Technical Guide to Listing

2 Table of contents Chapter 1 Is your company ready to go public? 5 Deciding to Go Public 6 Your Path to Going Public 6 Selecting the Right Market 7 Choosing a Listing Method 8 Chapter 2 Mapping out the going public process 11 Going Public Time Chart 13 Chapter 3 Preparing to go public 14 Selecting Professional Advisors 14 Choosing your underwriters & sponsors 15 Corporate Structuring & Housekeeping 16 Creating a Board of Directors 16 Creating an Audit Committee 18 Organizing Financial Statements 19 Chapter 4 TSX Venture Exchange listing experience 21 Submitting an Application for Listing 21 Receipt of Application & Exchange Review 22 Conditional Acceptance 23 Final Filing Requirements 23 Approval of Listing and Posting of Securities 24 Chapter 5 Toronto Stock Exchange listing experience 25 Submitting a Listing Application 25 Receipt of Application & Exchange Review 30 Moving from Conditional Approval to Approval 30 Approval of Listing and Posting of Securities 31 Chapter 6 Special considerations for Mining companies 32 National Instrument 43-101 32 Chapter 7 Special considerations for Oil & Gas companies 35 National Instrument 51-101 35 Chapter 8 Special considerations for International companies 39 Accounting & Auditing 40 Reporting, Continuous Disclosure, and other ongoing responsibilities for public companies in Canada 43

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