B — Ownership

A list of the registered or beneficial holders of securities of, partnership interests in, or other ownership interests in, the exchange or recognized quotation and trade reporting system. For each of the persons listed in the Exhibit, provide the following:

1. Name.

2. Principal business or occupation and title.

3. Ownership interest.

4. Nature of the ownership interest, including a description of the type of security, partnership interest or other ownership interest.

5. Whether the person has control (as interpreted in subsection 1.3 (2) of National Instrument 21-101 Marketplace Operation).

In the case of an exchange or quotation and trade reporting system that is publicly traded, if the exchange or quotation and trade reporting system is a corporation, provide only a list of each shareholder that directly owns five percent or more of a class of a voting security of the exchange or quotation and trade reporting system.

 Form 21-101F1, Exhibit C, section 1, items 4 and 5 BEFORE repealed by BC Reg 226/2020, effective September 14, 2020.

4. Type of business in which each is primarily engaged and current employer.

5. Type of business in which each was primarily engaged in the preceding five years, if different from that set out in item 4.

 Form 21-101F1, Exhibit D, section 2, items 2, 5 and 6 BEFORE repealed by BC Reg 226/2020, effective September 14, 2020.

2. For each affiliated entity of the exchange or quotation and trade reporting system

5. Copies of constating documents (including corporate by-laws), shareholder agreements, partnership agreements and other similar documents.

6. For the latest financial year of the affiliated entity, financial statements, which may be unaudited, prepared in accordance with

a. Canadian GAAP applicable to publicly accountable enterprises, or

b. Canadian GAAP applicable to private enterprises, or

c. IFRS.

Where the affiliated entity is incorporated or organized under the laws of a foreign jurisdiction, such financial statements may also be prepared in accordance with

a. U.S. GAAP, or

b. accounting principles of a designated foreign jurisdiction as defined under National Instrument 52-107 Acceptable Accounting Principles and Auditing Standards.

 Form 21-101F1, Exhibit E, item 2 BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

2. Means of access to the market or facility and services, including a description of any co-location arrangements.

 Form 21-101F1, Exhibit E, items 7 and 8 BEFORE repealed by BC Reg 226/2020, effective September 14, 2020.

7. A description of how orders interact, including, but not limited to, the priority of execution for all order types.

8. A description of order routing procedures.

 Form 21-101F2, Initial Operation Report Alternative Trading System BEFORE re-enacted by BC Reg 201/2012, effective July 6, 2012.

Form 21-101F2

[am. B.C. Regs. 491/2003, s. (9); 48/2007, Sch. A, s. 9.]

Initial Operation Report
Alternative Trading System

TYPE OF FILING:

[ ] INITIAL OPERATION REPORT      [ ] AMENDMENT

Identification:

A. Full name of alternative trading system (if sole proprietor, last, first and middle name):

B. Name(s) under which business is conducted, if different from item A:

C. If this filing makes a name change on behalf of the alternative trading system in respect of the name set out in Item A or Item B, enter the previous name and the new name.

D. Alternative trading system's main street address:

E. Mailing address (if different):

F. Address of head office (if different from address in item D):

G. Business telephone and facsimile number:

H. Website address:

I. Contact Employee:

J. The ATS is

K. If this is an initial operation report, the date the alternative trading system expects to commence operation:

L. The ATS has contracted with [regulation services provider] to perform market regulation for the ATS and its subscribers.

EXHIBITS

File all Exhibits with the Initial Operation Report. For each Exhibit, include the name of the ATS, the date of filing of the Exhibit and the date as of which the information is accurate (if different from the date of the filing). If any Exhibit required is inapplicable, a statement to that effect shall be furnished instead of such Exhibit.

If the ATS files an amendment to the information provided in its Initial Operation Report and the information relates to an Exhibit filed with the Initial Operation Report or a subsequent amendment, the ATS must, in order to comply with subsection 6.4 (2) or 6.4 (3) of National Instrument 21-101, provide a description of the change and file a complete and updated Exhibit.

Exhibit A A description of classes of subscribers (e.g. dealer, institution, or retail). Also describe any differences in access to the services offered by the alternative trading system to different groups or classes of subscribers.

Exhibit B:

Exhibit C A detailed description of the market structure of the alternative trading system (e.g. call market, auction market, dealer market).

Exhibit D The name, address, telephone number, facsimile number and e-mail address of counsel for the alternative trading system.

Exhibit E A copy of the constating documents, including corporate by-laws and other similar documents, and all subsequent amendments.

Exhibit F The name of any person or company, other than the alternative trading system, that will be involved in the operation of the alternative trading system, including the execution, trading, clearing and settling of transactions on behalf of the alternative trading system. Provide a description of the role and responsibilities of each person or company.

Exhibit G The following information:

Exhibit H A brief description of the alternative trading system's procedures for reviewing system capacity, security and contingency planning procedures.

Exhibit I If any other person or company, other than the alternative trading system, will hold or safeguard subscriber funds or securities on a regular basis, attach the name of the person or company and a brief description of the controls that will be implemented to ensure the safety of the funds and securities.

Exhibit J A list of the full legal name of registered holders and beneficial owners of securities of the alternative trading system.

Exhibit K A description of all material contracts executed by the alternative trading system.

Exhibit L A copy of the contract executed between the ATS and the regulation services provider.

Exhibit M The form of contract executed between the ATS and its subscribers.

Exhibit N The form of acknowledgement required by subsections 6.10 (2) and 6.11 (2) of National Instrument 21-101.

Exhibit O Description of the training to be provided to subscribers relating to the requirements set by the regulation services provider and a copy of any materials provided.

CERTIFICATE OF ALTERNATIVE TRADING SYSTEM

The undersigned certifies that the information given in this report is true and correct.

DATED at ..................................... this................... day of .......................... 20...

(Name of alternative trading system)

(Name of director, officer or partner — please type or print)

(Signature of director, officer or partner)

(Official capacity — please type or print)

 Form 21-101F2, every occurrence of "shall" was replaced with "must" by BC Reg 179/2015, effective October 1, 2015.

 Form 21-101F2, title and line under the heading "Type of Filing" BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

Initial Operation Report
Alternative Trading System

TYPE OF FILING:

[ ] INITIAL OPERATION REPORT  [ ] AMENDMENT

 Form 21-101F2 (part) BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

EXHIBITS

File all Exhibits with the Initial Operation Report. For each Exhibit, include the name of the ATS, the date of filing of the Exhibit and the date as of which the information is accurate (if different from the date of the filing). If any Exhibit required is inapplicable, a statement to that effect shall be furnished instead of such Exhibit.

 Form 21-101F2, Exhibit E, sections 7 to 10 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

7. Description of how orders interact, including, but not limited to, the priority of execution for all order types.

8. Description of order routing procedures.

9. Description of order and trade reporting procedures.

10. Description of procedures for clearance and settlement of transactions.

 Form 21-101F2, Exhibit E, text after section 13 BEFORE second Paragraph was added by BC Reg 179/2015, effective October 1, 2015.

The filer must provide all policies, procedures and trading manuals related to the operation of the marketplace and, if applicable, the order router.

 Form 21-101F2, Exhibit F BEFORE amended and BEFORE Sections 4 to 8 were added by BC Reg 179/2015, effective October 1, 2015.

Exhibit F — Outsourcing

Where the ATS has outsourced the operation of key services or systems affecting the market or facility described in Exhibit E — Operations of the Marketplace to an arms-length third party, including any function associated with the routing, trading, execution, clearing and settlement, and co-location, provide the following information:

1. Name and address of person or company to which the function has been outsourced.

2. A description of the nature and extent of the contractual or other agreement with the ATS and the roles and responsibilities of the arms-length party under the arrangement.

3. A copy of each material contract relating to any outsourced function.

 Form 21-101F2, Exhibit G BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

Exhibit G — Systems and Contingency Planning

For each of the systems that support order entry, order routing, execution,trade reporting, trade comparison, data feed, market surveillance, and trade clearing, describe:

1. Current and future capacity estimates.

2. Procedures for reviewing system capacity.

3. Procedures for reviewing system security.

4. Procedures to conduct stress tests.

5. A description of the filer's business continuity and disaster recovery plans, including any relevant documentation.

6. Procedures to test business continuity and disaster recovery plans.

 Form 21-101F2, Exhibit I BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

Exhibit I — Securities

List the types of securities that are traded on the ATS, indicating the exchange(s) on which such securities are listed. If this is an initial filing, the types of securities the ATS expects to trade.

 Form 21-101F2, Exhibit K, section 4 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

4. The class of participation or other access.

 Form 21-101F2, Exhibit N, first sentence BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

The form of acknowledgement required by subsections 5.9 (2) and 6.11 (2) of National Instrument 21-101.

 Form 21-101F2, Exhibit G, items 1 and 2 under heading "General" BEFORE revised by BC Reg 226/2020, effective September 4, 2020.

Provide:

1. A high level description of the marketplace's systems that support order entry, order routing, execution, trade reporting, trade comparison, data feeds, co-location and, if applicable, market surveillance and trade clearing.

2. An organization chart of the marketplace's information technology group unless otherwise provided as part of the report required by subsection 12.2 (1) of the Instrument.

 Form 21-101F2, Exhibit G, item 3 under heading "Systems" BEFORE revised by BC Reg 226/2020, effective September 4, 2020.

3. The marketplace's networks. Please provide a copy of a high-level network diagram of the systems referred to in section 12.1 of the Instrument, as applicable, together with a description of the external points of contact for the marketplace's networks.

 Form 21-101F2, Exhibit G, item 2 under heading "IT Risk Assessment" BEFORE revised by BC Reg 226/2020, effective September 4, 2020.

2. How the impact of risks are measured according to qualitative and quantitative criteria.

 Form 21-101F2, text under Exhibits heading BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

File all Exhibits with the Initial Operation Report. For each Exhibit, include the name of the ATS, the date of filing of the Exhibit and the date as of which the information is accurate (if different from the date of the filing). If any Exhibit required is inapplicable, a statement to that effect must be furnished instead of such Exhibit.

If the ATS files an amendment to the information provided in its Initial Operation Report and the information relates to an Exhibit filed with the Initial Operation Report or a subsequent amendment, the ATS must, in order to comply with subsection 3.2 (1), 3.2 (2) or 3.2 (3) of National Instrument 21-101, provide a description of the change, the expected date of the implementation of the change, and file a complete and updated Exhibit. The ATS must provide a clean and blacklined version showing changes from the previous filing.

 Form 21-101F2, Exhibit B BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

Exhibit B — Ownership

A list of the registered or beneficial holders of securities of, partnership interests in, or other ownership interests in, the ATS. For each of the persons listed in the Exhibit, provide the following:

1. Name.

2. Principal business or occupation and title.

3. Ownership interest.

4. Nature of the ownership interest, including a description of the type of security, partnership interest or other ownership interest.

5. Whether the person has control (as interpreted in subsection 1.3 (2) of National Instrument 21-101 Marketplace Operation).

In the case of an ATS that is publicly traded, if the ATS is a corporation, provide only a list of each shareholder that directly owns five percent or more of a class of a voting security of the ATS.

 Form 21-101F2, Exhibit C, section 1, items 4 and 5 BEFORE repealed by BC Reg 226/2020, effective September 14, 2020.

4. Type of business in which each is primarily engaged and current employer.

5. Type of business in which each was primarily engaged in the preceding five years, if different from that set out in item 4.

 Form 21-101F2, Exhibit D, section 2, items 2 and 5 BEFORE repealed by BC Reg 226/2020, effective September 14, 2020.

2. The name and title of the directors and officers, or persons performing similar functions, of the affiliate.

5. Copies of constating documents (including corporate by-laws), shareholder agreements, partnership agreements and other similar documents.

 Form 21-101F2, Exhibit E, item 2 BEFORE amended by BC Reg 226/2020, effective September 14, 2020.

2. Means of access to the market or facility and services, including a description of any co-location arrangements.

 Form 21-101F2, Exhibit E, items 7 and 8 BEFORE repealed by BC Reg 226/2020, effective September 14, 2020.

7. A description of how orders interact, including, but not limited to, the priority of execution for all order types.

8. A description of order routing procedures.

 Form 21-101F3 BEFORE re-enacted by BC Reg 201/2012, effective December 31, 2012.

Form 21-101F3

[am. B.C. Reg. 491/2003, s. (9).]

Quarterly Report of Alternative Trading System Activities

Alternative Trading System Name:

Period covered by this report: to ............................................

1. Identification:

A. Full name of alternative trading system (if sole proprietor, last, first and middle name):

B. Name(s) under which business is conducted, if different from item 1A:

C. Alternative trading system's main street address:

2. Attach as Exhibit A, a list of all subscribers at any time during the period covered by this report.

3. Attach as Exhibit B, a list of all securities that were traded on the alternative trading system at any time during the period covered by this report.

4. (a) Provide the details requested in the form set out in the chart below for each type of security traded on the alternative trading system for transactions during regular trading hours during the quarter. Enter "None", "N/A" or "0" where appropriate.

   (b) Provide the details requested in the form set out in the chart below for each type of security traded on the alternative trading system for transactions during after hours trading sessions during the quarter. Enter "None", "N/A" or "0" where appropriate.

5. Provide the total trading volume for each security traded on the alternative trading system in the form set out in the chart below. Enter "None", "N/A" or "0" where appropriate.

6. Attach as Exhibit C, a list of all persons granted, denied, or limited access to the alternative trading system during the period covered by this report, designating for each person (a) whether they were granted, denied, or limited access; (b) the date the alternative trading system took such action; (c) the effective date of such action; and (d) the nature of any denial or limitation of access.

CERTIFICATE OF ALTERNATIVE TRADING SYSTEM

The undersigned certifies that the information given in this report relating to the alternative trading system is true and correct.

DATED at ..................................... this................... day of .......................... 20...

(Name of alternative trading system)

(Name of director, officer or partner — please type or print)

(Signature of director, officer or partner)

(Official capacity — please type or print)

 Form 21-101F3, Part A BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

A. General Marketplace Information

1. Marketplace Name:

2. Period covered by this report:

3. Identification

A. Full name of marketplace (if sole proprietor, last, first and middle name):

B. Name(s) under which business is conducted, if different from item A:

C. Marketplace main street address:

4. Attach as Exhibit A a current list of all marketplace participants at the end of the period covered by this report, identifying those marketplace participants that are using the marketplace's co-location services, if any. For each marketplace participant, indicate the number of trader IDs that may access the marketplace.

5. Attach as Exhibit B a list of all marketplace participants granted, denied or limited access to the marketplace during the period covered by this report, indicating for each marketplace participant: (a) whether they were granted, denied or limited access; (b) the date the marketplace took such action; (c) the effective date of such action; and (d) the nature of any denial or limitation of access.

6. A list of all amendments in the information in Form 21-101F1 or 21-101F2 that were filed with the Canadian securities regulatory authorities and implemented during the period covered by the report. The list must include a brief description of each amendment, the date filed and the date implemented.

7. A list of all amendments in the information in Form 21-101F1 or 21-101F2 that have been filed with the Canadian securities regulatory authorities but not implemented as of the end of the period covered by the report. The list must include a brief description of each amendment, the date filed and the reason why it was not implemented.

8. Systems — If any outages occurred at any time during the period for any system relating to trading activity, including trading, routing or data, provide the date, duration and reason for the outage.

 Form 21-101F3, Part B, Chart 2 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

Chart 2 — Crosses

 Form 21-101F3, Part B, Chart 3 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

Chart 3 — Order information

 Form 21-101F3, Part B, section 1, Item 7 BEFORE repealed by BC Reg 179/2015, effective October 1, 2015.

7. Co-location — Indicate the percentage of marketplace participants that are using the marketplace's co-location services, if any.

 Form 21-101F3, Part B, section 2, Item 2 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

2. Trading by security — Provide the details requested in the form set out in Chart 8 below for the 10 most traded fixed income securities on the marketplace (based on the value of the volume traded) for trades executed during regular trading hours during the quarter. Enter "None", "N/A" or "0" where appropriate.

 Form 21-101F3, Part B, Chart 8 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

Chart 8 — Most traded fixed income securities

 Form 21-101F3, Part B, Chart 15 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

Chart 15 — Trades resulting from pre-negotiation discussions

 Form 21-101F3, Part B, Chart 16 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

Chart 16 — Order information

 Form 21-101F3, Part B, section 4, Item 6 BEFORE repealed by BC Reg 179/2015, effective October 1, 2015.

6. Co-location

Indicate the percentage of marketplace participants that are using the marketplace's co-location services, if any.

 Form 21-101F3, Part A, section 3, items B and C BEFORE repealed by BC Reg 226/2020, effective September 14, 2020.

B. Name(s) under which business is conducted, if different from item A:

C. Marketplace main street address:

 Form 21-101F3, Part A, sections 4, 5, 6 and 7 BEFORE repealed by BC Reg 226/2020, effective September 14, 2020.

4. A list of all amendments to the information in Form 21-101F1 or 21-101F2 that were filed with the Canadian securities regulatory authorities and implemented during the period covered by the report. The list must include a brief description of each amendment, the date filed and the date implemented.

5. A list of all amendments to the information in Form 21-101F1 or 21-101F2 that have been filed with the Canadian securities regulatory authorities but not implemented as of the end of the period covered by the report. The list must include a brief description of each amendment, the date filed and the reason why it was not implemented.

6. Systems — If any outages occurred at any time during the period for any system relating to trading activity, including trading, routing or data, provide the date, duration, reason for the outage and its resolution.

7. Systems Changes — A brief description of any significant changes to the systems and technology used by the marketplace that support order entry, order routing, execution, trade reporting, trade comparison, data feeds, co-location and, if applicable, market surveillance and trade clearing that were planned, under development, or implemented during the quarter. Please provide the current status of the changes that are under development.

 Form 21-101F3, Part B, section 1 BEFORE repealed by BC Reg 226/2020, effective September 14, 2020.

Section 1 — Marketplaces Trading Exchange-Listed Securities

1. General trading activity — For each type of security traded on the marketplace, provide the details (where appropriate) requested in the form set out in Chart 1. The information must, if applicable, be provided for transactions executed at the opening of the market, during regular trading hours, and after hours during the quarter. Enter "None", "N/A" or "0" where appropriate.

Chart 1 — General trading activity for marketplaces trading exchange-listed securities

2. Crosses — Provide the details (where appropriate) requested in the form set out in Chart 2 below for each type of cross executed on the marketplace for trades executed at the opening of the market, during regular trading and after hours during the quarter. Enter "None", "N/A" or "0" where appropriate.

Chart 2 — Crosses

3. Order information — Provide the details (where appropriate) requested in the form set out in Chart 3 below for each type of order in exchange traded securities executed on the marketplace for orders entered at the opening of the market, during regular trading and after hours during the quarter. Enter "none", "N/A" or "0" where appropriate.

Chart 3 — Order information

4. Trading by security — Provide the details requested in the form set out in Chart 4 below for the 10 most traded securities on the marketplace (based on the volume of securities traded) for trades executed at the opening of the market, during regular trading and after hours during the quarter. Enter "None", "N/A" or "0" where appropriate.

Chart 4 — Most traded securities

5. Trading by marketplace participant — Provide the details requested in the form set out in Chart 5 below for the top 10 marketplace participants (based on the volume of securities traded). The information must, if applicable, be provided for the total trading volume, including for trades executed at the opening of the market, during regular trading and after hours during the quarter. Enter "None", "N/A" or "0" where appropriate. Where a marketplace's marketplace participants are dealers and non-dealers, the marketplace must, if applicable, complete a separate chart for each.

Chart 5 — Concentration of trading by marketplace participant

6. Routing activities — Indicate the percentage of marketplace participants that used marketplace-owned, third party or affiliated routing services during the reporting period. In addition, provide the information in Chart 6 below.

Chart 6 — Routing of marketplace orders

7. Repealed. [B.C. Reg. 179/2015, Sch. A, s. 47.]

 Form 21-101F3, Part B, section 2, item 3 and chart 9 BEFORE repealed by BC Reg 226/2020, effective September 14, 2020.

3. Trading by marketplace participant — Provide the details requested in the form set out in Chart 9 below for the top 10 marketplace participants for trades executed during regular trading hours during the quarter. Enter "None", "N/A" or "0" where appropriate. If marketplace participants are dealers and non-dealer institutions, the marketplace must, if applicable, complete a separate chart for each.

Chart 9 — Concentration of trading by marketplace participant

 Form 21-101F5, Initial Operation Report for Information Processor BEFORE re-enacted by BC Reg 201/2012, effective July 6, 2012.

Form 21-101F5

[am. B.C. Regs. 491/2003, s. (9); 48/2007, Sch. A, ss. 10 to 14.]

Initial Operation Report for Information Processor

TYPE OF FILING:

[ ]  INITIAL FORM      [ ]  AMENDMENT

GENERAL INFORMATION

1. Full name of information processor:

2. Main street address (do not use a P.O. box):

3. Mailing address (if different):

4. Address of head office (if different from address in item 2):

5. Business telephone and facsimile number:

6. Website address:

7. Contact employee:

8. Counsel:

9. Date of financial year-end:

10. List of all marketplaces, dealers or other parties for which the information processor is acting or for which it proposes to act as an information processor. For each marketplace, dealer or other party, provide a description of the function(s) which the information processor performs or proposes to perform.

11. List all types of securities for which information will be collected, processed, distributed or published by the information processor. For each such marketplace, dealer or other party, provide a list of all securities for which information with respect to quotations for, or transactions in, is or is proposed to be collected, processed, distributed or published.

BUSINESS ORGANIZATION

Except where the information processor is a sole proprietorship, indicate the date and place where the information processor obtained its legal status (e.g. place of incorporation, place where partnership agreement was filed or where information processor was formed):

EXHIBITS

File all Exhibits with the Initial Form. For each Exhibit, include the name of the information processor, the date of filing of the Exhibit and the date as of which the information is accurate (if different from the date of the filing). If any Exhibit required is inapplicable, a statement to that effect shall be furnished instead of such Exhibit.

If the information processor files an amendment to the information provided in its Initial Form, and the information relates to an Exhibit filed with the Initial Form or a subsequent amendment, the information processor must, in order to comply with sections 14.1 and 14.2 of National Instrument 21-101 provide a description of the change and file a complete and updated Exhibit.

1. CORPORATE GOVERNANCE

Exhibit A  A copy of the constating documents, including corporate by-laws and other similar documents, and all subsequent amendments identifying the processes and procedures which promote independence from the marketplaces, inter-dealer bond brokers and dealers that provide data.

Exhibit B  List any person or company who owns 10 percent or more of the information processor's stock or who, either directly or indirectly, through agreement or otherwise, in any other manner, may control or direct the management or policies of the information processor. Provide the full name and address of each such person and attach a copy of the agreement or, if there is none written, describe the agreement or basis through which such person exercises or may exercise such control or direction.

Exhibit C  A list of the partners, officers, directors, governors, members of all standing committees or persons performing similar functions who presently hold or have held their offices or positions during the previous year, identifying those individuals with overall responsibility for the integrity and timeliness of data reported to and displayed by the system (the "System") of the information processor, indicating the following for each:

Exhibit D A narrative or graphic description of the organizational structure of the information processor.

Exhibit E  A description of the personnel qualifications for each category of professional, non-professional and supervisory employee employed by the information processor. Detail whether the personnel are employed by the information processor or a third party identifying the employees responsible for monitoring the timeliness and integrity of data reported to and displayed by the System.

Exhibit F  For each affiliated entity of the information processor, and for any person or company with whom the information processor has a contractual or other agreement relating to the operations of the information processor, provide the following information:

2. SYSTEMS AND OPERATIONS

Exhibit G  Describe the manner of operation of the System that collects, processes, distributes and publishes information in accordance with National Instruments 21-101 and 23-101. This description should include the following:

Exhibit H  A description in narrative form of each service or function performed by the information processor. Include a description of all procedures utilized for the collection, processing, distribution, validation and publication of information with respect to orders and trades in securities.

Exhibit I  A list of all computer hardware utilized by the information processor to perform the services or functions listed in Item 10, indicating:

Exhibit J  A description of the measures or procedures implemented by the information processor to provide for the security of any system employed to perform the functions of an information processor. Include a general description of any physical and operational safeguards designed to prevent unauthorized access to the system. Describe any measures used to verify the timeliness and accuracy of information received and disseminated by the System, including the processes to resolve data integrity issues identified.

Exhibit K  Where the functions of an information processor are performed by automated facilities or systems, attach a description of:

Exhibit L  For each service or function listed in Item 10,

3. FINANCIAL VIABILITY

Exhibit M  Audited financial statements for the latest financial year of the information processor and a report prepared by an independent auditor. Please discuss the financial viability of the information processor in the context of having sufficient financial resources to properly perform its functions.

Exhibit N  A business plan with pro forma financial statements and estimates of revenue.

4. FEES AND REVENUE SHARING

Exhibit O  A complete list of all fees and other charges imposed, or to be imposed, by or on behalf of the information processor for its information services, including the cost of establishing a connection that will provide information to the information processor. Where arrangements to share revenue from the sale of data disseminated by the information processor with marketplaces, inter-dealer bond brokers and dealers that provide data to the information processor in accordance with National Instrument 21-101 are in place, a complete description of the arrangements and the basis for these arrangements.

5. ACCESS

Exhibit P  Attach the following:

Exhibit Q  The form of contract governing the terms by which persons may subscribe to the services of an information processor.

Exhibit R A description of any specifications, qualifications or other criteria which limit, are interpreted to limit or have the effect of limiting access to or use of any services provided by the information processor and state the reasons for imposing such specifications, qualifications or other criteria. This applies to limits relating to providing information to the information processor and the limits relating to accessing the consolidated feed distributed by the information processor.

Exhibit S  Attach any specifications, qualifications or other criteria required of participants who supply securities information to the information processor for collection, processing for distribution or publication by the information processor.

6. SELECTION OF SECURITIES REPORTED TO THE INFORMATION PROCESSOR

Exhibit T Where the information processor is responsible for making a determination of the data which must be reported, including the securities for which information must be reported in accordance with National Instrument 21-101, describe the manner of selection and communication of these securities. This description should include the following:

CERTIFICATE OF INFORMATION PROCESSOR

The undersigned certifies that the information given in this report is true and correct.

DATED at ..................................... this................... day of .......................... 20...

(Name of information processor)

(Name of director, officer or partner — please type or print)

(Signature of director, officer or partner)

(Official capacity — please type or print)

 Form 21-101F5, title and line under the heading "Type of Filing" BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

Initial Operation Report for Information Processor

TYPE OF FILING:

[ ] INITIAL FORM   [ ] AMENDMENT

 Form 21-101F5, Exhibit G, section 1, Paragraph 5 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

5. Description of the training provided to users of the System and any materials provided to the users.

 Form 21-101F5, Exhibit J, section 2 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

2. Where arrangements exists to share revenue from the sale of data disseminated by the information processor with marketplaces, inter-dealer bond brokers and dealers that provide data to the information processor in accordance with National Instrument 21- 101, provide a complete description of the arrangements and the basis for these arrangements.

 Form 21-101F5, Exhibit K, section 3 BEFORE amended by BC Reg 179/2015, effective October 1, 2015.

3. A description of any specifications or criteria required of marketplaces, inter-dealer bond brokers or dealers which provide securities information to the information processor for collection, processing for distribution or publication. Identify those specifications or criteria which limit, are interpreted to limit or have the effect of limiting access to or use of any services provided by the information processor and state the reasons for imposing such specifications or criteria.

 Form 21-101F5, Exhibit G, section 1 BEFORE revised by BC Reg 226/2020, effective September 4, 2020.

1. Describe the manner of operation of the System of the information processor that collects, processes, distributes and publishes information in accordance with National Instruments 21-101 and 23-101. This description must, if applicable, include the following:

1. The means of access to the System.

2. Procedures governing entry and display of quotations and orders in the System including data validation processes.

3. A description of any measures used to verify the timeliness and accuracy of information received and disseminated by the System, including the processes to resolve data integrity issues identified.

 Form 21-101F5, Exhibit J, section 2 BEFORE revised by BC Reg 226/2020, effective September 4, 2020.

2. Where arrangements exist to share revenue from the sale of data disseminated by the information processor with marketplaces, inter-dealer bond brokers and dealers that provide data to the information processor in accordance with National Instrument 21-101, provide a complete description of the arrangements and the basis for these arrangements.

 Form 21-101F5, Exhibit K, section 1 BEFORE revised by BC Reg 226/2020, effective September 4, 2020.

1. List all persons and entities that provide data to the information processor in accordance with the requirements of National Instrument 21-101.

 Form 21-101F5, Exhibit M BEFORE revised by BC Reg 226/2020, effective September 4, 2020.

Exhibit M — Selection of Securities for which Information Must Be Reported to the Information Processor

Where the information processor is responsible for making a determination of the data which must be reported, including the securities for which information must be reported in accordance with National Instrument 21-101, describe the manner of selection and communication of these securities. This description must, if applicable, include the following:

1. The criteria used to determine the securities for which information must be reported and the data which must be reported to the information processor.

2. The process for selection of the securities, including a description of the parties consulted in the process and the frequency of the selection process.

3. The process to communicate the securities selected and data to be reported to the marketplaces, inter-dealer bond brokers and dealers providing the information as required by National Instrument 21-101. The description must include where this information is located.