As discussed in our January 10, 2024 webinar, new SEC rules require resource extraction issuers that file reports with the SEC to file a Form SD within 270 days after each fiscal year end to report their payments to the U.S....more
5/30/2024
/ Canada ,
Corporate Governance ,
Corporate Issuers ,
Filing Deadlines ,
Form SD ,
New Guidance ,
Reporting Requirements ,
Resource Extraction ,
Securities and Exchange Commission (SEC) ,
Subsidiaries ,
UK
On January 24, 2024, the SEC issued new guidance on when a special purpose acquisition company (SPAC) may run afoul of the U.S. Investment Company Act (the Act). While this guidance was directed at SPACs that register or file...more
2/8/2024
/ Canada ,
Corporate Issuers ,
Cross-Border ,
Foreign Corporations ,
Foreign Issuers ,
Initial Public Offering (IPO) ,
Investment Companies ,
Investment Company Act of 1940 ,
Registration Requirement ,
Securities and Exchange Commission (SEC) ,
Shell Corporations ,
Special Purpose Acquisition Companies (SPACs)
As many of our readers will have heard, the Canadian Securities Administrators (“CSA”) has announced the adoption of a new prospectus exemption for certain reporting issuers listed on a Canadian stock exchange (the...more
9/28/2022
/ Canada ,
Canadian Securities Administration ,
Corporate Financing ,
Corporate Issuers ,
Cross-Border Transactions ,
Exemptions ,
Investment Funds ,
Listing Rules ,
Private Placements ,
Prospectus ,
Publicly-Traded Companies ,
Regulation D ,
Rule 506 Offerings ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC)
The United States capital markets are among the world’s largest and most stable markets to access capital and liquidity for securityholders. In the past, many Canadian companies have elected not to access the United States...more
10/15/2020
/ Canada ,
Capital Markets ,
Corporate Issuers ,
Cross-Border Transactions ,
Foreign Issuers ,
OTCQB ,
OTCQX ,
Sarbanes-Oxley ,
Securities Exchange Act ,
Securities Exchanges ,
Securities Regulation
As a continuation of our August 9 post regarding the deadline for Canadian companies to file a Form D for a private placement in the United States, we now address the questions, “What if our company missed the deadline to...more
Canadian companies that sell securities to U.S. investors under Regulation D must file a Form D with the SEC within 15 days after “the date of first sale.” Most people would assume that the closing of the offering is the date...more
Since January 1, 2016, the SEC has publicly released its correspondence relating to 60 comment letters sent to Canadian issuers with respect to annual reports filed on Form 40-F pursuant to the Canada-U.S....more
Occasionally, we will see Canadians or Canadian companies assume that they can authorize as many shares for issuance as they want when forming a Delaware corporation, or that they can authorize shares without par value....more
In December 2015, the Canadian Securities Administrators (CSA) announced an amended regime for a prospectus-exempt rights offering in Canada. This amended regime allows certain public companies in Canada to conduct a...more