Continuous Disclosure Obligations

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---
schema: foundry-doc-v1
title: "Continuous Disclosure Obligations"
slug: about-disclosure-obligations
category: reports
type: topic
content_type: topic
quality: complete
short_description: "The ongoing disclosure obligations of a reporting issuer under NI 51-102: annual financial statements, annual information form, interim statements, MD&A, and material change reports."
status: active
bcsc_class: public-disclosure-safe
language_protocol: PROSE-TOPIC
last_edited: 2026-06-29
editor: woodfine-editorial
paired_with: about-disclosure-obligations.es.md
---

National Instrument 51-102 Continuous Disclosure Obligations establishes the ongoing public
filing requirements for [[regulated-reporting-entity|reporting issuers]] in Canada. A reporting issuer is an entity that
has distributed securities to the public and is registered on [[about-filing-systems|SEDAR+]], the System for
Electronic Document Analysis and Retrieval maintained by the Canadian Securities
Administrators. The continuous disclosure regime ensures that investors and potential
investors have access to timely, accurate, and complete financial and business information
on an ongoing basis.

## Annual disclosure package

A reporting issuer must file an annual disclosure package within 90 days of its fiscal year
end. The package comprises three documents.

**Annual financial statements** — Audited [[about-financial-reporting|financial statements]] prepared in accordance with
the applicable accounting standards (IFRS for most publicly distributed entities under NI
52-107) for the completed fiscal year, with comparative figures for the prior year. The
statements are accompanied by the auditor's report. Annual financial statements must be
sent to all registered securityholders who have requested copies.

**Annual information form (AIF)** — A disclosure document under NI 51-102 Part 6 that
provides a detailed description of the issuer: its business and operations, risk factors,
capital structure, directors and officers, legal proceedings, and material contracts. The
AIF is analogous to the United States Form 10-K. Not all reporting issuers are required to
file an AIF; the requirement applies based on market capitalisation and reporting currency
thresholds.

**Annual management's discussion and analysis (Annual MD&A)** — Management's narrative
analysis of the issuer's financial condition and results of operations for the annual period,
including discussion of material changes in financial position, liquidity, capital resources,
and off-balance-sheet arrangements. The annual MD&A must also address fourth-quarter and
annual changes that have not been the subject of [[about-quarterly-reporting|quarterly MD&A]] disclosure.

## Interim disclosure

For each of the first three fiscal quarters, a reporting issuer must file within 45 days
of the quarter end:

- **Interim financial statements** — Unaudited financial statements for the quarter and
  year-to-date period, with comparative figures for the prior-year period.
- **Interim MD&A** — Narrative analysis of the quarterly period results.

The interim package does not include an AIF equivalent.

## Material change reports

A reporting issuer must promptly disclose any [[about-material-change-reporting|material change]] in its business, operations,
or affairs. A material change is a change in the business, operations, or capital of the
issuer that would reasonably be expected to have a significant effect on the market price or
value of any of the issuer's securities.

Upon determination that a material change has occurred, the issuer must:

1. Issue a [[about-material-change-reporting|press release]] disclosing the nature and substance of the material change
   immediately upon determination.
2. File a material change report (Form 51-102F3) within 10 days of the press release.

The dual-step requirement — press release first, then formal report — is designed to ensure
that market participants receive timely notice without delay for document preparation.

## SEDAR+ filing

All continuous disclosure documents are filed electronically through SEDAR+. Filed documents
are publicly accessible on SEDAR+ at no cost on the day of filing, providing all market
participants simultaneous access to material information.

## See also

- [[about-regulatory-posture|regulatory-posture]] — the regulatory framework applicable to reporting issuers
- [[about-financial-reporting]] — the financial statements component of the continuous disclosure
  package