Listing Requirements
- Meets Initial Listing Requirements without requiring waivers;
- Working Capital & Financial Resources: Minimum of $500,000 in unallocated funds; and,
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Either:
- completes a minimum $10 million majority arm’s length equity financing in connection with the listing application; or
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has a market capitalization of at least $50 million at the time of listing, and:
- has a minimum of $5 million of revenue in the most recent financial year, or
- completes a majority arm’s length equity financing representing not less than 10% of the number of issued and outstanding shares at the time of listing.
Provide an analysis demonstrating that the applicant will meet all of the Initial Listing Requirements.
See Policy 2.1 Initial Listing Requirements for further details.
Provide an analysis demonstrating that the applicant will meet all of the Initial Listing Requirements.
See Policy 2.1 Initial Listing Requirements for further details.
Financial Statements
Applicant has identified all financial statements required in connection with the listing application.
Provide an analysis regarding the financial statements proposed for inclusion in the disclosure document, specifying the expected level of auditor engagement (i.e. audit or review).
Provide an analysis regarding the financial statements proposed for inclusion in the disclosure document, specifying the expected level of auditor engagement (i.e. audit or review).
Public Distribution
Applicant meets public distribution requirements.
Provide an analysis demonstrating that all public distribution requirements are met.
Note: distribution previously created by spinoffs, plans of arrangement and reorganizations may not meet TSXV requirements.
Provide an analysis demonstrating that all public distribution requirements are met.
Note: distribution previously created by spinoffs, plans of arrangement and reorganizations may not meet TSXV requirements.
Related Party Transactions
Applications involving a Qualifying Transaction, Reverse Takeover or Change of Business cannot be a Related Party Transaction.
Provide an analysis demonstrating the proposed transaction is not a Related Party Transaction.
See Policy 1.1 Interpretation for the definition of Related Party Transaction.
Provide an analysis demonstrating the proposed transaction is not a Related Party Transaction.
See Policy 1.1 Interpretation for the definition of Related Party Transaction.
Directors & Officers
- Directors and Officers meet the requirements of Policy 3.1 Directors, Officers, Other Insiders & Personnel and Corporate Governance.
- A majority of Directors and Officers have at least a two-year positive track record with TSX- or TSXV-listed companies during the ten years preceding the listing application.
- CFO must have a CPA designation or at least two years recent experience as a CFO of a public company.
- Majority of the Directors and Officers will be resident in Canada or the United States.
Provide an analysis demonstrating that the Directors and Officers of the applicant meet the TSXV Passport Eligibility requirements.
All Directors and Officers must be identified (no vacant positions).
Provide an analysis demonstrating that the Directors and Officers of the applicant meet the TSXV Passport Eligibility requirements.
All Directors and Officers must be identified (no vacant positions).
Excluded Resource Issuers
Applicant cannot be an Emerging Market Issuer but can be an Excluded Resource Issuer (both terms as defined in Policy 2.10 Listing of Emerging Market Issuers)
Provide an analysis demonstrating that the applicant is not an Emerging Market Issuer, or meets the definition of an Excluded Resource Issuer.
Provide an analysis demonstrating that the applicant is not an Emerging Market Issuer, or meets the definition of an Excluded Resource Issuer.
News Release
Where the applicant is completing a Reverse Takeover, Change of Business, or Qualifying Transaction, all information required to be included in a comprehensive news release is available.
See Policy 2.4 Capital Pool Companies or Policy 5.2 Changes of Business and Reverse Takeovers, as applicable.
See Policy 2.4 Capital Pool Companies or Policy 5.2 Changes of Business and Reverse Takeovers, as applicable.
Pre-Filing Conference
Schedule a pre-filing conference with the TSXV.
Prior to the pre-filing conference, submit a letter to TSXV detailing how all TSXV Passport Eligibility criteria are met.
Prior to the pre-filing conference, submit a letter to TSXV detailing how all TSXV Passport Eligibility criteria are met.
Within 3 business days of the pre-filing conference, TSXV will confirm eligibility to make a filing in accordance with the TSXV Passport Listing Process.
In order to commence the TSXV Passport listing review process, all initial submission documentation and information must be provided to TSXV. This material is summarized below, with additional detail contained in the applicable TSXV Policies.
Sign up for TMX LINX.
Submit all required documents through TMX LINX.
Submit all required documents through TMX LINX.
Comprehensive initial submission letter.
Submit a TSXV Passport Initial Submission Letter.
Submit a TSXV Passport Initial Submission Letter.
A draft disclosure document.
Submit a substantially complete disclosure document in Word format.
Submit a substantially complete disclosure document in Word format.
Financial Statements to be included in the disclosure document.
Provide the financial statements to be included in the disclosure document with the exception of the most current reporting period, if unavailable.
- Ensure financial statements are audited or reviewed, as applicable.
- For the purpose of the initial submission, draft audited financial statements are acceptable.
Provide the financial statements to be included in the disclosure document with the exception of the most current reporting period, if unavailable.
- Ensure financial statements are audited or reviewed, as applicable.
- For the purpose of the initial submission, draft audited financial statements are acceptable.
Completed Form 2J Securityholder Information.
Submit a completed Form 2J, in accordance with the instructions in the form.
Submit a completed Form 2J, in accordance with the instructions in the form.
If applicable, provide NI 43-101 or NI 51-101 geological reports.
In addition to the geological report(s), the initial submission letter must include an analysis of the applicant’s properties for the purpose of assessing which properties are material and/or Principal Properties.
In addition to the geological report(s), the initial submission letter must include an analysis of the applicant’s properties for the purpose of assessing which properties are material and/or Principal Properties.
File a completed Personal Information Form (“PIF”) or, if applicable, a Declaration (Form 2C1) from each director, officer, Promoter, investor relations provider and other Insider of the Issuer.
“Issuer” includes all operating subsidiaries. See Policy 1.1 Interpretation for the definition of Issuer.
Liaise with TSXV’s PIF Administrator to confirm any foreign search fees that may apply.
“Issuer” includes all operating subsidiaries. See Policy 1.1 Interpretation for the definition of Issuer.
Liaise with TSXV’s PIF Administrator to confirm any foreign search fees that may apply.
Copies of all material agreements.
Include Security Based Compensation Plan(s).
Include Security Based Compensation Plan(s).
If applicable, draft title and/or corporate opinion(s).
Required if the applicant’s Principal Properties or assets are located outside Canada or the United States.
Required if the applicant’s Principal Properties or assets are located outside Canada or the United States.
Pursuant to Policy 1.3, the minimum listing fee of $10,000 + tax.
Please submit the minimum filing fee.
Please submit the minimum filing fee.
Within 5-7 business days from receipt of all items required under the TSXV Passport Listings Process, TSXV will:
1. Provide an initial comment letter and schedule a meeting to discuss the initial comments; and,
2. Schedule regular status update meetings with counsel and the applicant.
Get More Information
Please contact your Senior Listings Manager to discuss your TSXV Passport application.