The securities regulators of Alberta, Manitoba, New Brunswick, Newfoundland and Labrador, Northwest Territories, Nova Scotia, Nunavut, Ontario, Prince Edward Island, Saskatchewan, and Yukon (the Participating Jurisdictions) have published Proposed Multilateral Instrument 45-111 Self-Certified Investor Prospectus Exemption (the Proposed Exemption) for review and comment for a period ending January 5, 2026.
The Proposed Exemption details a proposed new harmonized multilateral instrument to support capital raising for Canadian businesses and investment opportunities for eligible investors within the Participating Jurisdictions. It would complement existing accredited investor exemptions to enable broader participation in the capital markets by individuals with relevant experience or expertise. To invest as a self-certified investor, a person must certify that they meet at least one of the qualifying criteria and acknowledge the investment risks. Self-certified investors would be permitted to invest up to $50,000 per calendar year across multiple businesses.
Proposed Multilateral Instrument 45-111 Self-Certified Investor Prospectus Exemption aims to harmonize the exemption across the participating jurisdictions and, if adopted, would replace:
- Alberta Securities Commission Blanket Order 45-538 Self-Certified Investor Prospectus Exemption;
- Financial and Consumer Affairs Authority of Saskatchewan General Order 45-538 Self-Certified Investor Prospectus Exemption;
- Manitoba Securities Commission Blanket Order 45-505 Self-Certified Investor Prospectus Exemption; and
- Ontario Securities Commission Instrument 45-510 Self-Certified Investor Prospectus Exemption (Interim Class Order).
CSA Notice and Request for Comment Proposed Multilateral Instrument 45-111 Self-Certified Investor Prospectus Exemption is available for download from the websites of the Participating Jurisdictions.
For more information, please call Barbara Hendrickson at BAX Securities Law (647) 403-4606.
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