TORONTO STOCK EXCHANGE 26 (iii) Principal Listing Document Applicants must file one of the following documents (a “Principal Listing Document”) with TSX: a. Annual Information Form (using Form 51-102F2); b. Prospectus (using Form 41-101F1); c. Annual Report for U.S. Issuers (using Form 10K); or d. Annual Report for Foreign Private Issuers (United States) (using Form 20-F). Other documents and forms from other jurisdictions may also be acceptable to TSX insofar as they provide information that is similar to that of the forms mentioned above. The use of any other such form must be pre‑cleared by TSX. Principal Listing Documents may be filed in draft form with TSX for a preliminary review, but must be filed in final form prior to listing on TSX and, once listed on TSX, it is expected that Principal Listing Documents be filed publicly. The Principal Listing Document filed in connection with the Listing Application should be for the most recently completed financial year. If the Principal Listing Document is a prospectus, it must have been filed with the CSA within the last 12 months preceding the date at which the applicant files its original listing application. In an appendix to the Listing Application, applicants must supplement the disclosure provided in the Principal Listing Document by attaching relevant subsequent continuous disclosure filings such as material change reports, business acquisition reports and press releases, and any other information required to ensure the disclosure provided to TSX is current. Applicants who do not already have a Principal Listing Document available should provide material information on their business by completing and filing with TSX an Annual Information Form, using Form 51102F2. In such instances, applicants may present information as at the last day of their recently completed financial quarter or financial year and the Form 51-102F2 must specify the relevant date of the disclosure and include updated information in an appendix to the Listing Application, as required. (iv) Listing Agreement A signed listing agreement is required in connection with an applicant’s original listing on TSX. By signing the agreement, found here, the applicant makes itself subject to the rules and policies of the Exchange. An executed agreement will be required as a condition of listing on TSX. (v) Listing Application An application for original listing in the form found at Appendix A of the Manual (“Listing Application”). This document is initially submitted in draft form at time of initial application, and an executed final form (which will have been pre-cleared and accepted by TSX) will be required as a condition of listing on TSX, to be dated and executed just prior to the original listing date. The information in the executed application must be current to within two weeks of the listing date. Included in the listing application is Attachment 1 which requires confirmation of the number of public security holders of the applicant. As per Section 303 of the Manual, the number of public security holders is an important consideration to ensure an adequate market develops. Applicants under all listing categories must demonstrate that they possess at least 1,000,000 freely tradeable securities held by at least 300 public board lot holders, in order to ensure sufficient liquidity and marketplace quality.
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