TORONTO STOCK EXCHANGE 19 Part III – Sponsorship (i) When Sponsorship is Required A sponsorship report prepared by a TSX Participating Organization is required in the following circumstances: • Where the applicant has not filed a prospectus for an offering of securities underwritten by a Participating Organization within six months prior to the date of listing, unless graduating from TSX Venture Exchange (the “TSXV Exemption”); • Where the application involves an emerging market jurisdiction; • Where there are governance issues for which TSX requires additional commentary; • Where, based on TSX’s review of management personal information forms and/or experience, additional commentary is required; or • Where, based on TSX’s review of title and ownership of a resource property, additional commentary is required. A complete list of TSX Participating Organizations is available here. TSX maintains discretion to require sponsorship for other reasons not specifically described. This may be relevant where, for instance, the applicant conducts business in an industry where Canadian legislation is still developing, there are questions around legality of operations, or the applicant’s service or product is awaiting requisite approvals under applicable law (such as health approvals for consumer products). Applicants currently listed on TSX Venture Exchange (“Graduates”) may benefit from the TSXV Exemption; however, Graduates are subject to the remaining requirements and a sponsorship letter will be required if there are matters involving emerging market jurisdictions, governance, management, or title and ownership of a resource property. For applicants with significant ties to emerging market jurisdictions, the sponsorship provisions of TSX Staff Notice 2015-0001 apply. There may be case-by-case instances where a discretionary waiver is merited, such as where a Graduate has recently prepared a sponsorship report acceptable to TSX Venture Exchange. (ii) What is Required Please see Section 326 of the Manual for a list of items to be addressed in the sponsorship report. Not all items listed in Section 326 of the Manual may be relevant to an application and it may be possible for a sponsor to instead prepare a targeted report addressing only particular items of interest. Applicants are encouraged to discuss the required contents of a sponsorship report with TSX Staff prior to engaging a Participating Organization for this purpose.
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