Crowdfunding Exemption MI 45-108

Crowdfunding Exemption

The MI 45-108 Crowdfunding Exemption will take effect January 25, 2016. The regime will enable start-ups and SMEs in their early-stages of development to raise capital online from a large number of investors through a single registered funding portal.

A limit on the total amount that can be raised will be imposed on issuers. Also investors will be subject to two investment limits to help protect their exposure to highly risky investment.

Investment limits:

An investor that does not qualify as an accredited investor:

$2,500 per investment, and
In Ontario, $10,000 in total in a calendar year,

An accredited investor other than a permitted client:

$25,000 per investment, and
in Ontario, $50,000 in total in a calendar year,
in Ontario, no investment limits for a permitted client

Please view the Rule 45-108: Crowdfunding

Also refer to the related documents below:

Annex A1 MI Crowdfunding 45-108

Annex A2 Form 45-108F1 Crowdfunding Offering Document

Annex A3 Form 45-108F2 Risk Acknowledgement

Annex A5 Form 45-108F4 Notice of Specified Key Events

Annex A6 Form 45-108F5 Personal Information Form

The registration of the funding portal is a key investor protection measure as registration addresses such things as potential integrity concerns that may apply to funding portals and the persons operating them, as well as potential concerns relating to conflicts of interest and self-dealing.

For more information on portal registration requirements, please view the following links:

Registration Compliance Information Forms

Registration Frequent Forms

Questions? Contact Us

Failure to file annual financial statements.
Failure to file interim financial statements.
Failure to file an annual or interim management’s discussion and analysis (MD&A) or an annual or interim management report of fund performance (MRFP).
Failure to file an Annual Information Form (AIF).
Failure to file a certification of annual or interim filings required by Multilateral Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (MI 52-109).
Failure to file required proxy materials or a required information circular.
Failure to file an issuer profile supplement on the System for Electronic Disclosure by Insiders (SEDI).
Failure to file a material change report.
Failure to provide a written update after filing a confidential report of a material change.
Failure to file a business acquisition report.
Failure to file annual oil and gas disclosure prescribed by National Instrument 51-101 Standards of Disclosure of Oil and Gas Activities (NI 51-101) or technical reports for a mineral project required under NI 43-101 Standards of Disclosure for Mineral Projects (NI 43-101).
Failure to file a mandatory news release.
Failure to file corporate governance disclosure as required by national Instrument 58-101 Disclosure of Corporate Governance Practices (NI 58-101).
Failure to file audit committee disclosure as required by Multilateral Instrument 52-110 Audit Committees (MI 52-110) or BC Instrument 52-509 Audit Committees.
Failure to include disclosure in an issuer’s MD&A relating to disclosure controls and procedures and their direct effectiveness that is referred to in a certificate filed under MI 52-109.
Financial statements of the reporting issuer, or the auditors’ report accompanying the financial statements, do not comply with the requirements of NI 51-102 Continuous Disclosure Obligations (NI 51-102), National Instrument 81-106 Investment Fund Continuous Disclosure (NI 81-106) or National Instrument 52-107 Acceptable Accounting Principles, Auditing Standards and Reporting Currency (NI 52-107).
The reporting issuer has acknowledged that its financial statements, or the auditors’ report accompanying the financial statements, may no longer be relied upon.
The reporting issuer’s AIF, MD&A, MRFP, information circular, or business acquisition reports do not contain information for each of the content items required by NI 51-102 or NI 81-106.
The reporting issuer’s technical disclosure or other reports do not comply with the disclosure requirements of NI 43-101 or 51-101.
Failure to pay a fee required by the Act or the regulations.
Failure to comply with any other requirement related to continuous disclosure.