21 TSX Venture Exchange Listing Experience Submitting an application for listing When your company applies to list on TSXV, there are a number of documents you’ll need to file as part of, and in support of, that application. The exact documentation required will vary depending on whether the listing transaction is: • a listing application made concurrently with an IPO • an IPO by a CPC • a direct listing • a reverse takeover or • a qualifying transaction The chart below gives an overview of the documents you’ll need to file as part of your initial submission to the Exchange (and explains which documents are required for which type of listing transaction). Additional documents which must be filed following conditional approval will be discussed later in the chapter. All Forms referred to are TSXV forms, and all Policies are policies found in the TSXV Corporate Finance Manual. Both the Forms and the Manual can be found online at www.tmx.com/listingprocess The information below is a general guide. For more specific information about your particular type of application for listing, please contact your listing team or visit www.tmx.com/listingprocess Documents to be filed – initial submission ALL APPLICANTS TSXV Personal information form and consent for disclosure of criminal record information form (Collectively, a PIF; Form 2a) Required for all applications. To be completed by every individual who will, at the time of listing: • be an officer or director of the applicant; or • beneficially own or control, directly or indirectly, securities carrying greater than 10 percent of the voting rights attached to all outstanding voting securities of the applicant. Submission letter Required for all applications. This letter must: • specify which industry the company is applying for, • identify any applicable waiver or exemptions that the company is applying for, and • provide three choices for a stock symbol. Disclosure document Required for all applications. This draft disclosure document must provide full, true and plain disclosure of all material facts relating to the applicant’s securities. The exact nature of the document will depend on the listing transaction: • For an IPO: a preliminary prospectus • For a direct listing: a draft Form 2B (Listing Application) • For a qualifying transaction: a draft Form 3B1/3B2 (Information Required in an Information Circular/Filing Statement) • For a reverse takeover: a draft Form 3D1/3D2 (Information Required in an Information Circular/Filing Statement) In all cases, the draft disclosure document must include all applicable annual and interimperiod financial statements (See Chapter 3 for an overview of commonly required financial information).
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