Alternative Trading Systems (ATSs)
As a marketplace, an alternative trading system (ATS) is regulated under the Securities Act (Ontario) and National Instrument 21-101 Marketplace Operation (NI 21-101), National Instrument 23-101 Trading Rules and their related companion policies. NI 21-101 defines a marketplace as a facility that:
- brings together buyers and sellers of securities;
- brings together the orders for securities of multiple buyers and sellers; and
- uses established non-discretionary methods under which the orders interact with each other.
ATSs provide automated trading systems which bring together orders from buyers and sellers. Unlike an exchange, an ATS does not:
- require an issuer to enter into an agreement to have its securities traded on the marketplace,
- 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,
- set requirements governing the conduct of subscribers, other than conduct in respect of the trading by those subscribers on the marketplace, and
- discipline subscribers other than by exclusion from participation in the marketplace.
The establishment and operations of ATSs are governed by the regulatory framework set out in National Instrument 21-101 Marketplace Operation (NI 21-101) and National Instrument 23-101 Trading Rules (NI 23-101) (collectively, the Marketplace Rules). Additional guidance regarding the regulatory framework outlined in NI 21-101 and NI 23-101 may be found in their related Companion Policies.
To carry on business, the ATS must first:
- register as a dealer; and
- become a member of a self-regulatory organization (SRO).
The ATS must also file Form 21-101F2 to NI 21-101 with the OSC at least 30 days before it proposes to begin business, setting out:
- a description of classes of subscribers;
- a list of types of securities the ATS expects to trade;
- a description of its market structure;
- its constating documents and corporate by-laws;
- the names of anyone involved in operating the ATS;
- the manner of operation, procedures, means of access, fees, and a description of safeguards and training to be provided by the ATS; and
- a procedure for reviewing system capacity, security and contingency planning.
Once registered by the OSC and a member of an SRO, an ATS must conduct itself in accordance with requirements set out in the ATS Rules and any terms and conditions imposed by the OSC. These requirements include:
- filing Form 21-101F3 (quarterly report of Alternative Trading System Activities) within 30 days after each calendar quarter;
- reporting and settling all trades through a recognized clearing agency;
- providing accurate and timely information to an information processor or an information vendor;
- filing any significant changes to the information provided in Form 21-101F2; and
- maintaining dealer registration and meeting any requirements associated with its registration.
The ATS must also meet any requirements applicable to an ATS under the rules and requirements of the SRO of which it is a member.
The OSC oversees the compliance by an ATS with applicable Ontario securities law. As part of its oversight, the OSC reviews required filings (e.g. changes to information filed in Form 21-101F2).
OSC Staff Notice 21-703 Transparency of the Operations of Stock Exchanges and Alternative Trading Systems also provides for the publication by ATSs of notices describing the operations of the ATS prior to its starting to operate as well as notices regarding proposed changes to certain aspects of their operations.
ATS notices published under OSC Staff Notice 21-703 can be found here.
ATSs operating in Ontario:
- Bloomberg Tradebook Canada
- Chi-X Canada / CX2 Canada
- Instinet Canada Cross (ICX)
- Liquidnet Canada
- MATCH Now (operated by TriAct)
- Omega ATS
- TMX Select
- SIGMA X Canada (Please Note: Sigma X Canada has announced that it will no longer accept orders from subscribers and is ceasing operations effective from the close of business on Friday, April 27th 2012.)
Securities Lending ATSs: