Changes to Companion Policy 45-106CP Prospectus Exemptions

1. Companion Policy 45-106CP Prospectus Exemptions is changed by this Document.

2. Part 2 is changed by adding the following paragraph:

2.1.01 Electronic Transmission

National Instrument 13-103 System for Electronic Data Analysis and Retrieval + (SEDAR+) prescribes that each document that is required or permitted to be provided to a securities regulatory authority or regulator must be transmitted to the securities regulatory authority or regulator electronically through the System for Electronic Data Analysis and Retrieval + (SEDAR+).

The reference to a document includes any report, form, application, information, material and notice, as well as a copy thereof, and applies to documents that are required or permitted to be filed or deposited with, or delivered, furnished, sent, provided, submitted or otherwise transmitted to, a securities regulatory authority or regulator.

To reflect the phased implementation of SEDAR+, the Appendix of National Instrument 13-103 System for Electronic Data Analysis and Retrieval + (SEDAR+) sets out securities legislation under which documents are excluded from being filed or delivered in SEDAR+.

National Instrument 13-103 System for Electronic Data Analysis and Retrieval + (SEDAR+) should be consulted when providing any document to a securities regulatory authority or regulator under NI 45-106 and this Companion Policy..

3. Subsection 5.1(3) is replaced with the following:

(3) Electronic filing of Form 45-106F1 Report of Exempt Distribution

Form 45-106F1 is required to be filed in all CSA jurisdictions through the System for Electronic Data Analysis and Retrieval + (SEDAR+) in the manner and using the templates specified in SEDAR+..

Effective Date

4. These changes become effective on June 9, 2023.