Written By James Beeby, Andrew Disipio, Tekarra Valiulis and Nathalie Hunter
CSA Opens Comment Period on Proposed Changes to NI 43-101 Standards of Disclosure for Mineral Projects
On June 12, 2025, the Canadian Securities Administrators (CSA) formally released a Request for Comment on proposed sweeping changes to National Instrument 43-101, Standards of Disclosure for Mineral Projects, marking the first significant overhaul in over a decade. This release follows the near-final drafts made public in February through BC Notice 2025/01, which we previously discussed in the below blog post from June 3, 2025. The CSA's June release reflects a finalized and harmonized version of the proposed amendments which are materially unchanged from the February drafts and is now open for public comment until October 10, 2025.
For a detailed summary of the proposed changes and their implications, please refer to our original post. We encourage market participants to review the draft and consider providing feedback during the comment period. We will continue to monitor developments and provide further updates as the CSA moves toward finalizing these reforms.
June 3, 2025
The Canadian Securities Administrators (CSA) is undertaking a significant overhaul of National Instrument 43-101 – Standards of Disclosure for Mineral Projects (the Instrument), Form 43-101F1 – Technical Report (the Form) and the related Companion Policy 43-101CP (the Companion Policy). On February 13, 2025, the British Columbia Securities Commission released BC Notice 2025/01 (the Notice) providing an update on the process. The Notice included near-final drafts of these updates, collectively referred to as the Modernized Disclosure Requirements. These drafts were provided on an information-only basis and were not released as part of a request for comments. A formal CSA Notice and Request for Comment is expected in the coming months.
This comprehensive reform aims to modernize and streamline Canada’s mining disclosure framework. The proposed changes are the CSA’s response to feedback gathered through continuous disclosure reviews, targeted issue-oriented reviews and consultation with stakeholders, including issuers, legal professionals, consulting firms and Indigenous Peoples’ organizations. These updates also respond to broader shifts in industry practices, investor expectations and regulatory demands.
Following is a summary of some of the key changes in the drafts released.
Key Updates and Amendments:
Written Disclosure for All Projects
The requirements applicable to written disclosure contained in Part 3 of the Instrument (relating to qualified person review and responsibility, data verification, exploration information and disclosure of certain information regarding reserves and resources), which previously applied only to material projects, will also apply to non-material projects, standardizing expectations for all types of mineral projects.
Eliminating the Use of Foreign Codes
Given the harmonization of defined mining terms across most major mining jurisdictions, the Modernized Disclosure Requirements eliminate the use of foreign reporting codes in favor of a unified approach aligned with the Canadian Institute of Mining, Metallurgy and Petroleum (CIM) Definition Standards. Technical reports will therefore be required to comply with CIM standards and no exemption will be provided for reports prepared under foreign codes.
Clarifying the Role and Obligations of the Qualified Person
The Modernized Disclosure Requirements revise the definition of qualified person so that it will no longer include the education requirement (as this is already addressed through professional licensure) but will specify that industry experience must be gained after professional registration and clarify that a qualified person must have experience relevant to the subject matter of the mineral project. Furthermore, the new requirements mandate that all scientific and technical information, whether for material or non-material projects, must be prepared or approved by a qualified person. (The current requirements apply only to projects which are material to the issuer).
The updated rules will also make clear that a qualified person must conduct a current in-person inspection of the mineral project before a technical report can be filed, eliminating the previous provision allowing for deferral due to seasonal weather conditions.
Updates on Royalty-Only Issuers
Under the current regulations, companies with a royalty or similar interest alone in a mineral project are still required to file a technical report, subject to certain exceptions. The Modernized Disclosure Requirements remove this requirement to reduce the obligation on disclosing entities who cannot provide detailed reports, considering royalty issuers do not have the same level of access to data or technical information as project owners.
Enhanced Environmental and Social Disclosure
Disclosure of dates and sources of disclosure related to environmental, permitting and social matters within technical reports will be required. Further, more inclusive language is introduced throughout the Form to capture a broader scope of stakeholders.
Specific Reporting on Indigenous Relations
The Modernized Disclosure Requirements will specifically require technical reports to disclose permits, agreements and negotiations with Indigenous Peoples, rightsholders or communities. The CSA identifies this additional disclosure as essential for investors to understand the risks and uncertainties of a mineral project. While this will be a new requirement for technical reports, it is aligned with broader Canadian securities laws, which require the disclosure of material information, including those concerning relationships with Indigenous Peoples, as part of ongoing reporting requirements.
Additional Disclosure
The CSA identifies mineral resource estimates as foundational for subsequent studies and analysis. In the interest of complete and comparable disclosure in technical reports the Modernized Disclosure Requirements mandate enhanced disclosure, including how reasonable prospects for eventual economic extraction were determined, the classification of mineral resource estimates, the issuer’s attributable percentage of resources for fractional ownerships and project-specific risk for mineral resource estimates.
Additional Updates
- Adjacent properties: The Modern Disclosure Requirements will continue to allow discussion of neighbouring mineralization on adjacent properties provided the technical report also includes cautionary statements, emphasizing that such information is not necessarily indicative of mineralization on the issuer’s own project
- Data verification: The requirements for disclosure on data verification will be clarified to confirm that they apply to all technical report items and not just exploration and drilling activities.
- Disclaimers: The Modern Disclosure Requirements clarify that disclosure in any disclosure documents cannot include any disclaimer of scientific or technical information.
- Simplified terminology and definitions: The Modernized Disclosure Requirements refine the approach to certain defined terms. For instance, the interchangeable terms "mineral project", "project", "mineral property" and "property" will be replaced with the single, more precise term "mineral project" and, the definitions of "early-stage exploration property" and "advanced property" will be removed so the technical report template is applicable to projects at all stages of development.
- Relevant scientific and technical information: The Form is being revised to require that a technical report must include all “relevant scientific and technical information,” (rather than the current standard which is to all “material scientific and technical information”) clarifying that qualified persons must assess what is relevant to the mineral project rather than determining materiality.
- “NI 43-101 compliant”: The proposed Companion Policy provides guidance stating that issuers should not use wording such as “NI 43-101 Compliant” when referring to technical reports or reserve and resource estimates, guiding issuers to instead use terminology such as “reported/prepared in accordance with NI 43-101”.
- Producing issuer: The revenue thresholds for an issuer to qualify as a “producing issuer” have been raised from C$30 million on the prior year or an aggregate of C$90 million over the three prior years to C$55 million and C$165 million, respectively.
What Does This Mean for Mining Issuers?
The Modernized Disclosure Requirements introduced by the CSA aim to standardize reporting across all mineral projects, reduce regulatory burdens and improve transparency. However, they will also bring significant changes to the mining disclosure framework. These updates will require companies to adjust their technical reports going forward to align with new definitions, clarify the role of qualified persons and ensure more comprehensive environmental, social and Indigenous relations disclosures. Issuers may also need to enhance their data verification practices and comply with stricter requirements.
Readers should bear in mind that these drafts are not final and that there will likely be additional changes before final drafts are released for comment.
If you have any questions about the Modernized Disclosure Requirements, or wish to provide comments on the upcoming CSA Notice and Request for Comment, we invite you to contact the Bennett Jones Mining group.
Please be advised this blog was originally published on June 3, 2025, and most recently updated on June 20, 2025.
Please note that this publication presents an overview of notable legal trends and related updates. It is intended for informational purposes and not as a replacement for detailed legal advice. If you need guidance tailored to your specific circumstances, please contact one of the authors to explore how we can help you navigate your legal needs.
For permission to republish this or any other publication, contact Amrita Kochhar at kochhara@bennettjones.com.
Bennett Jones