2024 GUIDE TO LISTING 31 TSXV TSXV TIER 1 INDUSTRIAL TECHNOLOGY LIFE SCIENCES TSXV TIER 2 INDUSTRIAL TECHNOLOGY LIFE SCIENCES TSXV TIER 1 REAL ESTATE OR INVESTMENT TSXV TIER 2 REAL ESTATE OR INVESTMENT NET TANGIBLE ASSETS, REVENUE OR ARM’S LENGTH FINANCING (AS APPLICABLE) $5,000,000 net tangible assets or $5,000,000 revenue. If no revenue, twoyear management plan demonstrating reasonable likelihood of revenue within 24 months. $750,000 net tangible assets or $500,000 in revenue or $2,000,000 Arm’s Length Financing. If no revenue, twoyear management plan demonstrating reasonable likelihood of revenue within 24 months. Real Estate: $5,000,000 net tangible assets. Investment: $10,000,000 net tangible assets. $2,000,000 net tangible assets or $3,000,000 Arm’s Length Financing. ADEQUATE WORKING CAPITAL AND CAPITAL STRUCTURE Adequate working capital and financial resources to carry out stated work program or execute business plan for 18 months following listing; $200,000 unallocated funds. Adequate working capital and financial resources to carry out stated work program or execute business plan for 12 months following listing; $100,000 unallocated funds. Adequate working capital and financial resources to carry out stated work program or execute business plan for 18 months following listing; $200,000 unallocated funds. Adequate working capital and financial resources to carry out stated work program or execute business plan for 12 months following listing; $100,000 unallocated funds. PROPERTY Issuer has significant interest in business or primary asset used to carry on business. Real Estate: Issuer has significant interest11 in real property. Investment: No requirement. PRIOR EXPENDITURES AND WORK PROGRAM History of operations or validation of business. Real Estate: No requirement. Investment: Disclosed investment policy. Real Estate: No requirement. Investment: (i) disclosed investment policy and (ii) 50% of available funds must be allocated to at least two specific investments. MANAGEMENT AND BOARD OF DIRECTORS Management, including board of directors, should have adequate experience and technical expertise relevant to the company’s business and industry as well as adequate public company experience in Canada or similar jurisdiction. Companies are required to have at least two independent directors, a Chief Executive Officer (CEO), a Chief Financial Officer who is not also the CEO, and a Corporate Secretary. DISTRIBUTION, MARKET CAPITALIZATION AND PUBLIC FLOAT Public float of 1,000,000 shares; 250 public shareholders each holding a board lot and having no resale restrictions on their shares; 20% of issued and outstanding shares in the hands of public shareholders. Public float of 500,000 shares; 200 Public Shareholders each holding a board lot and having no resale restrictions on their shares; 20% of issued and outstanding shares in the hands of public shareholders. Public float of 1,000,000 shares; 250 public shareholders each holding a board lot and having no resale restrictions on their shares; 20% of issued and outstanding shares in the hands of public shareholders. Public float of 500,000 shares; 200 public shareholders each holding a board lot and having no resale restrictions on their shares; 20% of issued and outstanding shares in the hands of public shareholders. SPONSORSHIP Sponsor report may be required. The listing requirements above must be met at the time of listing. Any funds raised or transactions closing concurrent with listing contribute to the company meeting the listing requirements. ① Generally includes companies engaged in hardware, software, telecommunications, data communications, information technology and new technologies that are not currently profitable or able to forecast profitability. ➁ Applicants should file a complete set of forecast financial statements covering the current and/or next fiscal year (on a quarterly basis). Forecasts must be accompanied by an independent auditor’s opinion that the forecast complies with the CICA Auditing Standards for future-oriented financial information. Applicants should have at least six months of operating history. ➂ Under certain circumstances, deferred development charges or other intangible assets can be included in net tangible asset calculations. ➃ Companies with less than $2 million in net tangible assets may qualify for listing if the earnings and cash flow requirements for senior companies are met. ➄ “G&A” means general and administration expenses. ➅ A quarterly projection of sources and uses of funds, for the relevant period, including related assumptions signed by the CFO must be submitted. Projection should exclude uncommitted payments from third 25parties or other contingent cash receipts. R&D issuers should exclude cash flows from future revenues. ➆ E xceptional circumstances may justify granting of a listing, notwithstanding minimum requirements – generally an affiliation with established business and/or exceptionally strong financial position is required. ➇ ➆, as well as for granting Exempt status. Special purpose issuers are generally considered on an exceptional basis. ➈ “ Advanced stage of development or commercialization,” generally restricted to historical revenues from the issuer’s current business or contracts for future sales. Other factors may also be considered. ⑩ O ther relevant factors may also be considered. ⑪ “ significant interest” means at least 50% interest..
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