Canada Gazette, Part I, Volume 160, Number 43: Stablecoin Regulations
October 24, 2026
Statutory authorities
Stablecoin Act
Retail Payment Activities Act
Sponsoring department
Department of Finance
REGULATORY IMPACT ANALYSIS STATEMENT
(This statement is not part of the Regulations.)
Issues
Innovation and competition in financial services benefit Canadians by lowering costs and increasing choices. The use of fiat-backed stablecoins (stablecoins) in financial services around the world is on the rise, and one key emerging use of these stablecoins is as a method of faster and easier payments, particularly across international borders.
Within Canada, stablecoins are currently subject to oversight by provincial and territorial securities regulators through the regulation of crypto-asset trading platforms. Under the rules of the Canadian Securities Administrators (CSA), crypto-asset trading platforms may only make certain stablecoins available for trading if the stablecoin complies with the rules established by the CSA, such as on disclosure, reserve assets, and redemption rights. These requirements are outlined in CSA Staff Notice 21-333.
However, while provincial and territorial securities regulators oversee the availability of stablecoins on crypto-asset trading platforms, there is currently no comprehensive regulatory framework governing the issuance of stablecoins that have interprovincial and international applications. The absence of regulatory requirements and supervisory oversight of stablecoin issuers that have interprovincial and international applications creates risks for Canadians, and reduces confidence in stablecoins as a reliable method of digital payments. There is notably the risk of financial loss due to inadequate reserves to support redemption, insufficient risk management practices that impact the reliable use of stablecoins, instances of issuer insolvency, and threats to the security of sensitive personal and financial information of Canadians and Canadian businesses.
To manage these risks, the Government introduced the Stablecoin Act (the SCA), which received royal assent in March 2026. The SCA introduces a framework for regulating the issuance of stablecoins in Canada that have interprovincial and international applications. The SCA also provides the Minister of Finance (the Minister) with authorities to address national security risks posed by stablecoin issuers.
The proposed Stablecoin Regulations (proposed Regulations) are required to bring the SCA into force and would prescribe the elements needed for issuers to register with the Bank of Canada and comply with the SCA, and for the Bank of Canada to promote compliance with the SCA and the proposed Regulations.
The proposed Regulations also include related amendments to the Retail Payment Activities Regulations to prescribe stablecoins so that payment service providers (PSPs) that perform payment functions using stablecoins are within the scope of the Retail Payment Activities Act (RPAA). In the absence of scoping in these PSPs to the RPAA, Canadians could be exposed to increased risks, such as potential financial losses if a PSP becomes insolvent, and inadequate risk management practices that could affect the reliability of stablecoin payment services, which are risks intended to be addressed by the RPAA. Additional proposed amendments are intended to promote PSPs’ compliance with the RPAA and ensure that the Bank of Canada has the information needed to supervise them.
Background
Stablecoins are digital assets that are recorded and transferred on a cryptographically secured distributed ledger (blockchain) that are designed to maintain a fixed value relative to an underlying fiat currency. Stablecoin issuers create stablecoins and make them available for purchase, either directly or through wholesalers and intermediaries such as crypto-asset trading platforms. Crypto-asset trading platforms allow individuals to buy, sell, and trade crypto assets.
Recognizing the emerging use of stablecoins outside of crypto trading, many jurisdictions have established, or are introducing, regulatory regimes for the issuance and use of stablecoins. This includes the Guiding and Establishing National Innovation for United States Stablecoins Act (GENIUS Act) in the United States, the Markets in Crypto-Assets Regulation (MiCA) framework in the European Union, and regimes in Japan, Singapore, Hong Kong and the United Kingdom.
The federal government’s legislative framework for the SCA was enacted through Budget 2025 Implementation Act, No. 1 to address risks associated with the issuance of stablecoins that are expected to have interprovincial and international applications. The SCA and the consumer-driven banking legislative framework, also enacted through that Act, provide the Bank of Canada with authority to oversee entities that fall within their scope, building on the Bank of Canada’s existing role overseeing PSPs under the RPAA.
The RPAA, which was enacted in June 2021, introduced a retail payment supervisory regime for PSPs, such as payment processors and digital wallets. Provisions requiring PSPs to apply for registration with the Bank of Canada came into force in November 2024, while substantive requirements of the RPAA — establishing operational risk management and funds safeguarding frameworks — came into force in September 2025. The RPAA currently applies to payment functions performed by PSPs in fiat currency.
Stablecoin Act
The core elements of Canada’s stablecoin framework are set out in the SCA. Once in force, the SCA would require stablecoin issuers to apply for registration with the Bank of Canada, maintain a reserve of assets denominated in the underlying fiat currency and backed on at least a one-to-one basis, offer stablecoin holders redemption on a one-to-one basis in that currency, and establish and adhere to policies related to corporate governance, risk management, data security, and recovery and resolution.
The SCA enables the Minister of Finance, in consultation with national security partners, to assess applicants for national security risks and to direct the Bank of Canada to refuse a registration application for national security reasons. The SCA also includes restrictions on how issuers characterize and market stablecoins to consumers, including disclosure requirements to inform stablecoin holders. Moreover, the SCA establishes supervision and enforcement powers for the Bank of Canada — including an administrative monetary penalties (AMPs) regime — to promote compliance with the SCA.
Once brought into force by order of the Governor in Council, the SCA would regulate issuance activity in Canada by domestic and foreign issuers who are not prudentially regulated financial institutions, meaning it would not regulate banks; trust, loan or insurance companies; credit unions; or foreign financial institutions.
To minimize potential overlaps with other regimes, the SCA provides the Governor of the Bank of Canada authority to exempt, by order, an issuer or a class of issuers from provisions of the SCA where legislative or regulatory requirements are substantially similar to those of the SCA.
In light of the rapidly evolving nature of digital assets, the SCA was designed with extensive regulation-making authorities to allow the Governor in Council to make regulations that further clarify and specify the requirements of the SCA, as well as to allow the Bank of Canada to issue guidelines. Regulations may be made under the SCA respecting key elements of the framework, including requirements related to the reserve of assets, redemption, and policy requirements, as well as the designation of violations under the AMPs regime. Transitional measures may also be prescribed through regulations to vary the application of the SCA to issuers who were already issuing stablecoins before the SCA came into force.
The SCA also permits the Bank of Canada to charge applicants an application fee and issuers an annual assessment fee. The formula for setting the amount of the annual assessment fee would be fixed in regulations. This ensures that the regulated entities bear the costs of supervision, rather than those costs being passed on to the broader tax base.
Retail Payment Activities Act
The Bank of Canada is responsible under the RPAA for supervising PSPs that perform payment functions. Payment functions include
- provision and maintenance of a payment account;
- holding of funds, which, in the case of stablecoins, would be the stablecoin units held, not the reserves backing it;
- payment initiation;
- payment authorization and transmission;
- clearing or settlement; and
- the transmission or maintenance of an end user’s encrypted or tokenized payment instrument or an end user’s private key, whether the private key is encrypted or tokenized.
The sixth payment function was added to the RPAA as part of the Government’s Budget 2025 Implementation Act, No. 1 to further clarify that activities often performed by mobile wallets and certain other digital wallets are in the scope of the RPAA. This function, which requires an order of the Governor in Council to bring it into force, would apply to payment functions performed by PSPs in prescribed stablecoins and fiat currency. For this function, a private key allows an end user to authorize transactions using prescribed stablecoins. Encrypting or tokenizing the private key would enable the end user to transmit payment instructions without exposing the key itself.
PSPs that fall within the scope of the RPAA are required to register with the Bank of Canada and comply with applicable obligations, including requirements to manage operational risks, respond to incidents, safeguard end-user funds, meet reporting requirements and comply with national security safeguards.
To minimize potential overlaps with other regimes, the RPAA provides the Governor of the Bank of Canada authority to exempt, by order, PSPs or classes of PSPs from provisions of the RPAA where federal or provincial requirements are substantially similar to those of the RPAA. Further, to minimize overlap with provincial securities requirements, the RPAA provides an exemption to payment functions performed by PSPs that are to give effect to transactions in relation to securities.
Objective
The goals of the SCA and the proposed Regulations are to promote competition and innovation in the financial sector while addressing risks to Canadian stablecoin holders. The development of the SCA and the proposed Regulations was guided by three public policy objectives:
- Competition, innovation, and economic growth: Create a regulated space for the issuance of fiat-backed stablecoins in Canada, providing clear rules and requirements for issuers and PSPs to follow, reducing regulatory uncertainty, facilitating international recognition, and helping build trust in digital payments.
- Consumer protection: Ensure clear requirements for the redemption of outstanding stablecoins by Canadians, standards for reserve asset management, content required for policies on data security, risk management, and enhanced disclosures to the public to aid in promoting transparency.
- Safety and soundness: Strengthen the overall integrity of the financial sector by addressing and mitigating risks related to the issuance of stablecoins, such as potential runs on stablecoins and de-pegging events that could have broader implications for the financial system. This includes establishing robust registration requirements for issuers and disclosures to the Bank of Canada, and enabling an AMP regime to encourage compliance. The proposed Regulations are also intended to provide the details needed to support the Minister’s national security authorities under the SCA and the RPAA so that the Government can respond to potential national security risks posed by issuers and PSPs.
Description
Stablecoin Regulations
The proposed Regulations would operationalize the SCA by elaborating on requirements for issuer registration, reserve asset management, redemption, policy development, public reporting and other elements.
The proposed Regulations also include related amendments to the Retail Payment Activities Regulations to accommodate the Bank of Canada’s supervision of PSPs that perform payment functions using prescribed stablecoins under the RPAA.
Definitions
The entity that issues a stablecoin (the issuer) is responsible for meeting the obligations of the SCA. The term “issue” is defined under the SCA as to create the stablecoin and to make it available for purchase, directly or indirectly, by a person in Canada. The definition captures stablecoins issued to Canadians, regardless of whether they are ultimately purchased by persons in Canada or by persons outside Canada. The proposed Regulations would define the terms “create” and “make available” in the context of the definition of “issue” to clarify that the entity that exercises control over both these activities is the issuer. As a result, an issuer may outsource issuance-related activities to a third party and still be responsible for meeting the obligations of the SCA.
The SCA defines the term “outstanding stablecoin” to mean a stablecoin that an issuer has issued and that has been purchased and neither redeemed nor cancelled. This definition is relevant to requirements in the SCA and the proposed Regulations related to redemption, reserves, qualified custodians, reporting, and assessment fees. The proposed Regulations would specify that “purchased” in the definition of “outstanding stablecoin” means a stablecoin purchased by a person who normally resides in Canada, who then becomes a stablecoin holder. This is to provide clarity that the requirements of the SCA and the proposed Regulations are intended to protect persons that normally reside in Canada.
The proposed Regulations would also define “closed-loop stablecoin.” This definition is intended to provide clarity as to when a stablecoin would fall outside the scope of the SCA and therefore would not be regulated by the Bank of Canada. In this regard, the definition of closed-loop stablecoin would provide that it can only be used to purchase goods or services within a defined network of merchants, and it cannot be used outside that network or redeemed by holders for fiat currency. However, it can be redeemed for fiat currency by the merchant and its affiliates. This type of arrangement functions similarly to a gift card, where value is issued for use within a specific ecosystem, or a clearing and settlement mechanism for internal transactions, rather than as a general-purpose means of payment.
Registration and national security safeguards
The proposed Regulations would establish the information that an applicant must submit in its application and which the Bank of Canada would assess for completion, including whether the applicant has demonstrated compliance with the SCA prior to registration. This information includes the name of the stablecoin, its creation process, including how reserve assets are managed, whether the applicant is a publicly traded company, and the names of third parties, including those that would perform an activity on the applicant’s behalf.
The provisions in the proposed Regulations related to national security would support the Minister of Finance’s authorities. The national security provisions in the SCA and the proposed Regulations are modelled on and consistent with other financial sector statutes, such as the Bank Act and the RPAA.
The SCA contains national security safeguards that enable the Minister to review stablecoin issuers for risks related to national security. Under the SCA, applicants would need to submit information necessary for national security purposes to the Bank of Canada. As set out in the proposed Regulations, this would include identifying information about the applicant, its owners, senior officers, directors, and other persons with significant influence over the applicant (including creditors and state-owned enterprises), information about personal data collection, use, and sharing with third parties, and information about relevant corporate and business relationships.
The proposed Regulations would provide the Minister with 60 days to decide to review an application for national security concerns and allow the Minister to extend the decision period for additional 60-day periods, if necessary. Should the Minister decide to proceed with a national security review, the proposed Regulations would specify that the review must be conducted within 180 days and that the period for conducting the review may be extended for additional 180-day periods at the discretion of the Minister. In accordance with the SCA, if a national security review is required, the Minister would inform the Bank of Canada, which would, in turn, inform the applicant of the Minister’s decision. The SCA provides that the Minister may request additional information related to the national security review.
Upon completion of the review, the SCA provides that the Minister may issue a directive to the Bank of Canada to refuse an application submitted by a stablecoin issuer. The Minister may also require an undertaking from, or impose conditions on, an applicant or issuer for reasons related to national security, and may also direct an applicant or issuer through the issuance of an order to take or to refrain from taking any measures in respect of a stablecoin for reasons related to national security.
Relatedly, the SCA provides that an applicant or issuer would have the opportunity to make representations to the Minister regarding the Minister’s decision to direct the Bank of Canada to refuse an application.
Prohibition
The proposed Regulations clarify the statutory prohibitions on issuance of stablecoins, including restrictions against (1) making false or misleading representations, (2) paying interest or yield tied to the holding of a stablecoin, and (3) representing a stablecoin as legal tender, a deposit or proof of deposit, or as insured under a public deposit insurance system or guaranteed by the Government. With respect to the prohibition on false representations, the proposed Regulations would specify that this includes the use of any terms, expressions, logos, symbols, or illustrations that suggest that the issuer would, either directly or indirectly, pay the holder of a stablecoin any form of interest or yield from holding the stablecoin; that the stablecoin issued by the issuer is legal tender, a deposit or proof of deposit, or insured under a public deposit insurance system or guaranteed by the Government; or that the issuer’s name is registered with the Bank of Canada when it is not. These provisions are to ensure that the public, including stablecoin holders, do not mistakenly assume that stablecoins offer the same guarantees or government protection as legal tender.
Issuers would also be prohibited from entering arrangements with any parties, including those who are not stablecoin holders, that result in offering interest or yield in ways that encourage stablecoin holders to hold more of the issuer’s stablecoin, or to hold it for a longer period of time. This includes arrangements that provide income-sharing, for example, where one party’s cost of offering interest or yield is funded by the issuer. However, a reward or payment that is tied to only the use and not the holding of a stablecoin, including through income-sharing arrangements, is permitted to encourage adoption of the stablecoin. These prohibitions are intended to distinguish stablecoins from financial products that compete directly with bank deposits or other interest-bearing instruments. By restricting issuers from distributing returns generated from reserve assets — such as interest earned on short-term government securities — the framework seeks to maintain a clear distinction between stablecoins and investment products.
Redemption
The proposed Regulations would require issuers to ensure that stablecoins are redeemable on a one-to-one basis in the reference currency. Issuers must publish a clear and publicly accessible redemption policy, outlining the conditions and processes for redemption, and provide it to the Bank of Canada. Additional requirements are prescribed in the interest of stablecoin holders, such as requiring redemption on request of stablecoin holders and capping redemption fees.
Issuers would also be required to redeem stablecoins within three business days after the initial request and without a minimum redemption amount. A three business days time frame is meant to accommodate the settlement cycles for both Canadian (T+1) and foreign-denominated (T+2) securities held in the reserve of assets. The additional business day beyond the underlying securities settlement cycles is to provide additional time for operational processing. This time frame specifies when the issuer must have liquidated the necessary reserve assets, where applicable, and initiated the transfer of fiat funds to the stablecoin holder.
The proposed Regulations require issuers to disclose all fees associated with purchasing and redeeming a stablecoin and to provide stablecoin holders with at least seven days’ notice on their website before any fee increases take effect. In addition, redemption fees would be capped at 1% of the redeemed amount. This cap is intended to strike a balance between the interest of stablecoin holders and market viability. On the one hand, it prevents excessive or punitive fees that could undermine confidence in the redeemability of stablecoins, including situations where fees are raised to levels that effectively limit a holder’s ability to exit. On the other, it provides sufficient flexibility for Canadian issuers — who are expected to operate at a smaller scale than dominant global players — to recover higher per-unit operational costs associated with redemption.
While the current market has trended toward redemption fees maximizing around 0.1%, setting the cap at that level could be overly restrictive for emerging or smaller-scale issuers. Conversely, a cap materially above 1% could discourage the use of stablecoins. A cap also provides predictability to stablecoin holders by ensuring fees cannot increase beyond an upper bound, even with advance notice. A 1% ceiling is intended to provide a reasonable upper bound: high enough to accommodate cost variability and support market entry, while still low enough to preserve the feasibility of redeeming stablecoins.
The proposed Regulations would also require issuers to outline the banking or payment arrangements required for stablecoin holders to receive redemption proceeds. Any updates to the redemption policy must be published without delay and accompanied by an explanation of the changes.
Reserve of assets
The proposed Regulations would require issuers to maintain a reserve of assets denominated in the reference currency that has a market value that is equal to or greater than the total value of outstanding stablecoins at the end of each day. Issuers would only be permitted to invest these reserve assets solely in the following list of high-quality liquid assets: demand deposits, including cash; debt securities issued by the government of a country with a remaining maturity of three months or less; reverse repurchase agreements — a short-term financial transaction in which one party sells securities to the issuer on agreement to repurchase at a higher price — with a term of one business day; and money market funds that are composed entirely of eligible reserve assets. For reverse repurchase agreements, the issuer is limited to purchasing debt securities issued by the government of a country with a remaining maturity of three months or less.
The proposed Regulations would also prohibit reserve assets from being pledged as collateral or used to create a security or security interest in support of another obligation. These requirements are to ensure that reserve assets remain unencumbered. However, given the importance of repurchase agreements as a source of overnight liquidity, the proposed Regulations would clarify that an issuer may use repurchase agreements, collateralized by debt securities issued by the government of a country with a remaining maturity of three months or less and specifically for the purposes of meeting redemption requests, and would not be contravening the requirement that reserve assets remain unencumbered. Repurchase agreements would be limited to a term of one business day.
Issuers would further be required to hold reserve assets at a Canadian-incorporated qualified custodian. A “qualified custodian” is defined under the SCA as a financial institution under the Bank Act and that meets any requirements provided for in the proposed Regulations, which could have included domestic banks, authorized foreign banks, credit unions, trust companies, and insurance companies. The proposed Regulations would restrict eligibility to entities incorporated or formed by an Act of Parliament or of the legislature of a province, thereby excluding financial institutions not incorporated in Canada. This is intended to facilitate the ease of redemption for stablecoin holders in Canada if an issuer was insolvent through ensuring that the custodians of reserve assets meant to cover the value of outstanding stablecoins are in Canada.
The SCA requires reserve assets to be held in a segregated account that is bankruptcy remote, meaning that these assets are not part of the issuer’s or the qualified custodian’s other assets if either were to become insolvent, and were used exclusively for stablecoin redemption purposes. This is to ensure that reserve assets are not available to satisfy the claims of creditors of either the issuer or the qualified custodian in the event of bankruptcy or insolvency, except to meet the claims of stablecoin holders. However, the proposed Regulations would permit issuers to withdraw returns generated from the reserve assets, provided the value of the reserve remains at least equal to the value of the outstanding stablecoins. Where an issuer offers multiple stablecoins — whether denominated in the same or different reference currencies — and uses the same qualified custodian, the proposed Regulation would require that separate accounts be maintained for each stablecoin.
Policies
The proposed Regulations would require issuers to set objectives for the governance policy, the risk management policy, the data security policy, and the recovery and resolution policies required under the SCA. In addition to setting these objectives, issuers would be required to identify the senior officer responsible for each policy, identify the human and financial resources necessary to implement each policy, as well as roles and responsibilities of implicated persons, and maintain funds sufficient for policy implementation and maintenance. Each policy would need to be made in writing and reviewed on a yearly basis or before a change to the systems, policies, procedures, processes or controls of the issuer is made. A plain language summary of each policy would need to be published on the issuer’s website in both English and French, with updated versions of each complete policy sent to the Bank of Canada.
The governance policy would need to describe any conflicts of interest between the issuer’s activities in relation to the stablecoin it issues and any of its other activities. It would need to explain how the issuer’s activities would remain funded regardless of the issuer’s financial state and set out the decision-making processes. In addition, it would need to establish a code of conduct for employees of the issuer to promote a culture of risk management and compliance with the SCA. The issuer would also need to establish a process for handling complaints from stablecoin holders. This process must include setting out the mechanism for filing a complaint and the steps taken after receipt of a complaint. It must also outline how communication with the complainant would be managed and establish a maximum time of 7 days to respond to a complaint and 30 days to resolve a complaint.
The risk management policy would need to describe the measures taken to detect and address internal and external risks, and to detect and report incidents that could lead to non-compliance or breaches that could compromise the data being protected under the data security policy. The issuer would be required to conduct an independent review by a sufficiently skilled individual, as determined by the issuer, who has had no role in establishing, implementing or maintaining the policy, every three years and have the results of the review communicated to the senior officer responsible for the risk management policy through a report. The issuer would also be required to set out measures taken to maintain a reserve of assets that has a market value that is equal to or greater than the par value of all stablecoins that have been issued and neither redeemed nor cancelled. This includes stablecoins issued and purchased by persons in Canada and those purchased by persons outside of Canada.
The data security policy would need to set out the measures that the issuer has in place to protect data relating to the issuing or redemption of stablecoin, reserve asset management, or those that are related to the establishment, implementation and maintenance of the other policies required under the SCA. The data security policy would also be required to be independently reviewed once every three years, in the same manner as the risk management policy.
The recovery and resolution policy would need to describe the measures put in place that aim to ensure the continued management of reserve assets and the redemption of stablecoins during periods of market illiquidity, as well as the redemption of stablecoins in the event of the issuer’s insolvency or decision to cease issuing a stablecoin. These measures include the process to be followed to effect redemption during an insolvency, the accessibility and readiness of information and tools for a person appointed to carry out the insolvency proceeding of an issuer, and identification of the situations in which a stablecoin would be wound down and the actions to be taken by the issuer in such a circumstance.
All policies must be supported by adequate human and financial resources to implement them.
Reporting
The proposed Regulations would require issuers to disclose on their website the details on stablecoins issued to persons in Canada, the fees charged by the issuer, and information on how a stablecoin holder can submit a complaint to the issuer if they believe that the issuer has not complied with the SCA or any contractual obligations it has to the stablecoin holder.
Subsection 46(1) of the SCA requires issuers to submit a monthly report to the Bank of Canada that includes an opinion from a certified accountant on the value of outstanding stablecoins, the composition of the reserve assets, and whether, in the accountant’s opinion, the reserve assets satisfy the issuer’s duty to maintain reserves, including the requirement that the reserves consist of high-quality liquid assets. At the Bank of Canada’s request, issuers must also submit a statement from a lawyer providing an opinion on whether the issuer is complying with the SCA’s requirements relating to the prohibition on encumbering reserve assets and the placement and holding of reserve assets with a qualified custodian.
The proposed Regulations would also require issuers to submit, as part of the monthly report, information on the number of stablecoins issued to and redeemed by persons in Canada, the names of all qualified custodians holding reserves for stablecoins purchased by persons who normally reside in Canada, and the names of all entities (such as distributors or peer-to-peer exchanges) through which the issuer may make its stablecoins available for purchase to Canadians, and a summary of complaints resolved since the last report and the result of each complaint. The proposed Regulations would also require the statement by the certified accountant and all information provided as part of the statement to be written in accordance with an accepted accounting practice in Canada, the United States, or other jurisdictions specified in the proposed Regulations.
Notices of incident and significant change
Sections 49 and 50 of the SCA require an issuer to notify the Bank of Canada of an incident, which is defined in the SCA as any unplanned change that may have an impact on the issuer’s business relating to stablecoins, and of any significant change to any information that was provided to the Bank of Canada, as well as to other information meeting the proposed scope of significant change.
The proposed Regulations would require an issuer to submit the notice of incident using the electronic system provided by the Bank of Canada for that purpose and include the issuer’s name, the name and contact information of an individual who may be contacted in regard to the incident, and a description of the incident, including when it occurred and its impacts. An issuer would also need to provide an update on the measures taken to resolve the incident as soon as measures are taken.
For most of the information provided to the Bank of Canada, an issuer would also need to submit the notice of significant change to the Bank of Canada at least seven days before the day on which the significant change occurs, using the electronic system provided by the Bank of Canada for that purpose. The prescribed period of seven days is to give the Bank of Canada a limited time to review, not approve, the change prior to it being made, and discuss with the issuer any areas of concern.
The prescribed periods to submit a notice of significant change regarding information necessary for national security purposes vary. For example, an issuer would need to submit a notice of significant change to the Bank of Canada at least 30 days prior to changing the categories of personal or financial information it gathers, and at least 60 days prior to changing the list of countries in which the issuer stores or processes such information. In other cases, a notice of significant change would be required as soon as feasible, such as for any change to the issuer’s board of directors.
The notice would need to contain the reason for the change, the date on which the change is to be made, the assessment of the issuer of the impacts of the change, and a list and summary of amended documents that reflect the change. The proposed Regulations would also specify that a significant change includes a change to information provided in the policies of the issuer required under the SCA and to any information provided as part of the issuer’s application for registration.
Assessment of fees
The proposed Regulations are intended to determine the fees to stablecoin issuers for the Bank of Canada’s supervision responsibilities under the SCA, which is intended to operate as a cost-recovery framework.
More specifically, the assessment fee for each issuer would be calculated as the sum of a base fee (A) and a variable fee (B), such that assessment fee = A + B. Issuers would be assigned to tiers based on their total outstanding stablecoin value. Tier 1 would apply to issuers with an outstanding stablecoin value equal to or greater than $1 billion, with a base fee of $750,000 and a variable fee equal to 75% of the remaining recoverable costs, allocated equally among issuers in that tier. Tier 2 would apply to issuers with an outstanding value equal to or greater than $500 million, with a base fee of $350,000 and a variable fee equal to 25% of remaining recoverable costs, also allocated equally among issuers in that tier. Tier 3 would apply to issuers with less than $500 million in outstanding stablecoin value, with a base fee of $25,000 and no variable fee. The calculation of outstanding stablecoin value for each issuer would be based on the average of monthly reported figures over the calendar year, using data from the most recent report required under the SCA, and all values would be converted into Canadian dollars using the Bank of Canada’s monthly exchange rates. Assessment fees would also be adjusted for inflation.
Supervisory information
The SCA provides that information relating to the supervision of issuers is privileged and cannot be used as evidence in civil proceedings. As a result, the proposed Regulations would prescribe such information as all notices, directions, and documentation prepared in connection with the Bank of Canada’s supervision of issuers — including correspondence between the Bank of Canada and an issuer. Issuers would be prohibited from disclosing this information, directly or indirectly, except where disclosure is permitted. Permitted disclosure would be limited to circumstances in which, in the ordinary course of business, an issuer must share prescribed supervisory information with its directors, officers, and employers, or with specified external parties, such as auditors or legal advisors, for the purpose of facilitating or supporting the issuer’s compliance with the SCA. An issuer would also be permitted to share prescribed supervisory information to the extent that disclosure is required by securities laws.
Administrative matters
The proposed Regulations would prescribe administrative procedures relating to how the Bank of Canada must deliver official notices, and an issuer’s obligation to maintain and retain records.
With regard to the delivery of notices to an individual, the proposed Regulations would require the Bank of Canada to do so by leaving a copy with the individual, leaving a copy with an adult who appears to live at the individual’s last known home address, sending a copy by registered mail or courier to the individual’s last known home address, sending a copy to the individual’s last known email address, or making the notice available through the Bank of Canada’s electronic system and emailing the individual to let them know it is available. For delivering notices to a legal entity, the Bank of Canada must do so by leaving a copy with someone who appears to manage or be in control of the organization’s head office or place of business, or with an authorized representative; sending a copy by registered mail or courier to the organization’s head office, place of business, or authorized representative; sending a copy to the organization’s last known email address; or making the notice available through the Bank of Canada’s electronic system and emailing the organization to inform them that it is available.
Issuers would be required to keep records to demonstrate their compliance with the SCA and the proposed Regulations for up to five years. This includes records pertaining to any directives given, undertakings required, conditions imposed or orders made under this Act. The period of five years would align with the period of other legislation in the financial sector, including the RPAA and its associated set of regulations, which requires payment service providers regulated under that Act to retain relevant information for the same time frame.
Administrative monetary penalties
The proposed Regulations would designate contraventions of the SCA as violations under the AMPs regime, classify violations as either serious or very serious and the circumstances under which multiples of one violation could become a single higher-severity violation, establish penalty ranges up to $1,000,000 for a serious violation or up to $10,000,000 in the case of a very serious violation, and establish the criteria to guide the Bank of Canada in determining the penalty amount. This would include analyzing factors such as harm, the prior violation history of the entity that committed the violation, and the degree of intentionality and negligence.
The proposed Regulations would also include a schedule listing the provisions of the SCA classifying whether a violation of those provisions would be serious or very serious. For example, a serious violation would include an applicant’s failure to notify the Bank of Canada of any changes to the information that was provided during registration within the required 15-day time frame. A very serious violation would include failures to comply with the statutory requirements, such as maintaining adequate reserve assets or redeeming stablecoins at par value.
Transitional measures
The proposed Regulations would allow issuers who were already issuing on the day before the SCA came into force to not be in violation of the requirement to register with the Bank of Canada before issuing a stablecoin, so long as they file an application for registration within 30 days of the coming into force of the SCA. The issuer, as an applicant, would be responsible for satisfying the prescribed criteria for registration. If they fail to submit an application within this 30-day time period, then they would be required to cease issuing, as the transitional measures would no longer apply to them.
The transitional measures would cease to apply to an issuer once the issuer had been registered, or once the Minister had directed the Bank of Canada to not register the issuer.
Related amendments to the Retail Payment Activities Regulations
Prescribing a unit
PSPs are in scope of the RPAA if they perform a retail payment activity and meet certain criteria. A retail payment activity is defined in the RPAA as a payment function performed in relation to an electronic funds transfer that is made in the currency of Canada or another country or using a unit that meets prescribed criteria. PSPs performing payment functions using prescribed units would be in scope of the RPAA and be subject to registration, fund safeguarding and operational risk management requirements. The proposed Regulations would prescribe the following criteria for the unit:
- Stablecoins issued by entities on the Bank of Canada’s list of stablecoin issuers, which would be published when the SCA is fully in force and issuers are registered; and
- Stablecoins issued by financial institutions that are subject to federal, provincial or foreign law, particularly on yield, redemption, reserves, and custodians permitted to hold assets, that are substantially similar to the SCA.
For greater clarity, while stablecoins described above may be prescribed units, and PSPs performing payment functions using those prescribed units may be subject to the RPAA and the Retail Payment Activities Regulations (RPAR), financial institutions issuing those stablecoins would not themselves be subject to the RPAA or the RPAR.
Existing entity-based exemptions from the RPAA, including those applicable to prudentially regulated financial institutions, and activity-based exemptions, such as for payment functions performed by PSPs to give effect to transactions in relation to securities, continue to apply.
Safeguarding of funds
In the stablecoin context, the payment function of “holding funds on behalf of an end user” would apply in circumstances where a PSP holds stablecoins on behalf of an end user, or the PSP is indebted to an end user for the prescribed stablecoin. These entities would include PSPs that provide a digital wallet and act in a custodial role because, while the PSP remains the stablecoin holder, the right to use the stablecoin is with the PSP’s end user.
Fund safeguarding is intended to support end users’ timely access to their funds and facilitate the return of those funds in the event of the insolvency of a PSP. To meet these policy objectives, the proposed Regulations would provide a new safeguarding option only available to PSPs that perform payment functions in the prescribed stablecoin. This would include that the prescribed stablecoin be held with an entity, such as a separate corporation, whose sole purpose is holding end-user funds. The entity would be the registered holder of the stablecoins on a distributed ledger, which is a common record of activity shared across computers in different locations; the entity and the rights associated with the stablecoins must not form part of the PSP’s estate, and the entity and PSP must enter into a contract ensuring the stablecoins do not belong to the PSP.
In addition, under the RPAR, PSPs are required to have and maintain a written safeguarding-of-funds framework that must be independently reviewed every three years and reported on to the Bank of Canada annually and provided to them on request. The proposed amendments to the RPAR update this framework by requiring that, in the case of the insolvency of the issuer of the stablecoin, the PSP must have procedures in place to provide end users with access to their funds without delay, including procedures that address the redemption of the stablecoin into the reference fiat currency. The PSP would also have to identify and address legal and operational risks that could impact end users’ access to funds without delay if the issuer is insolvent.
Additional technical amendments
A number of additional technical amendments are proposed to the RPAR. This includes requiring PSPs that perform payment functions using the prescribed stablecoin to notify issuers without delay if the PSP is facing an operational incident that has a material impact on the issuer, and reporting requirements specific to the values and volumes of electronic fund transfers in the prescribed stablecoins. The RPAA defines incident as an event or series of related events that is unplanned by a PSP and that results in or could reasonably be expected to result in the reduction, deterioration or breakdown of any retail payment activity that is performed by the PSP. Some examples of incidents include if end-user funds are stolen or a cyber attack results in a service outage.
To ensure consistency with other regulations that involve a national security component and are under the Bank of Canada’s purview as regulator (e.g. the Consumer-Driven Banking Act and the Stablecoin Act), changes are proposed to registration information needed for the purposes of a national security review. These changes include enhancements to the information collected about an entity’s ownership, directors, senior officers, and creditors, such as adding dates of birth and countries of residence. This would apply not just to PSPs facilitating payments with stablecoins, but also those that facilitate payments in fiat to ensure all PSPs are assessed for risks related to national security using the same information.
Regulatory development
Consultation
Financial technology companies, federal financial sector agencies, provincial and territorial governments, financial institutions, consumer protection organizations, and securities regulators were invited to provide views on the policy for the SCA and supporting regulations. Their views have been used as input when developing the proposed Regulations. The consultations consisted of seven roundtables following the introduction of Budget 2025 Implementation Act, No. 1, which were held in January 2026, and three in June 2026 following the release of the Government’s Spring Economic Update 2026. The Department of Finance (the Department) also received additional input during bilateral engagements with individual stakeholders and stakeholder groups. Also, stakeholders submitted written feedback to the Department in response to a consultation document prepared to support discussions during the June 2026 roundtables.
Overall, stakeholders were broadly supportive of implementing a stablecoin framework in Canada and stressed the importance of doing so in a timely manner. However, they have mixed views on specific aspects that could be addressed through regulation, as described below.
Securities regulators, as well as provincial and territorial governments, stressed the need for regulations that do not infringe on provincial and territorial areas of responsibility and that provide clarity on respective roles. Many also emphasized the importance of consistency between federal, provincial and territorial rules to prevent potential regulatory arbitrage and minimize regulatory overlaps. Of note, the SCA provides the Governor of the Bank of Canada the authority to exempt a stablecoin issuer from certain requirements under the SCA if it is subject to a substantially similar provincial regulatory framework.
Financial technology companies stressed the importance of regulatory flexibility, particularly with regard to reserve requirements, and urged the Government to finalize the proposed Regulations quickly to provide greater market certainty to allow new Canadian issuers to remain competitive with large foreign issuers who are already in the market and growing. In response to this feedback, the proposed Regulations have been drafted to provide flexibility in how issuers manage their reserve assets. Specifically, the proposed Regulations do not impose composition limits on permitted reserve assets, allowing issuers to allocate reserves among eligible asset classes provided the reserve assets remain fully backed on at least a one-to-one basis.
Financial technology companies supported prescribing stablecoins under the RPAA, particularly stablecoins that are issued by issuers captured under the SCA. It was further noted that prescribing a stablecoin unit would provide clarity to the market that stablecoins used for payments are a regulated activity, which could help support broad adoption.
Financial technology companies and financial institutions view the topic of earning a yield on holding stablecoins (i.e. stablecoin holders receiving interest from an issuer on stablecoins similar to a savings account) as an important aspect of the framework. As a result, the Department has engaged extensively with industry stakeholders through multiple rounds of consultation and bilaterally, before establishing its current policy position, which is to allow for the provision of transaction-based rewards, and maintain a prohibition on issuers from offering a yield on held balances consistent with the SCA. Financial institutions sought clarity on how the SCA and the proposed Regulations would apply to financial institutions, including as issuers of stablecoins or as qualified custodians under section 39 of the SCA. Section 12 of the SCA makes it clear that the SCA does not apply to financial institutions that issue stablecoins. Separately, the proposed Regulations clarify that qualified custodians must be financial institutions domiciled in Canada, which is intended to provide clarity to industry and help protect reserve assets in case of issuer insolvency.
A consumer protection organization stressed the need for effective disclosures to enable strong consumer protection and raised the possibility of mandating a rating system for authorized stablecoins under the proposed Regulations. Also, the benefit of a consumer complaint mechanism through regulations was noted. As a result, the proposed Regulations would introduce a complaint-handling requirement as part of the governance policy. Other suggestions, such as mandating a rating system, are not proposed at this time, given the limited international experience and unclear incremental benefits of such a requirement.
Lastly, financial technology companies have requested further clarity on the application of section 14 of the SCA, which allows the Governor of the Bank of Canada to exempt an issuer from some or all requirements of the SCA or the proposed Regulations, where a provincial or foreign regulatory framework is determined to be substantially similar to the Canadian framework. While such exemptions may be granted and are at the discretion of the Governor of the Bank of Canada, subject to any conditions the Governor considers appropriate, stakeholders have sought additional information on how the Bank of Canada would assess and implement mutual recognition of comparable stablecoin regulatory frameworks in other jurisdictions. Further clarity on how this provision would work would be provided through guidelines by the Bank of Canada.
Indigenous engagement, consultation and modern treaty obligations
In accordance with the Cabinet Directive on the Federal Approach to Modern Treaty Implementation, a modern treaty implications assessment was conducted. There have been no impacts on modern treaties identified in relation to these proposed Regulations.
Indigenous peoples or representative groups were not specifically consulted as part of this regulatory initiative. However, the Department of Finance welcomes input from Indigenous Peoples during the prepublication consultation period and intends to seek feedback on the proposed Regulations through the Financial Consumer Agency of Canada’s Financial Literacy Working Group for Indigenous Peoples. The Working Group’s mandate is to advance community-driven financial literacy initiatives developed for and with Indigenous Peoples and includes leaders from a broad range of Indigenous and non-Indigenous organizations.
Instrument choice
The proposed Regulations are required to provide clarity to issuers, enhance consumer protection, and ensure alignment between the SCA and international regulatory frameworks. The proposed Regulations would also enable effective supervision and enforcement action by the Bank of Canada, as they would implement the AMPs regime.
Other options were considered, including the use of guidelines under the SCA issued by the Bank of Canada or Minister of Finance. However, while guidelines are binding, its scope is confined to implementing the text of the legislation. In areas where the proposed Regulations introduce new requirements on issuers, such as requirements related to reserve management, redemption, and the policies that the issuer must establish, implement and maintain, guidelines would not be an effective option. Other options, including voluntary agreements with industry, would not have enforceable legal obligations similar to a statute, and there would be no supervisor to ensure compliance, which would not provide sufficient protection for stablecoin holders.
Regulatory analysis
Benefits and costs
It is anticipated that the proposed Regulations would result in net benefits to people in Canada, particularly financial consumers, regulated stablecoin issuers, payment service providers, and other intermediaries through a predictable regulatory environment and strong consumer protection through disclosures, national security protections and sound financial supervision. In total, the proposed Regulations and the related amendments to the RPAR are expected to introduce costs of $240,648 on an annualized basis to stablecoin issuers and PSPs who undertake payment functions using stablecoins.
Baseline scenario
The baseline scenario for this analysis involves the SCA coming into force by order of the Governor in Council without the proposed Regulations. Under the baseline scenario, stablecoin issuers who are not financial institutions would need to apply for registration with the Bank of Canada; maintain a one-to-one backed reserve of assets in high-quality liquid assets approved by the Bank of Canada; establish, implement and maintain policies related to redemption, governance, risk management, data security, and recovery and resolution; make public and transmit to the Bank of Canada a monthly report outlining the number of outstanding stablecoin, the issuer’s financial condition, the composition of the issuer’s reserves and statements by a lawyer and accountant attesting to the compliance of the issuer with the SCA; and provide notice of incidents and significant changes to the Bank of Canada. In the absence of AMPs specified in the proposed Regulations, the Bank of Canada would encourage compliance by virtue of its authority to order issuers and other persons to comply with the SCA if they have reasonable grounds to believe an issuer failed to comply with the SCA. They could also apply to a superior court to seek a court order to require a person’s compliance. Further, the SCA requires the Bank of Canada to recover their costs to administer the SCA from registered issuers. In the absence of regulations, the Bank would establish methodology to assess a portion of expenses against each issuer.
It is expected that, in the baseline scenario, the SCA would apply to five issuers. This assumption is based on current market players in Canada, including QCAD issued by Stablecorp Inc., CADC issued by Loon Technology Inc., USDC issued by Circle, as well as potential market entrants once a legislative framework for issuance is in place.
The baseline scenario to analyze the cost impact of the related amendments to the RPAR assumes that a stablecoin is not prescribed by regulations. In this scenario, there are no PSPs that facilitate payments in stablecoins subject to Bank of Canada supervision under the RPAA.
Regulatory scenario
The cost-benefit analysis assesses the expected impacts of the proposed Regulations under the SCA against the baseline scenario. Compared to the baseline scenario, the regulatory scenario would increase compliance and administrative requirements on issuers through increased information provision requirements as part of the application process and relating to issuer policies and notices. Issuers would also face stricter requirements related to reserve asset management that may reduce potential profitability. However, these requirements would enhance consumer protection and mitigate risks associated with reserve asset mismanagement and issuer insolvency.
The proposed Regulations would also include requirements related to prohibitions on representations and yield, the implementation of an AMPs regime, and assessment fees. While these provisions may impact issuer behaviour, they are not expected to bear additional costs for the issuer and thus are not included in this analysis. Any cost carried under the AMP regime would be a result of non-compliance with the proposed Regulations and therefore not a cost that is attributable to the proposed Regulations. Since the SCA requires the Bank of Canada to recover its administration costs, the proposed assessment fee regulations outline the method to allocate them and do not constitute a new cost.
Under the regulatory scenario, the expected number of issuers would remain the same. However, feedback from stakeholder consultations indicated that the proposed Regulations would help determine the commercial viability of operating in the Canadian market. By providing greater regulatory clarity and certainty, the proposed Regulations could encourage more stablecoins to be issued in Canada, but whether this increase will materialize is uncertain and cannot be quantified.
The cost-benefit analysis also assesses the expected impacts of the related amendments to the RPAR against the baseline scenario. Compared to the baseline scenario, the regulatory scenario would result in compliance and administrative requirements on the estimated 30 PSPs that were not previously in scope of the RPAA. These PSPs include entities that perform payment functions and traditionally have resided in the cryptocurrency space, such as crypto-asset trading platforms that provide custodial wallets, software wallets, and crypto payment processors. Costs would be related to establishing and maintaining a safeguarding-of-funds framework for those that hold end-user funds and operational risk management framework, and administrative costs for reporting to the Bank of Canada. The proposed amendments to RPAR are not expected to add incremental costs to any PSP among the more than 2 000 PSPs as of July 2026 that are already in scope of the RPAA and choose to perform payment function using prescribed stablecoins. This is because these PSPs are subject to comparable requirements for payment functions they perform regardless of the unit type — fiat currency or stablecoin.
Methodology
Quantitative administrative and compliance costs are calculated using the Standard Cost Model (SCM) as developed by the Organisation for Economic Co-operation and Development and adapted by Canada under the one-for-one rule. Its application to the proposed Regulations comprises multiplying the average salary of a relevant professional responsible for performing those functions against the number of hours estimated to complete those tasks, multiplied by five to account for a baseline estimate of five issuers being regulated under the SCA and the proposed Regulations. Each activity was assumed to occur once per year for both ongoing and one-time upfront regulatory requirements. Time estimated for each requirement of the proposed Regulations has been assumed to be associated with the upper end of a reasonable range, to accommodate for all possible costs and scenarios that an issuer may encounter in complying with the proposed Regulations.
For the related amendments to the RPAR, administrative and compliance costs are calculated in the same manner, i.e. by multiplying the average salary of a relevant professional responsible for performing those functions against the number of hours estimated to complete those tasks, multiplied by the estimated number of entities that would have to meet the requirement. Time estimated for professionals to fulfil each task is aligned with estimates prepared for the RPAR published in final form in November 2023. At that time, the total costs for 2 500 entities were expected to be approximately $170.6 million over 10 years. The proposed amendments to the RPAR are expected to lead to 30 additional PSPs being scoped into the RPAA, which represents 1.2% of the PSP population estimated in November 2023. Therefore, the incremental cost of the proposed amendments to the RPAR results in incremental costs to industry of roughly 1.2% of the amount estimated in November 2023, plus inflation based on the most recent hourly wages, noted below.
For administrative, financial, and business-related processes and tasks, the broad occupational category “business, finance and administrative occupations” has been used to account for the variety of professionals who may be involved in the preparation of related documents and analyses, gathering of information, writing of policies and notices, and transmission and publication of administration. According to Statistics Canada, the average hourly wage and overhead costs for an employee in business, finance and administrative occupations are $43.30 in 2025 Canadian dollars.
For review, approval and other senior officer-related processes and tasks, the broad occupational category “management occupations” was used to account for the variety of work, the size of issuers as corporate entities, and differences in compensation and reporting structures throughout the industry. According to Statistics Canada, the average hourly wage and overhead costs for an employee in management occupations are $71.03 in 2025 Canadian dollars.
All other costs are also expressed in 2025 Canadian dollars, except for costs described for the purpose of the one-for-one rule, which have been adjusted to 2012 price levels.
Benefits
The following benefits have been assessed qualitatively.
The proposed Regulations would benefit Canadians by supporting the coming into force of the SCA, which would provide a more secure financial product. By establishing clear rules for stablecoin issuers, the proposed Regulations would provide greater regulatory certainty regarding the issuance of stablecoins in Canada. This certainty would support market participation and investment, creating conditions that are conducive to competition and innovation. In addition, the national security authorities conferred on the Minister of Finance would promote the stability and integrity of the financial system, helping to ensure that stablecoins are safe and secure for consumers and businesses.
Stablecoins present risks, particularly related to data security and the possibility that issuers may become insolvent or otherwise be unable to redeem stablecoins. The requirements around reserves, redemption, and the recovery and resolution plan established in the proposed Regulations are intended to reduce the likelihood of reserve insufficiency or an inability to redeem if the issuer goes insolvent, thus making stablecoins issued by regulated issuers more secure.
The proposed Regulations would increase consumer education and awareness through issuer disclosures and require issuers to establish complaint mechanisms to hear holder complaints. The 2025 study on stablecoins by the Financial Consumer Agency of Canada found a lack of consumer knowledge relating to stablecoins, including by those who owned them.footnote 1 The proposed Regulations have significant disclosure requirements for issuers, including disclosures of information about their issued stablecoins, summaries of their policies, and information on redemption. These disclosures would help to inform consumers about stablecoins offered by issuers regulated under the SCA, better enabling them to compare stablecoins and select a product that matches their needs.
Several other jurisdictions, including the GENIUS Act in the United States, have specific requirements for foreign issuers of US-dollar-pegged stablecoins that are subject to a comparable regime. While it is not possible to predict whether the United States or another jurisdiction would recognize Canada’s stablecoin framework as comparable, the proposed Regulations have been designed considering international best practices, including the Financial Stability Board (FSB), so that requirements are largely consistent with those of other jurisdictions, including the United Kingdom, the United States, and the European Union, which should help to facilitate mutual recognition and reduce the overall regulatory burden on multi-jurisdictional issuers.
The related amendments to the RPAR would result in the Bank of Canada supervising PSPs that perform payment functions in the prescribed stablecoins. Registration requirements ensure that entities performing one or more payment functions register with the Bank of Canada and are included in a public registry of PSPs. Operational risk and end-user funds safeguarding requirements ensure that registered PSPs create and implement business practices that reduce risk and protect consumers from service disruption. The supervisory regime enables the Bank of Canada to promote compliance with the RPAA and the proposed Regulations by levying AMPs on PSPs that are in non-compliance. Further, the supervisory regime is intended to foster confidence in payment services using the prescribed stablecoins for consumers and businesses and lead to responsible innovation in the payments ecosystem.
Costs (proposed Stablecoin Regulations)
The proposed Regulations would introduce costs for issuers regulated under the SCA related to registration, reserve asset management, the establishment, implementation and maintenance of policies required under the SCA, including the redemption policy, expanded requirements for reporting and notices of incident and significant change, and administrative matters, including record retention requirements and requirements related to prescribed supervisory information.
In total, the estimated annualized cost of the proposed Regulations to issuers is $88,521 per year, including $28,317 in administrative costs and $60,204 in compliance costs. Per business, this works out to an average cost per regulated issuer of $17,704 per year over a ten-year period following the registration and implementation of the proposed Regulations.
The SCA requires the Bank of Canada to recover its costs to administer the SCA from registered issuers estimated at $2.5 million annually.
The increased amount of registration information and data security information provided by applicants would need to be reviewed by staff at the Bank of Canada. It is estimated that this work would take an additional 1 000 hours per year, and be done by employees in business, finance, and administrative occupations ($48.16/hr). Therefore, the proposed Regulations are estimated to generate an additional cost to the Government of $48,160, which would be covered through existing capacities, as it represents less than 5% of the Bank of Canada’s overall annual cost estimate.
Registration
Under the proposed Regulations, issuers would need to submit additional information with their application for registration, including contact and locational information of the issuer, information on the third parties engaged by the issuer (including qualified custodians), and a plan to wind down their stablecoin in the event that an existing issuer’s application is not approved.
It is estimated that providing these additional details would require five hours of work by professionals in business, finance and administrative occupations. Therefore, the estimated cost of the increased information required as part of the application is $1,082 in the first year that issuers become subject to the proposed Regulations.
Redemption
Under the proposed Regulations, issuers would not be permitted to charge a fee for redemption greater than 1% of the redeemed amount, would need to redeem outstanding stablecoin on request within three business days, and would be required to disclose additional information as part of the redemption policy, including a description of the redemption process and the situations in which the issuer may limit redemptions.
As current stablecoin redemption fees are around 0.1% for direct redemption, the cap on redemption fees is not expected to generate costs to issuers in terms of lost revenue. It is estimated that providing additional details as part of the redemption policy would require five hours of work by professionals in business, finance, and administrative occupations. Therefore, the estimated cost of the requirement to provide more information as part of the redemption policy is $1,082 per year, to accommodate updates that issuers may make to their policies from time to time.
Reserve of assets
Under the proposed Regulations, issuers would face stricter requirements for reserve asset management, including requirements to maintain the par value with the outstanding stablecoins at the end of each trading day, and requiring issuers to use a Canadian qualified custodian.
More active monitoring of trading activity to ensure that the value of the reserves does not drop below the value of outstanding stablecoin, as well as opening a business account at a Canadian financial institution, is estimated to require 100 hours of work by professionals in business, finance, and administrative occupations. Therefore, the total estimated cost of the proposed Regulation respecting reserve management is $21,648 per year.
Policies
Under the proposed Regulations, issuers would need to include more information in their governance, risk management, data security and recovery and resolution policies, as well as have the policies approved by a senior officer (chief executive officer, chief operating officer, employee on the board of directors or delegate), provide training related to policies, publish summaries of their policies on their website, review the policies on a yearly basis, and have the risk management policy and data security policy reviewed by an independent reviewer every three years. The proposed Regulations would also require the issuer to establish and maintain a complaint handling mechanism, and to resolve complaints within 30 days.
It is estimated that it would require 300 hours of work by professionals in business, finance, and administrative occupations to provide training, include additional information within, and publish summaries of each policy, and submit required information to the Bank of Canada. It is also estimated to require 5 hours of work by management occupations to review and approve the additional information included in the policies. Therefore, the estimated cost of the proposed Regulations related to the policies required under the SCA is $66,721 in the first year that issuers become subject to the proposed Regulations.
Yearly review, modification and approval of updated policies, as well as the triannual independent review of the risk management and data security policies and submission of required information to the Bank of Canada is estimated to require a further 20 hours of work by professionals in business, finance and administrative occupations and a further 5 hours of work by management occupations. Therefore, the ongoing cost after the first year for issuers is estimated to be $7,170.
The establishment and operation of the complaint mechanism are estimated to require 50 hours of work by professionals in business, finance and administrative occupations on a yearly basis. This includes time spent reading and understanding the complaint, preparing responses, and tracking results. Therefore, it is estimated that the complaint mechanism would cost issuers a further $10,824 per year.
Reporting and notices
Under the proposed Regulations, issuers would need to provide additional information as part of their monthly report, namely the number of stablecoins issued to and redeemed by persons in Canada, the names of qualified custodians holding reserve assets, the names of third parties that the issuer works with and a summary of complaints received and resolved since the last report. The proposed Regulations also require issuers to submit more information as part of the notices of incident and significant change, including a follow up to the notice of incident when the issuer has taken steps to resolve the incident or its impacts.
It is estimated that it would require 100 hours of work by professionals in business, finance, and administrative occupations to generate and include the additional information required in the monthly report and notices of incident and significant change, and to provide the follow-up to a notice of incident with a description of the actions taken to resolve the incident or its impacts. It is also expected to require 10 hours of work by management occupations related to the follow-up to a notice of incident. Therefore, the total cost related to the proposed Regulations on reporting and notices is estimated to be $21,648 per year.
Administrative matters
Under the proposed Regulations, issuers would need to retain information that demonstrates their compliance with the SCA for five years after the information ceases to demonstrate compliance. The issuer must also take protective measures to prevent the loss, destruction and falsification of data and unauthorized access to it, as well as correct inaccuracies. The issuer would also need to respect requirements related to the service of documents, and ensure that the requirements of the proposed Regulations are met in serving documents.
It is estimated that these tasks would require 30 hours of work by professionals in business, finance, and administrative occupations to identify relevant data, store relevant data, and ensure compliance with requirements for the service of documents. Therefore, the tasks regarding administrative matters stated in the proposed Regulations are expected to cost $6,495 per year.
Costs (related amendments to the Retail Payment Activities Regulations)
The RPAR were published in final form in the Canada Gazette, Part II, on November 22, 2023, and the substantive requirements were fully in force on September 8, 2025. The proposed amendments to the RPAR are not expected to add any additional costs to PSPs that have applied for registration with the Bank of Canada and are already subject to the RPAA and associated set of regulations.
The related amendments to the RPAR would introduce costs for an estimated 30 PSPs that are not already within the scope of the RPAA. This includes crypto-asset trading platforms that provide custodial wallets, software wallets and crypto payment processors. The regulatory costs for each new entity captured are expected to be in line with the costs faced by existing PSPs that are subject to the RPAA and the RPAR. Therefore, the hours required for a PSP to fulfil each regulatory requirement are unchanged from the hourly estimates developed with input from the Bank of Canada when the RPAR were published in final form in November 2023.
In total, the estimated annualized cost of the proposed amendments to the RPAR to PSPs is $152,127 per year, including $71,419 in administrative costs and $80,709 in compliance costs. Per business, this works out to an average cost per regulated PSP of $5,071 per year over a 10-year period following the registration and implementation of the proposed amendments to the RPAR.
These costs primarily stem from requirements (1) to establish and update an operational risk management framework; (2) for PSPs that hold end-user funds, to establish, implement and maintain a written safeguarding-of-funds framework; (3) to provide information required in the registration application, annual report, notice of incident, and significant change report.
Operational risk management
In order for PSPs to identify and mitigate operational risks, such as cyber-attacks, and respond to incidents, the RPAA requires PSPs to establish, implement and maintain a risk management and incident response framework (risk management framework). The RPAR require a PSP to (1) identify its operational risks; (2) protect its retail payment activities from those risks; (3) detect incidents and control breakdowns; and (4) respond to and recover from incidents. The proposed amendments to the RPAR result in new entities being required to meet these operational risk management requirements.
It is estimated that of the 30 additional PSPs subject to the RPAA, 25% would require 100 hours in year one, and 73 hours ongoing associated with establishing and maintaining the operational risk management framework by professionals in business, finance and administrative occupations. It is assumed that the remaining 75% already meet or exceed these standards. Therefore, the total estimated cost for PSPs to set up their operational risk management frameworks to comply with the requirements in the first year is $32,473 and $20,551 annually thereafter.
Fund safeguarding
The safeguarding of funds is intended to protect the funds of consumers and businesses against financial loss in the event a PSP were insolvent, and to ensure that end users have reliable and timely access to their funds. The proposed RPAR amendments require PSPs to have a written safeguarding-of-funds framework with certain information to meet the intent.
It is estimated that of the 30 additional PSPs subject to the RPAA, 50% hold funds and would require 150 hours in year one, and 50 hours ongoing to establish and maintain the safeguarding-of-funds framework by professionals in business, finance and administrative occupations. Therefore, the total estimated cost for PSPs to set up their safeguarding-of-funds framework to comply with the requirements in the first year is $97,418 and $28,152 annually thereafter.
Reporting
Under the RPAA, registered PSPs are required to report to the Bank of Canada through several channels, including annual reports, incident reports and significant change reports. The RPAR prescribe information that must be included in these reports.
For annual reporting to the Bank of Canada, it is estimated that the 30 additional PSPs subject to the RPAA would each spend 47 hours preparing the required information, including information on their risk management framework and funds safeguarding practices. The associated annual cost is estimated at $44,014 in total.
Under the RPAA, PSPs are required to notify the Bank of Canada before they make a significant change in the way they perform a retail payment activity or before they perform a new retail payment activity. It is estimated that 10% of PSPs would report a significant change in a year, or 3 of the 30 additional PSPs subject to the RPAA, and it would take 100 hours to prepare the report for a total annual cost of $11,261.
To mitigate the impact of major incidents on end users and other impacted individuals and entities, the RPAA requires that PSPs report incidents that have a “material impact” on an end user, other PSPs, or designated financial market infrastructures to the Bank of Canada and to impacted individuals and entities. It is estimated that 2% of PSPs would report an incident each year (one incident every 20 months) and it would require 100 hours for a total annual cost of $2,252.
Cost-benefit statement
- Number of years: 10 years (2027 to 2036)
- Price year: 2025
- Present value (PV) base year: 2027
- Discount rate: 7%
| Impacted stakeholder | Description of cost | 2027 | 2032 | 2036 | Total (PV) | Annualized value |
|---|---|---|---|---|---|---|
| Industry | Compliance with the proposed Regulations | $237,175 | $82,353 | $62,827 | $989,711 | $140,913 |
| Administrative costs associated with the proposed Regulations | $157,416 | $59,432 | $45,340 | $700,502 | $99,736 | |
| All stakeholders | Total costs | $394,591 | $141,785 | $108,167 | $1,690,213 | $240,648 |
Distributional analysis
Costs to issuers and PSPs may vary depending on company size and maturity, as larger issuers and PSPs may face additional risks that need to be addressed through operational risk management and data security policies, additional incidents that must be reported to the regulator, and additional information that must be submitted to the regulator. There is also the potential for significant variation in the number of issuers given the uncertainty in how the market will develop, with either more or fewer issuers registered under the framework than the estimate of five.
The proposed Regulations also provide a formula by which the Bank of Canada may calculate its annual assessment of fees. These fees, permitted under the SCA and intended to place the cost of regulation on industry, may vary depending on the number of issuers registered under the SCA, as the Bank of Canada would have fixed expenses related to stablecoin issuer regulation regardless of the number of issuers supervised.
Sensitivity analysis
The estimated costs to issuers and PSPs are sensitive to the number of entities that become subject to the regulatory regime. While estimated costs are based on a reasonably expected number of regulated participants, actual market participation may be higher or lower as the Canadian stablecoin market evolves. Because these costs are largely driven by the number of regulated participants, total framework costs are expected to increase or decrease broadly in proportion to the number of entities subject to the framework. For example, if the number of regulated participants were approximately double the level assumed in the analysis, aggregate compliance and administrative costs would also be expected to be approximately double, all else being equal. At the same time, a larger number of regulated participants could increase the benefits of the framework by fostering greater competition and innovation, expanding the range of stablecoin products and services available to Canadians, and supporting the growth of a regulated domestic market.
Small business lens
Analysis under the small business lens concluded that the proposed Regulations would impact small businesses. It is estimated that 5 businesses would be impacted by the proposed Regulations, of which 2 to 4 are small businesses. A further 30 businesses are estimated to be impacted by the related amendments to the RPAR, including 25 small businesses and 5 medium- to large-sized businesses.
Small businesses subject to the proposed Regulations would expect annualized average costs per stakeholder of $8,408 over a 10-year period once the proposed Regulations are in force. Costs are expected to vary depending on the size, scope and maturity of the issuer’s business. As reduced compliance requirements may weaken the financial protection for consumers in using stablecoins issued by small businesses, and the proposed Regulations are designed to give issuers flexibility in establishing policies to address the risks that they face, further regulatory flexibility was not considered.
One-for-one rule
The one-for-one rule applies, since there is an incremental increase in the administrative burden on business, and a new regulatory title (title in) is introduced. The proposed Regulations result in an additional annualized cost of $26,792 (2012 Canadian dollars) of administrative burden, as estimated using the prescribed method from the Red Tape Reduction Regulations.
Costing assumptions have been included under the “Benefits and costs” section.
Regulatory cooperation and alignment
The Department has reviewed the regulation of fiat-backed stablecoins across major jurisdictions, including the United Kingdom, the United States, the European Union, Singapore, Hong Kong, and Japan. While legislative and regulatory approaches differ, these frameworks generally reflect the core recommendations developed by the FSB for the regulation, supervision, and oversight of global stablecoin arrangements.
The SCA and the proposed Regulations are broadly aligned with these international approaches and FSB recommendations. They require stablecoins to be backed at a minimum one-to-one basis in the underlying fiat currency and by high-quality reserve assets that are segregated from the issuer’s own assets, redeemable at par value on demand, and subject to prescribed custody, governance, risk management, disclosure, reporting, and audit requirements, with the proposed Regulations further establishing detailed requirements for many of these aspects.
Overall, the SCA and the proposed Regulations reflect the core regulatory outcomes recognized internationally. In this regard, they support interoperability with foreign regulatory regimes as well as international recognition of Canadian issuers, subject to laws and determinations of the relevant foreign authorities.
International obligations
This proposal is not subject to obligations in Canada’s international trade agreements.
Effects on the environment
In accordance with the Cabinet Directive on Strategic Environmental and Economic Assessment, a preliminary scan concluded that a strategic environmental assessment is not required.
Gender-based analysis plus
The proposed Regulations would create a regulated space for stablecoin issuance in Canada, facilitate international recognition of Canadian stablecoins, and protect consumers who hold stablecoins. As a result of the proposed Regulations, stablecoin holders would benefit from a more secure financial product with less likelihood that the underlying reserve assets are mismanaged or unavailable when needed for redemption, leading to a significant reduction in the risk of financial losses when holding, exchanging, or using stablecoins regulated under the SCA and these proposed Regulations. All Canadians would benefit from safe and secure stablecoin issuers.
Among Canadians, some subgroups are more likely to own, hold, use or exchange stablecoins. Therefore, these groups will disproportionately benefit from the proposed Regulations. As reported by the Financial Consumer Agency of Canada in 2025,footnote 2 subgroups that are more likely to own stablecoins include men, households with a higher income, younger people, and those who identified as Indigenous or Black. Because stablecoins are often used in international remittances, new immigrants who use stablecoins to send money to relatives in other countries would also benefit.
Implementation, compliance and enforcement, and service standards
Implementation
The proposed Regulations would come into force alongside the SCA on a day or days fixed by order of the Governor in Council. The intention is for the proposed Regulations to come into force in fall 2027. Once the proposed Regulations are in effect, issuers of stablecoins in Canada who are not financial institutions would be required to apply for registration with the Bank of Canada prior to issuing a stablecoin. Existing issuers would be subject to transitional measures that relieve them of the requirement to register with the Bank of Canada prior to issuing a stablecoin until they are registered by the Bank of Canada or refused registration by the Minister, so long as they file an application under the SCA within 30 days of the coming-into-force date of the SCA. If an issuer has been notified that its application has been refused, then they would be required to cease issuing.
Once the proposed Regulations are published in the Canada Gazette, Part II, the Bank of Canada will issue guidelines for consultation on specific topics related to the SCA and the proposed Regulations to further clarify its supervisory expectations. These documents will be published on the Bank of Canada website in advance of the proposed Regulations coming into force and will explain how the Bank of Canada interprets the SCA and provide transparency around the Bank of Canada’s supervisory role.
Compliance and enforcement
The Bank of Canada, as the regulator, would be responsible for the supervision of stablecoin issuers, including taking enforcement actions where non-compliance is detected. The Bank of Canada would follow a compliance continuum in enforcing the provisions of the proposed Regulations, working with issuers to help them come into compliance, while issuing remedial measures of increasing severity. These legal enforcement tools include undertakings and conditions, compliance agreements, notices of violations, directions for non-compliance, directions for unsafe/unsound practices, court enforcements, and recommendations to the Minister to prohibit issuance.
The SCA also provides the Minister of Finance with the authority to address risks related to national security that could be posed by stablecoin issuers. This includes the ability to refuse applicants seeking to enter the stablecoin framework, ordering undertakings or conditions, as well as directing an issuer to take or refrain from taking any action and prohibiting an issuer from issuing a stablecoin. The Minister would be supported by the Department, as well as Canada’s security and intelligence community (government authorities), providing information (intelligence and analysis) in accordance with their respective mandates.
Contact
Gloria Wong
Director
Digital Assets
Department of Finance Canada
90 Elgin Street
Ottawa, Ontario
K1A 0G5
Email: digitalcurrency-devisenumerique@fin.gc.ca
PROPOSED REGULATORY TEXT
Notice is given that the Governor in Council proposes to make the annexed Stablecoin Regulations under section 93 of the Stablecoin Actfootnote a and paragraphs 101(1)(a), (c) and (p) of the Retail Payment Activities Actfootnote b.
Interested persons may make representations concerning the proposed Regulations within 60 days after the date of publication of this notice. They are strongly encouraged to use the online commenting feature that is available on the Canada Gazette website. However, if they use email, mail or any other means, the representations should cite the Canada Gazette, Part I, and the date of publication of this notice, and be sent to Gloria Wong, Director, Digital Assets, Department of Finance Canada, 90 Elgin Street, Ottawa, Ontario K1A 0G5 (email: digitalcurrency-devisenumerique@fin.gc.ca).
Please note that as part of the prepublication process, all representations, including attachments, will be published on the Canada Gazette website, subject to its terms of use relating to the provision of comments.
Ottawa, October 9, 2026
Janna Rinaldi
Assistant Clerk of the Privy Council
Stablecoin Regulations
Interpretation
Definitions
1 The following definitions apply in these Regulations.
- Act
- means the Stablecoin Act. (Loi)
- senior officer,
- in respect of a person other than an individual, means
- (a) a member of its board of directors who is also one of its full-time employees;
- (b) its chief executive officer, chief operating officer, president, chief risk officer, secretary, treasurer, controller, chief financial officer, chief accountant, chief auditor or chief actuary, or any individual who performs functions similar to those normally performed by someone occupying one of those positions; or
- (c) any other officer who reports directly to its board of directors, chief executive officer or chief operating officer. (cadre dirigeant)
Definitions — issue
2 The following definitions apply for the purposes of the definition issue in section 2 of the Act.
- create
- means to have control, directly or indirectly, over the properties of the stablecoin, including by having the responsibility for its design and the management of its generation. (créer)
- make available
- means to have control over the distribution of a stablecoin. (rendre disponible)
Definition — outstanding stablecoin
3 For the purposes of the definition outstanding stablecoin in section 2 of the Act, purchased means purchased by a person whose usual place of residence, head office or principal place of business is in Canada.
Qualified custodian — requirement
4 For the purposes of the definition of qualified custodian under section 2 of the Act, a financial institution must be incorporated or formed by or under an Act of Parliament or of the legislature of a province.
Definition of closed-loop stablecoin
5 For the purposes of section 11 of the Act, closed-loop stablecoin means a stablecoin that meets the following criteria:
- (a) its holder can only use it to purchase goods or services from a specific merchant or specific group of merchants or to transfer it to another person so that that person can use it to purchase goods or services from the merchant or group of merchants; and
- (b) it can be redeemed in a fiat currency only from the merchant or a member of the group of merchants referred to paragraph (a) or a person that is affiliated with the issuer.
Affiliation and control
6 (1) For the purposes of these Regulations,
- (a) a person is affiliated with another person if one of them is a subsidiary of the other or both are subsidiaries of the same person or each of them is controlled by the same person;
- (b) two persons are deemed to be affiliated with each other if they are affiliated with the same person at the same time;
- (c) an individual is affiliated with a person if the individual controls that person;
- (d) a corporation is controlled by another person if
- (i) securities of the corporation to which are attached more than 50% of the votes that may be cast to elect directors of the corporation are held, directly or indirectly, whether through one or more subsidiaries or otherwise, otherwise than by way of security only, by or for the benefit of that other person, and
- (ii) the votes attached to those securities are sufficient, if exercised, to elect a majority of the corporation’s directors;
- (e) a limited partnership is controlled by its general partner;
- (f) a person that is not a corporation or limited partnership is controlled by another person if that other person holds, directly or indirectly, whether through one or more subsidiaries or otherwise, an interest in the person that is not a corporation or limited partnership that entitles the other person to receive more than 50% of the profits of the person that is not a corporation or limited partnership or more than 50% of its assets on dissolution; and
- (g) a person is controlled by another person if that other person has any direct or indirect influence that, if exercised, would result in its control in fact.
Subsidiary
(2) For the purposes of subsection (1), a person is a subsidiary of another person if it is controlled by that other person.
Registry of Issuers
List of issuers
7 The following information is to be included in the list of issuers:
- (a) any trade names of the issuer;
- (b) the date on which the issuer was added to the list;
- (c) the issuer’s civic address — or that of its head office, if applicable — and its primary mailing address;
- (d) the issuer’s telephone number;
- (e) the issuer’s email address;
- (f) the issuer’s website address; and
- (g) in respect of each stablecoin that is issued by the issuer,
- (i) its name,
- (ii) any symbol the issuer uses to identify it,
- (iii) the name of any third party that is an agent or mandatary in respect of it; and
- (iv) the name of the qualified custodians that will hold the reserve of assets.
Application
8 (1) An application under subsection 17(1) of the Act must be submitted to the Bank using the electronic system provided by the Bank for that purpose.
Information
(2) The application must contain
- (a) the name of the applicant and any trade names that the applicant plans to use in performing its activities related to the issuing or the redemption of a stablecoin;
- (b) if the applicant is an individual, their date of birth and their countries of citizenship;
- (c) if the applicant is not an individual, the date, country and jurisdiction of its incorporation or other formation and, in the case of a corporation, its incorporation number and the legislation under which it is incorporated;
- (d) the civic address of the applicant’s primary place of residence — or that of their head office, if applicable — and their mailing address;
- (e) the applicant’s telephone number;
- (f) the applicant’s email address;
- (g) the applicant’s website address;
- (h) the mailing address, telephone number and email address of an individual who may be contacted for inquiries related to the application;
- (i) if the applicant does not have a place of business in Canada, the name and address of a person in Canada that is authorized, on behalf of the applicant, to accept any documents given or served under the Act;
- (j) if a provincial or foreign law applies to or in respect of the applicant as an issuer, the title of the law and the relevant province, country or jurisdiction of the law;
- (k) an indication of whether the applicant is publicly traded and, if applicable, the name of the exchanges on which it is traded;
- (l) in respect of each stablecoin that the applicant intends to issue
- (i) its name,
- (ii) any symbol that the applicant intends to use to identify it,
- (iii) its reference currency,
- (iv) its par value,
- (v) the manner in which persons in Canada will be able to purchase it and the name of each third party that will facilitate its purchase, and
- (vi) its creation process, including the process of adjusting its reserve of assets;
- (m) evidence that the applicant will maintain a reserve of assets of which the value will be equal to or greater than the par value of the outstanding stablecoin;
- (n) the list of assets that will make up the reserve of assets;
- (o) in respect of each qualified custodian that will hold assets in the reserve of assets,
- (i) its name and any trade names, its mailing address, the civic address of its head office, its telephone number, its email address and its website address, if any,
- (ii) evidence that the qualified custodian will hold the reserve of assets in accordance with subsection 39(2) of the Act, and
- (iii) the name of the regulatory body that is responsible for supervising the qualified custodian’s adherence to the standards in respect of capital, liquidity, governance, supervision and risk management;
- (p) in respect of each third party that is an agent or mandatary of the applicant or that will perform an activity that will have a material impact on the issuing or redemption of the stablecoin that will be issued by the applicant,
- (i) its name and any trade names, its mailing address, its telephone number, its email address and its website address, if any,
- (ii) in the case of an individual, their date of birth, their countries of citizenship and the civic address of their primary place of residence,
- (iii) in the case of a third party that is not an individual, the country and jurisdiction of its incorporation or other formation and the civic address of its head office,
- (iv) a description of the activities that will be performed by the third party that are related to the issuing or redemption of the stablecoin that will be issued by the applicant, and
- (v) the geographical location of the technologies that the third party will use to perform the activities that are related to the issuing or redemption of the stablecoin that will be issued by the applicant;
- (q) if the applicant is not an individual, an organization chart that
- (i) identifies all persons that are affiliated with the applicant and the nature of the affiliation,
- (ii) identifies all persons that hold — or for whose benefit is held — directly or indirectly,
- (A) in the case of an applicant that is a corporation, securities of the applicant to which are attached 10% or more of the votes that may be cast to elect the applicant’s directors, unless they are held by way of security only, or
- (B) in the case of an applicant that is not a corporation or limited partnership, an interest in the applicant that entitles them to receive 10% or more of the applicant’s profits or 10% or more of its assets on dissolution,
- (iii) identifies all persons, other than those referred to in subparagraph (ii), that control the applicant, and
- (iv) for each person referred to in subparagraph (ii) or (iii), the percentage of votes that they hold in the applicant or the percentage of the profits or assets to which they are entitled;
- (r) in respect of each of the following individuals, their name, their date of birth, their countries of citizenship, the civic address of their primary place of residence, their mailing address, their telephone number and their email address:
- (i) an individual who is affiliated with the applicant,
- (ii) an individual who is referred to in subparagraph (q)(ii) or (iii), and
- (iii) an individual who holds — or for whose benefit is held — directly or indirectly,
- (A) securities of a corporation that controls the applicant to which are attached 10% or more of the votes that may be cast to elect the directors of the corporation, unless they are held by way of security only, or
- (B) an interest in a person that is not an individual or corporation and that controls the applicant that entitles them to receive 10% or more of that person’s profits or 10% or more of its assets on dissolution;
- (s) in respect of each of the following persons that are not individuals, its name and any trade names, its mailing address, the civic address of its head office, its telephone number, its email address and its website address, if any, and the date, country and jurisdiction of its incorporation or other formation:
- (i) a person that is affiliated with the applicant,
- (ii) a person referred to in subparagraph (q)(ii) or (iii), and
- (iii) a person that holds — or for whose benefit is held — directly or indirectly,
- (A) securities of a corporation that controls the applicant to which are attached 10% or more of the votes that may be cast to elect the directors of the corporation, unless they are held by way of security only, or
- (B) an interest in another person that is not an individual or corporation and that controls the applicant that entitles them to receive 10% or more of the other person’s profits or 10% or more of its assets on dissolution;
- (t) if the applicant has a board of directors,
- (i) the name, date of birth, countries of citizenship, civic address of the primary place of residence, mailing address, telephone number and email address of each of the members of its board of directors, and
- (ii) an indication of whether each of those members is a member of the board of directors of any other persons and, if so, the names of those persons;
- (u) if the applicant has senior officers, the name, date of birth, countries of citizenship, civic address of the primary place of residence, mailing address, telephone number, email address and position title, as well as a description of the main responsibilities of each of the senior officers, up to five, who were, for the last calendar year, the most highly compensated, having regard to all forms of compensation, including stock options, performance-based incentives and other benefits;
- (v) if the applicant has creditors, the following information in respect of each of the creditors, up to five, to which the applicant owed the greatest amount at any time during the last calendar year:
- (i) the creditor’s name, telephone number and email address,
- (ii) if the creditor is an individual, their date of birth, countries of citizenship, the civic address of their primary place of residence and their mailing address,
- (iii) if the creditor is not an individual, its trade names, the country and jurisdiction of its incorporation or other formation, the civic address of its head office, its mailing address, and
- (iv) a summary of the terms of the credit agreement;
- (w) an indication of whether a state-owned enterprise, as defined in section 3 of the Investment Canada Act, holds — or for whose benefit is held — directly or indirectly, an interest, including a voting interest in the applicant, and, if so, the name of the state-owned enterprise and the applicable foreign state and a description of the interest, including, in the case of a voting interest, whether it has a special veto or other decision-making right attached to it;
- (x) an indication of whether a state-owned enterprise, as defined in section 3 of the Investment Canada Act, has the power to appoint the chief executive officer or other senior management officers of the applicant, or members of its board of directors or a similar body, and, if so, the names of the state-owned enterprise and the applicable foreign state and a description of that power;
- (y) a list of all categories of personal or financial information, including the following categories, that the applicant gathers or plans to gather in respect of the holders of the stablecoins that the applicant plans to issue, its employees or its business partners and the purposes for which the information is gathered:
- (i) personal identifying information,
- (ii) financial data, including confidential account information,
- (iii) private communications, and
- (iv) geolocation data;
- (z) all countries in which the applicant or a third-party stores or processes, or plan to store or process, any information referred to in paragraph (y);
- (z.1) in respect of every person that may be given access to any information referred to in paragraph (y), other than an employee or third party referred to in paragraph (p),
- (i) their name, mailing address, telephone number and email address,
- (ii) in the case of an individual, their date of birth, their countries of citizenship and the civic address of their primary place of residence, and
- (iii) in the case of a person that is not an individual, the country and jurisdiction of its incorporation or other formation and the civic address of its head office;
- (z.2) in the case of an applicant that has a place of business in Canada,
- (i) the name of any other person for which the applicant has created a stablecoin or made it available for purchase, directly or indirectly, in the previous two years, and
- (ii) the name of any other person for which the applicant plans to create a stablecoin or to make it available for purchase, directly or indirectly, in the next two years;
- (z.3) in the case of an applicant that does not have a place of business in Canada, the name of any person that has a place of business in Canada and for which the applicant
- (i) has created a stablecoin or made it available for purchase, directly or indirectly, in the previous two years, and
- (ii) plans to create a stablecoin or to make it available for purchase, directly or indirectly, in the next two years; and
- (z.4) in the case of an applicant that was an issuer on the day before the coming into force of section 15 of the Act, a plan for the orderly resolution or winding down of its activities in relation to the stablecoin that it issues if its application is refused.
Information requested by Bank — time and manner
9 For the purposes of section 18 of the Act, the applicant must provide, using the electronic system provided by the Bank for that purpose, the information within 15 days after the day on which the Bank requests the information.
Notice of change — time and manner
10 For the purposes of section 19 of the Act, the applicant must notify the Bank, using the electronic system provided by the Bank for that purpose, within 15 days after the day on which the change occurs.
National Security Review
Decision to review — period
11 (1) For the purposes of subsection 21(1) of the Act, the period is 60 days beginning on the day after the day on which the Minister is provided with a copy of the application.
Extension
(2) For the purposes of subsection 21(2) of the Act, the extension period is 60 days.
Conduct of review — period
12 (1) For the purposes of subsection 23(1) of the Act, the period is 180 days beginning on the day after the day on which the Minister decides to review the application.
Extension
(2) For the purposes of subsection 23(2) of the Act, the extension period is 180 days.
Prohibitions
Representations
13 (1) For the purposes of paragraph 31(b) of the Act, an issuer must not use terms, expressions, logos, symbols or illustrations in a manner that suggests
- (a) that the issuer will, directly or indirectly, grant or pay to the holder of a stablecoin that the issuer has issued any form of interest or yield;
- (b) that the stablecoin issued by the issuer is
- (i) legal tender,
- (ii) a deposit or proof of a deposit, or
- (iii) insured under a public deposit insurance system or guaranteed or backstopped by a government; or
- (c) that the issuer’s name is included in the list of issuers referred to in paragraph 16(a) of the Act if it is not the case.
Reference currency
(2) Subparagraph (1)(b)(i) does not prevent the use of the name of the reference currency of a stablecoin or the use of a symbol that is associated with the reference currency of a stablecoin in the stablecoin’s name or in its symbol.
Interest or yield
14 (1) For the purposes of section 32 of the Act, a payment or reward that is tied to a stablecoin transaction but that is not tied to the holding of a stablecoin is not an interest or yield.
Arrangement
(2) A payment or reward granted or paid under an arrangement between an issuer and another person, whether or not that person is the holder of a stablecoin issued by the issuer, constitutes indirect granting or payment of an interest or yield if the arrangement
- (a) allows the person to receive an interest or yield from the holding of a stablecoin issued by the issuer, including through income sharing; or
- (b) encourages the person to grant or pay an interest or yield to the holder of a stablecoin issued by the issuer.
Duties of Issuers
Redemption
15 (1) For the purposes of section 35 of the Act, an issuer must
- (a) redeem the outstanding stablecoin on request of any holder, regardless of the value;
- (b) complete the redemption within three business days on which the request is made; and
- (c) not charge a redemption fee that exceeds 1% of the redeemed amount.
Restriction
(2) Despite paragraphs (1)(a) and (b), the issuer can limit the daily amount of redemptions of a stablecoin if the issuer is unable to meet all the redemption requests due to a shortfall in liquidity in the markets in which the assets in the reserve of assets of the stablecoin are traded.
Notice — fees
(3) The issuer must, at least seven days before beginning to charge redemption fees or before increasing redemption fees, publish a notice on its website.
Definition of business day
(4) For the purposes of paragraph (1)(b), business day means a day other than a Saturday or a holiday.
Redemption policy
16 (1) For the purposes of paragraph 36(1)(c) of the Act, the redemption policy must contain
- (a) a disclosure of the issuer’s duty to redeem;
- (b) a description of the redemption process, including the measures that the issuer or any qualified custodian will take to fulfill the payment in the reference currency;
- (c) the situations in which the issuer may limit the daily amount of redemptions; and
- (d) the payment methods offered by the issuer for the redemption.
Changes
(2) If the policy is updated, the new version must contain an explanation of the changes made to the previous version.
Simple, clear and concise language
(3) The policy must be drafted in both official languages using simple, clear and concise language.
Reserve of assets
17 (1) For the purposes of subsection 37(1) of the Act, the market value of the reserve of assets, at the end of each day, must have a value that is equal to or greater than the par value of the outstanding stablecoins.
Use of assets
(2) Despite subsection 37(2) of the Act, the issuer may withdraw returns from the reserve of assets to the extent that the market value of the reserve of assets remains equal to or greater than the par value of the outstanding stablecoins.
Composition of reserve of assets
(3) For the purposes of paragraph 37(3)(b) of the Act, the reserve of assets can be composed of the following high-quality liquid assets:
- (a) debt securities that are issued by the government of a country that mature in three months or less;
- (b) demand deposits;
- (c) money market funds of which the assets are fully invested in the reference currency or in assets that are referred to in this subsection; and
- (d) assets acquired under reverse repurchase agreements with a term of one business day in which the issuer purchases assets referred to in paragraph (a).
Encumbrance
(4) Despite section 38 of the Act, the issuer may sell assets referred to paragraph (3)(a) under a repurchase agreement with a term of one business day solely for the purpose of obtaining the reference currency needed to meet redemption requests.
Different stablecoins
18 For the purposes of paragraph 39(2)(c) of the Act, assets in the reserve of assets of a stablecoin must be held in a manner that ensures that they are segregated from the assets in the reserve of assets of other stablecoins.
Policies
Governance policy
19 (1) The governance policy required under section 40 of the Act must be in writing and must
- (a) set out the following among its objectives:
- (i) ensuring that the actions, behaviours and decisions of the issuer are subject to the appropriate scrutiny, and
- (ii) supporting the management of risks and ongoing compliance with the requirements under the Act and with the policies referred to in sections 36 and 40 to 43 of the Act;
- (b) describe any conflict of interest between the issuer’s activities in relation to the stablecoin that it issues and its other activities;
- (c) describe how the issuer’s activities in relation to the stablecoin that it issues will continue to be funded regardless of the issuer’s financial condition;
- (d) describe the decisions taken by the issuer that have a material impact on its activities in relation to the stablecoin that it issues and specify the senior officers and other decision-makers responsible for those decisions;
- (e) describe the decision-making process for decisions referred to in paragraph (d);
- (f) set out a code of conduct that outlines the principles and values that are to guide actions taken by all employees of the issuer so as to promote a culture of risk management and compliance with the Act;
- (g) in respect of how the issuer deals with complaints by holders of a stablecoin that it issues,
- (i) set out the manner in which holders can make a complaint,
- (ii) set out the steps to be taken by the issuer following the receipt of the complaint,
- (iii) set out the manner in which holders can escalate their complaint,
- (iv) require the issuer to make a complaint form available to holders on its website,
- (v) require the issuer to acknowledge the receipt of a complaint within 7 days after the day on which the complaint is received and to resolve it within 30 days after the day on which it is received,
- (vi) require the issuer to state in the acknowledgment of receipt that the complaint is to be resolved within 30 days after the day on which it is received,
- (vii) set out the possible corrective measures that could be taken by the issuer in response to common complaints, and
- (viii) outline the measures to be taken by the issuer to inform the holder who made the complaint that it is unfounded, if applicable;
- (h) identify, unless the issuer is an individual, the senior officer who is responsible for the establishment, implementation and maintenance of the policy;
- (i) identify the human and financial resources of the issuer that are required to implement and maintain the policy, including, with respect to financial resources, the measures that the issuer must take to ensure timely and reliable access to those resources and a contingency plan in the absence of sufficient financial resources;
- (j) allocate specific roles and responsibilities in respect of the implementation and maintenance of the policy; and
- (k) include a summary of the key elements of the policy using simple, clear and concise language.
Approval of policy
(2) The governance policy, including any updates, must be approved by the senior officer referred to in paragraph (1)(h), if any.
Risk management policy
20 (1) The risk management policy required under section 41 of the Act must be in writing and must
- (a) set out the following among its objectives:
- (i) ensuring the continued performance of the issuer’s activities in relation to the stablecoin that it issues, and
- (ii) managing incidents and situations that could lead to the issuer’s non-compliance with the Act;
- (b) describe the measures that the issuer has put in place to identify and manage the internal and external risks that are linked to the issuer’s activities in relation to the stablecoin that it issues and situations that could lead to the issuer’s non-compliance with the Act;
- (c) describe the measures taken to detect incidents and situations that could lead to the issuer’s non-compliance with the Act;
- (d) describe the measures taken to detect breaches of or compromises to the confidentiality, integrity or availability of data being protected under the data security policy;
- (e) describe the measures taken to report the breaches or compromises to the appropriate level for response and recovery;
- (f) describe the measures taken to maintain a reserve of assets that has a market value that is equal to or greater than the par value of stablecoins issued by the issuer that have neither been redeemed or cancelled;
- (g) identify, unless the issuer is an individual, the senior officer who is responsible for the establishment, implementation and maintenance of the policy;
- (h) identify the human and financial resources of the issuer that are required to implement and maintain the policy, including, with respect to financial resources, the measures that the issuer must take to ensure timely and reliable access to those resources and a contingency plan in the absence of sufficient financial resources;
- (i) allocate specific roles and responsibilities in respect of the implementation and maintenance of the policy; and
- (j) include a summary of the key elements of the policy using simple, clear and concise language.
Approval of policy
(2) The risk management policy, including any updates, must be approved by the senior officer referred to in paragraph (1)(g), if any.
Independent review
(3) The issuer must ensure that, at least once every three years, a sufficiently skilled individual who has had no role in establishing, implementing or maintaining the risk management policy carries out an independent review of the conformity of the policy with the requirements of subsections (1) and (2) and of section 41 of the Act.
Record
(4) The issuer must keep a record that contains the independent reviewer’s name and the date of the review and describes the review’s scope, methodology and findings.
Report
(5) The issuer must report any gaps and vulnerabilities that are identified by the independent review, and any measures taken or to be taken, to the senior officer referred to in paragraph (1)(g), if any.
Data security policy
21 (1) The data security policy required under section 42 of the Act must be in writing and must
- (a) set out, among its objectives, preserving the integrity and confidentiality of the systems, technologies — including distributed ledgers — tools, data and information involved in the performance of the issuer’s activities in relation to a stablecoin that it issues;
- (b) describe the measures that the issuer has put in place to protect data that the issuer creates, collects, retains or transmits for the purpose of
- (i) issuing or redeeming the stablecoins issued by the issuer,
- (ii) managing assets in the reserve of assets, and
- (iii) establishing, implementing and maintaining the governance policy, the risk management policy and the recovery and resolution policy;
- (c) identify, unless the issuer is an individual, the senior officer who is responsible for the establishment, implementation and maintenance of the policy;
- (d) identify the human and financial resources of the issuer that are required to implement and maintain the policy, including, with respect to financial resources, the measures that the issuer must take to ensure timely and reliable access to those resources and a contingency plan in the absence of sufficient financial resources;
- (e) allocate specific roles and responsibilities in respect of the implementation and maintenance of the policy; and
- (f) include a summary of the key elements of the policy using simple, clear and concise language.
Approval of policy
(2) The data security policy, including any updates, must be approved by the senior officer referred to in paragraph 1(c), if any.
Independent review
(3) The issuer must ensure that, at least once every three years, a sufficiently skilled individual who has had no role in establishing, implementing or maintaining the data security policy carries out an independent review of the conformity of the policy with the requirements of subsections (1) and (2) and of section 42 of the Act.
Record
(4) The issuer must keep a record that contains the independent reviewer’s name and the date of the review and describes the review’s scope, methodology and findings.
Report
(5) The issuer must report any gaps and vulnerabilities that are identified by the independent review, and any measures taken or to be taken, to the senior officer referred to in paragraph 1(c), if any.
Recovery and resolution policy
22 (1) The recovery and resolution policy required under section 43 of the Act must be in writing and must
- (a) set out, among its objectives, the continuation of the issuer’s activities in relation to
- (i) the stablecoin that it issues, including the redemption of the stablecoin and the management of assets in the reserve of assets, following a shortfall in liquidity in the markets in which the assets in the reserve of assets of the stablecoin are traded, and
- (ii) the redemption of the stablecoin that it issues following the issuer’s insolvency or its decision to cease issuing that stablecoin;
- (b) describe the measures that the issuer has put in place to ensure its compliance with subsection 37(1) of the Act, despite any internal or external factors that may interfere with the issuer’s ability to comply with that subsection;
- (c) describe the measures that the issuer has put in place to ensure that, in the event of its insolvency, any person appointed to carry out the insolvency proceeding is able to access any relevant document in relation to the holders of outstanding stablecoins issued by the issuer, notify those holders and identify any errors or deficiencies in the accounting of outstanding stablecoins;
- (d) describe the measures that the issuer has put in place to ensure, in the event of its insolvency, the redemption of the outstanding stablecoins that it has issued;
- (e) describe the situations in which the issuer may wind down its activities in relation to stablecoin that it issues;
- (f) identify, unless the issuer is an individual, the senior officer who is responsible for the establishment, implementation and maintenance of the policy;
- (g) identify the human and financial resources of the issuer that are required to implement and maintain the policy, including, with respect to financial resources, the measures that the issuer must take to ensure timely and reliable access to those resources and a contingency plan in the absence of sufficient financial resources;
- (h) allocate specific roles and responsibilities in respect of the implementation and maintenance of the policy; and
- (i) include a summary of the key elements of the policy using simple, clear and concise language.
Approval of policy
(2) The recovery and resolution policy, including any updates, must be approved by the senior officer referred to in paragraph 1(f), if any.
Necessary funds
23 An issuer must ensure that it has the necessary funds for the implementation and maintenance of the policies referred to in sections 40 to 43 of the Act.
Availability of policies
24 An issuer must ensure that the policies referred to in sections 40 to 43 of the Act remain available to all persons who have a role in implementing or maintaining them.
Training
25 An issuer must ensure that all persons who have a role in establishing, implementing or maintaining the policies referred to in sections 40 to 43 of the Act are provided with the training that is necessary to carry out that role.
Review
26 (1) An issuer must review the policies referred to in sections 40 to 43 of the Act
- (a) at least once a year; and
- (b) before making any significant change within the meaning of paragraph 31(3).
Scope
(2) The review must evaluate
- (a) the conformity of the issuer’s policies with sections 19 to 22 of these Regulations and sections 40 to 43 of the Act, as applicable; and
- (b) the effectiveness of the policies at meeting their objectives.
Report and approval
(3) If the issuer has senior officers, it must ensure that, within 30 days after the completion of each review, the scope, methodology and findings of the review are provided in a report to the senior officer who is responsible for the establishment, implementation and maintenance of each policy that is required to be reviewed for their approval.
Report to Bank
(4) The issuer must provide the report to the Bank using the electronic system provided by the Bank for that purpose as soon as feasible after its approval by the senior officer or, if there is no senior officer, as soon as feasible after its completion.
Availability
27 (1) For the purposes of section 44 of the Act, the issuer must provide the policies to the Bank, using the electronic system provided by the Bank for that purpose, as soon as feasible after
- (a) the approval of the policy by the responsible senior officer; or
- (b) if the issuer is an individual, the establishment of the policy.
Website
(2) The issuer must make the summaries referred to in paragraphs 19(1)(k), 20(1)(j), 21(1)(f) and 22(1)(i) available to the public on its website in both official languages, within the timeline referred to in subsection (1).
Updated policy
(3) If a policy is updated, the issuer must provide to the Bank, using the electronic system provided by the Bank for that purpose, in addition to the updated policy, an explanation of the changes made to the previous version of the policy and make that explanation available to the public on its website.
Provision of Information
Information publicly available
28 For the purposes of section 45 of the Act, the issuer must make the following information available to the public on its website in both official languages:
- (a) the day on which the issuer’s name is added to the list of issuers referred to in paragraph 16(a) of the Act;
- (b) the name of each stablecoin issued by the issuer and its reference currency;
- (c) any fee charged by the issuer for the issuing or redemption of a stablecoin that it issues; and
- (d) the issuer’s procedures for dealing with complaints by holders of a stablecoin issued by the issuer.
Report
29 (1) For the purposes of paragraph 46(1)(c) of the Act, the report must contain the following information:
- (a) for each stablecoin issued by the issuer, the number of stablecoins issued to persons in Canada since the date of the last report or, in the case of the first report, since the issuer’s name has been added to the list of issuers referred to in paragraph 16(a) of the Act;
- (b) for each stablecoin issued by the issuer, the number of stablecoins redeemed from persons in Canada since the date of the last report or, in the case of the first report, since the issuer’s name has been added to the list of issuers referred to in paragraph 16(a) of the Act;
- (c) the names of the qualified custodians holding assets in the reserve of assets;
- (d) the names of any third parties that make a stablecoin issued by the issuer available for purchase by persons in Canada; and
- (e) a summary of the complaints received from holders of a stablecoin issued by the issuer since the date of the last report and the result of each complaint resolved since that date.
Statement from certified accountant
(2) The statement referred to in paragraph 46(1)(a) of the Act must be prepared in accordance with Canadian generally accepted accounting principles or the International Financial Reporting Standards.
Website
(3) For the purposes of subsection 46(4) of the Act, the issuer must make the report available to the public on its website in both official languages, with the exception of the statement referred to in paragraph 46(1)(b) of the Act.
Notice of incident
30 (1) A notice that must be given to the Bank under subsection 49(1) of the Act must be given, without delay, using the electronic system provided by the Bank for that purpose and must contain
- (a) the issuer’s name;
- (b) the name, telephone number and email address of an individual who may be contacted for inquiries related to the incident; and
- (c) a description of the incident, including the date and time when it occurred, and its impacts.
Update
(2) The issuer must, without delay after taking measures to respond to the incident, provide the Bank with an update containing a description of those measures.
Notice of significant change
31 (1) A notice that must be given to the Bank under section 50 of the Act must be given using the electronic system provided by the Bank for that purpose within
- (a) in respect of the following changes, as soon as feasible after the issuer becomes aware of the change, even if the change has already taken effect:
- (i) a change to the information referred to in any of paragraphs 8(2)(k), (q) to (x) and subparagraphs (z.2)(ii) and (z.3)(ii), or
- (ii) a change to a mailing address, telephone number or email address referred to in subparagraph 8(2)(z.1);
- (b) in respect of the following changes, at least 7 days before the changes take effect:
- (i) a change to the information referred to in any of paragraphs 8(2)(l), (n) and (o) of these Regulations or in paragraph 17(2)(a) or (b) of the Act, or
- (ii) a change to a policy referred to in any of sections 36 and 40 to 43 of the Act;
- (c) in respect of a change to the information referred to in paragraph 8(2)(y) or (z.1), other than the information referred to in subparagraph (a)(ii), at least 30 days before the change takes effect; and
- (d) in respect of a change to the information referred to in paragraph 8(2)(z), at least 60 days before the change takes effect.
Content
(2) The notice must contain
- (a) a description of the significant change;
- (b) the reason for the significant change;
- (c) the date on which the significant change is to be made;
- (d) the issuer’s assessment of the effect that the significant change will have on the policies referred to in sections 36 and 40 to 43 of the Act; and
- (e) a list and summary of the issuer’s documents that have been amended or created to reflect the significant change.
Definition of significant change
(3) For the purposes of section 50 of the Act and this section, significant change includes a change to
- (a) the information referred to in any of paragraphs 8(2)(k), (l), (n), (o) and (q) to (z.1) and subparagraphs (z.2)(ii) and (z.3)(ii) of these Regulations or in paragraph 17(2)(a) or (b) of the Act; or
- (b) a policy referred to in any of sections 36 and 40 to 43 of the Act.
Record Keeping and Retention
Records
32 For the purposes of section 51 of the Act, an issuer must keep, in a form that is intelligible to the Bank, sufficient records to demonstrate its compliance with the Act and these Regulations and, subject to any undertaking provided for the purposes of section 70 of the Act or any condition imposed under section 71 of the Act, must retain the records until the day that is five years after the day on which the issuer’s current compliance with the Act and these Regulations ceases to be demonstrated by the records.
Protective measures
33 An issuer must take reasonable measures, with respect to all records that it is required to keep under the Act and these Regulations, to
- (a) prevent their loss or destruction;
- (b) prevent their falsification;
- (c) detect and correct any inaccuracies contained in them; and
- (d) prevent unauthorized persons from accessing or using the information contained in them.
Assessment of Fees
Assessment
34 (1) For the purposes of subsection 53(3) of the Act, the amount that the Bank assesses against each issuer in respect of a calendar year is the amount determined by the formula
- A + B − C
- where
- A
- is the base assessment amount determined under subsection (2) for the issuer in respect of the year;
- B
- is the variable assessment amount determined under subsection (3) for the issuer in respect of the year; and
- C
- is the amount of any interim assessment made against the issuer under subsection 53(4) of the Act during the year.
Base amount
(2) The base assessment amount for an issuer in respect of a calendar year is the amount determined by the following formula, rounded to the nearest multiple of $100 or, if the result obtained is equidistant from two multiples of $100, to the higher of them:
- D Ă— E Ă· F
- where
- D
- is
- (a) in the case of an issuer for which the average monthly value of outstanding stablecoins in the year is greater than or equal to $1 billion, $750,000,
- (b) in the case of an issuer for which the average monthly value of outstanding stablecoins in the year is greater than or equal to $500 million but less than $1 billion, $350,000, and
- (c) in the case of an issuer for which the average monthly value of outstanding stablecoins in the year is less than $500 million, $25,000;
- E
- is the highest all-items Consumer Price Index for Canada, not seasonally adjusted, as published by Statistics Canada under the Statistics Act, for the month of September of any year beginning with the calendar year in which these Regulations come into force and ending with the year before the calendar year for which the base assessment amount is being determined; and
- F
- is the September All-items Consumer Price Index for Canada, not seasonally adjusted, as published by Statistics Canada under the Statistics Act, for the calendar year in which these Regulations come into force.
Variable amount
(3) The variable assessment amount for an issuer in respect of a calendar year is
- (a) in the case of an issuer for which the average monthly value of outstanding stablecoins in the year is greater than or equal to $1 billion, the amount determined by the formula
- 0.75 Ă— (G − H) Ă· I
- where
- G
- is the total amount of expenses incurred by the Bank during the year for or in connection with the administration of the Act after the deduction of any fees paid to it under subsection 17(5) of the Act in that year,
- H
- is the total of all base assessment amounts, determined under subsection (2), for the year, and
- I
- is the number of issuers for which the average monthly value of outstanding stablecoins in the year is greater than or equal to $1 billion;
- (b) in the case of an issuer for which the average monthly value of outstanding stablecoins in the year is greater than or equal to $500 million but less than $1 billion, the amount determined by the formula
- 0.25 Ă— (G − H) Ă· J
- where
- G
- is the total amount of expenses incurred by the Bank during the year for or in connection with the administration of the Act after the deduction of any fees paid to it under subsection 17(5) of the Act in that year,
- H
- is the total of all base assessment amounts, determined under subsection (2), for the year, and
- J
- is the number of issuers for which the average monthly value of outstanding stablecoins in the year is greater than or equal to $500 million but less than $1 billion; and
- (c) in the case of an issuer for which the average monthly value of outstanding stablecoins in the year is less than $500 million, nil.
Sources of values
(4) For the purposes of subsections (2) and (3), the value of an issuer’s monthly value of outstanding stablecoins is determined on the basis of
- (a) the number of outstanding stablecoins, based on the most recent information provided by the issuer under subsection 46(3) of the Act;
- (b) the par value of each stablecoin issued by the issuer in its reference currency; and
- (c) the monthly average exchange rates published by the Bank for the reference currency of each outstanding stablecoin issued by the issuer or, if no exchange rate is published by the Bank for a reference currency, the monthly exchange rate for that reference currency from a source that the Bank considers reliable.
Incorrect, missing or unavailable information
(5) For the purposes of subsections (2) and (3), if any information that the issuer must provide under subsection 46(3) of the Act in a year is incorrect, missing or unavailable, the average monthly value of its outstanding stablecoins in the year is deemed to be $1 billion.
Information request
35 For the purposes of subsection 54(1) of the Act, the Bank may request that the information be provided within the 15 days after the day on which the request is made.
Supervisory Information
Information
36 For the purposes of subsection 57(1) of the Act, the following information must not be used as evidence in any civil proceedings and is privileged for that purpose:
- (a) any direction, notice, letter, plan, report or recommendation issued by the Bank in relation to its supervision of an issuer;
- (b) a notice of refusal given under section 28 of the Act;
- (c) an order made under section 60 or 61 of the Act;
- (d) an undertaking referred to in section 60 of the Act;
- (e) a compliance agreement referred to in section 62 of the Act;
- (f) a direction referred to in subsection 63(1) or (3) or section 66 of the Act;
- (g) a notice of violation issued under subsection 80(1) of the Act;
- (h) a notice of decision referred to in subsection 82(4) of the Act; and
- (i) any correspondence to or from the applicant or issuer that relates to any of the items referred to in paragraphs (a) to (h).
Non-disclosure by issuer
37 (1) Subject to subsections (2) and (3), an issuer must not, directly or indirectly, disclose any information referred to in section 36.
Exceptions
(2) An issuer may disclose information referred to in section 36 to the following persons if it ensures that those persons do not further disclose the information to others:
- (a) a person affiliated with the issuer; and
- (b) the directors, officers, employees, auditors, securities underwriters or lawyers of
- (i) the issuer, or
- (ii) a person referred to in paragraph (a).
Exception — securities laws
(3) An issuer may disclose information referred to in section 36, and need not ensure its further non-disclosure, to the extent that the disclosure is required by the securities laws of any jurisdiction.
Administrative Monetary Penalties
Designation of violations
38 For the purposes of section 79 of the Act, the following are designated as violations:
- (a) the contravention of a provision of the Act set out in column 1 of Part 1 of the schedule;
- (b) the contravention of a provision of these Regulations set out in column 1 of Part 2 of the schedule; and
- (c) the non-compliance with orders made, undertakings required, compliance agreements entered into or directions made under a provision of the Act set out in Part 3 of the schedule.
Classification
39 (1) Each violation is classified as serious or very serious, as set out in column 2 of Parts 1 and 2 of the schedule.
Series of violations — serious
(2) If a notice of violation identifies two or more violations that are classified as serious violations, that series of violations is classified as a single very serious violation.
Penalties
40 (1) The range of penalties in respect of a violation, other than one referred to in subsection (2), is
- (a) $1 to $1,000,000 in the case of a serious violation; and
- (b) $1 to $10,000,000 in the case of a very serious violation.
Exception
(2) In the case of a violation in respect of paragraph 38(c),
- (a) if the violation continues for no more than 30 days, the amount of the penalty referred to in the violation is $500 for each day that it continues; and
- (b) if the violation continues for more than 30 days, the range of penalties in respect of the violation is $15,000 to $1,000,000.
Criteria
41 The amount payable as the penalty for a violation, other than one referred to in paragraph 40(2)(a), is to be established having regard to
- (a) the harm that is or could have been done by the violation;
- (b) the history of the person that committed the violation with respect to any prior violation committed by them within the five-year period immediately before the violation; and
- (c) the degree of intention or negligence on the part of the person that committed the violation.
Service of documents
42 (1) Any document that is to be served under the Act must be served by
- (a) in the case of service on an individual,
- (i) leaving a copy of it with the individual or a person that is authorized to accept documents on their behalf,
- (ii) leaving a copy of it with someone who appears to be an adult member of the same household at the individual’s last known address or usual place of residence,
- (iii) sending a copy of it by registered mail or courier to the individual’s last known address or usual place of residence or to the address of a person that is authorized to accept documents on the individual’s behalf,
- (iv) sending a copy of it to the individual’s last known email address, or
- (v) making a copy of it available to the individual through an electronic system provided by the Bank for that purpose and advising the individual, by email to their last known email address, of the availability of the notice; and
- (b) in the case of service on a person other than an individual,
- (i) leaving a copy of it with an individual who appears to manage or be in control of the head office or place of business of the person or with a person that is authorized to accept documents on its behalf,
- (ii) sending a copy of it by registered mail or courier to the head office or place of business of the person or to the address of a person that is authorized to accept documents on its behalf,
- (iii) sending a copy of it to the person’s last known email address, or
- (iv) making a copy of it available to the person through an electronic system provided by the Bank for that purpose and advising the person, by email to its last known email address, of the availability of the notice.
Deemed service
(2) A document is deemed to be served
- (a) on the day on which it is left with a person in accordance with subparagraph (1)(a)(i) or (ii) or (b)(i);
- (b) on the 10th day after the date on which it is sent as indicated in the receipt issued by the postal or courier service, in the case of service by registered mail or courier; or
- (c) on the day on which the email referred to in subparagraph (1)(a)(iv) or (v) or (b)(iii) or (iv) is delivered.
Transitional Provisions
Definition of commencement day
43 (1) For the purposes of this section, commencement day means the day on which section 15 of the Act comes into force.
Non-application
(2) If an issuer was issuing a stablecoin on the day before the commencement day, section 15 of the Act does not apply to the issuer during the period beginning on the commencement day and ending on the earliest of
- (a) the 31st day after the commencement day, if the issuer has not submitted the application referred to in section 17 of the Act,
- (b) the day on which the issuer’s name is added to the list of issuers referred to in paragraph 16(a) of the Act, and
- (c) the day on which the issuer is notified, under section 28 of the Act, that its application has been refused.
Related Amendments to the Retail Payment Activities Regulations
44 (1) Section 1 of the Retail Payment Activities Regulationsfootnote 3 is amended by adding the following in alphabetical order:
- stablecoin
- means a stablecoin, as defined in section 2 of the Stablecoin Act, other than a closed-loop stablecoin within the meaning of section 5 of the Stablecoin Regulations, that is issued by
- (a) an individual or entity that is included in the list of issuers referred to in paragraph 16(a) of that Act; or
- (b) a financial institution, as defined in section 2 of that Act, that is subject to provisions of another federal law or a provincial or foreign law that are substantially similar to sections 32, 35 and 37 to 39 of that Act. (cryptomonnaie stable)
(2) Section 1 of the Regulations is renumbered as subsection 1(1) and is amended by adding the following:
Further definitions — stablecoin
(2) In these Regulations, issue, issuer and reference currency have the same meaning as in section 2 of the Stablecoin Act when used in relation to a stablecoin.
45 The Regulations are amended by adding the following after section 1:
Retail Payment Activity
Prescribed criteria
1.1 For the purposes of the definition of retail payment activity in section 2 of the Act, a unit meets prescribed criteria if it is a stablecoin.
46 (1) Subparagraphs 5(1)(a)(i) and (ii) of the Regulations are replaced by the following:
- (i) ensuring that the payment service provider is able to perform retail payment activities without reduction, deterioration or breakdown, including by ensuring the availability of the systems, technologies, tools, data and information involved in the performance of those activities, and
- (ii) preserving the integrity and confidentiality of those activities, systems, technologies, tools, data and information;
(2) Paragraph 5(1)(b) of the Regulations is replaced by the following:
- (b) set out clearly defined and measurable reliability targets for the ability to perform the retail payment activities and for the availability of the systems, technologies, tools, data and information referred to in subparagraph (a)(i), as well as indicators for assessing whether each of the objectives referred to in paragraph (a) is met;
(3) Paragraph 5(1)(e) of the Regulations is replaced by the following:
- (e) identify the assets — including systems, technologies, tools, data and information — and business processes that are associated with the payment service provider’s performance of retail payment activities and classify them according to their sensitivity and their criticality to the performance of those activities;
(4) Subparagraph 5(1)(h)(i) of the French version of the Regulations is replaced by the following:
- (i) les activités associées aux paiements de détail du fournisseur de services de paiement,
(5) Subparagraph 5(1)(h)(ii) of the Regulations is replaced by the following:
- (ii) the systems, technologies, tools, data and information involved in the performance of those activities, and
(6) Subparagraph 5(1)(h)(iii) of the French version of the Regulations is replaced by the following:
- (iii) les systèmes, politiques, procédures, processus, contrôles et autres moyens visés à l’alinéa g);
(7) Clause 5(1)(i)(iii)(E) of the Regulations is replaced by the following:
- (E) its possible or verified impact on systems, technologies, tools, data or information involved in the performance of retail payment activities,
(8) Subparagraph 5(1)(i)(iv) of the Regulations is replaced by the following:
- (iv) requires the payment service provider, while an investigation is underway, to take immediate measures to prevent or mitigate any further damage, including to the integrity, confidentiality or availability of systems, technologies, tools, data or information,
(9) Subparagraph 5(3)(a)(iv) of the Regulations is replaced by the following:
- (iv) the manner in which the third-party service provider’s performance may be monitored, including the time and manner in which the third-party service provider will inform the payment service provider of any detected breach of the payment service provider’s or the third-party service provider’s systems, technologies, tools, data or information and of any other deterioration, reduction or breakdown in the services provided to the payment service provider, and
47 Paragraph 11(2)(b) of the Regulations is replaced by the following:
- (b) a description of the incident and its material impact on the individuals or entities referred to in paragraphs 18(1)(a) to (d) of the Act; and
48 The Regulations are amended by adding the following after section 11:
Notice of incident — issuer
11.1 For the purposes of paragraph 18(1)(d) of the Act, the issuer of a stablecoin is a prescribed individual or entity.
49 The portion of subsection 12(1) of the Regulations before paragraph (a) is replaced by the following:
Notice of incident — individual or entity
12 (1) The notice that must be given under section 18 of the Act to an individual or entity referred to in any of paragraphs 18(1)(a) to (d) of the Act must be
50 The Regulations are amended by adding the following after section 13:
Prescribed manner
13.1 For the purposes of paragraph 20(1)(b) of the Act, in respect of end-user funds held in a stablecoin, the following manner is prescribed:
- (a) the funds are held with an entity whose sole purpose is the holding of end-user funds;
- (b) the entity is a registered holder of the funds on a distributed ledger, as defined in section 2 of the Stablecoin Act, or on a similar technology, on which the stablecoin is recorded;
- (c) the entity and the rights associated with the funds will not form part of the payment service provider’s assets in the event of its insolvency; and
- (d) the entity and payment service provider have entered into a contract ensuring that the funds do not belong to the payment service provider.
51 Paragraph 14(2)(a) of the Regulations is replaced by the following:
- (a) the proceeds from the insurance or guarantee will not form part of the payment service provider’s assets in the event of its insolvency;
52 (1) The portion of subsection 15(2) of the French version of the Regulations before paragraph (a) is replaced by the following:
Contenu
(2) Le cadre de protection des fonds décrit les systèmes, politiques, processus, procédures, contrôles et tout autre moyen mis en place pour réaliser les objectifs, notamment les moyens suivants :
(2) Paragraph 15(2)(a) of the Regulations is replaced by the following:
- (a) if the payment service provider holds end-user funds in Canadian or foreign currency, those in relation to the payment service provider’s use of liquidity arrangements and its holding of end-user funds in the form of secure and liquid assets;
(3) Subsection 15(2) of the Regulations is amended by striking out “and” at the end of paragraph (b), by adding “and” at the end of paragraph (c) and by adding the following after paragraph (c):
- (d) if the payment service provider holds end-user funds in a stablecoin, the means by which it will be ensured that in the event of the insolvency of the issuer of the stablecoin, end-users will have access to the objective referred to in paragraph (1)(a), including the means for the redemption of the stablecoin in its reference currency.
(4) Paragraph 15(3)(a) of the Regulations is replaced by the following:
- (a) the countries and jurisdictions in which are located
- (i) the payment service provider,
- (ii) the payment service provider’s end-users,
- (iii) if the payment service provider holds funds in accordance with paragraph 20(1)(a) or (c) of the Act, the providers of the accounts in which it holds end-user funds,
- (iv) if the payment service provider holds funds in accordance with paragraph 20(1)(b) of the Act, the entities with which the end-user funds are held and the issuers of the stablecoins in which those funds are held, and
- (v) if the payment service provider holds funds in accordance with paragraph 20(1)(c) of the Act, its insurance or guarantee providers.
(5) Subsection 15(3) of the Regulations is amended by striking out “and” at the end of paragraph (c) and by adding the following after that paragraph:
- (c.1) the terms of the contract referred to in paragraph 13.1(d), if applicable;
(6) Subsection 15(3) of the Regulations is amended by adding “and” at the end of paragraph (d) and by adding the following after that paragraph:
- (e) if the payment service provider holds end-user funds in a stablecoin, the possibility that the issuer of the stablecoin becomes insolvent and the terms of any agreement between the issuer and the payment service provider.
(7) Subparagraphs 15(6)(c)(i) to (iii) of the Regulations are replaced by the following:
- (i) if the payment service provider holds funds in accordance with paragraph 20(1)(a) or (c) of the Act,
- (A) the opening or closure of any account in which the payment service provider holds end-user funds,
- (B) a change in the entity that provides any account in which the payment service provider holds end-user funds, or
- (C) a change to the terms of the account agreement in respect of any account in which the payment service provider holds end-user funds,
- (ii) if the payment service provider holds funds in accordance with paragraph 20(1)(b) of the Act,
- (A) a change in the entity with which the funds are held, or
- (B) a change to the terms of the contract referred to in paragraph 13.1(d),
(8) Paragraph 15(6)(c) of the Regulations is amended by adding the following after subparagraph (iv):
- (v) the payment service provider starting to hold funds in a stablecoin that it did not previously hold.
53 (1) Paragraph 19(2)(a) of the English version of the Regulations is replaced by the following:
- (a) information on each entity that has provided the payment service provider with an account referred to in subsection 20(1) of the Act, including the entity’s name and the name of the regulator responsible for supervising the entity with respect to its adherence to the standards referred to in section 13 of these Regulations;
(2) Paragraph 19(2)(c) of the English version of the Regulations is replaced by the following:
- (c) information on each entity that has provided the payment service provider with the insurance or guarantee referred to in paragraph 20(1)(c) of the Act, including the entity’s name and the name of the regulator responsible for supervising the entity with respect to its adherence to the standards referred to in section 14(1)(a) of these Regulations; and
(3) Subclauses 19(4)(a)(i)(B)(I) to (IV) of the Regulations are replaced by the following:
(I) the average value, expressed in Canadian dollars, of the end-user funds that the payment service provider held in Canadian or foreign currency at the end of each day for all end users,
(II) the average value, expressed in Canadian dollars, of the end-user funds that the payment service provider held in Canadian or foreign currency, at the end of each day for end users in Canada,
(II.1) the average value, expressed in Canadian dollars, of the end-user funds that the payment service provider held in a stablecoin at the end of each day for all end users,
(II.2) the average value, expressed in Canadian dollars, of the end-user funds that the payment service provider held in a stablecoin at the end of each day for end users in Canada,
(III) the average value of the end-user funds held in Canadian or foreign currency, broken down by currency and expressed in that currency, that the payment service provider held at the end of each day for all end users,
(IV) the average value of the end-user funds held in Canadian or foreign currency, broken down by currency and expressed in that currency, that the payment service provider held at the end of each day for end users in Canada,
(IV.1) the average value of the end-user funds held in stablecoins, broken down by stablecoin and expressed in the reference currency of the stablecoin, that the payment service provider held at the end of each day for all end users,
(IV.2) the average value of the end-user funds held in stablecoins, broken down by stablecoin and expressed in the reference currency of the stablecoin, that the payment service provider held at the end of each day for end users in Canada,
(4) Subclauses 19(4)(a)(i)(B)(VII) and (VIII) of the Regulations are replaced by the following:
(VII) the number of electronic funds transfers made in Canadian or foreign currency, broken down by currency, in relation to which the payment service provider performed a retail payment activity,
(VIII) the number of electronic funds transfers made in Canadian or foreign currency, broken down by currency, in relation to which the payment service provider performed a retail payment activity for end users in Canada,
(VIII.1) the number of electronic funds transfers made using stablecoins, broken down by stablecoin, in relation to which the payment service provider performed a retail payment activity,
(VIII.2) the number of electronic funds transfers made using stablecoins, broken down by stablecoin, in relation to which the payment service provider performed a retail payment activity for end users in Canada,
(5) Subclauses 19(4)(a)(i)(B)(XI) and (XII) of the Regulations are replaced by the following:
(XI) the total value of all electronic funds transfers made in Canadian or foreign currency, broken down by currency and expressed in that currency, in relation to which the payment service provider performed a retail payment activity,
(XII) the total value of all electronic funds transfers made in Canadian or foreign currency, broken down by currency and expressed in that currency, in relation to which the payment service provider performed a retail payment activity for end users in Canada,
(XIII) the total value of all electronic funds transfers made using stablecoins, broken down by stablecoin and expressed in the reference currency of the stablecoin, in relation to which the payment service provider performed a retail payment activity, and
(XIV) the total value of all electronic funds transfers made using stablecoins, broken down by stablecoin and expressed in the reference currency of the stablecoin, in relation to which the payment service provider performed a retail payment activity for end users in Canada,
(6) Subparagraph 19(4)(b)(i) of the Regulations is replaced by the following:
- (i) subclauses (a)(i)(A)(II) and (B)(II), (IV), (IV.2), (VI), (VIII), (VIII.2), (X), (XII) and (XIV),
(7) Subparagraphs 19(4)(b)(ii) and (iii) of the French version of the Regulations are replaced by the following:
- (ii) la division a)(i)(C), à l’égard de ses utilisateurs finaux se trouvant au Canada,
- (iii) la division a)(i)(D), à l’égard des autres fournisseurs de services de paiement qui ont un établissement au Canada;
54 (1) Paragraph 24(2)(a) of the Regulations is replaced by the following:
- (a) the civic address of the applicant’s primary place of residence — or that of their head office, if applicable — and their mailing address;
(2) Paragraph 24(5)(a) of the Regulations is amended by striking out “and” at the end of subparagraph (i) and by adding the following after subparagraph (ii):
- (iii) the number of electronic funds transfers made using a stablecoin in relation to which they performed a retail payment activity and the total value of those electronic funds transfers made using the stablecoin, expressed in Canadian dollars, and
- (iv) the number of electronic funds transfers made using a stablecoin in relation to which they performed a retail payment activity for end users in Canada and the total value of those electronic funds transfers made using the stablecoin, expressed in Canadian dollars;
(3) Paragraph 24(5)(b) of the Regulations is replaced by the following:
- (b) in the case of an applicant that does not have a place of business in Canada, the information referred to in subparagraphs (a)(ii) and (iv); and
(4) Subparagraph 24(5)(c)(ii) of the Regulations is replaced by the following:
- (ii) subparagraphs (a)(ii) and (iv), if they do not have a place of business in Canada.
(5) The portion of paragraph 24(6)(b) of the Regulations before subparagraph (i) is replaced by the following:
- (b) the currencies and the stablecoins in which the applicant held end-user funds for each of the following categories of end users in the previous year — or, if the applicant has not performed any retail payment activities in the previous year, the currencies and the stablecoins in which they plan to hold end-user funds for each of those categories of end users in their first year performing retail payment activities — and the share of funds held or to be held in each of those currencies and those stablecoins:
(6) Paragraph 24(7)(b) of the English version of the Regulations is replaced by the following:
- (b) the name of each entity from which the applicant has obtained or plans to obtain an account referred to in subsection 20(1) of the Act or the insurance or guarantee referred to in paragraph 20(1)(c) of the Act and the name of the regulator responsible for supervising that entity with respect to its adherence to standards in respect of capital, liquidity, governance, supervision and risk management; and
(7) Subsection 24(7) of the Regulations is amended by striking out “and” at the end of paragraph (b) and by adding the following after that paragraph:
- (b.1) if the applicant holds or plans to hold funds in accordance with paragraph 20(1)(b) of the Act, the name of each entity with which the applicant holds or plans to hold those funds; and
(8) Paragraphs 24(9)(d) to (j) of the Regulations are replaced by the following:
- (c.1) if the applicant is an individual, their countries of citizenship;
- (d) if the applicant is an entity, an organization chart that
- (i) identifies all individuals or entities that are affiliated with the applicant within the meaning of subsection 3(1) of the Act and the nature of the affiliation,
- (ii) identifies all individuals or entities that hold — or for whose benefit is held — directly or indirectly,
- (A) in the case of an applicant that is a corporation, securities of the applicant to which are attached 10% or more of the votes that may be cast to elect the applicant’s directors, unless they are held by way of security only, or
- (B) in the case of an applicant that is not a corporation or limited partnership, an interest in the applicant that entitles them to receive 10% or more of the applicant’s profits or 10% or more of its assets on dissolution,
- (iii) identifies all individuals or entities, other than those referred to in subparagraph (ii), that control the applicant within the meaning of section 21, and
- (iv) for each individual or entity referred to in subparagraph (ii) or (iii), the percentage of votes that they hold in the applicant or the percentage of the profits or assets to which they are entitled;
- (e) in respect of each of the following individuals, their name, their date of birth, their countries of citizenship, the civic address of their primary place of residence, their mailing address, their telephone number and their email address:
- (i) an individual who is affiliated with the applicant within the meaning of subsection 3(1) of the Act,
- (ii) an individual who is referred to in subparagraph (d)(ii) or (iii), and
- (iii) an individual who holds — or for whose benefit is held — directly or indirectly,
- (A) securities of a corporation that controls the applicant to which are attached 10% or more of the votes that may be cast to elect the directors of the corporation, unless they are held by way of security only, or
- (B) an interest in an entity that is not a corporation and that controls the applicant that entitles them to receive 10% or more of that entity’s profits or 10% or more of its assets on dissolution;
- (f) in respect of each of the following entities, its name and any trade names, its mailing address, the civic address of its head office, its telephone number, its email address and its website address, if any, and the date, country and jurisdiction of its incorporation or other formation:
- (i) an entity referred to in subparagraph (d)(ii) or (iii), and
- (ii) an entity that holds — or for whose benefit is held — directly or indirectly,
- (A) securities of a corporation that controls the applicant to which are attached 10% or more of the votes that may be cast to elect the directors of the corporation, unless they are held by way of security only, or
- (B) an interest in another entity that is not a corporation and that controls the applicant that entitles them to receive 10% or more of the other entity’s profits or 10% or more of its assets on dissolution,
- (g) the country and jurisdiction of the incorporation or other formation of any entity that is affiliated with the applicant within the meaning of subsection 3(1) of the Act;
- (h) if the applicant has a board of directors,
- (i) the name, date of birth, countries of citizenship, civic address of the primary place of residence, mailing address, telephone number and email address of each of the members of its board of directors, and
- (ii) an indication of whether each of those members is a member of the board of directors of any other entities and, if so, the names of those entities;
- (i) if the applicant has senior officers, the name, date of birth, countries of citizenship, civic address of the primary place of residence, mailing address, telephone number, email address and position title, as well as a description of the main responsibilities of each of the senior officers, up to five, who were, for the last calendar year, the most highly compensated, having regard to all forms of compensation, including stock options, performance-based incentives and other benefits;
- (j) if the applicant has creditors, the following information in respect of each of the creditors, up to five, to which the applicant owed the greatest amount at any time during the last calendar year:
- (i) the creditor’s name, telephone number and email address,
- (ii) if the creditor is an individual, their date of birth, their countries of citizenship, the civic address of their primary place of residence and their mailing address,
- (iii) if the creditor is an entity, its trade names, the country and jurisdiction of its incorporation or other formation, the civic address of its head office, its mailing address, and
- (iv) a summary of the terms of the credit agreement;
(9) Paragraph 24(9)(o) of the Regulations is replaced by the following:
- (o) in respect of every individual or entity that may be given access to any information referred to in paragraph (m), other than an employee or an agent or mandatary of the applicant, an employee of a payment service provider referred to in section 9 of the Act or an employee of a registered payment service provider,
- (i) their name, telephone number and email address,
- (ii) in the case of an individual, their date of birth, their countries of citizenship, the civic address of their primary place of residence and their mailing address, and
- (iii) in the case of an entity, the country and jurisdiction of its incorporation or other formation, the civic address of its head office and its mailing address;
55 (1) Subparagraph 36(2)(a)(i) of the Regulations is replaced by the following:
- (i) a change to the information referred to in any of paragraphs 24(9)(a) to (c.1) and (e) to (l) or in subparagraph 24(9)(p)(ii) or (q)(ii), and
(2) Paragraph 36(2)(a) of the Regulations is amended by striking out “and” at the end of subparagraph (ii) and by repealing subparagraph (iii).
56 (1) The portion of subsection 51(1) of the French version of the Regulations before paragraph (a) is replaced by the following:
Signification
51 (1) La signification d’un document, exigée sous le régime de la partie 5 de la Loi, est faite selon l’une des méthodes suivantes :
(2) Subparagraph 51(1)(a)(i) of the Regulations is replaced by the following:
- (i) leaving a copy of it with the individual or the agent or mandatary that is authorized to accept notices on their behalf,
(3) Subparagraph 51(1)(a)(ii) of the French version of the Regulations is replaced by the following:
- (ii) la remise d’une copie à quiconque semble être un membre adulte du même ménage à la dernière adresse connue de la personne ou à sa résidence habituelle,
(4) Subparagraph 51(1)(a)(iii) of the Regulations is replaced by the following:
- (iii) sending a copy of it by registered mail or courier to the individual’s last known address or usual place of residence or to the address of the agent or mandatary that is authorized to accept notices on the individual’s behalf,
(5) Subparagraphs 51(1)(a)(iv) and (v) of the French version of the Regulations are replaced by the following:
- (iv) l’envoi d’une copie à la dernière adresse électronique connue de la personne,
- (v) la mise à la disposition de l’individu d’une copie dans le système électronique fourni par la Banque à cette fin et l’envoi d’un avis, par courrier électronique à sa dernière adresse électronique connue, pour lui indiquer qu’il a accès au document;
(6) Subparagraphs 51(1)(b)(i) and (ii) of the Regulations are replaced by the following:
- (i) leaving a copy of it with an individual who appears to manage or be in control of the head office or place of business of the entity or with the agent or mandatary that is authorized to accept notices on the entity’s behalf,
- (ii) sending a copy of it by registered mail or courier to the head office or place of business of the entity or to the address of the agent or mandatary that is authorized to accept notices in its name,
(7) Subparagraphs 51(1)(b)(iii) and (iv) of the French version of the Regulations are replaced by the following:
- (iii) l’envoi d’une copie à la dernière adresse électronique connue de l’entité,
- (iv) la mise à la disposition de l’entité d’une copie dans le système électronique fourni par la Banque à cette fin et l’envoi d’un avis, par courrier électronique à sa dernière adresse électronique connue, pour lui indiquer qu’il a accès au document.
Coming into Force
S.C. 2026, c. 3, s. 600
57 These Regulations come into force on the day on which section 93 of the Stablecoin Act comes into force, but if they are registered after that day, they come into force on the day on which they are registered.
SCHEDULE
(Paragraphs 38(a) to (c) and subsection 39(1))
Administrative Monetary Penalties — Designation of Provisions
PART 1
| Item | Column 1 Provision |
Column 2 Classification of Violation |
|---|---|---|
| 1 | 15 | very serious |
| 2 | 19 | serious |
| 3 | 30 | very serious |
| 4 | 31 | very serious |
| 5 | 32 | very serious |
| 6 | 33 | very serious |
| 7 | 34 | very serious |
| 8 | 35 | very serious |
| 9 | 36(1) | very serious |
| 10 | 36(2) | very serious |
| 11 | 37(1) | very serious |
| 12 | 37(2) | very serious |
| 13 | 37(3) | very serious |
| 14 | 38 | very serious |
| 15 | 39(1) | very serious |
| 16 | 39(2) | very serious |
| 17 | 40 | very serious |
| 18 | 41 | very serious |
| 19 | 42 | very serious |
| 20 | 43 | very serious |
| 21 | 44 | very serious |
| 22 | 45 | very serious |
| 23 | 46(1)(a)(i) | very serious |
| 24 | 46(1)(a)(ii) | very serious |
| 25 | 46(1)(a)(iii) | very serious |
| 26 | 46(1)(a)(iv) | serious |
| 27 | 46(1)(b) | serious |
| 28 | 46(1)(c) | serious |
| 29 | 46(2) | serious |
| 30 | 46(3) | very serious |
| 31 | 46(4) | serious |
| 32 | 47 | very serious |
| 33 | 49 | very serious |
| 34 | 50 | very serious |
| 35 | 51 | serious |
| 36 | 52 | very serious |
| 37 | 54(2) | serious |
| 38 | 59(2) | serious |
| 39 | 68(2) | serious |
| 40 | 69(3) | serious |
PART 2
| Item | Column 1 Provision |
Column 2 Classification of Violation |
|---|---|---|
| 1 | 15(3) | very serious |
| 2 | 20(3) | very serious |
| 3 | 20(4) | serious |
| 4 | 20(5) | serious |
| 5 | 21(3) | very serious |
| 6 | 21(4) | serious |
| 7 | 21(5) | serious |
| 8 | 23 | very serious |
| 9 | 24 | very serious |
| 10 | 25 | serious |
| 11 | 26(1) | serious |
| 12 | 26(3) | serious |
| 13 | 26(4) | serious |
| 14 | 29(2) | very serious |
| 15 | 33 | serious |
| 16 | 37(1) | serious |
PART 3
Stablecoin Act — Orders, Undertakings, Compliance Agreements and Directions
- 1 section 60
- 2 section 61
- 3 section 62
- 4 subsection 63(1)
- 5 subsection 63(3)
- 6 section 66
- 7 section 70
- 8 section 71
- 9 subsection 72(1)
- 10 subsection 72(3)
- 11 subsection 74(1)
- 12 subsection 74(3)
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