In Canada, two equity crowdfunding specific exemption proposals are out for public comment: a start-up crowdfunding exemption and an integrated crowdfunding exemption. Six provinces (including Saskatchewan) are considering implementing the start-up crowdfunding exemption, which is almost identical to the existing Saskatchewan crowdfunding exemption. Six provinces (five of these six provinces are also considering the start-up crowdfunding exemption) are considering implementing the integrated crowdfunding exemption. Several lawyers and other people interested in these proposals have told me they have had difficulty finding the actual rules and forms on the securities regulators’ websites. Here where you can find the proposed Canadian equity crowdfunding rules and forms:
British Columbia Release (Start-Up Crowdfunding Exemption Only)
- BC Securities Commission publishes new securities crowdfunding exemption for comment
- BC Notice 2014/03 – Notice and Request for Comment on Start-Up Crowdfunding
Manitoba, New Brunswick, Nova Scotia, Quebec, and Saskatchewan Releases (Start-Up Crowdfunding Exemption and Integrated (Ontario) Crowdfunding Exemption)
- CSA New Release
- Manitoba– Multilateral CSA Notice of Publication and Request for Comment – Proposed Multilateral Instrument 45-108 Crowd funding and Proposed Blanket Order 45-506: Reference Site
- New Brunswick – Multilateral CSA Notice of Publication and Request for Comment – Proposed Multilateral Instrument 45-108 Crowd funding and Proposed Blanket Order 45-506: Reference Site
- Nova Scotia – Multilateral CSA Notice of Publication and Request for Comment – Proposed Multilateral Instrument 45-108 Crowd funding and Proposed Blanket Order 45-506: Reference Site
- Quebec – Draft Regulation 45-108 respecting Crowdfunding and Draft Blanket Orders on the Start-Up Crowdfunding Prospectus and Registration Exemption in Québec: Reference Site
- Regulatory Notice
- Multilateral CSA Notice
- Summary of the proposed crowdfunding prospectus exemption
- Summary of the proposed registration framework
- Regulation 45-108 respecting Crowdfunding
- Policy Statement to Regulation 45-108 respecting Crowdfunding
- Blanket Orders on the Start-Up Crowdfunding Prospectus and Registration Exemption in Québec and Forms
- CSA Staff Notice 45-314: Consolidated List of Current CSA Exempt Market Initiatives
- Saskatchewan – Multilateral CSA Notice of Publication and Request for Comment – Proposed Multilateral Instrument 45-108 Crowdfunding and Propose Blanket Order 45-506: Reference Site (Main Reference Page)
- Multilateral CSA Notice
- 45-108-mi-notice-of-proposed-mi-45-108-and-amendments-to-GO-45-925-march-20-2014.pdf
- Annex A1 – Provisions of the proposed Crowdfunding Exemption
- Annex A2 – Key Provisions of the proposed Crowdfunding Portal requirements
- Annex A3 – Proposed Multilateral Instrument 45-108 Crowdfunding
- Annex A4 – Proposed Companion Policy 45-108CP Crowdfunding
- Annex B1 Amended General Order 45-925 Saskatchewan Equity Crowdfunding Exemption
- Annex B2 – Form 1 – Issuer Information
- Annex B2 – Form 2 – Individual Information
- Annex B2 – Form 3 – Offering Document
- Annex B2 – Form 4 – Report of Distribution
- Annex B2 – Form 5 – Portal Information
- Annex B2 – Form 6 – Portal Individual Information
The integrated crowdfunding exemption being proposed in these provinces is identical to the Ontario crowdfunding proposal, which is why they are referring to it as the “integrated crowdfunding exemption”.
Ontario Release (Integrated (Ontario) Crowdfunding Exemption Only)
- Introduction of Proposed Prospectus Exemptions and Proposed Reports of Exempt Distribution in Ontario PDF Version of Entire Proposal
- OSC Notice and Request for Comment —
- Appendix D — Crowdfunding
- Annex D-1 Key Provisions of the Proposed Crowdfunding Prospectus Exemption
- Annex D-2 Key Provisions of the Proposed Crowdfunding Portal Requirements
- Annex D-3 Proposed Multilateral Instrument 45-108 Crowdfunding
- Annex D-4 Proposed Form 45-108F1 Crowdfunding Offering Document
- Annex D-5 Proposed Form 45-108F2 Risk Acknowledgement Form for Crowdfunding Investors
- Annex D-6 Proposed Companion Policy 45-108CP Crowdfunding
- Appendix F — Consequential Amendments
You can find more information about these two equity crowdfunding exemptions in other articles on this blog. You may want to start with:
- Two Equity Crowdfunding Specific Exemptions Taking Hold in Canada
- Six Provinces Propose a New Start-Up Crowdfunding Exemption Based on the Saskatchewan Crowdfunding Exemption Model
The first article contains a chart of all the exemptions which issuers can use in Canada to crowdfund their securities including the proposed start-up crowdfunding exemption and the integrated crowdfunding exemption.
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Disclaimer
The articles on this blog are not intended to create and do not create, an attorney-client relationship. You should not act or rely on information on this website without first seeking the advice of a lawyer. This material is intended for general information purposes only and does not constitute legal advice. You are advised to contact legal counsel prior to undertaking any securities transaction. Laws change and there are subtle nuances to the rules that may apply in your particular circumstance.