The Alberta Securities Commission (ASC) and the Financial and Consumer Affairs Authority of Saskatchewan (FCAA) have amended the self-certified investor prospectus exemption in response to market feedback to provide greater flexibility to businesses and investors in Alberta and Saskatchewan (the amendments).

The self-certified prospectus exemption allows certain investors to invest alongside accredited investors, subject to certain limits.  The investor must certify to having a level of financial and investment knowledge and acknowledge that they understand the investment considerations and risks. To mitigate investment risk, businesses are limited to accepting investments from self-certified investors to $10,000 in any one business and $30,000 across multiple businesses in a calendar year.

A goal of the amendments is to allow self-certified investors to be treated in a manner generally similar to accredited investors. They allow for the sale of securities by a business and for a resale by an existing security holder to a self-certified investor. They are similar to the resale provisions in the accredited investor exemption.

The amendments also allow businesses to sell their securities to certain qualifying special purpose vehicles, in which both accredited investors and self-certified investors participate, without being subject to the investment limits that apply when selling securities to other self-certified investors.  

The self-certified investor prospectus exemption has been implemented on a three-year pilot basis expiring on March 31, 2024. Details of the amended exemption are set out in Multilateral CSA Notice of Amendments to Alberta and Saskatchewan Orders 45-538 Self-Certified Investor Prospectus Exemption, which is available for download.

For more information, please call Barbara Hendrickson at BAX Securities Law (416) 601 -1004.

This publication is not intended to constitute legal advice. No one should act on it or refrain from acting on it without consulting with a lawyer. BAX does not warrant or guarantee the accuracy or currency or completeness of the publication. No part of this publication may be reproduced without the prior written permission of BAX Securities Law.