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The Alberta Gazette
Part I
Vol. 112	Edmonton, Monday, October 31, 2016	No. 20
APPOINTMENTS
Appointment of Non-Presiding Justices of the Peace
(Justice of the Peace Act)
September 29, 2016 
Cox, Jessica Candice of Edmonton 
Frattinger, Charlsie Jean of Hinton 
Gitzel, Alyshia Paige of Edmonton 
McLean, Chantel Deanna of Calgary 
Van Elslander, Jennifer Marie of Calgary
Re-appointment of Part-time Justice of the Peace
(Justice of the Peace Act)
October 13, 2016 
Szekeres, John George of Calgary 
For a term to expire on October 12, 2017.
CHANGES OF NAME
Change of Name of Non-Presiding Justices of the Peace
(Justice of the Peace Act)
September 21, 2016 
Semeniuk, Chelsea Lynda to Pankiewich, Chelsea Lynda
 
RESIGNATIONS & RETIREMENTS
Resignation of Part-time Justice of the Peace
(Justice of the Peace Act)
September 8, 2016 
Stelmaczonek, Richard Stanley of Edmonton
October 1, 2016 
Higgerty, Patrick Brian of Calgary
TERMINATIONS
Termination of Justice of the Peace
(Justice of the Peace Act)
August 10, 2016 
Cahill, Beryl of Jasper
Termination of Non-Presiding Justices of the Peace
(Justice of the Peace Act)
July 19, 2016 
Gaffney, Marian Joan 
Myskiw, Robert Russell Stephen 
Copeman, Patricia Joy 
Morris, Kelly Maria
September 21, 2016 
McGuckin, Janice Lorraine  
Petryk, Barbara Andrea 
Carlson, Danielle Alice Shelley 
Leung, Jennifer Dawn 
Lindgren, Reann Lynn 
Dorosh, Tessa Lynette 
MacLaughlin, Laura Leanne 
Anderson, Shaun Cody
 
GOVERNMENT NOTICES
Health
Hosting Expenses Exceeding $600.00 
For the period July 1, 2016 to September 30, 2016
Function: Supportive Living Accommodation Standards Review Stakeholder 
Meeting 
Purpose: To engage stakeholders involved in the Continuing Care Legislation review 
on the Supportive Living and Accommodation Licensing Regulation, and to provide 
feedback and give solutions to be incorporated in the policy recommendations. 
Amount: $1,401.08 
Date of Function: May 16, 2016 
Location: Edmonton, AB
Function: Continuing Care Legislation Review - Stakeholder Involvement Session 
Purpose: To engage stakeholders involved in the Continuing Care Legislation review 
on Nursing Homes and Home Care to provide feedback and give solutions to be 
incorporated in the policy recommendations. 
Amount: $6,234.06 
Date and Location of Function: May 24, 2016, Lethbridge, AB; June 2&3, 2016, 
Edmonton, AB; June 15&16, 2016, Calgary, AB
Function: Continuing Care Legislation Review - External Stakeholder Meeting 
Purpose: To engage stakeholders involved in the Continuing Care Legislation review 
on Nursing Homes and Home Care to provide feedback and give solutions to be 
incorporated in the policy recommendations. 
Amount: $1,204.54 
Date of Function: June 13, 2016 
Location: Red Deer, AB
Function: Professional Services and Health Benefits Division - Leadership Retreat 
Purpose: The Strategic Leadership Retreat is a self-reflective leadership retreat and 
opportunity for knowledge exchange with division leaders and key stakeholder 
representatives. Through various sessions this retreat will provide participants with 
opportunities to grow and develop across a broad spectrum from collaboration to 
approaching evidence, while building the divisions capacity along our core values and 
guiding principles outlined in the strategic map. 
Amount: $797.36 
Date of Function: June 23, 2016 
Location: Edmonton, AB
Function: Alberta Health and Alberta Medical Association Physician Compensation 
Negotiations 
Purpose: AH-AMA Physician Compensation negotiations. Each organization 
responsible for their associated costs. 
Amount: $3,251.21 
Date of Function: June 16-18, 2016 
Location: Edmonton, AB
Function: Alberta Health and Alberta Medical Association Physician Compensation 
Negotiations 
Purpose: AH-AMA Physician Compensation negotiations. Each organization 
responsible for their associated costs. 
Amount: $8,384.94 
Date of Function: August 18-25, 2016 
Location: Edmonton, AB
Function: Alberta Provincial Drug Plan Roundtable 
Purpose: To host academics from across the country and discuss a drug plan design. 
(Payment of a small portion of the overall cost) 
Amount: $900.00 
Date of Function: April 26, 2016 
Location: Edmonton, AB
Human Services
Office of the Public Trustee
Property being held by the Public Trustee for a period of Ten (10) Years 
(Public Trustee Act)
Section 11(2)(b)
Name of Person Entitled 
to Property

Description 
 of Property 
held and its 
value or 
estimated value

Property part of 
deceased person's  
Estate or held under 
Court Order: 
Deceased's Name 
Judicial District Court 
File Number

Public Trustee 
Office 
 
Additional 
Information 

Missing Beneficiaries of 
Barry Pratt
Cash on hand 
$1,543.55
Barry Pratt 
PTE#166883 JD of 
Edmonton SES03 
142850
168695
Terry Lucier
Cash on hand 
$2,119.53
Arthur Joseph Lucier 
PTE#131145 JD of 
Edmonton SES03 
103166
132380
Marnie Lucier
Cash on hand 
$809.80
Arthur Joseph Lucier 
PTE#131145 JD of 
Edmonton SES03 
103166
132381
Adam Lucier
Cash on hand 
$809.80
Arthur Joseph Lucier 
PTE#131145 JD of 
Edmonton SES03 
103166
132382
Kathy Lucier
Cash on hand 
$809.80
Arthur Joseph Lucier 
PTE#131145 JD of 
Edmonton SES03 
103166
132383
Frank Morris Ladouceur 
Missing Beneficiaries
Cash on hand 
$20,022.05
Frank Morris Ladouceur 
JD of Edmonton SES03 
130028
165036
Debbie Booth
Cash on hand 
$2,029.08

150377
Svend Aage Seerup 
Missing Beneficiaries
Cash on hand 
$2,030.32
Svend Aage Seerup JD 
of Calgary SES01 
111441
164916
Arthur Tacochcoo
Cash on hand 
$6,255.44
Mavis Cardinal 
OPGTE#163882 JD of 
Edmonton SES03 
137160

167809
Infrastructure
Sale or Disposition of Land
(Government Organization Act)
Name of Purchaser: The City of Calgary  
Consideration: $1,500,000.00 
Land Description: Plan 1411893, Block 42, Lot 1. Excepting thereout all mines and 
minerals. Area: 2.456 hectares (6.07 acres) more or less.
Name of Purchaser: The City of Calgary  
Consideration: $2,000,000.00 
Land Description: Plan 1511178, Block A, Lot 2. Excepting thereout all mines and 
minerals. Containing 5.23 hectares (12.92 acres) more or less.
Justice and Solicitor General
Designation of Qualified Technician Appointment  
(Intox EC/IR II)
Calgary Police Service, Traffic Office 
Badesso, David Russell 
Bunyan, John Christian 
Cartwright, Lindsey Lee 
Chong, Yansi 
Daroux, Jake Lionel 
Gaytan, Ryan Andrew 
Gillis, Brandon Michael 
Halyk, Brent Gordon 
Jansen, Michelle Audrey 
Mckerrell, Shelby Diana 
Nelson, Bryan Scott Thomas 
Parsons, Kerry Andrew 
Pilon, Robert Paul Denis 
Rezvani, Sherwin Kevin 
Robertson, Carol Elizabeth 
Rumsey, Adam Peter William 
Shergill, Sandeep 
Sohn, Seung Yeun 
Starblanket, Kevin Dwayne Sheldon 
Wallace, Brendan William Leroy 
Weldon, Scott Richard 
Wilson, Aaron James Swagerman
(Date of Designation October 4, 2016) 
Safety Codes Council
Agency Accreditation - Cancellation
(Safety Codes Act)
Pursuant to Section 30 of the Safety Codes Act it is hereby ordered that
CMA-Inspection Ltd., Accreditation No. A000834, Order No. 2669
Is to cease services under the Safety Codes Act for Electrical.
Consisting of all parts of the Canadian Electrical Code, Code for Electrical 
Installations at Oil and Gas Facilities and Alberta Electrical Utility Code.
		Issued Date: October 3, 2016.
Corporate Accreditation - Cancellation
(Safety Codes Act)
Pursuant to Section 28 of the Safety Codes Act it is hereby ordered that
MFC Resource Partnership, Accreditation No. C000148, Order No. 0268
Due to the voluntary withdrawal from accreditation is to cease administration under 
the Safety Codes Act within its jurisdiction for Electrical
Consisting of all parts of the Canadian Electrical Code Part 1, and Code for Electrical 
Installations at Oil & Gas Facilities.
		Issued Date: October 3, 2016.
Municipal Accreditation
(Safety Codes Act)
Pursuant to Section 26 of the Safety Codes Act it is hereby ordered that
Town of Vegreville, Accreditation No. M000190, Order No. 0618
Having satisfied the terms and conditions of the Safety Codes Council is authorized to 
administer the Safety Codes Act including applicable Alberta amendments and 
regulations within the Municipality's boundaries for the discipline of Fire
Consisting of all parts of the Alberta Fire Code, and Fire Investigation (cause and 
circumstance). Except for those requirements pertaining to the installation, alteration 
and removal of the storage tank systems for flammable and combustible liquids
Excluding any or all things, processes or activities located on all existing and future 
industrial facilities that are owned by or are under the care and control of an 
accredited corporation.
Accredited Date: November 27, 2000	Issued Date: October 14, 2016.
_______________
Pursuant to Section 26 of the Safety Codes Act it is hereby ordered that
Town of Sexsmith, Accreditation No. M000323, Order No. 0458
Having satisfied the terms and conditions of the Safety Codes Council is authorized to 
administer the Safety Codes Act including applicable Alberta amendments and 
regulations within the Municipality's boundaries for the discipline of Building
Consisting of all parts of the Alberta Building Code, and National Energy Code of 
Canada for Buildings.
Excluding any or all things, processes or activities located on all existing and future 
industrial facilities that are owned by or are under the care and control of an 
accredited corporation.
Accredited Date: December 13, 1995	Issued Date: October 5, 2016.
_______________
Pursuant to Section 26 of the Safety Codes Act it is hereby ordered that
Town of Sexsmith, Accreditation No. M000323, Order No. 2578
Having satisfied the terms and conditions of the Safety Codes Council is authorized to 
administer the Safety Codes Act including applicable Alberta amendments and 
regulations within the Municipality's boundaries for the discipline of Electrical
Consisting of all parts of the Canadian Electrical Code Part 1, and Code for Electrical 
Installations at Oil and Gas Facilities.
Excluding the Alberta Electrical Utility Code.
Excluding any or all things, processes or activities located on all existing and future 
industrial facilities that are owned by or are under the care and control of an 
accredited corporation.
Accredited Date: June 8, 2007	Issued Date: October 5, 2016.
______________
Pursuant to Section 26 of the Safety Codes Act it is hereby ordered that
Town of Sexsmith, Accreditation No. M000323, Order No. 0459
Having satisfied the terms and conditions of the Safety Codes Council is authorized to 
administer the Safety Codes Act including applicable Alberta amendments and 
regulations within the Municipality's boundaries for the discipline of Fire
Consisting of all parts of the Alberta Fire Code, and Fire Investigation (cause and 
circumstance). Excluding those requirements pertaining to the installation, alteration 
and removal of the storage tank systems for flammable and combustible liquids
Excluding any or all things, processes or activities located on all existing and future 
industrial facilities that are owned by or are under the care and control of an 
accredited corporation.
Accredited Date: December 13, 1995	Issued Date: October 5, 2016.
_______________
Pursuant to Section 26 of the Safety Codes Act it is hereby ordered that
Town of Sexsmith, Accreditation No. M000323, Order No. 2579
Having satisfied the terms and conditions of the Safety Codes Council is authorized to 
administer the Safety Codes Act including applicable Alberta amendments and 
regulations within the Municipality's boundaries for the discipline of Gas
Natural Gas and Propane Installations Code and Propane Storage and Handling Code, 
Code for Field Approval of Fuel-Related Components on Appliance and Equipment, 
and Compressed Natural Gas Fuelling Stations Installation Code, excluding the 
Installation Code for Propane Fuel Systems and Tanks on Highway Vehicles and the 
Natural Gas for Vehicles Installation Code - Part 1 Compressed Natural Gas
Excluding any or all things, processes or activities located on all existing and future 
industrial facilities that are owned by or are under the care and control of an 
accredited corporation
Accredited Date: June 8, 2007	Issued Date: October 5, 2016.
_______________
Pursuant to Section 26 of the Safety Codes Act it is hereby ordered that
Town of Sexsmith, Accreditation No. M000323, Order No. 2580
Having satisfied the terms and conditions of the Safety Codes Council is authorized to 
administer the Safety Codes Act including applicable Alberta amendments and 
regulations within the Municipality's boundaries for the discipline of Plumbing
Consisting of all parts of the National Plumbing Code of Canada, and Private Sewage 
Disposal System Standard of Practice
Excluding any or all things, processes or activities located on all existing and future 
industrial facilities that are owned by or are under the care and control of an 
accredited corporation
Accredited Date: June 8, 2007	Issued Date: October 5, 2016. 
Alberta Securities Commission
MULTILATERAL INSTRUMENT 45-108  
CROWDFUNDING
(Securities Act)
Made as a rule by the Alberta Securities Commission on October 19, 2016 pursuant to 
sections 223 and 224 of the Securities Act.
MULTILATERAL INSTRUMENT 45-108  
CROWDFUNDING
PART 1 
DEFINITIONS AND INTERPRETATION
Definitions
1.	In this Instrument
"accredited investor" means 
(a)	except in Ontario, an accredited investor as defined in National 
Instrument 45-106 Prospectus Exemptions, and
(b)	in Ontario, an accredited investor as defined in subsection 73.3(1) of the 
the Securities Act, R.S.O. 1990 c. S.5 and in National Instrument 45-106 
Prospectus Exemptions; 
"aggregate minimum proceeds" means the amount disclosed in item 5.2 of the 
crowdfunding offering document that is sufficient to accomplish the business 
objectives of the issuer;
"Canadian Financial Statement Review Standards" means standards for the review of 
financial statements by a public accountant determined with reference to the 
Handbook;
"confirmation of investment limits form" means a completed Form 45-108F3 
Confirmation of Investment Limits;
"crowdfunding offering document" means a completed Form 45-108F1 
Crowdfunding Offering Document together with any amendment to that document 
and any document incorporated by reference therein;
"crowdfunding prospectus exemption" means the exemption from the prospectus 
requirement in section 5 [Crowdfunding prospectus exemption];
"distribution period" means the period referred to in the crowdfunding offering 
document during which an eligible crowdfunding issuer offers its securities to 
purchasers in reliance on the crowdfunding prospectus exemption;
"eligible crowdfunding issuer" means an issuer if all of the following apply:
(a)	the issuer and, if applicable, its parent are incorporated or organized 
under the laws of Canada or any jurisdiction of Canada;
(b)	the head office of the issuer is located in Canada;
(c)	a majority of the directors of the issuer are resident in Canada;
(d)	the principal operating subsidiary of the issuer, if any, is incorporated or 
organized under 
(i)	the laws of Canada or any jurisdiction of Canada, or 
(ii)	the laws of the United States of America or any state or territory 
of the United States of America or the District of Columbia;
(e)	the issuer is not an investment fund; 
"eligible securities" means securities of an eligible crowdfunding issuer having the 
same price, terms and conditions that are distributed under the crowdfunding 
prospectus exemption during the distribution period and are any one or more of the 
following:
(a)	a common share;
(b)	a non-convertible preference share;
(c)	a security convertible into securities referred to in paragraph (a) or (b);
(d)	a non-convertible debt security linked to a fixed or floating interest rate;
(e)	a unit of a limited partnership;
(f)	a flow-through share under the ITA;
"executive officer" means an individual who is
(a)	a chair, vice-chair or president,
(b)	a chief executive officer or chief financial officer,
(c)	a vice-president in charge of a principal business unit, division or 
function including sales, finance or production, or
(d)	performing a policy-making function in respect of the issuer;
"funding portal" means
(a)	a registered dealer funding portal, or
(b)	a restricted dealer funding portal;
"issuer access agreement" means a written agreement entered into between an eligible 
crowdfunding issuer and a funding portal in compliance with section 26 [Issuer 
access agreement];
"issuer group" means
(a)	an eligible crowdfunding issuer,
(b)	an affiliate of the eligible crowdfunding issuer, and
(c)	any other issuer
(i)	that is engaged in a common enterprise with the eligible 
crowdfunding issuer or with an affiliate of the eligible 
crowdfunding issuer, or
(ii)	that is controlled, directly or indirectly, by the same person or 
company or persons or companies that control, directly or 
indirectly, the eligible crowdfunding issuer;
"permitted client" means a permitted client as defined in National Instrument 31-103 
Registration Requirements, Exemptions and Ongoing Registrant Obligations;
"personal information form" means a completed Form 45-108F5 Personal 
Information Form and Authorization to Collect, Use and Disclose Personal 
Information;
"registered dealer funding portal" means a person or company that
(a)	is registered in the category of investment dealer or exempt market 
dealer under National Instrument 31-103 Registration Requirements, 
Exemptions and Ongoing Registrant Obligations, and
(b)	acts or proposes to act as an intermediary in a distribution of eligible 
securities through an online platform in reliance on the crowdfunding 
prospectus exemption;
"restricted dealer funding portal" means a person or company that
(a)	is registered in the category of restricted dealer under National 
Instrument 31-103 Registration Requirements, Exemptions and Ongoing 
Registrant Obligations, 
(b)	is authorized under the terms and conditions of its restricted dealer 
registration to distribute securities under this Instrument,
(c)	acts or proposes to act as an intermediary in a distribution of eligible 
securities through an online platform in reliance on the crowdfunding 
prospectus exemption,
(d)	is not registered in any other registration category, and
(e)	in Alberta and Ontario, is not an affiliate of another registered dealer, 
registered adviser, or registered investment fund manager;
"right of withdrawal" means the right referred to in section 8 [Right of withdrawal] or 
a comparable right described in securities legislation of the jurisdiction in which the 
purchaser resides;
"risk acknowledgement form" means a completed Form 45-108F2 Risk 
Acknowledgement;
"SEC issuer" means an SEC issuer as defined in National Instrument 52-107 
Acceptable Accounting Principles and Auditing Standards;
"U.S. AICPA Financial Statement Review Standards" means the standards of the 
American Institute of Certified Public Accountants for a review of financial 
statements by a public accountant, as amended from time to time.
Terms defined or interpreted in other instruments
2.(1)	Unless otherwise defined herein, in Part 2 [Crowdfunding prospectus 
exemption], each term has the meaning ascribed, or interpretation given, to it in 
National Instrument 45-106 Prospectus Exemptions.
(2)	Unless otherwise defined herein, in Part 3 [Requirements for funding portals], 
each term has the meaning ascribed, or interpretation given, to it in National 
Instrument 31-103 Registration Requirements, Exemptions and Ongoing 
Registrant Obligations.
Purchaser
3.	References to a "client" in a provision of any instrument with which a funding 
portal is required to comply under Part 3 [Requirements for funding portals], 
must be read as if the references are to a "purchaser".
Specifications - Qu‚bec 
4.(1)	In Qu‚bec, "trade" in this Instrument refers to any of the following activities: 
(a)	the activities described in the definition of "dealer" in section 5 of the 
Securities Act (chapter V-1.1), including the following activities:
(i)	the sale or disposition of a security by onerous title, whether the 
terms of payment be on margin, installment or otherwise, but does 
not include a transfer or the giving in guarantee of securities in 
connection with a debt or the purchase of a security, except as 
provided in paragraph (b);
(ii)	participation as a trader in any transaction in a security through 
the facilities of an exchange or a quotation and trade reporting 
system;
(iii)	the receipt by a registrant of an order to buy or sell a security;
(b)	a transfer or the giving in guarantee of securities of an issuer from the 
holdings of a control person in connection with a debt.
(2)	In Qu‚bec, the crowdfunding offering document and materials that are made 
available to purchasers by a reporting issuer in accordance with this Instrument 
are documents authorized by the Autorit‚ des march‚s financiers for use in lieu 
of a prospectus.
(3)	In Qu‚bec, the crowdfunding offering document and materials that are made 
available to purchasers in accordance with this Instrument must be drawn up in 
French only or in French and English.
PART 2 
CROWDFUNDING PROSPECTUS EXEMPTION
Division 1: Distribution requirements
Crowdfunding prospectus exemption
5.(1)	The prospectus requirement does not apply to a distribution by an eligible 
crowdfunding issuer of an eligible security of its own issue to a person or 
company that purchases the security as principal if all of the following apply:
(a)	the issuer offers the securities during the distribution period and the 
distribution period ends no later than 90 days after the date the issuer 
first offers its securities to purchasers;
(b)	the total proceeds raised by the issuer group in reliance on the 
crowdfunding prospectus exemption does not exceed $1,500,000 within 
the 12-month period ending on the last day of the distribution period; 
(c)	in Alberta and Ontario, the acquisition cost of the securities acquired by 
the purchaser
(i)	in the case of a purchaser that is not an accredited investor, does 
not exceed
(A)	$2,500 for the distribution, and
(B)	$10,000 for all distributions in reliance on the 
crowdfunding prospectus exemption in the same calendar 
year, 
(ii)	in the case of a purchaser that is an accredited investor that is not 
a permitted client, does not exceed
(A)	$25,000 for the distribution, and
(B)	$50,000 for all distributions in reliance on the 
crowdfunding prospectus exemption in the same calendar 
year, and
(iii)	in the case of a purchaser that is a permitted client, is not limited;
(d)	except in Alberta and Ontario, the acquisition cost of the securities 
acquired by the purchaser 
(i)	in the case of a purchaser that is not an accredited investor, does 
not exceed $2,500 for the distribution, and
(ii)	in the case of a purchaser that is an accredited investor, does not 
exceed $25,000 for the distribution;
(e)	the issuer distributes the securities through a single funding portal;
(f)	before the purchaser enters into an agreement to purchase the securities, 
the issuer makes available to the purchaser, through the funding portal, a 
crowdfunding offering document that is in compliance with 
(i)	section 7 [Certificates] and section 8 [Right of withdrawal], and 
(ii)	section 9 [Liability for misrepresentation - reporting issuers] or 
section 10 [Liability for untrue statement - non-reporting 
issuers], as applicable.
(2)	The crowdfunding prospectus exemption is not available if any of the 
following apply:
(a)	the proceeds of the distribution are used by the issuer to invest in, merge 
with or acquire an unspecified business;
(b)	the issuer is not a reporting issuer, and the issuer previously distributed 
securities in reliance on the crowdfunding prospectus exemption and is 
not in compliance with any of the following:
(i)	section 15 [Filing or delivery of distribution materials];
(ii)	section 16 [Annual financial statements];
(iii)	section 17 [Annual disclosure of use of proceeds];
(iv)	section 19 [Period of time for providing ongoing disclosure];
(v)	section 20 [Books and records];
(vi)	in New Brunswick, Nova Scotia and Ontario, section 18 [Notice 
of specified key events];
(c)	the issuer is a reporting issuer and is not in compliance with its reporting 
obligations under securities legislation, including under this Instrument;
(d)	the issuer has previously commenced a distribution under this section 
and that distribution has not closed, been withdrawn or otherwise 
terminated.
Conditions for closing of the distribution 
6.	A distribution in reliance on the crowdfunding prospectus exemption must not 
close unless
(a)	the right of withdrawal has expired, 
(b)	the aggregate minimum proceeds have been raised through one or both 
of the following: 
(i)	the distribution;
(ii)	any concurrent distributions by any member of the issuer group, 
provided that the proceeds from those distributions are 
unconditionally available to the eligible crowdfunding issuer at 
the time of closing of the distribution,
(c)	the issuer has provided to the funding portal written confirmation of the 
proceeds of the concurrent distributions referred to in subparagraph 
(b)(ii), if any,
(d)	the issuer has received 
(i)	the purchase agreement entered into between the issuer and the 
purchaser,
(ii)	a risk acknowledgement form for the purchaser where the 
purchaser positively confirms having read and understood the risk 
warnings and the information in the crowdfunding offering 
document, 
(iii)	except in Alberta and Ontario, confirmation and validation that 
the purchaser is an accredited investor if the acquisition cost is 
greater than $2,500, and 
(iv)	in Alberta and Ontario, a confirmation of investment limits form 
for the purchaser, and
(e)	the closing occurs within 30 days of the end of the distribution period.
 
Certificates
7.(1)	A crowdfunding offering document made available under paragraph 5(1)(f) 
[Crowdfunding prospectus exemption] must contain a certificate executed by 
the issuer in accordance with the applicable provisions of Appendix A, which 
(a)	if the issuer is a reporting issuer, states that "This crowdfunding offering 
document does not contain a misrepresentation. Purchasers of securities 
have a right of action in the case of a misrepresentation.", or
(b)	if the issuer is not a reporting issuer, states that "This crowdfunding 
offering document does not contain an untrue statement of a material 
fact. Purchasers of securities have a right of action in the case of an 
untrue statement of a material fact."
(2)	A certificate under subsection (1) must be true as at the date the certificate is 
signed, the date the crowdfunding offering document is made available to 
purchasers and the time of the closing of the distribution.
(3)	If a certificate under subsection (1) ceases to be true after a crowdfunding 
offering document is made available to a purchaser, the issuer must 
(a)	amend the crowdfunding offering document and provide a newly dated 
certificate executed by the issuer in accordance with the applicable 
provisions of Appendix A, and
(b)	provide the amended crowdfunding offering document to the funding 
portal for the purpose of making it available to purchasers.
Right of withdrawal
8.	If the securities legislation of the jurisdiction in which a purchaser resides does 
not provide a comparable right, the crowdfunding offering document made 
available to the purchaser under paragraph 5(1)(f) [Crowdfunding prospectus 
exemption] must provide the purchaser with a contractual right to withdraw 
from any agreement to purchase the security by delivering a notice to the 
funding portal within 48 hours after the date of the agreement to purchase and 
any subsequent amendment to the crowdfunding offering document.
Liability for misrepresentation - reporting issuers 
9.	If the securities legislation of the jurisdiction in which a purchaser resides does 
not provide a comparable right, the crowdfunding offering document of a 
reporting issuer, made available to the purchaser under paragraph 5(1)(f) 
[Crowdfunding prospectus exemption], must provide a contractual right of 
action against the issuer for rescission and damages that
(a)	is available to the purchaser if the crowdfunding offering document or 
other materials made available to the purchaser contain a 
misrepresentation, without regard to whether the purchaser relied on the 
misrepresentation,
(b)	is enforceable by the purchaser delivering a notice to the issuer
(i)	in the case of an action for rescission, within 180 days after the 
date of purchase by the purchaser, or
(ii)	in the case of an action for damages, before the earlier of
(A)	180 days after the purchaser first has knowledge of the 
facts giving rise to the cause of action, or
(B)	3 years after the date of purchase,
(c)	is subject to the defence that the purchaser had knowledge of the 
misrepresentation,
(d)	in the case of an action for damages, provides that the amount 
recoverable
(i)	does not exceed the price at which the security was distributed, 
and
(ii)	does not include all or any part of the damages that the issuer 
proves do not represent the depreciation in value of the security 
resulting from the misrepresentation, and
(e)	is in addition to, and does not detract from, any other right of the 
purchaser.
Liability for untrue statement - non-reporting issuers 
10.	The crowdfunding offering document of an issuer that is not a reporting issuer, 
made available to a purchaser under paragraph 5(1)(f) [Crowdfunding 
prospectus exemption], must provide a contractual right of action against the 
issuer for rescission and damages that
(a)	is available to the purchaser if the crowdfunding offering document or 
other materials made available to the purchaser contain an untrue 
statement of a material fact, without regard to whether the purchaser 
relied on the statement,
(b)	is enforceable by the purchaser delivering a notice to the issuer
(i)	in the case of an action for rescission, within 180 days after the 
date of purchase by the purchaser, or
(ii)	in the case of an action for damages, before the earlier of
(A)	180 days after the purchaser first has knowledge of the 
facts giving rise to the cause of action, or
(B)	3 years after the date of purchase,
(c)	is subject to the defence that the purchaser had knowledge of the untrue 
statement of a material fact,
(d)	in the case of an action for damages, provides that the amount 
recoverable
(i)	does not exceed the price at which the security was distributed, 
and
(ii)	does not include all or any part of the damages that the issuer 
proves do not represent the depreciation in value of the security 
resulting from the untrue statement of a material fact, and
(e)	is in addition to, and does not detract from, any other right of the 
purchaser.
Advertising and general solicitation
11.(1)	An issuer must not, directly or indirectly, advertise a distribution, or solicit 
purchasers, under the crowdfunding prospectus exemption.
(2)	Despite subsection (1), the issuer may inform purchasers that it proposes to 
distribute securities under the crowdfunding prospectus exemption and may 
refer purchasers to the funding portal facilitating the distribution.
Additional distribution materials
12.(1)	In addition to the crowdfunding offering document required to be made 
available to a purchaser under paragraph 5(1)(f) [Crowdfunding prospectus 
exemption], an issuer may make available to a purchaser only through the 
funding portal the following materials:
(a)	a term sheet; 
(b)	a video; 
(c)	other materials summarizing the information in the crowdfunding 
offering document.
(2)	The materials referred to in subsection (1) must be consistent with the 
information in the crowdfunding offering document.
(3)	If an amended crowdfunding offering document is made available to 
purchasers, all materials made available to purchasers under this section must 
be amended, if necessary, and made available to purchasers through the 
funding portal.
Commissions or fees
13.	No person or company in the issuer group or director or executive officer of an 
issuer in the issuer group may, directly or indirectly, pay a commission, finder's 
fee, referral fee or similar payment to any person or company in connection 
with a distribution in reliance on the crowdfunding prospectus exemption, 
other than to a funding portal.
Restriction on lending
14.	No person or company in the issuer group or director or executive officer of an 
issuer in the issuer group may, directly or indirectly, lend or finance, or arrange 
lending or financing, for a purchaser to purchase securities of the issuer under 
the crowdfunding prospectus exemption.
Filing or delivery of distribution materials 
15.(1)	An issuer must, no later than 10 days after the closing of the distribution, file 
with the securities regulatory authority or regulator Form 45-106F1 Report of 
Exempt Distribution.
(2)	At the same time that the issuer files the form referred to in subsection (1), the 
issuer must file a copy of the crowdfunding offering document and the 
materials referred to in paragraphs 12(1)(a) and (c) [Additional distribution 
materials].
(3)	Upon request, the issuer must deliver to the securities regulatory authority or 
regulator any video referred to in paragraph 12(1)(b) [Additional distribution 
materials].
Division 2: Ongoing disclosure requirements for non-reporting issuers
Annual financial statements
16.(1)	An issuer that is not a reporting issuer that has distributed securities under the 
crowdfunding prospectus exemption must deliver to the securities regulatory 
authority or regulator and make reasonably available to each purchaser, within 
120 days after the end of its most recently completed financial year, the 
financial statements listed in paragraphs 4.1(1)(a), (b), (c) and (e) 
[Comparative annual financial statements and audit] of National Instrument 
51-102 Continuous Disclosure Obligations.
(2)	The financial statements referred to in subsection (1) must
(a)	be approved by management of the issuer and be accompanied by
(i)	a review report or auditor's report if the amount raised by the 
issuer under one or more prospectus exemptions from the date of 
the formation of the issuer until the end of its most recently 
completed financial year, is $250,000 or more but is less than 
$750,000, or 
(ii)	an auditor's report if the amount raised by the issuer under one or 
more prospectus exemptions from the date of the formation of the 
issuer until the end of its most recently completed financial year, 
is $750,000 or more,
(b)	comply with paragraph 3.2(1)(a) [Acceptable accounting principles - 
general requirements], subparagraph 3.2(1)(b)(i) [Acceptable 
accounting principles - general requirements], and subsection 3.2(5) 
[Acceptable accounting principles - general requirements] of National 
Instrument 52-107 Acceptable Accounting Principles and Auditing 
Standards, and
(c)	comply with section 3.5 [Presentation and functional currencies] of 
National Instrument 52-107 Acceptable Accounting Principles and 
Auditing Standards.
(3)	If the financial statements referred to in subsection (1) are accompanied by a 
review report, the financial statements must be reviewed in accordance with 
Canadian Financial Statement Review Standards and the review report must
(a)	not include a reservation or modification,
(b)	identify the financial periods that were subject to review,
(c)	be in the form specified by Canadian Financial Statement Review 
Standards, and
(d)	refer to IFRS as the applicable financial reporting framework. 
(4)	If the financial statements referred to in subsection (1) are accompanied by an 
auditor's report, the auditor's report must be
(a)	prepared in accordance with section 3.3 [Acceptable auditing standards 
- general requirements] of National Instrument 52-107 Acceptable 
Accounting Principles and Auditing Standards, and
(b)	signed by an auditor that complies with section 3.4 [Acceptable 
auditors] of National Instrument 52-107 Acceptable Accounting 
Principles and Auditing Standards.
(5)	If the financial statements referred to in subsection (1) are those of an SEC 
issuer,
(a)	the financial statements may be prepared in accordance with section 3.7 
[Acceptable accounting principles for SEC issuers] of National 
Instrument 52-107 Acceptable Accounting Principles and Auditing 
Standards, 
(b)	the financial statements may be reviewed in accordance with U.S. 
AICPA Financial Statement Review Standards and accompanied by a 
review report prepared in accordance with U.S. AICPA Financial 
Statement Review Standards that
(i)	does not include a modification or exception,
(ii)	identifies the financial periods that were subject to review,
(iii)	identifies the review standards used to conduct the review and the 
accounting principles used to prepare the financial statements, and
(iv)	refers to IFRS as the applicable financial reporting framework if 
the financial statements comply with paragraph 3.2(1)(a) 
[Acceptable accounting principles - general requirements] of 
National Instrument 52-107 Acceptable Accounting Principles 
and Auditing Standards, and
(c)	the financial statements may be audited in accordance with section 3.8 
[Acceptable auditing standards for SEC issuers] of National Instrument 
52-107 Acceptable Accounting Principles and Auditing Standards.
(6)	If the financial statements referred to in subsection (5) are accompanied by a 
review report and the statements have been reviewed in accordance with 
Canadian Financial Statement Review Standards, the review report must be in 
compliance with paragraphs (3)(a) to (c) and must
(a)	refer to IFRS as the applicable financial reporting framework if the 
financial statements comply with paragraph 3.2(1)(a) [Acceptable 
accounting principles - general requirements] of National Instrument 
52-107 Acceptable Accounting Principles and Auditing Standards, or
(b)	refer to U.S. GAAP as the applicable financial reporting framework if 
the financial statements comply with section 3.7 [Acceptable accounting 
principles for SEC issuers] of National Instrument 52-107 Acceptable 
Accounting Principles and Auditing Standards.
(7)	For the purpose of subsection (3) and paragraph (5)(b), the review report must 
be prepared and signed by a person or company authorized to sign a review 
report under the laws of a jurisdiction of Canada or a foreign jurisdiction, and 
that meets the professional standards of that jurisdiction.
(8)	If any of the financial statements referred to in subsection (1) are not 
accompanied by an auditor's report or a review report prepared by a public 
accountant, the statements must include the following statement; "These 
financial statements were not audited or subject to a review by a public 
accountant, as permitted by securities legislation where an issuer has not 
raised more than a pre-defined amount under prospectus exemptions."
Annual disclosure of use of proceeds
17.(1)	The financial statements of an issuer referred to in section 16 [Annual financial 
statements] and the financial statements required under section 4.1 
[Comparative annual financial statements and audit] of National Instrument 
51-102 Continuous Disclosure Obligations must be accompanied by a notice 
that details, as at the date of the issuer's most recently completed financial 
year, the use of the gross proceeds received by the issuer from a distribution 
made under the crowdfunding prospectus exemption. 
(2)	An issuer is not required to provide the notice referred to in subsection (1) if
(a)	the issuer has disclosed in one or more prior notices the use of the entire 
gross proceeds from the distribution, or
(b)	the issuer is no longer required to deliver, and make available to 
purchasers, annual financial statements.
Notice of specified key events
18.	In New Brunswick, Nova Scotia and Ontario, an issuer that is not a reporting 
issuer that distributes securities in reliance on the crowdfunding prospectus 
exemption must make reasonably available to each holder of a security 
acquired under the crowdfunding prospectus exemption, a notice in Form 45-
108F4 Notice of Specified Key Events of each of the following events within 10 
days of their occurrence:
(a)	a discontinuation of the issuer's business;
(b)	a change in the issuer's industry;
(c)	a change of control of the issuer.
Period of time for providing ongoing disclosure
19.	The obligations of an issuer that is not a reporting issuer under section 16 
[Annual financial statements] and, in New Brunswick, Nova Scotia and 
Ontario, under section 18 [Notice of specified key events] apply until the 
earliest of the following events:
(a)	the issuer becomes a reporting issuer;
(b)	the issuer has completed a winding up or dissolution; 
(c)	the securities of the issuer are beneficially owned, directly or indirectly, 
by fewer than 51 security holders worldwide.
Books and records
20.	An issuer that is not a reporting issuer that distributes securities under the 
crowdfunding prospectus exemption must maintain the following books and 
records relating to the distribution for 8 years following the closing of the 
distribution:
(a)	the crowdfunding offering document and the materials referred to in 
subsection 12(1) [Additional distribution materials];
(b)	the risk acknowledgement forms;
(c)	except in Alberta and Ontario, confirmation and validation that the 
purchaser is an accredited investor if the acquisition cost is greater than 
$2,500;
(d)	in Alberta and Ontario, the confirmation of investment limits forms;
(e)	the ongoing disclosure documents described in Division 2 [Ongoing 
disclosure requirements for non-reporting issuers];
(f)	the aggregate number of securities issued under the crowdfunding 
prospectus exemption, and the date of issuance and the price for each 
security; 
(g)	the names of all security holders of the issuer and the number and the 
type of securities held by each security holder;
(h)	such other books and records as are necessary to record the business 
activities of the issuer and to comply with this Instrument.
PART 3 
REQUIREMENTS FOR FUNDING PORTALS
Division 1: Registration requirements, general
Restricted dealer funding portal
21.	A restricted dealer funding portal and a registered individual of the restricted 
dealer funding portal that distributes securities in reliance on the crowdfunding 
prospectus exemption must comply with all of the following:
(a)	the requirements in this section and in Division 2 [Registration 
requirements, funding portals] and Division 3 [Additional requirements, 
restricted dealer funding portal] of this Part;
(b)	the terms, conditions, restrictions and requirements applicable to a 
registered dealer and to a registered individual, respectively, including
(i)	National Instrument 31-102 National Registration Database,
(ii)	National Instrument 31-103 Registration Requirements, 
Exemptions and Ongoing Registrant Obligations, except for the 
following: 
(A)	Division 2 of Part 3 [Education and experience 
requirements], except for subsection 3.4(2) [Proficiency - 
initial and ongoing] and section 3.9 [Exempt market dealer 
- dealing representative];
(B)	section 6.2 [If IIROC approval is revoked or suspended];
(C)	section 6.3 [If MFDA approval is revoked or suspended];
(D)	Part 8 [Exemptions from the requirement to register];
(E)	Part 9 [Membership in a self-regulatory organization];
(F)	paragraphs 11.5(2)(i), and (j) [General requirements for 
records];
(G)	paragraphs 13.2(2)(c) and (d) and subsection 13.2(6) 
[Know your client];
(H)	section 13.3 [Suitability];
(I)	Division 3 of Part 13 [Referral arrangements], if the 
restricted dealer funding portal does not enter into a referral 
arrangement permitted under subsection 40(2) [Restriction 
on referral arrangements] of this Instrument;
(J)	section 13.13 [Disclosure when recommending the use of 
borrowed money];
(K)	section 13.16 [Dispute resolution service];
(L)	paragraphs 14.2(2)(i), (j), (k), (m), and (n) [Relationship 
disclosure information];
(M)	Division 5 of Part 14 [Reporting to clients], except for 
section 14.12 [Content and delivery of trade confirmation],
(iii)	National Instrument 33-105 Underwriting Conflicts,
(iv)	National Instrument 33-109 Registration Information, and
(v)	the requirement to pay fees under securities legislation;
(c)	the requirement to deal fairly, honestly and in good faith with 
purchasers;
(d)	any other terms, conditions, restrictions or requirements imposed by a 
securities regulatory authority or regulator on the restricted dealer 
funding portal or on a registered individual of the restricted dealer 
funding portal.
Registered dealer funding portal
22.	A registered dealer funding portal and a registered individual of the registered 
dealer funding portal that distributes securities in reliance on the crowdfunding 
prospectus exemption must comply with all of the following:
(a)	the requirements in this section and Division 2 [Registration 
requirements, funding portals] of this Part;
(b)	the terms, conditions, restrictions or requirements applicable to its 
registration category and to a registered individual, respectively, under 
securities legislation.
 
Division 2: Registration requirements, funding portals
Restricted dealing activities
23.(1)	A funding portal and a registered individual of the funding portal must not act 
as intermediaries in connection with a distribution of or trade in securities of an 
eligible crowdfunding issuer that is a related issuer of the funding portal.
(2)	For the purposes of subsection (1), an issuer is not a related issuer where a 
funding portal, an affiliate of the funding portal, or any officer, director, 
significant shareholder, promoter or control person of the funding portal or of 
any affiliate of the funding portal, has beneficial ownership of, or control or 
direction over, issued and outstanding voting securities of the issuer, or 
securities convertible into voting securities of the issuer that alone or together 
constitute 10 percent or less of the outstanding voting securities of the issuer. 
Advertising and general solicitation
24.(1)	A funding portal must not, directly or indirectly, advertise a distribution or 
solicit purchasers under the crowdfunding prospectus exemption.
(2)	A funding portal may only make available to purchasers the crowdfunding 
offering document and the materials under section 12 [Additional distribution 
materials].
(3)	A funding portal must ensure that the information about an eligible 
crowdfunding issuer and a distribution of eligible securities of the issuer is 
presented or displayed on its online platform in a fair, balanced and reasonable 
manner.
Access to funding portal
25.(1)	Prior to allowing an eligible crowdfunding issuer to access the funding portal 
for the purposes of posting a distribution, a funding portal must 
(a)	enter into an issuer access agreement with the issuer, 
(b)	obtain a personal information form from each director, executive officer 
and promoter of the issuer, and 
(c)	conduct or arrange for the following:
(i)	backgrounds checks on the issuer;
(ii)	criminal record and background checks on each individual 
referred to in paragraph (b).
(2)	In respect of each individual who becomes a director, executive officer or 
promoter of the issuer during the distribution period, the funding portal must 
(a)	obtain a personal information form, and 
(b)	conduct or arrange for criminal record and background checks to be 
conducted. 
Issuer access agreement
26.	The issuer access agreement referred to in paragraph 25(1)(a) [Access to 
funding portal] must include all of the following:
(a)	confirmation that the issuer will comply with the funding portal's 
policies and procedures concerning information posted by issuers on the 
funding portal's online platform;
(b)	confirmation that the information that the issuer provides to the funding 
portal or posts on the funding portal's online platform will only contain 
permitted materials that are reasonably supported, and will not contain a 
promotional statement, a misrepresentation or an untrue statement of a 
material fact or otherwise be misleading;
(c)	confirmation from each of the issuer and the funding portal that each is 
responsible for compliance with applicable securities legislation, 
including compliance with this Instrument;
(d)	a requirement that the funding portal must terminate any distribution and 
report immediately to the securities regulatory authority or regulator if, 
at any time during the distribution period, it appears to the funding portal 
that the business of the issuer is not being, or may not be, conducted 
with integrity; 
(e)	in Alberta and Ontario, confirmation that the funding portal is the agent 
of the issuer for the purposes of a distribution under the crowdfunding 
prospectus exemption.
Obligation to review materials of eligible crowdfunding issuer 
27.(1)	A funding portal is required to review the crowdfunding offering document, the 
materials referred to in subsection 12(1) [Additional distribution materials], the 
personal information forms, the results of the criminal record and background 
checks, and any other information about an issuer or a distribution made 
available to the funding portal or of which the funding portal is aware.
(2)	If it appears to the funding portal that, based upon its review of the information 
and materials in subsection (1), the disclosure in the crowdfunding offering 
document and other materials referred to in subsection 12(1) [Additional 
distribution materials] is incorrect, incomplete or misleading, the funding 
portal must require that the issuer correct, complete or clarify the incorrect, 
incomplete or misleading disclosure prior to its posting on the funding portal's 
online platform.
Denial of issuer access and termination
28.(1)	The funding portal must not allow an issuer access to its online platform for the 
purposes of a distribution under the crowdfunding prospectus exemption if
(a)	after reviewing the information about the issuer or the distribution made 
available to the funding portal or of which the funding portal is aware, 
the funding portal makes a good faith determination that
(i)	the business of the issuer may not be conducted with integrity 
because of the past conduct of
(A)	the issuer, or
(B)	any of the issuer's directors, executive officers, or 
promoters,
(ii)	the issuer is not complying with one or more of its obligations 
under this Instrument, or
(iii)	the crowdfunding offering document or the materials referred to 
in subsection 12(1) [Additional distribution materials] contain a 
statement or information that constitutes a misrepresentation or an 
untrue statement of a material fact and the issuer has not corrected 
the statement or information as requested by the funding portal 
under section 27 [Obligation to review materials of eligible 
crowdfunding issuer], or
(b)	the issuer or any of its directors, executive officers or promoters has pled 
guilty to or has been found guilty of an offence related to or has entered 
into a settlement agreement in a matter that involved fraud, or securities 
violations.
(2)	A funding portal must terminate a distribution if, at any time during the 
distribution period, it appears to the funding portal that the business of the 
issuer is not being, or may not be, conducted with integrity. 
Return of funds
29.	A funding portal must promptly return to the purchaser all funds or assets 
received from a purchaser in connection with a distribution under the 
crowdfunding prospectus exemption if any of the following apply:
(a)	the purchaser exercises its right of withdrawal;
(b)	the requirements set out in section 6 [Conditions for closing of the 
distribution] are not met;
(c)	the issuer withdraws the distribution;
(d)	the distribution is otherwise terminated.
 
Notifications
30.	If an amended crowdfunding offering document has been made available to 
purchasers under paragraph 7(3)(b) [Certificates], the funding portal must 
notify each purchaser that entered into an agreement to purchase securities 
prior to the amended crowdfunding offering document being made available 
that an amended crowdfunding offering document and, if applicable, other 
materials referred to in subsection 12(1) [Additional distribution materials] 
have been made available on the funding portal's online platform.
Removal of distribution materials
31.	A funding portal must remove a crowdfunding offering document and the 
materials referred to in subsection 12(1) [Additional distribution materials] on 
the earliest of the following: 
(a)	the end of the distribution period;
(b)	the withdrawal of the distribution;
(c)	the date on which the funding portal becomes aware that the 
crowdfunding offering document or the materials may contain a 
statement or information that is false, deceptive, misleading or that may 
constitute a misrepresentation or untrue statement of a material fact. 
Monitoring purchaser communications
32.	If a funding portal establishes an online communication channel through which 
purchasers may communicate with one another and with the eligible 
crowdfunding issuer about a distribution, the funding portal must monitor 
postings and remove any statement by, or information from, the issuer that is 
inconsistent with the crowdfunding offering document or is not in compliance 
with this Instrument. 
Online platform acknowledgement
33.	Prior to allowing a person or company entry to its online platform, a funding 
portal must require the person or company to acknowledge all of the following: 
(a)	that a distribution posted on the funding portal's online platform
(i)	has not been reviewed or approved in any way by a securities 
regulatory authority or regulator, and
(ii)	is risky and may result in the loss of all or most of an investment;
(b)	that the person or company may receive limited ongoing information 
about an issuer or an investment made through the funding portal;
(c)	that the person or company is entering an online platform operated by a 
funding portal that
(i)	is registered in the category of restricted dealer subject to the 
terms and conditions of this Instrument, and will not provide 
advice about the suitability of the purchase of the security, or
(ii)	is registered in the category of investment dealer or exempt 
market dealer, and is required to provide advice about the 
suitability of the purchase of the security.
Purchaser requirements prior to purchase
34.	Prior to a purchaser entering into an agreement to purchase securities under the 
crowdfunding prospectus exemption, a funding portal must 
(a)	obtain from the purchaser a risk acknowledgement form where the 
purchaser positively confirms having read and understood the risk 
warnings and the information in the crowdfunding offering document, 
(b)	except in Alberta and Ontario, confirm and validate that the purchaser is 
an accredited investor if the acquisition cost is greater than $2,500, and
(c)	in Alberta and Ontario, obtain from the purchaser, and validate, a 
confirmation of investment limits form.
Required online platform disclosure
35.	A funding portal must include on its online platform prominent disclosure of 
all compensation, including fees, costs and other expenses that the funding 
portal may charge to, or impose on, an eligible crowdfunding issuer or a 
purchaser, and any such other disclosure that may be required under securities 
legislation.
Delivery to the issuer
36.	On or before the closing of a distribution, the funding portal must deliver to the 
issuer the following:
(a)	the purchase agreement entered into between the issuer and the 
purchaser;
(b)	a risk acknowledgement form from the purchaser where the purchaser 
positively confirms having read and understood the risk warnings and 
the information in the crowdfunding offering document;
(c)	except in Alberta and Ontario, confirmation and validation that the 
purchaser is an accredited investor, if the acquisition cost is greater than 
$2,500;
(d)	in Alberta and Ontario, a confirmation of investment limits form for the 
purchaser.
 
Release of funds
37.	A funding portal must not release the funds raised under the distribution to the 
eligible crowdfunding issuer unless the requirements set out in section 6 
[Conditions for closing of the distribution] have been met.
Reporting requirements
38.(1)	A funding portal must immediately notify the securities regulatory authority or 
regulator in writing if, at any time during the distribution period, the funding 
portal terminates a distribution pursuant to subsection 28(2) [Denial of issuer 
access and termination].
(2)	A funding portal must deliver to the securities regulatory authority or regulator, 
in a format acceptable to the securities regulatory authority or regulator, within 
30 days of the end of the second and fourth quarters of its financial year, a 
report containing the following information for the immediately preceding two 
quarters:
(a)	each distribution through the funding portal, including the name of the 
issuer, the type of security, the amount of the distribution, the industry of 
the issuer and the number of purchasers participating in the distribution;
(b)	the name and industry of each issuer denied access to the funding portal 
and the reason for the denial;
(c)	the name and industry of each issuer 
(i)	that was granted access to the funding portal but the distribution 
did not close and the reason the distribution did not close, or 
(ii)	that was granted access to the funding portal but was 
subsequently removed from the funding portal and the reason for 
removal; 
(d)	such other information as a securities regulatory authority or regulator 
may reasonably request.
Division 3: Additional requirements, restricted dealer funding portal
Prohibition on providing recommendations or advice 
39.	A restricted dealer funding portal and a registered individual of the restricted 
dealer funding portal must not, directly or indirectly, provide a 
recommendation or advice to a purchaser
(a)	to purchase securities under the crowdfunding prospectus exemption or 
in connection with any other trade in a security, or
(b)	to use borrowed money to finance any part of a purchase of securities 
under the crowdfunding prospectus exemption or in connection with any 
other trade in a security.
Restriction on referral arrangements
40.(1)	A restricted dealer funding portal must not participate in a referral 
arrangement.
(2)	Despite subsection (1), a funding portal may compensate a third party for 
referring an issuer to the funding portal.
Permitted dealing activities
41.	A restricted dealer funding portal and a registered individual of the restricted 
dealer funding portal may only act as intermediaries in connection with 
(a)	a distribution of securities made in reliance on the crowdfunding 
prospectus exemption, 
(b)	except in Ontario, a distribution of securities made in reliance on a start-
up crowdfunding registration and prospectus exemptive relief order 
granted by a securities regulatory authority or regulator, provided that 
the restricted dealer funding portal and a registered individual of the 
restricted dealer funding portal are in compliance with the terms, 
conditions, restrictions and requirements in this Instrument, and
(c)	in Alberta, a distribution of securities made in reliance on Alberta 
Securities Commission Rule 45-517 Prospectus Exemption for Start-up 
Businesses, provided that the restricted dealer funding portal and a 
registered individual of the restricted dealer funding portal are in 
compliance with the terms, conditions, restrictions and requirements in 
this Instrument.
Chief compliance officer
42.	A restricted dealer funding portal must not designate an individual as its chief 
compliance officer under section 11.3 [Designating a chief compliance officer] 
of National Instrument 31-103 Registration Requirements, Exemptions and 
Ongoing Registrant Obligations unless the individual has
(a)	passed the Exempt Market Products Exam or the Canadian Securities 
Course Exam,
(b)	passed the PDO Exam or the Chief Compliance Officers Qualifying 
Exam, and
(c)	gained 12 months of experience and training that a reasonable person 
would consider necessary to perform the functions of a chief compliance 
officer for a restricted dealer funding portal. 
 
Proficiency
43.(1)	A restricted dealer funding portal must not permit an individual to perform an 
activity in connection with a distribution under the crowdfunding prospectus 
exemption unless the individual has the education, training and experience, 
which may include appropriate registration, that a reasonable person would 
consider necessary to perform the activity competently, including 
understanding the structure, features and risks of the distribution.
(2)	For the purposes of subsection (1), the obligation to understand the structure, 
features and risks of the distribution does not include any obligation to assess
(a)	the merits or expected returns of the investment to purchasers, or
(b)	the commercial viability of the proposed business or distribution.
PART 4 
EXEMPTION
Exemption
44.(1)	Subject to subsection (2), the securities regulatory authority or regulator may 
grant an exemption from this Instrument, in whole or in part, subject to such 
conditions or restrictions as may be imposed in the exemption.
(2)	Despite subsection (1), in Ontario, only the regulator may grant an exemption.
(3)	Except in Alberta and Ontario, an exemption referred to in subsection (1) is 
granted under the statute referred to in Appendix B of National Instrument 14-
101 Definitions opposite the name of the local jurisdiction.
PART 5 
COMING INTO FORCE
Effective date
45.	This Instrument comes into force on October 31, 2016. 
Appendix A
Signing Requirements for Certificate of a Crowdfunding Offering Document 
(Section 7)
1.	If the eligible crowdfunding issuer is a company, a certificate under paragraph 
7(1)(b) [Certificates] of the Instrument complies with this section if it is signed 
(a)	by the issuer's chief executive officer and chief financial officer or, if the 
issuer does not have a chief executive officer or chief financial officer, 
an individual acting in that capacity, 
(b)	on behalf of the directors of the issuer, by
(i)	any 2 directors who are authorized to sign, other than the persons 
referred to in paragraph (a), or 
(ii)	all the directors of the issuer, and
(c)	by each promoter of the issuer.
2.	If the eligible crowdfunding issuer is a trust, a certificate under paragraph 
7(1)(b) [Certificates] of the Instrument complies with this section if it is signed 
by 
(a)	the individuals who perform functions for the issuer similar to those 
performed by the chief executive officer and the chief financial officer 
of a company, and 
(b)	each trustee and the manager of the issuer. 
3.	A certificate under paragraph 7(1)(b) [Certificates] of the Instrument complies 
with this section 
(a)	if a trustee or manager signing the certificate is an individual, the 
individual signs the certificate,
(b)	if a trustee or manager signing the certificate is a company, the 
certificate is signed
(i)	by the chief executive officer and the chief financial officer of the 
trustee or the manager, and 
(ii)	on behalf of the board of directors of the trustee or the manager, by
(A)	any two directors of the trustee or the manager, other than the 
persons referred to in subparagraph (i), or 
(B)	all of the directors of the trustee or the manager,
(c)	if a trustee or manager signing the certificate is a limited partnership, the 
certificate is signed by each general partner of the limited partnership as 
described in section 5 in relation to an eligible crowdfunding issuer that 
is a limited partnership, or 
(d)	in any other case, the certificate is signed by any person with authority 
to act on behalf of the trustee or the manager. 
4.	Despite sections 2 and 3, if the trustees of an eligible crowdfunding issuer, do 
not perform functions for the issuer similar to those performed by the directors 
of a company, the trustees are not required to sign the certificate of the issuer if 
at least two individuals who perform functions for the issuer similar to those 
performed by the directors of a company sign the certificate. 
5.	If the eligible crowdfunding issuer is a limited partnership, a certificate under 
paragraph 7(1)(b) [Certificates] of the Instrument complies with this section if 
it is signed by 
(a)	each individual who performs a function for the issuer similar to any of 
those performed by the chief executive officer or the chief financial 
officer of a company, and 
(b)	each general partner of the issuer.
6.	A certificate under paragraph 7(1)(b) [Certificates] of the Instrument complies 
with this section 
(a)	if a general partner of the eligible crowdfunding issuer is an individual, 
the individual signs the certificate,
(b)	if a general partner of the eligible crowdfunding issuer is a company, the 
certificate is signed
(i)	by the chief executive officer and the chief financial officer of the 
general partner, and 
(ii)	on behalf of the board of directors of the general partner, by
(A)	any two directors of the general partner, other than the 
persons referred to in subparagraph (i), or 
(B)	all of the directors of the general partner,
(c)	if a general partner of the eligible crowdfunding issuer is a limited 
partnership, the certificate is signed by each general partner of the 
limited partnership and, for greater certainty, this section applies to each 
general partner required to sign, 
(d)	if a general partner of the eligible crowdfunding issuer is a trust, the 
certificate is signed by the trustees of the general partner as described in 
section 2 in relation to an issuer that is a trust, or 
(e)	in any other case where there is a general partner of the eligible 
crowdfunding issuer, the certificate is signed by any person with 
authority to act on behalf of the general partner. 
7.	If an eligible crowdfunding issuer is not a company, trust or limited 
partnership, a certificate under paragraph 7(1)(b) [Certificates] of the 
Instrument complies with this section if it is signed by the persons that, in 
relation to the issuer, are in a similar position or perform a similar function to 
any of the persons referred to in section 1, 2, 3, 4, 5 or 6. 
 
FORM 45-108F1 
CROWDFUNDING OFFERING DOCUMENT
Instructions 
This Form contains the disclosure items that an eligible crowdfunding issuer offering 
securities under the crowdfunding prospectus exemption (the issuer) must include in 
a crowdfunding offering document. If any disclosure item is not applicable, include 
the relevant heading and state "Not applicable" under it.
Use plain language and focus on relevant information that would assist purchasers in 
making an investment decision. Use tables, charts and other graphic methods of 
presenting information if this will make the information easier to understand. The 
information should be balanced and not promotional in nature. A longer document is 
not necessarily a better document. 
Do not disclose forward-looking information unless there is a reasonable basis for 
the forward-looking information. If material forward-looking information is 
disclosed, it must be accompanied by disclosure that identifies the forward-looking 
information as such, and cautions that actual results may vary from the forward-
looking information. An example of forward-looking information would be an 
estimate of the timeline to complete a project.
If this crowdfunding offering document is amended and restated, the document that is 
made available to purchasers must be labelled as an amended and restated 
crowdfunding offering document.
This crowdfunding offering document is divided into the following 11 items:
ITEM 1 - Warning to purchasers
ITEM 2 - Brief overview of the issuer
ITEM 3 - Brief overview of the issuer's business
ITEM 4 - What you need to know about the issuer's management 
ITEM 5 - What you need to know about the distribution
ITEM 6 - What you need to know about the issuer
ITEM 7 - What you need to know about the funding portal
ITEM 8 - What you need to know about your rights
ITEM 9 - Other relevant information
ITEM 10 - Documents incorporated by reference in this crowdfunding offering document
ITEM 11 - Certificate
ITEM 1 - WARNING TO PURCHASERS
Include the following statement, in bold type: 
"No securities regulatory authority or regulator has assessed, reviewed or 
approved the merits of these securities or reviewed this crowdfunding 
offering document. Any representation to the contrary is an offence. This is 
a risky investment."
ITEM 2 - BRIEF OVERVIEW OF THE ISSUER
2.1 - Issuer information
Provide the following information in the table below: 
Full legal name of issuer

Legal status (form of entity and date and 
jurisdiction of organization)

Articles of incorporation, limited 
partnership agreement or similar document, 
and shareholder agreement, available at: 

Head office address of issuer

Telephone

Fax

Website URL

Link(s) to access video(s) relating to this 
offering
(see instruction 1 below)

Jurisdictions of Canada where the issuer is 
a reporting issuer (see instruction 2 below)

Instructions: 
1.	 A video may only be made available on the funding portal's online platform. 
2.	Disclose each jurisdiction of Canada where the issuer is a reporting issuer. If 
the issuer is not a reporting issuer, disclose that fact.
2.2 - Issuer contact person
Provide the following information for a contact person at the issuer who is able to 
answer questions from a purchaser or a securities regulatory authority or regulator: 
Full legal name of the contact person

Position held at the issuer

Business address

Business telephone number

Business email address 

ITEM 3 - BRIEF OVERVIEW OF THE ISSUER'S BUSINESS
Briefly explain, in a few lines, the issuer's business and why the issuer is raising 
funds. 
Include the following statement, in bold type: 
"A more detailed description of the issuer's business is provided below."
ITEM 4 - WHAT YOU NEED TO KNOW ABOUT THE ISSUER'S 
MANAGEMENT
Provide the required information in the following table for each executive officer, 
director, promoter and control person of the issuer. 
Instruction: An executive officer is an individual who is: (a) a chair, vice-chair or 
president; (b) a chief executive officer or chief financial officer; (c) a vice-president 
in charge of a principal business unit, division or function including sales, finance or 
production; or (d) performing a policy-making function in respect of the issuer.
Full legal 
name 
City, 
prov/state and 
country of 
residence
Position at 
issuer
Principal 
occupation for 
the last five 
years
Expertise, 
education, and 
experience 
that is relevant 
to the issuer's 
business
Percentage of 
time the 
person 
spends/will 
spend on the 
issuer's 
business (if 
less than full 
time)
Number and 
type of 
securities of 
the issuer 
owned, 
directly or 
indirectly
Date securities 
were
acquired and 
price paid for 
securities
% of the
issuer's issued 
and 
outstanding 
securities as of 
the date of this 
crowdfunding 
offering 
document




















State whether each person listed in item 4 or the issuer, as the case may be
(a)	has ever pled guilty to or been found guilty of:
(i)	a summary conviction or indictable offence under the Criminal 
Code (R.S.C., 1985, c. C-46) of Canada;
(ii)	a quasi-criminal offence in any jurisdiction of Canada or a foreign 
jurisdiction;
(iii)	a misdemeanour or felony under the criminal legislation of the 
United States of America, or any state or territory therein; 
(iv)	an offence under the criminal legislation of any other foreign 
jurisdiction,
(b)	is or has been the subject of an order (cease trade or otherwise), 
judgment, decree, sanction, or administrative penalty imposed by a 
government agency, administrative agency, self-regulatory organization, 
civil court, or administrative court of Canada or a foreign jurisdiction in 
the last ten years related to his or her involvement in any type of 
business, securities, insurance or banking activity,
(c)	is or has been the subject of a bankruptcy or insolvency proceeding in 
the last ten years, and/or
(d)	is an executive officer, director, promoter or control person of an issuer 
that is or has been subject to a proceeding described in paragraphs (a), 
(b) or (c) above. 
ITEM 5 - WHAT YOU NEED TO KNOW ABOUT THE DISTRIBUTION 
5.1 - Distribution information
Provide the following information in the table below: 
Type of securities being distributed

Price per security
$
Description of any additional rewards or 
benefits that are not securities (see 
instruction 1 below)

Start of distribution period

End of distribution period

Date and description of amendment(s) 
made to this crowdfunding offering 
document, if any

Jurisdiction(s) where securities are being 
distributed

Expected proceeds of this distribution 
(see instruction 2 below)
$
Minimum subscription per purchaser, if 
applicable

Instructions: 
1.	Include the following statement, in bold type as a footnote to the table if the 
issuer is offering any rewards or benefits:
"The disclosure of additional rewards and benefits that are not securities is for 
information purposes only. A purchaser is cautioned that any rights applicable 
to a purchaser as result of an offering of rewards or benefits that are not 
securities are outside the jurisdiction of securities legislation."
2.	The amount disclosed must be the same as the amount in Row A in the table 
under Proceeds to be raised in item 5.2. 
5.2 - Aggregate proceeds
Insert the relevant dollar amount and include the following statement, in bold type:
The issuer requires aggregate minimum proceeds of $_________ to accomplish 
the business objectives described below.
Provide the following information in the tables below: 
Proceeds to be raised
A
Expected proceeds of this distribution
$
B.
Proceeds expected to be received from concurrent distributions, 
if any, that will be unconditionally available to the issuer at the 
time of closing of the distribution (see instruction 1 below)
$
C.
Aggregate minimum proceeds C = (A+B) (see instruction 2 
below)
$
D.
Maximum amount the issuer wants to raise
$
Instructions: 
1.	The amount disclosed in Row B should reconcile to the information provided in 
item 5.3. 
2.	The amount disclosed in Row C must be the same as the amount disclosed in 
the statement at the beginning of this item.
Use of proceeds

Description of expenses
Assuming 
aggregate 
minimum 
proceeds
Assuming 
maximum amount 
raised, if 
applicable
A
Fees to be paid to funding portal (see 
instructions 1 and 2 below)
$
$
B.
Other expenses of this distribution (see 
instruction 3 below)
$
$
C.
Funds to accomplish business 
objectives (see instruction 4)
$
$
D.
Total (see instruction 5)
$
$
Instructions:
1	Describe the fees (e.g., commission, arranging fee or other fee) that the 
funding portal is charging for its services. Describe each type of fee and the 
estimated amount to be paid for each type. If a commission is being paid, 
indicate the percentage that the commission will represent of the gross 
proceeds of the distribution.  
2.	Disclose the estimated number and value of the issuer's securities to be issued, 
if any, in consideration for all or a portion of the portal's fees.
3.	State the nature of each expense (e.g. legal, accounting, audit) and the 
estimated amount of the expense.
4.	State the business objectives the issuer expects to accomplish using the 
proceeds to be raised, assuming: (i) the aggregate minimum proceeds are 
raised; and (ii) if applicable, the maximum amount is raised. Describe each 
business objective and state the estimated time period for the objective to be 
accomplished and the costs related to accomplishing it. Each business 
objective must be included in a separate row in the table. 
5.	The total dollar amount of the proceeds to be raised must be accounted for in 
the table. The amount disclosed in Row D under the column Assuming 
aggregate minimum proceeds must be the same as the amount in Row C in the 
table under Proceeds to be raised in this item. The amount disclosed in Row D 
under the column Assuming maximum amount raised, if applicable must be the 
same as the amount in Row D in the table under Proceeds to be raised in this 
item. 
Business Acquisition
If any of the proceeds will be used by the issuer to acquire, invest in, or merge with a 
business, disclose, for that business, the information required by items 3 and 6.3, 
together with other relevant information.
5.3 - Concurrent distributions
If the proceeds of a concurrent distribution will be unconditionally available to the 
issuer at the time of closing of the distribution, provide the following information for 
each distribution by any member of the issuer group that is intended to be conducted, 
at least in part, during the distribution period:
(a)	type of securities being distributed in concurrent distribution;
(b)	proposed size of concurrent distribution;
(c)	proposed closing date of concurrent distribution; 
(d)	price and terms of securities to be distributed in concurrent distribution.
Instruction: If during the course of this distribution: (i) there is any change in the 
size, type of security, price per security, or other terms and conditions in a concurrent 
distribution being made by the issuer; (ii) there is any change in the amount of 
proceeds proposed to be received by the issuer from a concurrent distribution being 
made by a member of the issuer group, other than the issuer; or (iii) a new 
distribution is commenced by any member of the issuer group where the proceeds of 
the distribution will be unconditionally available to the issuer, this crowdfunding 
offering document must be amended to reflect this development.
5.4 - Description of securities distributed and relevant rights
This security gives you the following rights (choose all that apply):
?	Voting rights;
?	Interest or dividends;
?	Redemption rights;
?	Rights on dissolution;
?	Conversion rights: Each security is convertible into  __________________;
?	Other (describe) ____________________________.
Provide a description of any right to receive interest or dividends.
Other rights or obligations
State whether purchasers will have protections such as tag-along or pre-emptive 
rights. If no such rights will be provided or are minimal in nature, explain: 
(a)	the risks associated with being a minority security holder; 
(b)	that the absence of such rights affects the value of the securities.
Any other restrictions or conditions
Provide a brief summary of any other restrictions or conditions that attach to the 
securities being distributed. 
Dilution
Include the following statement: 
"Your percentage of ownership in this issuer may be reduced significantly due 
to a number of factors beyond your control, such as the rights and 
characteristics of other securities already issued by the issuer, future issuances 
of securities by the issuer, and potential changes to the capital structure and/or 
control of the issuer."
5.5 - Other crowdfunding distributions
For any crowdfunding distribution in which the issuer or an executive officer, 
director, promoter or control person of the issuer has been involved in the past five 
years, provide the information below:
For crowdfunding distributions that were started but the issuer did not receive any 
funds:
(a)	the full legal name of the issuer that made the distribution; 
(b)	the date the distribution was discontinued.
For closed crowdfunding distributions: 
(a)	the full legal name of the issuer that made the distribution;
(b)	the date that the distribution commenced and the date it closed; 
(c)	the name and website address of the funding portal through which the 
distribution was made;
(d)	the amount raised;
(e)	the intended use of proceeds stated in the relevant crowdfunding 
offering document and the actual use of proceeds. 
This information must be provided for each person that has been involved in a 
crowdfunding distribution in the past five years, whether with the issuer, or with 
another issuer.
ITEM 6 - WHAT YOU NEED TO KNOW ABOUT THE ISSUER
6.1 - Issuer's business
Indicate which statement(s) best describe the issuer's operations (select all that 
apply):
? has never conducted operations;
? is in the development stage;
? is currently conducting operations; 
? has shown profit in the last financial year.
Briefly describe:
(a)	the nature of the issuer's product(s) or service(s);
(b)	the industry in which the issuer operates;
(c)	the issuer's long term business objectives;
(d)	the issuer's assets and whether those assets are owned or leased.
6.2 - Related party relationships and transactions
For purposes of this item, a control person is a person or company that controls, 
directly or indirectly, more than 20% of the issuer's voting securities prior to the 
closing of this distribution.
Family relationships


Are there any family relationships between any executive officers, 
directors, promoters or control persons? 
If yes, describe the nature of each relationship.
Y        N
?        ?
Proceeds to be raised
Will the issuer use any of the proceeds to be raised to:

*	acquire assets or services from an executive officer, director, 
promoter or control person, or an associate of any of them?  

Y        N
?        ?
*	loan money to any executive officer, director, promoter or 
control person, or an associate of any of them?
Y        N
?        ?
*	reimburse any executive officer, director, promoter or control 
person, or an associate of any of them, for assets previously 
acquired, services previously rendered, monies previously 
loaned or advanced, or for any other reason?
Y        N
?        ?
If the answer to any of the above is "yes", disclose the relationship between each 
person and the issuer and the principal terms of each transaction. If assets were 
acquired from a person, disclose the cost of the asset to the issuer and the method 
used to determine this cost. Disclose for each person who has been involved in more 
than one related party transaction, their relationship with the issuer and which of the 
transactions they have been involved with.
6.3 - Principal risks facing the business
Disclose the risks facing the issuer's business that could result in a purchaser 
losing the value of the purchaser's investment. Only those risks that are highly 
significant to the business should be disclosed. The risks should be disclosed in 
order of most to least significant. 
In addition to disclosing the principal risks in this crowdfunding offering 
document, reporting issuers may incorporate by reference the risk disclosure in 
their continuous disclosure documents (for example, their annual information 
form or management discussion & analysis).
Instruction: Explain the risks of investing in the issuer for the purchaser in a 
meaningful way, avoiding overly general or "boilerplate" disclosure. Disclose 
both the risk and the factual basis for it. Risks can relate to the issuer's business, 
its industry, its clients, etc.
Litigation
Disclose any litigation or administrative action that has had or is likely to have a 
material effect on the issuer's business. Include information not only about 
present pending litigation or administrative actions, but also past concluded 
litigation or administrative actions, and potential future claims of which the 
issuer is aware.  Disclose the name of the court, agency or tribunal where the 
proceeding is pending, a description of the facts underlying the claim and the 
relief sought, or any information known to the issuer about pending litigation or 
administrative actions.
6.4 - Financial information 
If the issuer is a non-reporting issuer, include the following statement, in bold type: 
"The issuer's financial statements have not been provided to or reviewed 
by a securities regulatory authority or regulator."
Fiscal year end 
Month and Day: _______________________ 
See Schedule A Crowdfunding Offering Document - Financial Statement 
Requirements to determine which financial statements must be attached to this 
crowdfunding offering document. 
6.5 - Ongoing disclosure
Briefly describe how the issuer intends to communicate with purchasers.
Reporting issuer
If the issuer is a reporting issuer, state that the issuer is subject to reporting 
obligations under securities legislation and explain how a purchaser can access the 
issuer's continuous disclosure documents. 
Non-reporting issuer
If the issuer is a non-reporting issuer:
(a)	state that the issuer has limited disclosure obligations under securities 
legislation and that the issuer is required to provide only annual financial 
statements and annual disclosure regarding use of proceeds; 
(b)	state the nature and frequency of any other disclosure the issuer intends 
to provide to purchasers; 
(c)	explain how purchasers can access the disclosure documents referred to 
in paragraphs (a) and (b).
In New Brunswick, Nova Scotia and Ontario, a non-reporting issuer must make 
available to each holder of a security acquired under the crowdfunding prospectus 
exemption, within 10 days of their occurrence, a notice of each of the following 
events: 
(a)	a discontinuation of the issuer's business;
(b)	a change in the issuer's industry; 
(c)	a change of control of the issuer.
6.6 - Capital structure
Disclose the following information: 
(a)	the issuer's capital structure, including the terms and conditions of any 
other securities that are issued and outstanding as at the date of this 
crowdfunding offering document and the amount(s) that were paid for 
the securities; 
(b)	using the calculation outlined below, the percentage of the issuer's 
outstanding securities that the securities being distributed will represent 
on the closing of the distribution:
     A    	 = %
  A + B
A -	Number of securities being distributed under this distribution 
B -	Number of issued and outstanding securities as of the date of this 
crowdfunding offering document
Instruction: If the issuer has more than one class of outstanding securities, the 
calculation should be based only on the class of securities that is being 
distributed. If the securities being distributed are non-convertible debt 
securities, the calculation should be based on the face value of the debt 
securities;
(c)	the total number of securities reserved or subject to issuance under 
outstanding options, warrants or rights, the amount(s) that were paid for 
the securities, and the terms and conditions of those instruments.
6.7 - Connected issuers 
If the issuer is a connected issuer to a funding portal, include the disclosure 
required by Appendix C to National Instrument 33-105 Underwriting Conflicts 
(NI 33-105). 
Instruction: The definition of "connected issuer" is provided in NI 33-105. 
6.8 - Management compensation
Reporting issuer 
If the issuer is a reporting issuer, incorporate by reference the disclosure provided for 
purposes of item 3 of Form 51-102F6 Statement of Executive Compensation (Form 
51-102F6) and other information disclosed in the issuer's Form 51-102F6 as needed.   
Non-reporting issuer
If the issuer is a non-reporting issuer, provide the following information in the format 
set out below for each director and the three most highly compensated executive 
officers (or all executive officers if there are fewer than three):
Name of person and 
position at issuer

Total compensation paid to 
that person during the 12 
month period preceding 
commencement of this 
distribution

Total compensation expected 
to be paid to that person 
during the 12 month period 
following closing of this 
distribution


Cash ($)
Other 
Compensation
Cash ($)
Other 
Compensation




















Instruction: Describe any non-cash compensation and how it was valued.
6.9 - Mining issuer disclosure
If the issuer is a mining issuer, state that the issuer is subject to the requirements of 
National Instrument 43-101 Standards of Disclosure for Mineral Projects (NI 43-
101).
Instruction: Note that NI 43-101 applies to all issuers, including non-reporting 
issuers.
ITEM 7 - WHAT YOU NEED TO KNOW ABOUT THE FUNDING PORTAL 
State that the issuer is using the services of a funding portal to offer its securities and 
provide the contact information of the funding portal below:
Full legal name of the funding portal

Full website address of the funding portal

Business email address of the funding 
portal

Full legal name of the Chief Compliance 
Officer

Full legal name of the contact person


Business address


Business telephone number

Include the following statement:
"A purchaser can check if the funding portal is operated by a registered dealer 
at the following website: www.aretheyregistered.ca"
ITEM 8 - WHAT YOU NEED TO KNOW ABOUT YOUR RIGHTS
Reporting issuer
If the issuer is a reporting issuer, state that a purchaser has the following contractual 
rights in connection with the purchase of securities:
(a)	if the securities legislation of the jurisdiction in which the purchaser 
resides does not provide a comparable right, a right of action for 
damages or rescission if this crowdfunding offering document, or any 
document or video made available to a purchaser in addition to this 
crowdfunding offering document, contains a misrepresentation, and
(b)	if the securities legislation of the jurisdiction in which the purchaser 
resides does not provide a comparable right, a right to withdraw from an 
agreement to purchase securities distributed under this crowdfunding 
offering document by delivering a notice to the funding portal within 48 
hours after the date of subscription. 
Non-reporting issuer
If the issuer is a non-reporting issuer, state that a purchaser has the following 
contractual rights in connection with the purchase of securities:
(a)	a right of action for damages or rescission if this crowdfunding offering 
document, or any document or video made available to a purchaser in 
addition to this crowdfunding offering document, contains an untrue 
statement of a material fact, and
(b)	if the securities legislation of the jurisdiction in which the purchaser 
resides does not provide a comparable right, a right to withdraw from an 
agreement to purchase securities distributed under this crowdfunding 
offering document by delivering a notice to the funding portal within 48 
hours after the date of subscription.
Disclose how a purchaser can find more information about these rights and how to 
exercise them. The disclosure should include who a purchaser needs to contact, how a 
purchaser can contact that person and the deadline for a purchaser to do so in order to 
exercise their rights. The issuer may choose to include a link to the relevant portion of 
the funding portal's website.
ITEM 9 - OTHER RELEVANT INFORMATION
State any other facts that would likely be important to a purchaser purchasing 
securities under this crowdfunding offering document.
ITEM 10 - DOCUMENTS INCORPORATED BY REFERENCE IN THIS 
CROWDFUNDING OFFERING DOCUMENT
If the issuer is a reporting issuer, include the following disclosure and provide the 
required information in the table below:
Information has been incorporated by reference into this crowdfunding offering 
document from documents listed in the table below, which have been filed with 
the securities regulatory authorities or regulators in Canada. The documents 
incorporated by reference are available for viewing on the SEDAR website at 
www.sedar.com.
Documents listed in the table and information provided in those documents are 
not incorporated by reference to the extent that their contents are modified or 
superseded by a statement in this crowdfunding offering document or in any 
other subsequently filed document that is also incorporated by reference in this 
crowdfunding offering document.
Description of document (in the case of 
material change reports, provide a brief 
description of the nature of the material 
change)
Date of document




ITEM 11 - CERTIFICATE
11.1 - Insert the date of this crowdfunding offering document and the date it was 
made available to purchasers through the funding portal and include the following 
statement, in bold type: 
For reporting issuers:
"This crowdfunding offering document does not contain a 
misrepresentation. Purchasers of securities have a right of action in the 
case of a misrepresentation."
For non-reporting issuers:
"This crowdfunding offering document does not contain an untrue 
statement of a material fact. Purchasers of securities have a right of action 
in the case of an untrue statement of a material fact."
11.2 - For both reporting and non-reporting issuers, provide the signature, date of the 
signature, name and position of each individual certifying this crowdfunding offering 
document.
11.3 - If this crowdfunding offering document is signed electronically, include the 
following statement for each individual certifying the document, in bold type:
"I acknowledge that I am signing this crowdfunding offering document 
electronically and agree that this is the legal equivalent of my handwritten 
signature. I will not at any time in the future claim that my electronic 
signature is not legally binding."
Instruction: See Appendix A of Multilateral Instrument 45-108 Crowdfunding to 
determine who is required to certify this crowdfunding offering document.
 
Securities regulatory authorities and regulators of the participating 
jurisdictions:
Alberta
The Alberta Securities Commission
Suite 600, 250 - 5th Avenue SW 
Calgary, Alberta T2P 0R4
Telephone: 403-297-6454 
Fax: 403-297-6156
E-mail: inquiries@asc.ca
www.albertasecurities.com
Manitoba
The Manitoba Securities Commission
500 - 400 St Mary Avenue 
Winnipeg, Manitoba R3C 4K5
Telephone: 204-945-2548 
Toll free in Manitoba: 1-800-655-2548
Fax: 204-945-0330
E-mail: exemptions.msc@gov.mb.ca
www.msc.gov.mb.ca
New Brunswick
Financial and Consumer Services Commission
85 Charlotte Street, Suite 300
Saint John, New Brunswick E2L 2J2
Toll free: 1-866-933-2222
Fax: 506-658-3059
E-mail: info@fcnb.ca
www.fcnb.ca
Nova Scotia
Nova Scotia Securities Commission 
Suite 400, 5251 Duke Street 
Halifax, Nova Scotia B3J 1P3 
Telephone: 902-424-7768
Toll free in Nova Scotia: 1-855-424-2499
Fax: 902-424-4625
E-mail: nssc.crowdfunding@novascotia.ca
www.nssc.gov.ns.ca
Ontario
Ontario Securities Commission
20 Queen Street West, 22nd Floor
Toronto, Ontario M5H 3S8
Telephone: 416-593-8314
Toll-free (North America): 1-877-785-1555
Fax: 416-593-8122 
E-mail: inquiries@osc.gov.on.ca
www.osc.gov.on.ca
Qu‚bec
Autorit‚ des march‚s financiers
Direction du financement des soci‚t‚s
800, rue du Square-Victoria, 22nd floor
P.O. Box 246, tour de la Bourse
Montr‚al, Qu‚bec H4Z 1G3
Telephone: 514-395-0337 
Toll free in Qu‚bec: 1-877-525-0337 
Fax: 514-873-3090
E-mail: financement-participatif@lautorite.qc.ca
www.lautorite.qc.ca
Schedule A
Crowdfunding Offering Document 
Financial Statement Requirements
1.	In this schedule
"Canadian Financial Statement Review Standards" means standards for the review of 
financial statements by a public accountant determined with reference to the 
Handbook;
"SEC issuer" means an SEC issuer as defined in National Instrument 52-107 
Acceptable Accounting Principles and Auditing Standards;
"U.S. AICPA Financial Statement Review Standards" means the standards of the 
American Institute of Certified Public Accountants for a review of financial 
statements by a public accountant, as amended from time to time.
Reporting issuer
2.	If the issuer is a reporting issuer, attach as an appendix to this crowdfunding 
offering document
(a)	the most recent annual financial statements the issuer has filed with the 
securities regulatory authority or regulator, and
(b)	the most recent interim financial report the issuer has filed with the 
securities regulatory authority or regulator for an interim period that is 
subsequent to the financial year covered by the annual financial 
statements referred to in paragraph (a).
Non-reporting issuer
3.	If the issuer is not a reporting issuer
(a)	Attach as an appendix to this crowdfunding offering document the 
financial statements listed in paragraphs 4.1(1)(a), (b), (c) and (e) 
[Comparative annual financial statements and audit] of National 
Instrument 51-102 Continuous Disclosure Obligations. 
(b)	Despite paragraph (a), if the issuer has not completed a financial year, 
attach as an appendix to this crowdfunding offering document financial 
statements that include 
(i)	a statement of comprehensive income, a statement of changes in 
equity, and a statement of cash flows for the period from the date 
of the formation of the issuer to a date not more than 90 days 
before the date of this crowdfunding offering document, 
(ii)	a statement of financial position as at the end of the period 
referred to in subparagraph (i), and
(iii)	notes to the financial statements.
(c)	The financial statements referred to in paragraphs (a) and (b), and any 
other financial statements that are attached as an appendix to this 
crowdfunding offering document, must
(i)	be approved by management and be accompanied by
A.	a review report or auditor's report if the amount raised by 
the issuer under one or more prospectus exemptions from 
the date of the formation of the issuer until 90 days before 
the date of this crowdfunding offering document, is $250 
000 or more but is less than $750 000, or
B.	an auditor's report if the amount raised by the issuer under 
one or more prospectus exemptions from the date of the 
formation of the issuer until 90 days before the date of this 
crowdfunding offering document, is $750 000 or more, 
(ii)	comply with paragraph 3.2(1)(a) [Acceptable accounting 
principles - general requirements], subparagraph 3.2(1)(b)(i) 
[Acceptable accounting principles - general requirements], and 
subsection 3.2(5) [Acceptable accounting principles - general 
requirements] of National Instrument 52-107 Acceptable 
Accounting Principles and Auditing Standards, and
(iii)	comply with section 3.5 [Presentation and functional currencies] 
of National Instrument 52-107 Acceptable Accounting Principles 
and Auditing Standards. 
(d)	If the financial statements referred to paragraphs (a) and (b), or any other 
financial statements that are attached as an appendix to this 
crowdfunding offering document, are accompanied by a review report, 
the financial statements must be reviewed in accordance with Canadian 
Financial Statement Review Standards and the review report must
(i)	not include a reservation or modification,
(ii)	identify the financial periods that were subject to review,  
(iii)	be in the form specified by Canadian Financial Statement Review 
Standards, and
(iv)	refer to IFRS as the applicable financial reporting framework.
(e)	If the financial statements referred to in paragraphs (a) and (b), or any 
other financial statements that are attached as an appendix to this 
crowdfunding offering document, are accompanied by an auditor's 
report, the auditor's report must be
(i)	prepared in accordance with section 3.3 [Acceptable auditing 
standards - general requirements] of National Instrument 52-107 
Acceptable Accounting Principles and Auditing Standards, and 
(ii)	signed by an auditor that complies with section 3.4 [Acceptable 
auditors] of National Instrument 52-107 Acceptable Accounting 
Principles and Auditing Standards.
(f)	If the financial statements referred to in paragraphs (a) and (b), or any 
other financial statements that are attached as an appendix to this 
crowdfunding offering document, are those of an SEC issuer, 
(i)	the statements may be prepared in accordance with section 3.7 
[Acceptable accounting principles for SEC issuers] of National 
Instrument 52-107 Acceptable Accounting Principles and 
Auditing Standards,
(ii)	the financial statements may be reviewed in accordance with U.S. 
AICPA Financial Statement Review Standards and accompanied 
by a review report prepared in accordance with U.S. AICPA 
Financial Statement Review Standards that
A.	does not include a modification or exception,
B.	identifies the financial periods that were subject to review, 
C.	identifies the review standards used to conduct the review 
and the accounting principles used to prepare the financial 
statements, and
D.	refers to IFRS as the applicable financial reporting 
framework if the financial statements comply with 
paragraph 3.2(1)(a) [Acceptable accounting principles - 
general requirements] of National Instrument 52-107 
Acceptable Accounting Principles and Auditing Standards, 
and
(iii)	the financial statements may be audited in accordance with 
section 3.8 [Acceptable auditing standards for SEC issuers] of 
National Instrument 52-107 Acceptable Accounting Principles 
and Auditing Standards.
(g)	If the financial statements referred to in paragraph (f) are accompanied 
by a review report and the statements have been reviewed in accordance 
with Canadian Financial Statement Review Standards, the review report 
must be in compliance with subparagraphs 3(d)(i) to (iii) and must
(i)	refer to IFRS as the applicable financial reporting framework if 
the financial statements comply with paragraph 3.2(1)(a) 
[Acceptable accounting principles - general requirements] of 
National Instrument 52-107 Acceptable Accounting Principles 
and Auditing Standards, or
(ii)	refer to U.S. GAAP as the applicable financial reporting 
framework if the financial statements comply with  section 3.7 
[Acceptable accounting principles for SEC issuers] of National 
Instrument 52-107 Acceptable Accounting Principles and 
Auditing Standards.
(h)	For the purpose of paragraph (d) and subparagraph (f)(ii), the review 
report must be prepared and signed by a person or company authorized 
to sign a review report under the laws of a jurisdiction of Canada or a 
foreign jurisdiction, and that meets the professional standards of that 
jurisdiction.
(i)	If any of the financial statements referred to in paragraphs (a) and (b), or 
any other financial statements that are attached as an appendix to this 
crowdfunding offering document, are not accompanied by an auditor's 
report or a review report prepared by a public accountant, the statements 
must include the following statement: "These financial statements were 
not audited or subject to a review by a public accountant as permitted by 
securities legislation where an issuer has not raised more than a pre-
defined amount under prospectus exemptions."
Instructions related to financial statement requirements and the disclosure of other 
financial information
What constitutes an issuer's first financial year - The first financial year of an issuer 
commences on the date of its incorporation or organization and ends at the close of 
that financial year.
What would be presented in an issuer's financial statements if the issuer has not 
completed a financial year - The financial statements would include the financial 
statements listed in paragraphs 4.1(1)(a), (b), (c) and (e) [Comparative annual 
financial statements and audit] of National Instrument 51-102 Continuous Disclosure 
Obligations for the period from the date of the formation of the issuer to a date not 
more than 90 days before the date of this crowdfunding offering document. The 
financial statements would not include a comparative period. 
What financial years need to be audited or reviewed - If an issuer is required to have 
an auditor's report or review report accompany its financial statements in 
accordance with subparagraph 3(c)(i) of this schedule, the financial statements for 
the most recent period and the comparative period, if any, are both required to be 
audited or are both required to be reviewed.
Statement required in annual financial statements that have not been audited or 
reviewed - Paragraph 3(i) of this schedule requires that if an issuer's annual 
financial statements are not accompanied by an auditor's report or a review report 
prepared by a public accountant, the financial statements must include a statement 
that discloses that fact. Consistent with the requirements set out in subparagraph 
3(c)(i) of this schedule, an issuer's annual financial statements are not required to be 
audited or reviewed by a public accountant if the issuer has raised less than $250,000 
under one or more prospectus exemptions from the date of the formation of the issuer 
until  90 days before the date of this crowdfunding offering document.
What financial reporting framework is identified in the financial statements, and 
any accompanying auditor's report or review report - If an issuer's financial 
statements are prepared in accordance with Canadian GAAP for publicly 
accountable enterprises and include an unreserved statement of compliance with 
IFRS, the auditor's report or review report must refer to IFRS as the applicable 
financial reporting framework. 
There are two options for referring to the financial reporting framework in the 
applicable financial statements and accompanying auditor's report or review report:
(a)	refer only to IFRS in the notes to the financial statements and in the 
auditor's report or review report, or
(b)	refer to both IFRS and Canadian GAAP in the notes to the financial 
statements and in the auditor's report or review report.
Non-GAAP financial measures - An issuer that intends to disclose non-GAAP 
financial measures in its crowdfunding offering document should refer to CSA 
guidance for a discussion of staff expectations concerning the use of these measures. 
FORM 45-108F2
RISK ACKNOWLEDGEMENT
Instructions: This form must be completed by the purchaser before the purchaser 
enters into an agreement to purchase securities under the exemption in Multilateral 
Instrument 45-108 Crowdfunding. 
Issuer name:	i.e., ABC Company 
Type of security offered: i.e., common share
 
WARNING!
BUYER BEWARE: This investment is risky.
Don't invest unless you can afford to lose all the money you pay for this 
investment.




Yes
No
1. Risk acknowledgement
Risk of loss - Do you understand that this is a risky 
investment and that you may lose all the money you pay for 
this investment?
0
0
Liquidity risk - Do you understand that you may never be 
able to sell this investment?
0
0
Lack of information - Do you understand that you may 
receive little ongoing information about the issuer and/or this 
investment?
0
0
No income - Do you understand that you may not earn any 
income, such as dividends or interest, on this investment?  
0
0
2. No approval and no advice 
No approval - Do you understand that this investment has 
not been reviewed or approved in any way by a securities 
regulatory authority? 
0
0
No advice - Do you understand that you will not receive 
advice about whether this investment is suitable for you to 
purchase?  [Instructions: Delete if the funding portal is 
operated by a registered investment dealer or exempt market 
dealer.]
0
0
3. Limited legal rights
Limited legal rights - Do you understand that you will not 
have the same rights as if you purchased under a prospectus 
or through a stock exchange?
If you want to know more, you may need to seek professional 
legal advice.
0
0
4. Purchaser's understanding of this investment 
Investment risks - Have you read this form and do you 
understand the risks of making this investment?
0
0
Offering document - Before you invest, you should read the 
offering document carefully. The offering document contains 
important information about this investment. If you have not 
read the offering document or if you do not understand the 
information in it, you should not invest.
Have you read and do you understand the information in the 
offering document?
0
0
5. Purchaser's acknowledgement
First and last name: 
Date:
Electronic signature: By clicking the 'I confirm' button, I acknowledge that I am 
signing this form electronically and agree that this is the legal equivalent of my 
handwritten signature. I will not at any time in the future claim that my electronic 
signature is not legally binding.  The date of my electronic signature is the same as 
my acknowledgement.
6. Additional information
*	You have 48 hours to cancel your purchase from the date of the agreement 
to purchase the security and any amendment to the crowdfunding offering 
document of the issuer, by sending a notice to the funding portal at: 
[Instructions: Provide an email address or a fax number where purchasers can 
send their notice. Describe any other way purchasers can cancel their 
purchase.]
*	To check if the funding portal is operated by a registered dealer, go to 
www.aretheyregistered.ca  
*	If you want more information about your local securities regulatory 
authority, go to www.securities-administrators.ca
FORM 45-108F3
CONFIRMATION OF INVESTMENT LIMITS

Instructions: This form must be completed by the purchaser before the purchaser 
enters into an agreement to purchase securities under the exemption in Multilateral 
Instrument 45-108 Crowdfunding (the crowdfunding exemption) in Alberta and 
Ontario.
How you qualify to buy securities under the crowdfunding exemption: 
Checkmark the statement under A, B or C that applies to you.  You may checkmark 
more than one statement. If you qualify under B or C, complete the confirmation of 
investment limits in the relevant section.
A. Permitted Client
You are a permitted client because:
?	You are an individual who beneficially owns financial assets, as defined in 
section 1.1 of National Instrument 45-106 Prospectus Exemptions, having 
an aggregate realizable value that, before taxes but net of any related 
liabilities, exceeds $5 million.
?	Other - you are a person or company that otherwise falls within the 
definition of a permitted client in section 1.1 of Part 1 in National 
Instrument 31-103 Registration Requirements, Exemptions and Ongoing 
Registrant Obligations. Please specify the relevant category: ____.

B. Accredited Investor
You are an accredited investor because (check all that apply):
?	Your net income before taxes was more than $200,000 in each of the 2 most 
recent calendar years and you expect it to be more than $200,000 in this 
calendar year. (You can find your net income before taxes on your personal 
income tax return.)
?	Your net income before taxes combined with your spouse's was more than 
$300,000 in each of the 2 most recent calendar years and you expect your 
combined net income before taxes to be more than $300,000 in the current 
calendar year.
?	Either alone or with your spouse, you own more than $1 million in cash and 
securities, after subtracting any debt related to the cash and securities.
?	Either alone or with your spouse, you have net assets worth more than $5 
million. (Your net assets are your total assets (including real estate) minus 
your total debt.)
?	Other - you are a person or company that otherwise falls within the 
definition of an accredited investor as defined in section 1.1 of National 
Instrument 45-106 Prospectus Exemptions and, in Ontario, in subsection 
73.3(1) of the Securities Act, R.S.O. 1990 c. S.5. Please specify the relevant 
category: ____.
Confirmation (if you are an accredited investor but not a permitted client)
?	I confirm that, after taking into account my investment of $__________ 
today in this issuer:
-- 	I have not invested more than $25,000 in a single crowdfunding 
investment, and
--	I have not invested more than $50,000 in all of the crowdfunding 
investments I have made in this calendar year.


C. Retail Investor
You are a retail investor if none of the statements in the previous two sections apply 
to you.
Confirmation (if you are a retail investor)

?	I confirm that, after taking into account my investment of $__________ 
today in this issuer:
--	I have not invested more than $2,500 in a single crowdfunding 
investment, and
-- 	I have not invested more than $10,000 in all of the crowdfunding 
investments I have made in this calendar year.

Purchaser acknowledgement
First and last name: 
Date:
Electronic signature: By clicking the 'I confirm' button, I acknowledge that I am 
signing this form electronically and agree that this is the legal equivalent of my 
handwritten signature. I will not at any time in the future claim that my electronic 
signature is not legally binding.  The date of my electronic signature is the same as 
my acknowledgement.

Funding portal information
This section must only be completed if an investor has received advice about this 
investment from a funding portal registered in the category of an investment dealer or 
an exempt market dealer.
First and last name of registered individual:
Telephone:
Email:
Name of firm:
Registration Category:
FORM 45-108F5
PERSONAL INFORMATION FORM AND 
AUTHORIZATION TO COLLECT, USE AND DISCLOSE PERSONAL 
INFORMATION
Instructions: This Personal Information Form and Authorization to Collect, Use and 
Disclose Personal Information (the "Form") is to be completed by every director, 
executive officer, and promoter of an eligible crowdfunding issuer relying on the 
crowdfunding prospectus exemption as set out in Multilateral Instrument 45-108 
Crowdfunding.
All Questions 	All questions must have a response.  The response of "N/A" 
or "Not Applicable" will not be accepted for any questions, 
except Questions 1(B), 2(iii) and (v) and 5.
Questions 6 to 10	Please place a checkmark (V) in the appropriate space 
provided.  If your answer to any of questions 6 to 10 is 
"YES", you must, in an attachment, provide complete details, 
including the circumstances, relevant dates, names of the 
parties involved and final disposition, if known.  Any 
attachment must be initialled by the person completing 
this Form.  Responses must consider all time periods.
If you have received a pardon or record suspension under the 
Criminal Records Act (Canada) for an Offence that relates to 
fraud (including any type of fraudulent activity), 
misappropriation of money or other property, theft, forgery, 
falsification of books or documents or similar Offences, you 
must disclose the Offence(s) for which you received a pardon 
or record suspension in this Form.  In such circumstances: 
(a)	the appropriate written response would be "Yes, pardon 
or record suspension granted on (date)"; and
(b) 	you must provide complete details in an attachment to 
this Form.
DEFINITIONS
"Offence" An offence includes:
(a)	a summary conviction or indictable offence under the Criminal Code (Canada);
(b)	a quasi-criminal offence (for example under the Income Tax Act (Canada), the 
Immigration and Refugee Protection Act (Canada) or the tax, immigration, 
drugs, firearms, money laundering or securities legislation of any Canadian or 
foreign jurisdiction); 
(c)	a misdemeanour or felony under the criminal legislation of the United States of 
America, or any state or territory therein; or 
(d)	an offence under the criminal legislation of any other foreign jurisdiction;
"Proceedings" means:
(a)	a civil or criminal proceeding or inquiry which is currently before a court;
(b)	a proceeding before an arbitrator or umpire or a person or group of persons 
authorized by law to make an inquiry and take evidence under oath in the 
matter;
(c)	a proceeding before a tribunal in the exercise of a statutory power of decision 
making where the tribunal is required by law to hold or afford the parties to the 
proceeding an opportunity for a hearing before making a decision; or
(d)	a proceeding before a self-regulatory entity authorized by law to regulate the 
operations and the standards of practice and business conduct of its members 
(including where applicable, issuers listed on a stock exchange) and individuals 
associated with those members and issuers, in which the self-regulatory entity 
is required under its by-laws, rules or policies to hold or afford the parties the 
opportunity to be heard before making a decision, but does not apply to a 
proceeding in which one or more persons are required to make an investigation 
and to make a report, with or without recommendations, if the report is for the 
information or advice of the person to whom it is made and does not in any 
way bind or limit that person in any decision the person may have the power to 
make;
"securities regulatory authority" or "SRA" means a body created by statute in any 
Canadian or foreign jurisdiction to administer securities law, regulation and policy 
(e.g. securities commission), but does not include an exchange or other self-regulatory 
entity;
"self-regulatory entity" or "SRE" means: 
(a)	a stock, derivatives, commodities, futures or options exchange; 
(b) 	an association of investment, securities, mutual fund, commodities, or future 
dealers; 
(c) 	an association of investment counsel or portfolio managers; 
(d) 	an association of other professionals (e.g. legal, accounting, engineering); and 
(e) 	any other group, institution or self-regulatory organization, recognized by a 
securities regulatory authority, that is responsible for the enforcement of rules, 
policies, disciplines or codes under any applicable legislation, or considered an 
SRE in another country.

1. 
Identification of individual completing form
A.
Last name(s):
First name(s):
Full middle name(s) (No 
initials.  If none, please 
state):


Name(s) most commonly known by:

Name of issuer:

Present or proposed 
position(s) with the 
issuer (check (?) all 
positions below that 
are applicable)
(?)
If director / executive 
officer disclose the date 
elected / appointed
If executive 
officer - provide 
title
If other - provide 
details



MM
DD
YY


Director






Executive Officer






Promoter 





B.
Other than the name given in Question 1A 
above, provide any legal names, assumed 
names or nicknames under which you have 
carried on business or have otherwise been 
known, including information regarding any 
name change(s) resulting from marriage, 
divorce, court order or any other process.  Use 
an attachment if necessary.
From
To


MM
YY
MM
YY












C.
Gender
Date of birth
Place of birth

Male
0
MM
DD
YY
City
Province/State
Country

Female
0






D.
Marital Status:
Full name of spouse 
(include common law):
Occupation of spouse:




E.
Telephone and Facsimile Numbers and Email Address

Residential/ Cellular: (             )
Facsimile: (             )

Business: (             )
E-mail*:

*Provide an email address that the funding portal may use to contact you 
regarding this form.  Where the securities regulatory authority or regulator (as 
defined in section1.1 of National Instrument 14-101 Definitions) has requested 
the funding portal to provide it with this form, the securities regulator authority 
or regulator may also use the email address to contact you.   This email address 
may be used to exchange personal information relating to you

F.
Residential history

Provide all residential addresses for the past 10 YEARS starting with your 
current principal residential address.  If you are unable to recall the complete 
residential address for a period, which is beyond 5 years from the date of 
completion of this Form, the municipality and province or state and country 
must be identified.  The funding portal reserves the right to require the full 
address.

Street address, city, province/state, 
country & postal/zip code
From
To


MM
YY
MM
YY


















Yes
No
2. 
Citizenship 

(i)	Are you a Canadian citizen?
0
0

(ii) 	Are you a person lawfully in Canada as an 
immigrant but are not yet a Canadian citizen?
0
0

(iii)	If "Yes" to Question 2(ii), the number of years of continuous residence 
in Canada:

(iv)	Do you hold citizenship in any country other than 
Canada?
0
0

(v)	If "Yes" to Question 2(iv), the name of the country(ies):


3. 
Employment history 
Provide your complete employment history for the 5 YEARS immediately prior to 
the date of this Form starting with your current employment.  Use an attachment if 
necessary.  If you were unemployed during this period of time, state this and 
identify the period of unemployment.
Employer 
name
Employer 
address
Position held
From
To



MM
YY
MM
YY
























Yes
No
4.
Involvement with issuers


A.
Are you or have you during the last 10 years ever been a 
director, officer, promoter, insider or control person for any 
issuer?


0
0
B.
If "YES" to 4A above, provide the names of each issuer.  State the 
position(s) held and the period(s) during which you held the position(s).  Use 
an attachment if necessary.

Name of 
issuer
Position(s) 
held
Market 
traded on
From
To




MM
YY
MM
YY
























C.
While you were a director, officer or insider of an issuer, 
did any exchange or other self-regulatory entity ever refuse 
approval for listing or quotation of the issuer, including (i) 
a listing resulting from a business combination, reverse 
takeover or similar transaction involving the issuer that is 
regulated by an SRE or SRA, (ii) a backdoor listing or 
qualifying acquisition involving the issuer (as those terms 
are defined in the TSX Company Manual as amended from 
time to time) or (iii) a qualifying transaction, reverse 
takeover or change of business involving the issuer (as 
those terms are defined in the TSX Venture Corporate 
Finance Manual as amended from time to time)?  If yes, 
attach full particulars.
Yes
No


0
0

5.
Educational history
A.
Professional designation(s) 

Identify any professional designation held and professional associations to 
which you belong, for example, Barrister & Solicitor, C.P.A., C.A., C.M.A., 
C.G.A., P.Eng., P.Geol., CFA, etc. and indicate which organization and the 
date the designations were granted.

Professional 
Designation
and
Membership 
Number
Grantor of designation
and 
Canadian or Foreign 
Jurisdiction
Date granted



MM
YY
















Describe the current status of any designation and/or association (e.g. active, 
retired, non-practicing, suspended).

B.
Provide your post-secondary educational history starting with the most 
recent. 

School
Location
Degree or 
diploma
Date obtained




MM
DD
YY





















 
Yes
No
6.
Offences 


If you answer "YES" to any item in Question 6, you must provide complete details 
in an attachment.  If you have received a pardon or record suspension under the 
Criminal Records Act (Canada) for an Offence that relates to fraud (including 
any type of fraudulent activity), misappropriation of money or other property, 
theft, forgery, falsification of books or documents or similar Offences, you must 
disclose the Offence(s) for which you received a pardon or record suspension in 
this Form.  
A.
Have you ever, in any Canadian or foreign jurisdiction, 
pled guilty to or been found guilty of an Offence? 
0
0
B.
Are you the subject of any current charge, indictment or 
proceeding for an Offence, in any Canadian or foreign 
jurisdiction? 
0
0
C.
To the best of your knowledge, are you currently or have 
you ever been a director, officer, promoter, insider, or 
control person of an issuer, in any Canadian or foreign 
jurisdiction, at the time of events that resulted in the 
issuer:



(i)	pleading guilty to or being found guilty of an 
Offence?

0
0

(ii)	now being the subject of any charge, indictment or 
proceeding for an alleged Offence?
0
0

Yes
No
7.
Bankruptcy 


If you answer "YES" to any item in Question 7, you must provide complete details 
in an attachment and attach a copy of any discharge, release or other applicable 
document.  You must answer "YES" or "NO" for EACH of (A), (B) and (C) below.
A.
Have you, in any Canadian or foreign jurisdiction, within 
the past 10 years had a petition in bankruptcy issued 
against you, made a voluntary assignment in bankruptcy, 
made a proposal under any bankruptcy or insolvency 
legislation, been subject to any proceeding, arrangement 
or compromise with creditors, or had a receiver, receiver-
manager or trustee appointed to manage your assets? 
0
0
B.
Are you now an undischarged bankrupt?
0
0
C.

To the best of your knowledge, are you currently or have 
you ever been a director, officer, promoter, insider, or 
control person of an issuer, in any Canadian or foreign 
jurisdiction, at the time of events, or for a period of 12 
months preceding the time of events, where the issuer: 



(i)	has made a petition in bankruptcy, a voluntary 
assignment in bankruptcy, a proposal under any 
bankruptcy or insolvency legislation, been 
subject to any proceeding, arrangement or 
compromise with creditors or had a receiver, 
receiver-manager or trustee appointed to manage 
the issuer's assets?

0
0

(ii)	is now an undischarged bankrupt?

0
0

Yes
No
8.
Proceedings
If you answer "YES" to any item in Question 8, you must provide complete details in 
an attachment.
A.
Current proceedings by securities regulatory authority or self regulatory 
entity. 
Are you now, in any Canadian or foreign jurisdiction, the subject of:

(i)	a notice of hearing or similar notice issued by an 
SRA or SRE?
0
0

(ii)	a proceeding of or, to your knowledge, an 
investigation by, an SRA or SRE?
0
0

(iii)	settlement discussions or negotiations for 
settlement of any nature or kind whatsoever with an 
SRA or SRE?
0
0
B.
Prior proceedings by securities regulatory authority or self regulatory entity.  
Have you ever: 

(i)	been reprimanded, suspended, fined, been the 
subject of an administrative penalty, or been the 
subject of any proceedings of any kind 
whatsoever, in any Canadian or foreign 
jurisdiction, by an SRA or SRE?
0
0

(ii)	had a registration or licence for the trading of 
securities, exchange or commodity futures 
contracts, real estate, insurance or mutual fund 
products cancelled, refused, restricted or 
suspended by an SRA or SRE?  
0
0

(iii)	been prohibited or disqualified by an SRA or 
SRE under securities, corporate or any other 
legislation from acting as a director or officer of 
a reporting issuer or been prohibited or restricted 
by an SRA or SRE from acting as a director, 
officer or employee of, or an agent or consultant 
to, a reporting issuer?
0
0

(iv)	had a cease trading or similar order issued 
against you or an order issued against you by an 
SRA or SRE that denied you the right to use any 
statutory prospectus or registration exemption?
0
0

(v)	had any other proceeding of any kind taken 
against you by an SRA or SRE?
0
0
C.
Settlement agreement(s)

Have you ever entered into a settlement agreement with 
an SRA, SRE, attorney general or comparable official or 
body, in any Canadian or foreign jurisdiction, in a matter 
that involved actual or alleged fraud, theft, deceit, 
misrepresentation, conspiracy, breach of trust, breach of 
fiduciary duty, insider trading, unregistered trading in 
securities or exchange or commodity futures contracts, 
illegal distributions, failure to disclose material facts or 
changes or similar conduct, or any other settlement 
agreement with respect to any other violation of securities 
legislation in a Canadian or foreign jurisdiction or the 
rules, by-laws or policies of any SRE?
0
0
D.
To the best of your knowledge, are you now or have you ever been a director, 
officer, promoter, insider, or control person of an issuer at the time of such 
event, in any Canadian or foreign jurisdiction, for which a securities 
regulatory authority or self-regulatory entity has:

(i)	refused, restricted, suspended or cancelled the 
registration or licensing of an issuer to trade 
securities, exchange or commodity futures 
contracts, or to sell or trade real estate, insurance 
or mutual fund products?
0
0

(ii)	issued a cease trade or similar order or imposed 
an administrative penalty of any nature or kind 
whatsoever against the issuer, other than an 
order for failure to file financial statements that 
was revoked within 30 days of its issuance?  
0
0

(iii)	refused a receipt for a prospectus or other 
offering document, denied any application for 
listing or quotation or any other similar 
application, or issued an order that denied the 
issuer the right to use any statutory prospectus or 
registration exemptions?
0
0

(iv)	issued a notice of hearing, notice as to a 
proceeding or similar notice against the issuer?
0
0

(v)	commenced any other proceeding of any kind 
against the issuer, including a trading halt, 
suspension or delisting of the issuer, in 
connection with an alleged or actual 
contravention of an SRA's or SRE's rules, 
regulations, policies or other requirements, but 
excluding halts imposed (i) in the normal course 
for proper dissemination of information, or (ii) 
pursuant to a business combination, reverse 
takeover or similar transaction involving the 
issuer that is regulated by an SRE or SRA, 
including a qualifying transaction, reverse 
takeover or change of business involving the 
issuer (as those terms are defined in the TSX 
Venture Corporate Finance Manual as amended 
from time to time)?
0
0

(vi)	entered into a settlement agreement with the 
issuer in a matter that involved actual or alleged 
fraud, theft, deceit, misrepresentation, 
conspiracy, breach of trust, breach of fiduciary 
duty, insider trading, unregistered trading in 
securities or exchange or commodity futures 
contracts, illegal distributions, failure to disclose 
material facts or changes or similar conduct by 
the issuer, or any other violation of securities 
legislation or the rules, by-laws or policies of an 
SRE?
0
0

Yes
No
9.
Civil proceedings 
If you answer "YES" to any item in Question 9, you must provide complete details in 
an attachment.
A.
Judgment, garnishment and injunctions
Has a court in any Canadian or foreign jurisdiction:

(i)	rendered a judgment, ordered garnishment or 
issued an injunction or similar ban (whether by 
consent or otherwise) against you in a claim based 
in whole or in part on fraud, theft, deceit, 
misrepresentation, conspiracy, breach of trust, 
breach of fiduciary duty, insider trading, 
unregistered trading, illegal distributions, failure to 
disclose material facts or changes, or allegations of 
similar conduct?
0
0

(ii)	rendered a judgment, ordered garnishment or 
issued an injunction or similar ban (whether by 
consent or otherwise) against an issuer, of which 
you are currently or have ever been a director, 
officer, promoter, insider or control person in a 
claim based in whole or in part on fraud, theft, 
deceit, misrepresentation, conspiracy, breach of 
trust, breach of fiduciary duty, insider trading, 
unregistered trading, illegal distributions, failure to 
disclose material facts or changes, or allegations of 
similar conduct?
0
0
B.
Current claims

(i)	Are you now subject, in any Canadian or foreign 
jurisdiction, to a claim that is based in whole or in 
part on actual or alleged fraud, theft, deceit, 
misrepresentation, conspiracy, breach of trust, 
breach of fiduciary duty, insider trading, 
unregistered trading, illegal distributions, failure to 
disclose material facts or changes, or allegations of 
similar conduct?
0
0

(ii)	To the best of your knowledge, are you currently or 
have you ever been a director, officer, promoter, 
insider or control person of an issuer that is now 
subject, in any Canadian or foreign jurisdiction, to 
a claim that is based in whole or in part on actual or 
alleged fraud, theft, deceit, misrepresentation, 
conspiracy, breach of trust, breach of fiduciary 
duty, insider trading, unregistered trading, illegal 
distributions, failure to disclose material facts or 
changes, or allegations of similar conduct?
0
0
C.
Settlement agreement


(i)	Have you ever entered into a settlement agreement, 
in any Canadian or foreign jurisdiction, in a civil 
action that involved actual or alleged fraud, theft, 
deceit, misrepresentation, conspiracy, breach of 
trust, breach of fiduciary duty, insider trading, 
unregistered trading, illegal distributions, failure to 
disclose material facts or changes, or allegations of 
similar conduct?
0
0

(ii)	To the best of your knowledge, are you currently or 
have you ever been a director, officer, promoter, 
insider or control person of an issuer that has 
entered into a settlement agreement, in any 
Canadian or foreign jurisdiction, in a civil action 
that involved actual or alleged fraud, theft, deceit, 
misrepresentation, conspiracy, breach of trust, 
breach of fiduciary duty, insider trading, 
unregistered trading, illegal distributions, failure to 
disclose material facts or changes, or allegations of 
similar conduct?
0
0

Yes
No
10.
Involvement with other entities  
A.
Has your employment in a sales, investment or advisory 
capacity with any employer engaged in the sale of real 
estate, insurance or mutual funds ever been suspended or 
terminated for cause?  If yes, attach full particulars.
0
0
B.
Has your employment with a firm or company registered 
under the securities laws of any Canadian or foreign 
jurisdiction as a securities dealer, broker, investment 
advisor or underwriter, ever been suspended or terminated 
for cause?  If yes, attach full particulars.
0
0
C.
Has your employment as an officer of an issuer ever been 
suspended or terminated for cause?  If yes, attach full 
particulars.
0
0


 
CERTIFICATE AND CONSENT

I, 


hereby certify that:

(Please Print - Name of Individual)

(a)	I have read and understand the questions, cautions, acknowledgement and 
consent in the personal information form to which this certificate and consent 
is attached or of which this certificate and consent forms a part (the "Form"), 
and the answers I have given to the questions in the Form and in any 
attachments to it are correct, except where stated to be answered to the best of 
my knowledge, in which case I believe the answers to be correct; 
(b)	I have been provided with and have read and understand the Personal 
Information Collection Policy (the "Personal Information Collection 
Policy") attached hereto as Schedule 1;    
(c)	I consent to the collection, use and disclosure by the funding portal of the 
information in the Form and to the collection, use and disclosure by the 
funding portal of further personal information in accordance with the Personal 
Information Collection Policy;  
(d)	I understand that the funding portal may use a third party to conduct the 
criminal record and background checks and I consent to the use and disclosure 
by the funding portal to the third party of the information in the Form and to 
the collection, use and disclosure by the third party of the information in the 
Form and of further personal information in order to provide these services to 
the funding portal;
(e) 	I am aware that I am providing the Form to a funding portal, who upon 
request, will provide the Form and all further personal information in 
accordance with the Personal Information Collection Policy to the securities 
regulatory authorities or regulators (as defined in section 1.1 of National 
Instrument 14-101 Definitions) and consent to such disclosure to, and the 
collection, use and disclosure by, the securities regulatory authorities or 
regulators and I understand that I am under the jurisdiction of the securities 
regulatory authorities and the regulators to which this Form may be provided, 
and that it is a breach of securities legislation to provide false or misleading 
information to the securities regulatory authorities and the regulators.



Date 

Signature of Person Completing this Form




SCHEDULE 1
PERSONAL INFORMATION COLLECTION POLICY

The funding portal collects, uses and discloses personal information from every 
director, executive officer, and promoter of an issuer relying on the crowdfunding 
prospectus exemption for the purpose of complying with its obligations under 
Multilateral Instrument 45-108 Crowdfunding ("MI 45-108"), including conducting 
criminal record and background checks; verifying the information provided in the 
Personal Information Form and Authorization to Collect, Use and Disclose Personal 
Information (the "Personal Information Form"); reviewing the crowdfunding 
offering document and other materials for incorrect, incomplete and misleading 
information; identifying whether the issuer or any of its directors, executive officers, 
or promoters has been convicted of an offence related to or has entered into a 
settlement agreement in a matter that involved fraud or securities law violations; and 
making a good faith determination as to whether (i) the business of the issuer may not 
be conducted with integrity; (ii) the issuer is not complying with one or more of its 
obligations under MI 45-108; and (iii) the crowdfunding offering document and other 
materials contain a statement or information that constitutes a misrepresentation or an 
untrue statement of a material fact.  
You understand that by signing the certificate and consent in the Personal Information 
Form, you are consenting to the funding portal collecting and using your personal 
information in the Personal Information Form, as well as any other information that 
may be necessary for the purposes described above (the "Information").  
You also understand and agree that the Information the funding portal collects about 
you may also be disclosed, as permitted by law, where its use and disclosure is for the 
purposes described above.  The funding portal may use a third party to conduct the 
criminal record and background checks and to process the Information, but when this 
happens, the third party will be carefully selected and obligated to comply with the 
limited use restrictions described above and with applicable privacy legislation. You 
understand that by signing the certificate and consent in the Personal Information 
Form, you are consenting to the funding portal disclosing your Information to, and to 
the collection, use and disclosure of your Information by, the third party service 
provider for the purposes of providing these services to the funding portal. 
You understand that the funding portal, upon request of the securities regulatory 
authorities or regulators (as defined in section 1.1 of National Instrument 14-101 
Definitions), is required to deliver the Information to the securities regulatory 
authorities or regulators because the issuer has relied upon the crowdfunding 
prospectus exemption.  The securities regulatory authorities and the regulators collect, 
use and disclose the Information under the authority granted to them under provincial 
securities legislation for the purpose of enabling the securities regulatory authorities 
and regulators to administer and enforce provincial securities legislation.  You 
understand that by signing the certificate and consent in the Personal Information 
Form, you are consenting to disclosure of your Information by the funding portal to 
the securities regulatory authorities and regulators upon their request. 
You also understand that you have a right to be informed of the existence of personal 
information about you that is kept by funding portals, securities regulatory authorities 
and regulators, that you have the right to request access to that information, and that 
you have the right to request that such information be corrected, subject to the 
provisions of the applicable privacy legislation.
Warning:  It is an offence to submit information that, in a material respect and at the 
time and in the light of the circumstances in which it is submitted, is misleading or 
untrue.
Questions:  If you have any questions about the collection, use, and disclosure of the 
information you provide, you may contact the funding portal at: [Instructions: 
Provide an address and telephone number where an individual who has provided 
personal information can contact the funding portal.]
AMENDMENTS TO NATIONAL INSTRUMENT 13-101 SYSTEM FOR 
ELECTRONIC DOCUMENT ANALYSIS AND RETRIEVAL (SEDAR)
(Securities Act)
Made as a rule by the Alberta Securities Commission on October 19, 2016 pursuant to 
sections 223 and 224 of the Securities Act.
AMENDMENTS TO NATIONAL INSTRUMENT 13-101 SYSTEM FOR 
ELECTRONIC DOCUMENT ANALYSIS AND RETRIEVAL (SEDAR)
1.	National Instrument 13-101 System for Electronic Document Analysis and 
Retrieval (SEDAR) is amended by this Instrument.
2.	Appendix A - Mandated Electronic Filings, section II Other Issuers 
(Reporting/Non-reporting), under E. Exempt Market Offerings and 
Disclosure is amended by replacing section 5. with the following:
5.
Offering document, distribution materials, financial 
statements and notices required to be filed or delivered 
by an issuer under Multilateral Instrument 45-108 
Crowdfunding.
Alta, Sask, 
Man, Que, NB, 
NS
3.	This Instrument comes into force on October 31, 2016.
AMENDMENTS TO NATIONAL INSTRUMENT 45-102 RESALE OF 
SECURITIES
(Securities Act)
Made as a rule by the Alberta Securities Commission on October 19, 2016 pursuant to 
sections 223 and 224 of the Securities Act.
AMENDMENTS TO NATIONAL INSTRUMENT 45-102 RESALE OF 
SECURITIES
1.	National Instrument 45-102 Resale of Securities is amended by this 
Instrument.
2.	Appendix D is amended 
(a)	by adding "1." before "Except in Manitoba"; and 
(b)	by adding before "Transitional and other Provisions" the following:
2.	In Alberta, Ontario, Qu‚bec, New Brunswick, and  Nova Scotia, the 
exemption from the prospectus requirement in section 5 [Crowdfunding 
prospectus exemption] of Multilateral Instrument 45-108 Crowdfunding. .
3.	This Instrument comes into force on October 31, 2016.
AMENDMENTS TO ASC RULE 45-517 PROSPECTUS EXEMPTION FOR 
START-UP  BUSINESSES
(Securities Act)
Made as a rule by the Alberta Securities Commission on October 19, 2016 pursuant to 
sections 223 and 224 of the Securities Act.
AMENDMENTS TO 
ALBERTA SECURITIES COMMISSION RULE 45-517 PROSPECTUS 
EXEMPTION FOR START-UP BUSINESSES
1.	Alberta Securities Commission Rule 45-517 Prospectus Exemption for Start-
up Businesses is amended by this Instrument.
2.	Section 2 is amended by adding the following definition:
"restricted dealer funding portal" means a person or company that
(a)	is registered in the category of restricted dealer under National 
Instrument 31-103 Registration Requirements, Exemptions and Ongoing 
Registrant Obligations,
(b)	is authorized under the terms and conditions of its restricted dealer 
registration to distribute securities under this Rule,
(c)	acts or proposes to act as an intermediary in a distribution of eligible 
securities through an online platform under this Rule, 
(d)	is not registered in any other registration category, 
(e)	is not an affiliate of another registered dealer, registered adviser, or 
registered investment fund manager, and
(f)	in connection with a distribution under this Rule, complies with section 
12.1;.
3.	In the following provisions "registered" is deleted before "dealer":
(a)	paragraph 3(1)(e); and 
(b)	paragraph 3(1)(f).
4.	Paragraph 3(1)(k) is replaced with the following:
(k)	any person or company acting or proposing to act as an intermediary in 
connection with the start-up business distribution of securities through 
an online platform to an Alberta purchaser is a registered dealer or a 
restricted dealer funding portal..
5.	In the following provisions "registered" is deleted before "dealer":
(a)	section 11, in the provision and in the heading; 
(b)	section 12; and
(c)	section 16.
6.	The following section is added after section 12:
12.1 (1)	A restricted dealer funding portal that participates in a distribution 
under section 3 must comply with subsections 21(b), 21(c) and 
21(d)  and Division 3: Additional requirements, restricted dealer 
funding portal of Multilateral Instrument 45-108 Crowdfunding as if 
it were conducting a distribution under that instrument. 
(2)	In applying subsection (1), references to "crowdfunding prospectus 
exemption" in Multilateral Instrument 45-108 Crowdfunding mean 
the exemption from the prospectus requirement in section 3 of this 
Rule..
7.	This Instrument comes into force on October 31, 2016.
ADVERTISEMENTS
Notice of Certificate of Intent to Dissolve
(Business Corporations Act)
Notice is hereby given that a Certificate of Intent to Dissolve was issued to TJP 
Enterprises Ltd. on September 27, 2016.
Dated at Edmonton, Alberta on October 20, 2016.
Malkit S. Atwal, Solicitor.
Public Sale of Land
(Municipal Government Act)
Town of Didsbury
Notice is hereby given that under the provisions of the Municipal Government Act, 
the Town of Didsbury will offer for sale, by public auction, in the Town Office, 2037-
19 Avenue, Didsbury, Alberta, on Monday, December 12, 2016, at 2:00 p.m., the 
following lands:
Title No.
Lot
Block
Plan
141 300 610
11-17
10
474I
Each parcel will be offered for sale subject to a reserve bid and to the reservations and 
conditions contained in the existing Certificate of Title.
The land is being offered for sale on an "as is, where is" basis and the Town of 
Didsbury makes no representation and gives no warranty, whatsoever, as to the 
adequacy of services, soil conditions, land use districting, building and development 
conditions, absence or presence of environmental contamination, vacant possession, 
or the developability of the subject land for any intended use by the Purchaser. No bid 
will be accepted where the bidder attempts to attach conditions precedent to the sale 
of any parcel. No terms and conditions of sale will be considered other than those 
specified by the Town. No further information is available at the auction regarding the 
lands to be sold.
The Town of Didsbury may, after the public auction, become the owner of any parcel 
of land not sold at the public auction.
Terms and Conditions: Cash or certified Cheque; Conditions are 5% non-refundable 
deposit; Balance to be received by the town in 15 business days.
 
Redemption may be effected by payment of all arrears of taxes and costs at any time 
prior to the sale.
Dated at Didsbury, Alberta, October 3, 2016.
Harold Northcott, Chief Administrative Officer.
______________
County of Minburn No. 27
Notice is hereby given that, under the provisions of the Municipal Government Act, 
the County of Minburn No. 27 will offer for sale, by public auction, in the office of 
the County of Minburn No. 27, 4909-50 Street, Vegreville, Alberta, on Thursday, 
December 15, 2016, at 2:00 p.m., the following lands:
Lot
Block
Plan
Acres
C of T
6
3
6100R
-
092 427 159
7
3
6100R
-
082 360 397
1
7
8321511
1.29
132 177 767
-
7
5450CL
4.02
132 177 767
2
7
8321511
1.57
132 177 767
Pt. 2
9
5450CL
0.21
982 018 726
3
3
9421332
-
112 176 008
2
4
6100R
-
162154
12
2
7920404
3.04
942 316 842
6
1
949Q
-
132 346 948
Each parcel will be offered for sale, subject to a reserve bid and to the reservations 
and conditions contained in the existing certificate of title.
This land is being offered for sale on an "as is, where is" basis and the County of 
Minburn No. 27 makes no representation and gives no warranty whatsoever as to the 
adequacy of services, soil conditions, land use districting, building and development 
conditions, absence or presence of environmental contamination, or the developability 
of the subject land for any intended use by the purchaser.
No bid will be accepted where the bidder attempts to attach conditions precedent to 
the sale of any parcel. No terms or conditions of sale will be considered other than 
those specified by the County of Minburn No. 27.
The County of Minburn No. 27 may, after the public auction, become the owner of 
any parcel of land not sold at the public auction.
Terms: Cash, Certified Cheque or Bank Draft.
Redemption may be effected by payment of all arrears of taxes and costs at any time 
prior to the sale.
Dated at Vegreville, Alberta, September 12, 2016.
David Marynowich, County Manager.





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