Securities Law

BCN 2001/76 - BC Instrument 45-509 - Short form offerings of listed securities and units by qualifying issuers [BCN - Rescinded]

Published Date: 2001-10-30
Effective Date: 2001-10-30

The Commission has re-issued BC Instrument 45-509.  This Instrument is similar to, and replaces, the version of BCI 45-509 we issued on March 8, 2001 (see BCN 2001/16). 

The revised Instrument is part of a joint initiative by the Commission and the Alberta Securities Commission to harmonize our rules relating to CDNX short form offerings.  While the Commission has permitted short form offerings in BC since 1999, the ASC is allowing these offerings in Alberta for the first time. 

The ASC’s equivalent to BCI 45-509, ASC Blanket Order 45-503 (AB), is available on their website at www.albertasecurities.com.

Changes
Under the revised Instrument:

  • We have increased the amount CDNX companies may raise in a short form offering from $1 million to $2 million.  
  • You are no longer required to include possible proceeds from the exercise of warrants when you calculate the amount of money to be raised in an offering.  However, under CDNX Policy 4.6 Public Offering by Short Form Offering Document, the number of shares a company may issue on exercise of warrants cannot exceed the number of shares the company intends to sell in the offering.
  • The underwriter certifying the offering document must comply with CDNX Appendix 4A Due Diligence Report.  This Appendix establishes safeguards similar to those under former Local Policy Statement 3-17 Registrant Due Diligence.

Filings
The requirement to file a copy of the short form offering document is found not in the Instrument but in section 153 of the Securities Rules.  The company may wish to file this document when it files the BC Form 45-902F (previously Form 20) required by the Instrument.


October 30, 2001

 

Douglas M. Hyndman
Chair

Ref: BCN 2001/16
 ASC Blanket Order 45-503 (AB)
 CDNX Policy 4.6
 CDNX Appendix 4A
 LPS 3-17
 Securities Rules, s. 153
 BCF 45-902F (previously Form 20)
 
This Notice may refer to other documents. These documents can be found at the B.C. Securities Commission public website at www.bcsc.bc.ca in the Commission Documents database or the Historical Documents database.