13 QUESTION Answer Does TSX have exemptions available for companies listed on another recognized market? Yes. In connection with a listing application, TSX will accept certain public documents from other jurisdictions as the Principal Listing Document, insofar as they provide sufficient information that is similar to that in the domestic forms. The use of any other such document must be pre-cleared by TSX. Once listed, TSX may not apply certain of its ongoing listing standards to issuers listed on another recognized exchange where less than 25% of the trading volume of its listed securities occurs on all Canadian marketplaces in the prior 12 month period. Recognized exchanges include, for example, the Australian Securities Exchange, the London Stock Exchange Main Board, AIM, NASDAQ, NYSE, NYSE American, Hong Kong Stock Exchange Main Board and Investors Exchange. See TSX Company Manual Section 401.1 and Section 602.1 for additional details. TSXV does not have any such exemptions for dual listed companies. What type of accounting/ auditing standards are acceptable? IFRS are required for domestic issuers. An SEC foreign issuer may use U.S. GAAP, without reconciliation to IFRS. Are interim quarterly financial statements required? Quarterly financial statements (management prepared) and annual financial statements (with auditor’s report) will be required once listed, unless the company is eligible under the exemption in NI 71-102. Must the company’s auditors be registered in Canada? Yes. Once listed, audited financial statements must be certified by an auditor registered with the Canadian Public Accountability Board (CPAB). Does Canada have a requirement relating to auditor attestation of internal control over financial reporting like in the U.S.? No. TSX-listed companies are subject to NI 52-109 which requires CEO/ CFO certification of financial reporting and disclosure controls and procedures and internal controls over financial reporting (unless exempt under NI 71-102 as described above). TSXV issuers are not subject to the CEO/CFO certification of financial reporting and disclosure controls and procedures and internal controls over financial reporting under NI 52-109, however such ceritification could be required by TSXV for an Emerging Market Issuer. How is a trading (‘Ticker’) symbol assigned? Issuers can request specific trading symbols. To avoid confusion, lapsed symbols cannot be reused for at least one year. TSX and TSXV make every effort to accommodate symbol preferences, subject to availability. What is the role of my market maker? Your Market Maker’s primary role is to maintain a fair, orderly continuous two-sided market for your securities. Market Makers reduce volatility and enhance liquidity by buying (or selling) securities for their own accounts. In addition to stabilizing the market for your securities, the Market maker guarantees to fill small investor orders up to a specified minimum size within a ‘spread goal’ (the price difference between buy and sell orders). Odd lot dealers are assigned to TSXV issuers. TSXV issuers can retain making services pursuant to the optional TSXV LiquidityPro program. 1 Except in the case of a 200 share order, the participation amount may be 50% as 100 shares are allocated to CLOB liquidity and 100 shares are allocated to Market Makers.
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