Notice of Housekeeping Rule Amendments – TSX Company Manual – Toronto Stock Exchange (TSX Inc.)

TMX Group Limited and TSX Inc. rule review and notices
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Introduction

In accordance with the Process for the Review and Approval of Rules and the Information Contained in Form 21-101F1 (the "Protocol"), Toronto Stock Exchange ("TSX") has adopted, and the Ontario Securities Commission ("OSC") has approved, certain housekeeping amendments (the "Amendments") to Parts I, III, IV, VI and IX, Appendix H -- Company Reporting Forms -- TSX Company Reporting Forms -- User Guide, TSX Listing Agreement, TSX Listing Application, and various other TSX Company Reporting Forms of the TSX Company Manual (the "Manual"). The Amendments are Housekeeping Rules under the Protocol and therefore have not been published for comment. The OSC has not disagreed with the categorization of the Amendments as Housekeeping Rules. This Notice of Housekeeping Rule Amendments to the Manual will be published separately on the OSC website on November 25, 2021. In accordance with Section 5 of the Protocol, TSX has obtained a waiver from the OSC in connection with the effective date of the amendments as designated by TSX.

Summary and Rationale of the Non-Public Interest Amendments

 

Section of the Manual

Amendment

Rationale

 

1.

Part I -- Introduction -- Interpretation

Replace references to "TSX SecureFile" with "TMX LINX".

Effective November 19, 2021, TSX SecureFile, the platform on which TSX listed issuers currently file certain TSX Reporting Forms and make other TSX submissions, will be decommissioned and replaced with TMX LINX.

 

 

 

TMX LINX is a centralized portal for TSX listed issuers and other stakeholders to interact with TSX. It is a single point of access for TSX listed issuers and their advisors to file submissions, while having transparency into the progress of their transactions.

 

 

 

The web-based platform enables TSX listed issuers and their legal counsel to manage the submission, send and receive documents, and communicate with TSX, all through a user-friendly and highly secure system.

 

 

 

Effective November 22, 2021, all TSX Reporting Forms and certain other documents must be filed on TMX LINX.

 

2.

Part III -- Original Listing Requirements -- Minimum Listing Requirements for Mining Companies -- Section 314(a)(iv) -- Requirements for Eligibility for Listing -- Non-Exempt Issuers

Add appropriate commas to "$4000000".

Adding comma to be consistent with other sections of the Manual.

 

3.

Part III -- Original Listing Requirements -- Minimum Listing Requirements for Mining Companies -- Section 314(a)(v) -- Requirements for Eligibility for Listing -- Non-Exempt Issuers

Add appropriate commas to "$3000000".

Adding comma to be consistent with other sections of the Manual.

 

4.

Part IV -- Maintaining a Listing -- B. Timely Disclosure -- Announcements of Material Information -- Pre-Notification to Exchange -- Section 416

Replace reference to "TSX SecureFile, faxed or e-mailed to Market Surveillance" with "TMX LINX".

Documents currently filed on TSX SecureFile will be required to be filed on TMX LINX.

 

 

 

Please see Rationale for Amendment #1 above.

 

5.

Part IV -- Maintaining a Listing -- D. Dividends and Other Distributions to Security Holders -- Notification Procedure -- Section 431

Amend typographical error and replace reference to "SecureFile" with "TMX LINX".

Please see Rationale for Amendment #4 above.

 

6.

Part IV -- Maintaining a Listing -- D. Dividends and Other Distributions to Security Holders -- Dividend Omissions or Deferrals -- Section 432

Replace reference to "SecureFile" with "TMX LINX".

Please see Rationale for Amendment #4 above.

 

7.

Part VI -- Changes in Capital Structure of Listed Issuers -- B. Distributions of Securities of a Listed Class -- Section 607 -- Private Placements & Section 611 -- Acquisitions

Replace reference to "TSX SecureFile, by email or by courier" with "TMX LINX".

Please see Rationale for Amendment #4 above.

 

8.

Part IX -- Dealing with News Media -- B. Notifying the Financial Media -- Section 906

Replace reference to "TSX Secure File" with "TMX LINX" and update website address. Remove references to fax and email submission.

Please see Rationale for Amendment #4 above.

 

9.

Appendix H -- Company Reporting Forms -- TSX Company Reporting Forms -- User Guide

Replace references to TSX Secure File and replace with TMX LINX.

Please see Rationale for Amendment #4 above.

 

10.

TSX Listing Agreement

Replace references to TSX Secure File and replace with TMX LINX and update related website address.

Please see Rationale for Amendment #4 above.

 

11.

TSX Listing Application

Replace reference to TSX Secure File and replace with TMX LINX.

Please see Rationale for Amendment #4 above.

 

 

Amend Instruction #13 to remove requirement to include trading history of securities of applicant.

TSX does not require this. TSX can obtain trading history internally and does not need to burden issuers with obtaining this information.

 

12.

Form 1 -- Change in Issued & Outstanding Securities

Fix grammatical errors and add certain headers for organizational purposes.

Certain grammatical, formatting and organizational changes are being made to simplify and enhance the user experience in TMX LINX.

 

13.

Form 2A -- Change in General Company Information

Remove colons after each field, remove references to "Country Code", "Area Code" and "Local Number" and add "Extension". Add certain headers for organizational purposes.

Please see Rationale for Amendment #12 above.

 

14.

Form 2B -- Change in Jurisdiction of Incorporation (Country only)

Remove colons after each field add certain headers for organizational purposes.

Please see Rationale for Amendment #12 above.

 

15.

Form 2C -- Change in Fiscal Year-End

Include "Name" after "Issuer", remove colons after each field, and add certain headers for organizational purposes.

Please see Rationale for Amendment #12 above.

 

16.

Form 2D -- Change in Interlisting Status

Include "Name" after "Issuer", remove colons after each field, and add certain headers for organizational purposes.

Please see Rationale for Amendment #12 above.

 

17.

Form 2E -- Change in Transfer Agent & Registrar

Include "Name" after "Issuer", fix grammatical errors and add certain headers for organizational purposes.

Please see Rationale for Amendment #12 above.

 

18.

Form 3 -- Change in Officers / Directors / Trustees

Fix grammatical errors and add certain headers for organizational purposes. Update TSX address.

Please see Rationale for Amendment #12 above.

 

19.

Form 5 -- Dividend / Distribution Declaration

Fix grammatical errors and add certain headers for organizational purposes. Add contact information section.

Please see Rationale for Amendment #12 above.

 

20.

Form 8 -- Change in Investor Relations Contact

Fix grammatical errors, remove references to "Country Code", "Area Code" and "Local Number", add certain headers for organizational purposes.

Please see Rationale for Amendment #12 above.

 

21.

Form 9A -- Request for Extension for Annual Meeting

Fix grammatical errors, include "Name" after "Issuer, fix grammatical errors and add certain headers for organizational purposes.

Please see Rationale for Amendment #12 above.

 

22.

Form 9B -- Request for Extension for Financial Reporting

Fix grammatical errors and add certain headers for organizational purposes.

Please see Rationale for Amendment #12 above.

 

23.

Form 9C -- Request for Exemption for Financial Reporting/Annual Meeting

Fix grammatical errors and add certain headers for organizational purposes.

Please see Rationale for Amendment #12 above.

 

24.

Form 11 -- Notice of Private Placement -- Instructions

Replace reference to "TSX SecureFile" with "TMX LINX" and remove references to fax and e-mail submission (and related fax numbers and e-mail address) as methods of filing the form.

Please see Rationale for Amendment #4 above.

 

25.

Form 11A -- Price Protection Form -- Instructions

Replace reference to "TSX SecureFile" with "TMX LINX" and remove reference to fax and e-mail submission (and related fax numbers and e-mail address) as methods of filing the form.

Please see Rationale for Amendment #4 above.

 

26.

Form 12 -- Notice of Intention To Make a Normal Course Issuer Bid ("NCIB") -- Instructions

Replace reference to "TSX SecureFile" and replace with "TMX LINX". Remove reference to fax and e-mail submission (and related fax numbers and e-mail address) as methods of filing the form.

Please see Rationale for Amendment #4 above.

 

27.

Form 13 -- Notice of Intention To Make a Debt Substantial Issuer Bid ("DSIB")

Replace reference to "TSX SecureFile" and replace with "TMX LINX". Remove reference to fax and e-mail submission (and related fax numbers and e-mail addresses) as methods of filing the form, and correct typographical error.

Please see Rationale for Amendment #4 above.

 

28.

Form 14 A -- NCIB Monthly Report for Investment Funds

Replace references to "TSX SecureFile" with "TMX LINX.

Please see Rationale for Amendment #4 above.

 

29.

Form 14B -- NCIB Monthly Report for Issuers that are not Investment Funds

Replace references to "TSX SecureFile" with "TMX LINX.

Please see Rationale for Amendment #4 above.

Text of the Amendments

The Amendments are set out as blacklined text at Appendix A. For ease of reference, a clean version of the Amendments are set out at Appendix B.

Effective Date

The Amendments become effective on November 22, 2021.

 

APPENDIX "A"

BLACKLINE OF NON-PUBLIC INTEREST AMENDMENTS TO THE TSX COMPANY MANUAL

Amendment 1

Part I Introduction

"TMX LINXSecureFile means TMX LINXTM TSX SecureFile, the secure web-based filing system that enables listed issuers to file reporting forms and other documents to TSX;

Amendments 2 & 3

Part III Original Listing Requirements

Minimum Listing Requirements for Mining Companies

Sec. 314. Requirements for Eligibility for Listing -- Non-exempt issuers15

a) Producing Mining Companies

[...]

iv) net tangible assets17 of $4,000,000.

[...]

b) Mineral Exploration and Development-Stage Companies

[...]

v) net tangible assets22 of $3,000,000.

Amendment 4

Part IV Maintaining a Listing -- General Requirements

B. Timely Disclosure

Announcements of Material Information

Pre-Notification to Exchange

Sec. 416.

[...]

Regardless of when an announcement involving material information is released, Market Surveillance must be advised of its content and supplied with a copy in advance of its release. Market Surveillance must also be advised of the proposed method of dissemination. Market Surveillance must be advised by telephone in advance if an announcement is ready to be made during trading hours, and submission of a written copy of the release should follow. Where an announcement is to be released after the Exchange has closed, Market Surveillance staff should be advised before trading opens on the next trading day. Copies may be filed through TMX LINXTSX SecureFile, faxed or e-mailed to Market Surveillance.

[...]

Amendment 5

D. Dividends and Other Distributions to Security Holders

Notification Procedure

Sec. 431.

Listed Issuer Services of the Exchange should be notified of a dividend declaration in writing by filing a Form 5-Dividend/DistribrutionDistribution Declaration via TMX LINXSecureFile immediately following, or even during, the directors' meeting at which the decision to declare the dividend is made.

Amendment 6

Dividend Omissions or Deferrals

Sec. 432.

Listed companies should notify the Exchange's Listed Issuer Services immediately in writing by filing a Form 5-Dividend/Distribution Declaration via TMX LINXSecureFile after any decision is made to omit or defer a dividend, if the omission or deferral constitutes a departure from the company's previously established dividend policy. This applies to all preferred shares as well as any other shares in respect of which the company has previously advised the Exchange of a dividend policy. Dividend omissions or deferrals may also give rise to timely disclosure obligations (see Sections 406 to 423.3).

Amendment 7

Part VI Changes in Capital Structure of Listed Issuers

B. Distributions of Securities of a Listed Class

Sec. 607. Private Placements

[...]

(h) In order to list the additional securities issued and/or reserved for issuance pursuant to a private placement, listed issuers must:

[...]

ii) Prior to the close of business on the business day following the closing of the private placement, file with TSX all the required documents as outlined in the TSX conditional approval. Such documents may be filed using TMX LINXTSX SecureFile, by email or by courier.

[...]

Sec. 611. Acquisitions

[...]

(h) In order to list the additional securities issued and/or reserved for issuance pursuant to an acquisition which has been conditionally approved by TSX, listed issuers must:

[...]

(ii) Prior to the close of business on the business day following the closing of the acquisition, file with TSX all the requirements documents as outlined in the TSX conditional approval. Such documents may be filed using TMX LINXTSX SecureFile, by email or by courier.

Amendment 8

Part IX Dealing with the News Media

B. Notifying the Financial Media

Sec. 906.

Regardless of when an announcement involving material information is released, Market Surveillance must be advised of its content and supplied with a copy in advance of its release. Market Surveillance must also be advised of the proposed method of dissemination. Market Surveillance must be advised by telephone in advance if an announcement is ready to be made during trading hours, and submission of a written copy of the release must follow. Where an announcement is to be released after the Exchange has closed, Market Surveillance should be advised before trading opens on the next trading day. Copies may be filed through TMX LINX at https://linx.tmx.comTSX Securefile, faxed or e-mailed to Market Surveillance, at https://secure.tsx.com, (416) 646-7263, or [email protected], respectively.

Amendment 9

Appendix H Company Reporting Forms

TSX Company Reporting Forms -- User Guide

Refer to the "Filing Instructions" section of each Company Reporting Form or to the TSX SecureFileTMX LINX Reporting Forms User's Guide, available on the TMX LINX SecureFile website, to determine when the filing of such Form is required.

• All of the Company Reporting Forms are available on the TSX website at www.tsx.com and/or through TMX LINX at https://linx.tmx.com. by clicking on "A Listed company" and selecting "TSX Company Manual", then scroll down the page for the respective forms.

• Company Reporting Forms 1, 2, 3, 5, 8, 9, and 10{1}, 11, 12, 13 and 14 are available on TSX SecureFile and may only be filed via TSX SecureFileTMX LINX.

• Company Reporting Forms 4, 11, 12 and 13 can be filed via fax, email, mail/courier or TSX SecureFIle.

[...]

Amendment 10

TSX Listing Agreement

[...]

2. Without limiting the generality of paragraph 1 hereof, the Applicant shall:

[...]

g. notify the Exchange on a monthly basis of any changes to the number of issued securities of any listed class (nil reports being required on a quarterly basis) using TSX SecureFile®TMX LINXTM;

[...]

Amendment 11

TSX Listing Application

[...]

DOCUMENTS AND INFORMATION AVAILABLE ON WWW.TMX.COM

The following documents which may be helpful in preparing your listing application are available on www.tmx.com.

Document

Format

 

TSX Listing Application (and Attachments)

Word

 

Personal Information Form and Consent for Disclosure of Criminal Record Information Form

Word

 

Statutory Declaration Form and Consent for Disclosure of Criminal Record Information Form

Word

 

TSX Original Listing Requirements

HTML

 

<<TMX LINX Registration Form TSX SecureFile Registration Form>>

HTML

 

TSX Listing Fee Schedule

PDF

For more information on the completion of the listing application, the listing requirements, or the listing process, please call (416) 947-4533 or email [email protected].

PRODUCTS AND SERVICES AVAILABLE TO LISTED ISSUERS

Once listed on TSX, issuers have access to a variety of products and services. A description of these products and services is available on www.tmx.com.

- - - - - - - - - - - - - - - - - - - -

Product/Service

TSX InfoSuite

TSX SecureFile®TMX LINXTM

TSX Enhanced Broker Summary

Historical Data Access

Listed Logo Program

Hosting at the Exchange

TMX Learning Academy

- - - - - - - - - - - - - - - - - - - -

For more information on TSX products and services, please call 1-888-788-2490 or email [email protected].

LIST OF DOCUMENTS TO BE FILED

The following documents must be filed concurrently with the Principal Listing Document and the TSX Listing Application in draft form.

Applicants that are listed on the TSX Venture Exchange may be exempted from filing certain documents as noted below. Please refer to the footnotes for complete details.

[...]

13. Information required to update the Principal Listing Document, including continuous disclosure filings such as material change reports, business acquisition reports, press releases and any other information required to make the listing application current. In addition, such appendix should include an updated chart of the trading history of the securities of the Applicant up to the end of the month preceding the application to list on TSX, if applicable.

[...]

The following documents must be filed after the Applicant has been conditionally approved for listing on TSX, together with any additional documentation specified in the conditional approval letter.

7. Duly completed registration form for TMX LINXTSX SecureFile which is available on https://www.tsx.com/listings/tsx-and-tsxv-issuer-resources/tmx-linx-exchange-submission-portalwww.tmx.com.

Amendment 12

Form 1 -- Change in Issued and Outstanding Securities

Issuer: Security Symbol *

Symbol:

Filing Expires on:

Reporting Period: From: *

Reporting Period: To: *

Issued &and Outstanding Opening Balance: *

As at: *

Select a Share Compensation Arrangement:

Working List

Effect on

Issued & Outstanding Securities

Issued &and Outstanding Closing Balance:

Please complete and save the questions above before beginning to add your Working List Items.

Working List

Note: Summary values for share compensation plans and security transactions will be displayed and included in the closing balance once the details are entered.

TSX Security Symbol *

Please select the type of Working Listing Item *

Share Compensation Arrangements

Other Issuances and Cancellations

For transactions that reduce issued capital, please precede the value with the negative symbol ( -- ).

Issuer: TSX Security Symbol *

Please select the type of Working List Item *

Share Compensation Agreement *

SymbolReporting Period:

Reporting Period: From:*

To:Reporting Period: To *

Opening Reserve: *

As at:* *

Effective Date*

Securities Listed

Securities Issued

Comment:

Totals:

Total Securities Listed

Total Securities Issued

Closing Reserve:

As at (MM/DD/YYYY):

Issuer: TSX Security Symbol *

Symbol:

Please select the type of Working List Item *

Share Compensation Agreement *

Reporting Period: From:*

To: Reporting Period: To *

Stock Options Outstanding Opening Balance:* *

As at (MM/DD/YYYY):* *

Effective Date*

SARSAR - Stock Appreciation Rights

Options Granted

Options Exercised

Options Cancelled

SAR Reduction in Reserve

Comment:

Totals:

Total Options Granted

Total Options Cancelled

Total Options Exercised

Total SAR Reduction in Reserve

Stock Options Outstanding Closing Balance:

As at (MM/DD/YYYY):

Issuer:

TSX Security Symbol: *

Please select the type of Working List Item *

Other Issuances and Cancellations

Reporting Period: From:*

To:

Reporting Period: To *

Total

For transactions that reduce issued capital, please precede the value with the negative symbol ( -- ).

Effective Date*

Transaction Type*

Acquisition

Adjustment

Agreement

Amalgamation

Cancellation

Charitable Options/Warrants

Consolidation

Conversion (General)

Convertible Bonds/Notes/Loans/Debentures

Convertible Preferred Shares

Finder's Fees

Flow-Thru Shares

Fractional Shares

Issuer Bid

Opening Balance

Original Listing

Other

Over-Allotment Option (Greenshoe)

Private Placement

Prospectus Offering/Public Offering

Reclassification/Reorganization/Substitution

Reconciliation

Redemption/Retraction

Repurchase

Rights Offering

Share Exchange Offer

Shares for Debt/Litigation/Creditors

Split

Stock Dividend (No Plan)

Supplemental Listing

Take-Over Bid/Merger

Warrants

Number of Securities*

Comment:

Total:

Amendment 13

Form 2A -- Change in General Company Information

Issuer:

Filing Expires on :

Effective Date of Change:*

Head Office Address:*

City:*

Province/State:*

Postal/Zip Code:*

Country:*

Province/State

General Email: *

Website: *

Phone -- General:*

Area Code

Local Number

Country Code

Extension

Toll Free:

Fax:

Amendment 14

Form 2B -- Change in Jurisdiction of Incorporation (Country only)

Issuer:

Filing Expires on:

New Jurisdiction of Incorporation:*

Comment:

Effective Date of Change:*

Amendment 15

Form 2C -- Change in Fiscal Year-End

Issuer:Name

Filing Expires on:

New Fiscal Year-End:*

Effective Date of Change:*

Comment:

Amendment 16

Form 2D -- Change in Interlisting Status

Issuer: Name

Filing Expires on:

TSX Security Symbol*

Interlisted Market*

Trading Symbol*

Listed/Delisted* Listed Delisted

Effective Date of Change*

Amendment 17

Form 2E -- Change in Transfer Agent & Registrar

Issuer:

Filing Expires on :

Transfer Agent (newNew):*

Co-Transfer Agent (if applicable): If Applicable)

Name of Registrar:*

Effective Date of Change:*

Amendment 18

Form 3 -- Change in Officers / Directors / Trustees

Issuer:

Filing Expires on :

For changes to current officers / directors / trustees

Civil Title*

Mr.

Ms.

Mrs.

M.

Mme.

Dr.

First Name*

Full Middle Name(s)*

Surname*

Full Middle name is required, initials are not accepted. If a person does not have a middle name, enter "N/A".

Date of Birth:*

Add new position(s) or edit / end current position(s)

Position*

Chief Executive Officer

Chief Financial Officer

Chair of the Board

Controller

Chief Operating Officer

Director

Legal Counsel

Officer

President

Corporate Secretary

Trustee

Vice President

Senior Vice President

Executive Vice President

Other

Vice Chair

Full Position Title

Effective Date*

End Date

Comment:

Position Summary

Status

Position

Full Position Title

Effective Date

End Date

For new appointments of officers / directors / trustees

REPRESENTATION AND WARRANTY REGARDING PERSONAL INFORMATION

By submitting this Form 3 to TSX, the Company represents and warrants that the Company has obtained all consents required under applicable law (including without limitation the Personal Information Protection and Electronic Documents Act (Canada)) in order for TSX to use, collect and disclose information contained in this Form 3 that relates to an identifiable individual, and information about such individual collected subsequently by TSX in accordance with Exhibit 1 to this Form 3 (Form 3 Personal Information Collection Policy), for the purposes set out in Exhibit 1 to this Form 3.

EXHIBIT 1: FORM 3 PERSONAL INFORMATION COLLECTION POLICY

Collection, Use and Disclosure

TSX Inc. and its affiliates, their authorized agents, subsidiaries and divisions, including Toronto Stock Exchange and TSX Venture Exchange (collectively referred to as "TSX") collect the information (which may include personal, confidential, non-public, criminal or other information) in Form 3 and in other forms that are submitted by an Issuer and use it for the following purposes:

o -- to conduct background checks on the individual to whom such information relates (the "Subject"),

o -- to verify the information that has been provided about the Subject,

o -- to consider the Subject's suitability to act as an officer, director or insider of an Issuer, as applicable,

o -- to detect and prevent fraud, and

o -- to determine whether to request a TSX Personal Information Form (Form 4) for the Subject.

As part of this process, TSX also collects additional information about the Subject from public and non-public sources, including news, regulatory, bankruptcy and court records, and internal TSX databases, to ensure that the purposes set out above can be accomplished.

Personal information may be transferred (or otherwise made available) to our affiliates and other third parties who provide services on our behalf. For example, we use service providers to help us process, store and secure data. This may include sending email or other communications using their online services. Our service providers are given the information they need to perform their designated functions, and are not authorized to use or disclose personal information for their own purposes. Personal information may be maintained and processed by us, our affiliates and other third party service providers in other jurisdictions. In the event personal information is transferred to another jurisdiction, it will be subject to the laws of that jurisdiction and may be disclosed to or accessed by the courts, law enforcement and governmental authorities in accordance with those laws.

Due to the nature of Internet communications and evolving technologies, TSX cannot provide assurance that the information that is submitted or sent by e-mail or other electronic communication will remain free from loss, interception, misuse or alteration by third parties and neither TSX nor its service providers shall have any liability for any loss, interception, misuse or alteration.

Security

The personal information that is retained by TSX is kept in a secure environment. Only those employees of TSX or its service providers who require access to personal information in order to accomplish the purposes and/or services identified above will be authorized to access to personal information.

Employees of TSX or its service providers who have access to personal information are obligated to keep it confidential.

Accuracy

Information about the Subject maintained by TSX that is identified by the Subject as inaccurate or obsolete will be replaced or removed, as applicable.

Questions

If you have any questions or enquiries with respect to the privacy principles outlined above or about our practices, please send a written request to: Chief Privacy Officer, TMX Group, The Exchange Tower, 130 King300 -- 100 Adelaide Street West, Toronto, Ontario, Canada, M5XH 1J2S3 or by e-mail to [email protected].

Issuer:

Filing Expires on :

The following attachment can be used to collect required information for completing the form below.

Civil Title*

Dr.

M.

Miss

Mme.

Mr.

Ms.

Mrs.

M.

Mme.

Dr.Ms.

First Name*

Full Middle Name(s)*

Surname*

Date of Birth

Full legal middle name is required, initials are not accepted. If a person does not have a middle name, enter "N/A".

Previously used names and or/names commonly known by, maiden name

Date of Birth

Previously used names and/or names commonly known by, maiden name(s), etc.

Current and previous addresses for the past 10 years

RESIDENTIAL HISTORY -- Provide all residential addresses for the past 10 YEARS starting with your current principal residential address. If you are unable to correctly identify the complete residential address for a period, which is beyond five years from the date of completion of this form, the municipality and province or state and country must be identified. TSX reserves the right to require the full address

STREET ADDRESS, CITY, PROVINCE/STATE, COUNTRY and POSTAL/ZIP CODE*

FULL ADDRESS Street Address, City, Province/State, Country and Postal/Zip Code

FROM

TO

Email Address*

Telephone*

Citizenship

CANADIAN CITIZENSHIP*

(i) Are you a Canadian citizenCitizen?

YesYES

NoNO

OTHER CITIZENSHIP*

(ii) Do you hold citizenship in any other country other than Canada?

Yes YES

No NO

(iii) If "Yes", the name of the country(s):

(iv) Please provide U.S. Social Security Number, where you have such a number

Comment:

Position

Auditor

Chair of the Board

Chief Executive Officer

Chief Legal Officer

Chief Operating Officer

Chief Technology Officer

Continuous Disclosure

Controller

Corporate Secretary

Director

Executive Vice President

Foreign Registrar

General Contact

Head of Compliance

Head Trader

Investor Relations

Legal Counsel

Officer

President

Registrar

Senior Executive

Senior Vice President

Treasurer

Trustee

Vice Chair

Vice President

Full Position Title

Effective Date

PositionCivil Title*

Chief Executive Officer

Chief Financial Officer

Dr.

M.

Miss

Mme.

Mr.

Mrs.

Ms.

First Name

Full Middle Name

Surname

Position

If person holds multiple positions, one record must be created for each.

Auditor

Chair of the Board

Controller

Chief Executive Officer

Chief Legal Officer

Chief Operating Officer

Chief Technology Officer

Continuous Disclosure

Controller

Corporate Secretary

Director

Executive Vice President

Foreign Registrar

General Contact

Head of Compliance

Head Trader

Investor Relations

Legal Counsel

Officer

President

Corporate Secretary

Registrar

Senior Executive

Senior Vice President

Treasurer

Trustee

Vice Chair

Vice President

Senior Vice President

Executive Vice President

Other

Vice Chair

Full Position Title

Effective Date*

If yet to be appointed, enter future appointment date or leave date empty, to be added once confirmed.

End Date

Once entered, will render the appointment as inactive.

Amendment 19

Form 5 -- Dividend / Distribution Declaration

WHEN TO FILE :

a) After the declaration of the dividend and at least 5 trading days prior to the dividend record date or,

b) Immediately after the decision has been made to omit or defer a dividend

HOW :

Via TSX SecureFileTMX LINX (issuer may also want to follow up with a phone call to Dividend Administration)

QUESTIONS :

Dividend Administration -- -- Call 416.947.4663

NOTE:

If the dividend being declared is a stock dividend, the Company must also comply with the requirements in the Toronto Stock Exchange Company Manual under the headings "Stock Dividends" and "Additional Listings". For dividends without a cash component, a Form 5 is not required.

Issuer: Name

Submitter Telephone Number*

Filing Expires on:

Officer Contact Information

Name:*

Telephone Number*

Email*

TSX Security Symbol*

Type of Dividend*

Regular Dividend (Dividend with fixed frequency, e.g. monthly or quarterly)

Occasional Dividend (Dividend with no fixed frequency, but not a special/extra Dividend)

Special/Extra Dividend (one-time Dividend)

Omitted Dividend (departure from a previously established dividend policy, e.g. monthly or quarterly -- a Dividend expected but not declared)

Deferred Dividend (postponement of a cumulative Dividend payment)

Resumption (first Dividend to be paid following an omission/deferral)

• Regular Dividend (Dividend with fixed frequency, e.g. monthly or quarterly)

Declaration Date*

Payable Date* in Canada*

Record Date* in Canada*

Please note that if an issuer notifies TSX less than five trading days prior to the record date, in accordance with Section 430 of the TSX Company Manual, the issuer will be held liable for Dividend claims made by both buyers and sellers of the securities.

Is this the first time a dividend is being declared on this security with TSX?*

Yes

Frequency of Dividend*

Monthly

Bi-Monthly

Quarterly

Semi-Annually

Annually

Interim

Not Applicable

Actual/approximate annual dollar amount of Dividend per security (if known)

No

Except for variable dividend amount types, please specify if the amount per share changed from the previous declaration.

Certainty of Dividend Amount*

The amount is actual/final

The amount is estimated

The amount is unknown at this time

Applicable Notes*

Please note that if the amount is an estimated/unknown amount, you must file an amended Form 5 when the amount is finalized.

Cash amountAmount per security* (dollar amount, e.g. 0.01)Dividend*

For stock only dividends, refer to the NOTE on the summary page.

Currency of Dividend*

Canadian Dollar

U.S. Dollar

Foreign

Due Bills

The Exchange will normally defer ex-dividend trading by using Due Bills when the Dividend per listed security represents 25% or more of the value of the security on TSX on the declaration date.

For information about Due Bills, please see Section 429.1 of the TSX Company Manual.

Are there Due Bills attached to this Dividend?*

Yes

No

Is there a security portion as part of this Dividend?*

Yes

Provide details (per security)*

No

Is the security also listed in the U.S?*

Yes

Please note if the security is listed on one of the following markets*

New York Stock Exchange

NYSE MKT

Nasdaq

No

Notification to the market

Please note that if the information about the Dividend is material and the market has not been notified (i.e. via news release), the issuer must contact IIROC.

If the issuer has not notified the market yet, can TSX publish a dividend bulletin immediately?*

Yes

No

Reason for the delay*

Date and time when TSX can publish the bulletin Date*

Time* when TSX can publish the bulletin*

Pre-Open

Post Market Close

Other

Additional Details/Comments

• Occasional Dividend (Dividend with no fixed frequency, but not a special/extra Dividend)

Declaration Date*

Payable Date* in Canada*

Record Date* in Canada*

Please note that if an issuer notifies TSX less than five trading days prior to the record date, in accordance with Section 430 of the TSX Company Manual, the issuer will be held liable for Dividend claims made by both buyers and sellers of the securities.

Is this the first time a dividend is being declared on this security with TSX?*

Yes

No

Certainty of Dividend Amount*

The amount is actual/final

The amount is estimated

The amount is unknown at this time

Applicable Notes*

Please note that if the amount is an estimated/unknown amount, you must file an amended Form 5 when the amount is finalized.

Cash amountAmount per security* (dollar amount, e.g. 0.01)Dividend*

For stock only dividends, refer to the NOTE on the summary page.

Currency of Dividend*

Canadian Dollar

U.S. Dollar

Foreign

Due Bills

The Exchange will normally defer ex-dividend trading by using Due Bills when the Dividend per listed security represents 25% or more of the value of the security on TSX on the declaration date.

For information about Due Bills, please see Section 429.1 of the TSX Company Manual.

Are there Due Bills attached to this Dividend?*

Yes

No

Is there a security portion as part of this Dividend?*

Yes

Provide details (per security)*

No

Is the security also listed in the U.S?*

Yes

Please note if the security is listed on one of the following markets*

New York Stock Exchange

NYSE MKT

Nasdaq

No

Notification to the market

Please note that if the information about the Dividend is material and the market has not been notified (i.e. via news release), the issuer must contact IIROC.

If the issuer has not notified the market yet, can TSX publish a dividend bulletin immediately?*

Yes

No

Reason for the delay*

Date and time when TSX can publish the bulletin Date*

Time* when TSX can publish the bulletin*

Pre-Open

Post Market Close

Other

Additional Details/Comments

• Special/Extra Dividend (one-time Dividend)

Declaration Date*

Payable Date* in Canada*

Record Date* in Canada*

Please note that if an issuer notifies TSX less than five trading days prior to the record date, in accordance with Section 430 of the TSX Company Manual, the issuer will be held liable for Dividend claims made by both buyers and sellers of the securities.

Certainty of Dividend Amount*

The amount is actual/final

The amount is estimated

The amount is unknown at this time

Applicable Notes*

Please note that if the amount is an estimated/unknown amount, you must file an amended Form 5 when the amount is finalized.

Cash amountAmount per security* (dollar amount, e.g. 0.01)Dividend*

For stock only dividends, refer to the NOTE on the summary page.

Currency of Dividend*

Canadian Dollar

U.S. Dollar

Foreign

Due Bills

The Exchange will normally defer ex-dividend trading by using Due Bills when the Dividend per listed security represents 25% or more of the value of the security on TSX on the declaration date.

For information about Due Bills, please see Section 429.1 of the TSX Company Manual.

Are there Due Bills attached to this Dividend?*

Yes

No

Is there a security portion as part of this Dividend?*

Yes

Provide details (per security)*

No

Is the security also listed in the U.S?*

Yes

Please note if the security is listed on one of the following markets*

New York Stock Exchange

NYSE MKT

Nasdaq

No

Notification to the market

Please note that if the information about the Dividend is material and the market has not been notified (i.e. via news release), the issuer must contact IIROC.

If the issuer has not notified the market yet, can TSX publish a dividend bulletin immediately?*

Yes

No

Reason for the delay*

Date-and time when TSX can publish the bulletin Date*

Timewhen TSX can publish the bulletin*

Pre-Open

Post Market Close

Other

Additional Details/Comments

• Omitted Dividend (departure from a previously established dividend policy, e.g. monthly or quarterly -- a Dividend expected but not declared)

Decision Date*

First Affected Payment Date*

Notification to the market

Please note that if the information about the Dividend is material and the market has not been notified (i.e. via news release), the issuer must contact IIROC.

If the issuer has not notified the market yet, can TSX publish a dividend bulletin immediately?*

Yes

No

Reason for the delay*

Date and time when TSX can publish the bulletin Date*

Timewhen TSX can publish the bulletin*

Pre-Open

Post Market Close

Other

Additional Details/Comments

• Deferred Dividend (postponement of a cumulative Dividend payment)

Please note that TSX does not require another Form 5 until resumption of Dividend

Decision Date*

First Affected Payment Date*

Initial Affected Period: From*

Initial Affected Period: To*

Notification to the market

Please note that if the information about the Dividend is material and the market has not been notified (i.e. via news release), the issuer must contact IIROC.

If the issuer has not notified the market yet, can TSX publish a dividend bulletin immediately?*

Yes

No

Reason for the delay*

Date and time when TSX can publish the bulletin Date*

Time* when TSX can publish the bulletin*

Pre-Open

Post Market Close

Other

Additional Details/Comments

• Resumption (first Dividend to be paid following an omission/deferral)

Declaration Date*

Payable Date* in Canada*

Record Date* in Canada*

Please note that if an issuer notifies TSX less than five trading days prior to the record date, in accordance with Section 430 of the TSX Company Manual, the issuer will be held liable for Dividend claims made by both buyers and sellers of the securities.

Type of Dividend to be resumed*

Regular Ddividend

Occasional Ddividend

Special Ddividend

Frequency of Dividend*

Monthly

Bi-Monthly

Quarterly

Semi-Annually

Annually

Interim

Not Applicable

Certainty of Dividend Amount*

The amount is actual/final

The amount is estimated

The amount is unknown at this time

Applicable Notes*

Please note that if the amount is an estimated/unknown amount, you must file an amended Form 5 when the amount is finalized.

Cash amountAmount per security* (dollar amount, e.g. 0.01)Dividend*

For stock only dividends, refer to the NOTE on the summary page.

Currency of Dividend*

Canadian Dollar

U.S. Dollar

Foreign

Due Bills

The Exchange will normally defer ex-dividend trading by using Due Bills when the Dividend per listed security represents 25% or more of the value of the security on TSX on the declaration date.

For information about Due Bills, please see Section 429.1 of the TSX Company Manual.

Are there Due Bills attached to this Dividend?*

Yes

No

Is there a security portion as part of this Dividend?*

Yes

Provide details (per security)*

No

Is the security also listed in the U.S?*

Yes

Please note if the security is listed on one of the following markets*

New York Stock Exchange

NYSE MKT

Nasdaq

No

Notification to the market

Please note that if the information about the Dividend is material and the market has not been notified (i.e. via news release), the issuer must contact IIROC.

If the issuer has not notified the market yet, can TSX publish a dividend bulletin immediately?*

Yes

No

Reason for the delay*

Date and time when TSX can publish the bulletin Date*

Time* when TSX can publish the bulletin*

Pre-Open

Post Market Close

Other

Additional Details/Comments

Amendment 20

Form 8 -- Change in Investor Relations Contact

Issuer:

Symbol:*

Filing Expires on:

Effective Date of Change:*

Civil Title:title*

First Name:*

Middle Name(s):

Surname:*

Professional Designations:

Title:*

Address:*

City:*

Country*

Province/State:*

Postal/Zip Code: *

Country:*

Email:*

Phone:*

Country Code

Area Code

Local Number

Extension

Fax:

Amendment 21

Form 9A -- Request for Extension or Exemption for Financial Reporting / Annual Meeting

Issuer: Name

Filing Expires on:

Apply Toto Fiscal Year:* *

Annual Meeting Proposed Date :* *

Reason *

Amendment 22

Form 9B -- Request for Extension for Financial Reporting

Issuer:

Filing Expires on:

Apply Toto Fiscal Year:*

Annual Financials:

Proposed Date:

Reason

Quarterly Financials:

Quarter 1st Quarter 2nd Quarter 3rd Quarter

Proposed Date:

Reason

Amendment 23

Form 9C -- Request for Exemption for Financial Reporting/Annual Meeting

Issuer:

Filing Expires on:

Annual Meeting

Fiscal Year :

Court Order? Yes No

Securities Commission Order? Yes No

Reason

Financial Statements

Effective Date:*

Quarterly Financials

1st Quarter 2nd Quarter 3rd Quarter

Court Order? Yes No

Securities Commission Order? Yes No

Reason

Annual Financials

Court Order? Yes No

Securities Commission Order? Yes No

Reason

Amendment 24

Form 11 -- Notice of Private Placement -- Instructions

[...]

HOW: Via TSX SecureFile or via email to [email protected] or via fax for issuers reporting to:Via TMX LINX at https://linx.tmx.com/.

Toronto Office:

416-947-4547

 

Montreal Office:

514-788-2421

 

Calgary Office

 

 

(first letter of issuer name A -- J):

403-234-4213

 

Calgary Office

 

(first letter of issuer name K -- Z):

403-234-4212

Vancouver Office:

604-844-7502

[...]

Amendment 25

Form 11A -- Price Protection Form -- Instructions

[...]

HOW: Via TSX SecureFile or via email to [email protected] or via fax for issuers reporting to:Via TMX LINX at https://linx.tmx.com/.

Toronto Office:

416-947-4547

 

Montreal Office:

514-788-2421

 

Calgary Office

 

 

(first letter of issuer name A -- J):

403-234-4213

 

Calgary Office

 

 

(first letter of issuer name K -- Z):

403-234-4212

 

Vancouver Office:

604-844-7502

[...]

Amendment 26

Form 12 -- Notice of Intention To Make a Normal Course Issuer Bid ("NCIB") -- Instructions

[...]

HOW: Via TSX SecureFile or via email to [email protected] or via fax for issuers reporting to:Via TMX LINX at https://linx.tmx.com/.

Toronto Office:

416-947-4547

 

Montreal Office:

514-788-2421

 

Calgary Office

 

 

(first letter of issuer name A -- J):

403-234-4213

 

Calgary Office

 

 

(first letter of issuer name K -- Z):

403-234-4212

 

Vancouver Office:

604-844-7502

[...]

Amendment 27

Form 13 -- Notice of Intention To Make a Debt Substantial Issuer Bid ("DSIB")

[...]

HOW:

Via TSX SecureFile or via email to [email protected] or via fax for issuers reporting to:<<TMX LINX at>> https://linx.tmx.com/<<.>>

 

Toronto TSX Office: 416-947-4547

 

Montreal TSX Office: 514-788-2421

 

Calgary Office: 403-237-0450

 

Vancouver Office: 604-844-7502

[...]

Amendment 28

Form 14 A -- NCIB Monthly Report for Investment Funds

[...]

Instructions:

[...]

Purchases made under an issuer bid circular do not count towards NCIB purchases and should not be reported using this Form 14A, but reported using Form 1 -- "Change in Issued and Outstanding and Reserved Securities" which must be filed through TMX LINXTSX SecureFile within ten (10) days of the end of the month.

[...]

Amendment 29

Form 14B -- NCIB Monthly Report for Issuers that are not Investment Funds

[...]

Instructions:

[...]

Purchases made under an issuer bid circular do not count towards NCIB purchases and should not be reported using this Form 14B, but reported using Form 1 -- "Change in Issued and Outstanding and Reserved Securities" which must be filed through TMX LINXTSX SecureFile within ten (10) days of the end of the month.

[...]

{1} On TSX SecureFileTMX LINX, the content of former Company Reporting Form 10 is now located in Company Reporting Form 2.

 

APPENDIX "B"

CLEAN VERSION OF NON-PUBLIC INTEREST AMENDMENTS TO THE TSX COMPANY MANUAL

Amendment 1

Part I Introduction

"TMX LINX" means TMX LINXTM, the secure web-based filing system that enables listed issuers to file reporting forms and other documents to TSX;

Amendments 2 & 3

Part III Original Listing Requirements

Minimum Listing Requirements for Mining Companies

Sec. 314. Requirements for Eligibility for Listing -- Non-exempt issuers15

a) Producing Mining Companies

[...]

iv) net tangible assets17 of $4,000,000.

[...]

b) Mineral Exploration and Development-Stage Companies

[...]

v) net tangible assets22 of $3,000,000.

Amendment 4

Part IV Maintaining a Listing -- General Requirements

B. Timely Disclosure

Announcements of Material Information

Pre-Notification to Exchange

Sec. 416.

[...]

Regardless of when an announcement involving material information is released, Market Surveillance must be advised of its content and supplied with a copy in advance of its release. Market Surveillance must also be advised of the proposed method of dissemination. Market Surveillance must be advised by telephone in advance if an announcement is ready to be made during trading hours, and submission of a written copy of the release should follow. Where an announcement is to be released after the Exchange has closed, Market Surveillance staff should be advised before trading opens on the next trading day. Copies may be filed through TMX LINX.

[...]

Amendment 5

D. Dividends and Other Distributions to Security Holders

Notification Procedure

Sec. 431.

Listed Issuer Services of the Exchange should be notified of a dividend declaration in writing by filing a Form 5-Dividend/Distribution Declaration via TMX LINX immediately following, or even during, the directors' meeting at which the decision to declare the dividend is made.

Amendment 6

Dividend Omissions or Deferrals

Sec. 432.

Listed companies should notify the Exchange's Listed Issuer Services immediately in writing by filing a Form 5-Dividend/Distribution Declaration via TMX LINX after any decision is made to omit or defer a dividend, if the omission or deferral constitutes a departure from the company's previously established dividend policy. This applies to all preferred shares as well as any other shares in respect of which the company has previously advised the Exchange of a dividend policy. Dividend omissions or deferrals may also give rise to timely disclosure obligations (see Sections 406 to 423.3).

Amendment 7

Part VI Changes in Capital Structure of Listed Issuers

B. Distributions of Securities of a Listed Class

Sec. 607. Private Placements

[...]

(h) In order to list the additional securities issued and/or reserved for issuance pursuant to a private placement, listed issuers must:

[...]

ii) Prior to the close of business on the business day following the closing of the private placement, file with TSX all the required documents as outlined in the TSX conditional approval. Such documents may be filed using TMX LINX.

[...]

Sec. 611. Acquisitions

[...]

(h) In order to list the additional securities issued and/or reserved for issuance pursuant to an acquisition which has been conditionally approved by TSX, listed issuers must:

[...]

(ii) Prior to the close of business on the business day following the closing of the acquisition, file with TSX all the requirements documents as outlined in the TSX conditional approval. Such documents may be filed using TMX LINX.

Amendment 8

Part IX Dealing with the News Media

B. Notifying the Financial Media

Sec. 906.

Regardless of when an announcement involving material information is released, Market Surveillance must be advised of its content and supplied with a copy in advance of its release. Market Surveillance must also be advised of the proposed method of dissemination. Market Surveillance must be advised by telephone in advance if an announcement is ready to be made during trading hours, and submission of a written copy of the release must follow. Where an announcement is to be released after the Exchange has closed, Market Surveillance should be advised before trading opens on the next trading day. Copies may be filed through TMX LINX at https://linx.tmx.com.

Amendment 9

Appendix H Company Reporting Forms

TSX Company Reporting Forms -- User Guide

Refer to the "Filing Instructions" section of each Company Reporting Form or to the TMX LINX Reporting Forms User Guide, available on the TMX LINX website, to determine when the filing of such Form is required.

• All of the Company Reporting Forms are available on the TSX website at www.tsx.com and/or through TMX LINX at https://linx.tmx.com.

• Company Reporting Forms 1, 2, 3, 5, 8, 9, 10{2}, 11, 12, 13 and 14 may only be filed via TMX LINX.

[...]

Amendment 10

TSX Listing Agreement

[...]

2. Without limiting the generality of paragraph 1 hereof, the Applicant shall:

[...]

h. notify the Exchange on a monthly basis of any changes to the number of issued securities of any listed class (nil reports being required on a quarterly basis) using TMX LINXTM;

[...]

Amendment 11

TSX Listing Application

[...]

DOCUMENTS AND INFORMATION AVAILABLE ON WWW.TMX.COM

The following documents which may be helpful in preparing your listing application are available on www.tmx.com.

Document

Format

 

TSX Listing Application (and Attachments)

Word

 

Personal Information Form and Consent for Disclosure of Criminal Record Information Form

Word

 

Statutory Declaration Form and Consent for Disclosure of Criminal Record Information Form

Word

 

TSX Original Listing Requirements

HTML

 

TMX LINX Registration Form

HTML

 

TSX Listing Fee Schedule

PDF

For more information on the completion of the listing application, the listing requirements, or the listing process, please call (416) 947-4533 or email [email protected].

PRODUCTS AND SERVICES AVAILABLE TO LISTED ISSUERS

Once listed on TSX, issuers have access to a variety of products and services. A description of these products and services is available on www.tmx.com.

- - - - - - - - - - - - - - - - - - - -

Product/Service

TSX InfoSuite

TMX LINXTM

TSX Enhanced Broker Summary

Historical Data Access

Listed Logo Program

Hosting at the Exchange

TMX Learning Academy

- - - - - - - - - - - - - - - - - - - -

For more information on TSX products and services, please call 1-888-788-2490 or email [email protected].

LIST OF DOCUMENTS TO BE FILED

The following documents must be filed concurrently with the Principal Listing Document and the TSX Listing Application in draft form.

Applicants that are listed on the TSX Venture Exchange may be exempted from filing certain documents as noted below. Please refer to the footnotes for complete details.

[...]

13. Information required to update the Principal Listing Document, including continuous disclosure filings such as material change reports, business acquisition reports, press releases and any other information required to make the listing application current.

[...]

The following documents must be filed after the Applicant has been conditionally approved for listing on TSX, together with any additional documentation specified in the conditional approval letter.

7. Duly completed registration form for TMX LINX which is available on https://www.tsx.com/listings/tsx-and-tsxv-issuer-resources/tmx-linx-exchange-submission-portal.

Amendment 12

Form 1 -- Change in Issued and Outstanding Securities

Security Symbol *

Reporting Period: From *

Reporting Period: To *

Issued and Outstanding Opening Balance *

As at *

Issued and Outstanding Closing Balance

Please complete and save the questions above before beginning to add your Working List Items.

Working List

Note: Summary values for share compensation plans and security transactions will be displayed and included in the closing balance once the details are entered.

TSX Security Symbol *

Please select the type of Working Listing Item *

Share Compensation Arrangements

Other Issuances and Cancellations

For transactions that reduce issued capital, please precede the value with the negative symbol ( -- ).

TSX Security Symbol *

Please select the type of Working List Item *

Share Compensation Agreement *

Reporting Period: From *

Reporting Period: To *

Opening Reserve *

As at *

Effective Date

Securities Listed

Securities Issued

Comment

Total Securities Listed

Total Securities Issued

Closing Reserve

As at

TSX Security Symbol *

Please select the type of Working List Item *

Share Compensation Agreement *

Reporting Period: From *

Reporting Period: To *

Stock Options Outstanding Opening Balance *

As at *

Effective Date

SAR Stock Appreciation Rights

Options Granted

Options Exercised

Options Cancelled

SAR Reduction in Reserve

Comment

Total Options Granted

Total Options Cancelled

Total Options Exercised

Total SAR Reduction in Reserve

Stock Options Outstanding Closing Balance

As at

TSX Security Symbol *

Please select the type of Working List Item *

Other Issuances and Cancellations

Reporting Period: From *

Reporting Period: To *

Total

For transactions that reduce issued capital, please precede the value with the negative symbol ( -- ).

Effective Date

Transaction Type

Acquisition

Adjustment

Agreement

Amalgamation

Cancellation

Charitable Options/Warrants

Consolidation

Conversion (General)

Convertible Bonds/Notes/Loans/Debentures

Convertible Preferred Shares

Finder's Fees

Flow-Thru Shares

Fractional Shares

Issuer Bid

Opening Balance

Original Listing

Other

Over-Allotment Option (Greenshoe)

Private Placement

Prospectus Offering/Public Offering

Reclassification/Reorganization/Substitution

Reconciliation

Redemption/Retraction

Repurchase

Rights Offering

Share Exchange Offer

Shares for Debt/Litigation/Creditors

Split

Stock Dividend (No Plan)

Supplemental Listing

Take-Over Bid/Merger

Warrants

Number of Securities

Comment

Amendment 13

Form 2A -- Change in General Company Information

Issuer

Effective Date of Change*

Head Office Address*

City*

Postal/Zip Code*

Country

Province/State

General Email*

Website*

Phone -- General*

Extension

Toll Free

Fax

Amendment 14

Form 2B -- Change in Jurisdiction of Incorporation (Country only)

Issuer

New Jurisdiction of Incorporation*

Comment

Effective Date of Change*

Amendment 15

Form 2C -- Change in Fiscal Year-End

Issuer Name

New Fiscal Year-End*

Effective Date of Change*

Comment

Amendment 16

Form 2D -- Change in Interlisting Status

Issuer Name

TSX Security Symbol*

Interlisted Market*

Trading Symbol*

Listed/Delisted Listed Delisted

Effective Date of Change*

Amendment 17

Form 2E -- Change in Transfer Agent & Registrar

Issuer

Transfer Agent (New)*

Co-Transfer Agent (If Applicable)

Name of Registrar*

Effective Date of Change*

Amendment 18

Form 3 -- Change in Officers / Directors / Trustees

REPRESENTATION AND WARRANTY REGARDING PERSONAL INFORMATION

By submitting this Form 3 to TSX, the Company represents and warrants that the Company has obtained all consents required under applicable law (including without limitation the Personal Information Protection and Electronic Documents Act (Canada)) in order for TSX to use, collect and disclose information contained in this Form 3 that relates to an identifiable individual, and information about such individual collected subsequently by TSX in accordance with Exhibit 1 to this Form 3 (Form 3 Personal Information Collection Policy), for the purposes set out in Exhibit 1 to this Form 3.

EXHIBIT 1: FORM 3 PERSONAL INFORMATION COLLECTION POLICY

Collection, Use and Disclosure

TSX Inc. and its affiliates, their authorized agents, subsidiaries and divisions, including Toronto Stock Exchange and TSX Venture Exchange (collectively referred to as "TSX") collect the information (which may include personal, confidential, non-public, criminal or other information) in Form 3 and in other forms that are submitted by an Issuer and use it for the following purposes:

-- to conduct background checks on the individual to whom such information relates (the "Subject"),

-- to verify the information that has been provided about the Subject,

-- to consider the Subject's suitability to act as an officer, director or insider of an Issuer, as applicable,

-- to detect and prevent fraud, and

-- to determine whether to request a TSX Personal Information Form (Form 4) for the Subject.

As part of this process, TSX also collects additional information about the Subject from public and non-public sources, including news, regulatory, bankruptcy and court records, and internal TSX databases, to ensure that the purposes set out above can be accomplished.

Personal information may be transferred (or otherwise made available) to our affiliates and other third parties who provide services on our behalf. For example, we use service providers to help us process, store and secure data. This may include sending email or other communications using their online services. Our service providers are given the information they need to perform their designated functions, and are not authorized to use or disclose personal information for their own purposes. Personal information may be maintained and processed by us, our affiliates and other third party service providers in other jurisdictions. In the event personal information is transferred to another jurisdiction, it will be subject to the laws of that jurisdiction and may be disclosed to or accessed by the courts, law enforcement and governmental authorities in accordance with those laws.

Due to the nature of Internet communications and evolving technologies, TSX cannot provide assurance that the information that is submitted or sent by e-mail or other electronic communication will remain free from loss, interception, misuse or alteration by third parties and neither TSX nor its service providers shall have any liability for any loss, interception, misuse or alteration.

Security

The personal information that is retained by TSX is kept in a secure environment. Only those employees of TSX or its service providers who require access to personal information in order to accomplish the purposes and/or services identified above will be authorized to access to personal information.

Employees of TSX or its service providers who have access to personal information are obligated to keep it confidential.

Accuracy

Information about the Subject maintained by TSX that is identified by the Subject as inaccurate or obsolete will be replaced or removed, as applicable.

Questions

If you have any questions or enquiries with respect to the privacy principles outlined above or about our practices, please send a written request to: Chief Privacy Officer, TMX Group, 300 -- 100 Adelaide Street West, Toronto, Ontario, Canada, M5H 1S3 or by e-mail to [email protected].

Civil Title*

Dr.

M.

Miss

Mme.

Mr.

Mrs.

Ms.

First Name

Full Middle Name

Surname

Date of Birth

Full legal middle name is required, initials are not accepted. If a person does not have a middle name, enter "N/A".

Previously used names and or/names commonly known by, maiden name

Current and previous addresses for the past 10 years

RESIDENTIAL HISTORY -- Provide all residential addresses for the past 10 YEARS starting with your current principal residential address. If you are unable to correctly identify the complete residential address for a period, which is beyond five years from the date of completion of this form, the municipality and province or state and country must be identified. TSX reserves the right to require the full address

FULL ADDRESS Street Address, City, Province/State, Country and Postal/Zip Code

FROM

TO

Email Address

Telephone

Are you a Canadian Citizen?

Yes

No

Do you hold citizenship in any other country other than Canada?

Yes

No

If "Yes", the name of the country(s):

Please provide U.S. Social Security Number, where you have such a number

Comment

Position

Auditor

Chair of the Board

Chief Executive Officer

Chief Legal Officer

Chief Operating Officer

Chief Technology Officer

Continuous Disclosure

Controller

Corporate Secretary

Director

Executive Vice President

Foreign Registrar

General Contact

Head of Compliance

Head Trader

Investor Relations

Legal Counsel

Officer

President

Registrar

Senior Executive

Senior Vice President

Treasurer

Trustee

Vice Chair

Vice President

Full Position Title

Effective Date

Civil Title*

Dr.

M.

Miss

Mme.

Mr.

Mrs.

Ms.

First Name

Full Middle Name

Surname

Position

If person holds multiple positions, one record must be created for each.

Auditor

Chair of the Board

Chief Executive Officer

Chief Legal Officer

Chief Operating Officer

Chief Technology Officer

Continuous Disclosure

Controller

Corporate Secretary

Director

Executive Vice President

Foreign Registrar

General Contact

Head of Compliance

Head Trader

Investor Relations

Legal Counsel

Officer

President

Registrar

Senior Executive

Senior Vice President

Treasurer

Trustee

Vice Chair

Vice President

Full Position Title

Effective Date

If yet to be appointed, enter future appointment date or leave date empty, to be added once confirmed.

End Date

Once entered, will render the appointment as inactive.

Amendment 19

Form 5 -- Dividend / Distribution Declaration

WHEN TO FILE :

a) After the declaration of the dividend and at least 5 trading days prior to the dividend record date or,

b) Immediately after the decision has been made to omit or defer a dividend

HOW :

Via TMX LINX (issuer may also want to follow up with a phone call to Dividend Administration)

QUESTIONS :

Dividend Administration -- Call 416.947.4663

NOTE:

If the dividend being declared is a stock dividend, the Company must also comply with the requirements in the Toronto Stock Exchange Company Manual under the headings "Stock Dividends" and "Additional Listings". For dividends without a cash component, a Form 5 is not required.

Issuer Name

Submitter Telephone Number*

Officer Contact Information

Name:*

Telephone Number*

Email*

TSX Security Symbol*

Type of Dividend*

Regular Dividend (Dividend with fixed frequency, e.g. monthly or quarterly)

Occasional Dividend (Dividend with no fixed frequency, but not a special/extra Dividend)

Special/Extra Dividend (one-time Dividend)

Omitted Dividend (departure from a previously established dividend policy, e.g. monthly or quarterly -- a Dividend expected but not declared)

Deferred Dividend (postponement of a cumulative Dividend payment)

Resumption (first Dividend to be paid following an omission/deferral)

• Regular Dividend (Dividend with fixed frequency, e.g. monthly or quarterly)

Declaration Date*

Payable Date in Canada*

Record Date in Canada*

Please note that if an issuer notifies TSX less than five trading days prior to the record date, in accordance with Section 430 of the TSX Company Manual, the issuer will be held liable for Dividend claims made by both buyers and sellers of the securities.

Is this the first time a dividend is being declared on this security with TSX?*

Yes

Frequency of Dividend*

Monthly

Bi-Monthly

Quarterly

Semi-Annually

Annually

Interim

Not Applicable

Actual/approximate annual dollar amount of Dividend per security (if known)

No

Except for variable dividend amount types, please specify if the amount per share changed from the previous declaration.

Certainty of Dividend Amount*

The amount is actual/final

The amount is estimated

The amount is unknown at this time

Applicable Notes*

Please note that if the amount is an estimated/unknown amount, you must file an amended Form 5 when the amount is finalized.

Cash Amount per Dividend*

For stock only dividends, refer to the NOTE on the summary page.

Currency of Dividend*

Canadian Dollar

U.S. Dollar

Foreign

The Exchange will normally defer ex-dividend trading by using Due Bills when the Dividend per listed security represents 25% or more of the value of the security on TSX on the declaration date.

For information about Due Bills, please see Section 429.1 of the TSX Company Manual.

Are there Due Bills attached to this Dividend?*

Yes

No

Is there a security portion as part of this Dividend?*

Yes

Provide details (per security)*

No

Is the security also listed in the U.S?*

Yes

Please note if the security is listed on one of the following markets*

New York Stock Exchange

NYSE MKT

Nasdaq

No

Please note that if the information about the Dividend is material and the market has not been notified (i.e. via news release), the issuer must contact IIROC.

If the issuer has not notified the market yet, can TSX publish a dividend bulletin immediately?*

Yes

No

Reason for the delay*

Date when TSX can publish the bulletin*

Time when TSX can publish the bulletin*

Pre-Open

Post Market Close

Other

Additional Details/Comments

• Occasional Dividend (Dividend with no fixed frequency, but not a special/extra Dividend)

Declaration Date*

Payable Date in Canada*

Record Date in Canada*

Please note that if an issuer notifies TSX less than five trading days prior to the record date, in accordance with Section 430 of the TSX Company Manual, the issuer will be held liable for Dividend claims made by both buyers and sellers of the securities.

Is this the first time a dividend is being declared on this security with TSX?*

Yes

No

Certainty of Dividend Amount*

The amount is actual/final

The amount is estimated

The amount is unknown at this time

Applicable Notes*

Please note that if the amount is an estimated/unknown amount, you must file an amended Form 5 when the amount is finalized.

Cash Amount per Dividend*

For stock only dividends, refer to the NOTE on the summary page.

Currency of Dividend*

Canadian Dollar

U.S. Dollar

Foreign

The Exchange will normally defer ex-dividend trading by using Due Bills when the Dividend per listed security represents 25% or more of the value of the security on TSX on the declaration date.

For information about Due Bills, please see Section 429.1 of the TSX Company Manual.

Are there Due Bills attached to this Dividend?*

Yes

No

Is there a security portion as part of this Dividend?*

Yes

Provide details (per security)*

No

Is the security also listed in the U.S?*

Yes

Please note if the security is listed on one of the following markets*

New York Stock Exchange

NYSE MKT

Nasdaq

No

Please note that if the information about the Dividend is material and the market has not been notified (i.e. via news release), the issuer must contact IIROC.

If the issuer has not notified the market yet, can TSX publish a dividend bulletin immediately?*

Yes

No

Reason for the delay*

Date when TSX can publish the bulletin*

Time when TSX can publish the bulletin*

Pre-Open

Post Market Close

Other

Additional Details/Comments

• Special/Extra Dividend (one-time Dividend)

Declaration Date*

Payable Date in Canada*

Record Date in Canada*

Please note that if an issuer notifies TSX less than five trading days prior to the record date, in accordance with Section 430 of the TSX Company Manual, the issuer will be held liable for Dividend claims made by both buyers and sellers of the securities.

Certainty of Dividend Amount*

The amount is actual/final

The amount is estimated

The amount is unknown at this time

Applicable Notes*

Please note that if the amount is an estimated/unknown amount, you must file an amended Form 5 when the amount is finalized.

Cash Amount per Dividend*

For stock only dividends, refer to the NOTE on the summary page.

Currency of Dividend*

Canadian Dollar

U.S. Dollar

Foreign

The Exchange will normally defer ex-dividend trading by using Due Bills when the Dividend per listed security represents 25% or more of the value of the security on TSX on the declaration date.

For information about Due Bills, please see Section 429.1 of the TSX Company Manual.

Are there Due Bills attached to this Dividend?*

Yes

No

Is there a security portion as part of this Dividend?*

Yes

Provide details (per security)*

No

Is the security also listed in the U.S?*

Yes

Please note if the security is listed on one of the following markets*

New York Stock Exchange

NYSE MKT

Nasdaq

No

Please note that if the information about the Dividend is material and the market has not been notified (i.e. via news release), the issuer must contact IIROC.

If the issuer has not notified the market yet, can TSX publish a dividend bulletin immediately?*

Yes

No

Reason for the delay*

Date when TSX can publish the bulletin*

Time when TSX can publish the bulletin*

Pre-Open

Post Market Close

Other

Additional Details/Comments

• Omitted Dividend (departure from a previously established dividend policy, e.g. monthly or quarterly -- a Dividend expected but not declared)

Decision Date*

First Affected Payment Date*

Please note that if the information about the Dividend is material and the market has not been notified (i.e. via news release), the issuer must contact IIROC.

If the issuer has not notified the market yet, can TSX publish a dividend bulletin immediately?*

Yes

No

Reason for the delay*

Date when TSX can publish the bulletin*

Time when TSX can publish the bulletin*

Pre-Open

Post Market Close

Other

Additional Details/Comments

• Deferred Dividend (postponement of a cumulative Dividend payment)

Please note that TSX does not require another Form 5 until resumption of Dividend

Decision Date*

First Affected Payment Date*

Initial Affected Period: From*

Initial Affected Period: To*

Please note that if the information about the Dividend is material and the market has not been notified (i.e. via news release), the issuer must contact IIROC.

If the issuer has not notified the market yet, can TSX publish a dividend bulletin immediately?*

Yes

No

Reason for the delay*

Date when TSX can publish the bulletin*

Time when TSX can publish the bulletin*

Pre-Open

Post Market Close

Other

Additional Details/Comments

• Resumption (first Dividend to be paid following an omission/deferral)

Declaration Date*

Payable Date in Canada*

Record Date in Canada*

Please note that if an issuer notifies TSX less than five trading days prior to the record date, in accordance with Section 430 of the TSX Company Manual, the issuer will be held liable for Dividend claims made by both buyers and sellers of the securities.

Type of Dividend to be resumed*

Regular Dividend

Occasional Dividend

Special Dividend

Frequency of Dividend*

Monthly

Bi-Monthly

Quarterly

Semi-Annually

Annually

Interim

Not Applicable

Certainty of Dividend Amount*

The amount is actual/final

The amount is estimated

The amount is unknown at this time

Applicable Notes*

Please note that if the amount is an estimated/unknown amount, you must file an amended Form 5 when the amount is finalized.

Cash Amount per Dividend*

For stock only dividends, refer to the NOTE on the summary page.

Currency of Dividend*

Canadian Dollar

U.S. Dollar

Foreign

The Exchange will normally defer ex-dividend trading by using Due Bills when the Dividend per listed security represents 25% or more of the value of the security on TSX on the declaration date.

For information about Due Bills, please see Section 429.1 of the TSX Company Manual.

Are there Due Bills attached to this Dividend?*

Yes

No

Is there a security portion as part of this Dividend?*

Yes

Provide details (per security)*

No

Is the security also listed in the U.S?*

Yes

Please note if the security is listed on one of the following markets*

New York Stock Exchange

NYSE MKT

Nasdaq

No

Please note that if the information about the Dividend is material and the market has not been notified (i.e. via news release), the issuer must contact IIROC.

If the issuer has not notified the market yet, can TSX publish a dividend bulletin immediately?*

Yes

No

Reason for the delay*

Date when TSX can publish the bulletin*

Time when TSX can publish the bulletin*

Pre-Open

Post Market Close

Other

Additional Details/Comments

Amendment 20

Form 8 -- Change in Investor Relations Contact

Issuer

Symbol*

Effective Date of Change*

Civil title*

First Name*

Middle Name(s)

Surname*

Professional Designations

Title*

Address*

City*

Country*

Province/State

Postal/Zip Code*

Email*

Phone*

Extension

Fax

Amendment 21

Form 9A -- Request for Extension or Exemption for Financial Reporting / Annual Meeting

Issuer Name

Apply to Fiscal Year*

Annual Meeting Proposed Date*

Reason *

Amendment 22

Form 9B -- Request for Extension for Financial Reporting

Issuer

Apply to Fiscal Year*

Annual Financials

Proposed Date

Reason

Quarterly Financials

Quarter 1st Quarter 2nd Quarter 3rd Quarter

Proposed Date

Reason

Amendment 23

Form 9C -- Request for Exemption for Financial Reporting/Annual Meeting

Issuer

Annual Meeting

Fiscal Year

Court Order Yes No

Securities Commission Order? Yes No

Reason

Financial Statements

Effective Date

Quarterly Financials

1st Quarter 2nd Quarter 3rd Quarter

Court Order Yes No

Securities Commission Order? Yes No

Reason

Annual Financials

Court Order Yes No

Securities Commission Order? Yes No

Reason

Amendment 24

Form 11 -- Notice of Private Placement -- Instructions

[...]

HOW: Via TMX LINX at https://linx.tmx.com/.

[...]

Amendment 25

Form 11A -- Price Protection Form -- Instructions

[...]

HOW: Via TMX LINX at https://linx.tmx.com/.

[...]

Amendment 26

Form 12 -- Notice of Intention To Make a Normal Course Issuer Bid ("NCIB") -- Instructions

[...]

HOW: Via TMX LINX at https://linx.tmx.com/.

[...]

Amendment 27

Form 13 -- Notice of Intention To Make a Debt Substantial Issuer Bid ("DSIB")

[...]

HOW: Via TMX LINX at https://linx.tmx.com/.

[...]

Amendment 28

Form 14 A -- NCIB Monthly Report for Investment Funds

[...]

Instructions:

[...]

Purchases made under an issuer bid circular do not count towards NCIB purchases and should not be reported using this Form 14A, but reported using Form 1 -- "Change in Issued and Outstanding Securities" which must be filed through TMX LINX within ten (10) days of the end of the month.

[...]

Amendment 29

Form 14B -- NCIB Monthly Report for Issuers that are not Investment Funds

[...]

Instructions:

[...]

Purchases made under an issuer bid circular do not count towards NCIB purchases and should not be reported using this Form 14B, but reported using Form 1 -- "Change in Issued and Outstanding Securities" which must be filed through TMX LINX within ten (10) days of the end of the month.

[...]

{2} On TMX LINX, the content of former Company Reporting Form 10 is now located in Company Reporting Form 2.