National Exemptions

Some commonly used exemptions available in all Canadian jurisdictions under National Instrument 45-106 include:

Part 2 of National Instrument 45-106, which permits securities to be sold:

  • to an Accredited Investor (section 2.3)
  • by a Private Issuer (section 2.4)
  • to family, friends and business associates (section 2.5)
  • by using an offering memorandum

Part 6 of National Instrument 45-106 sets out when there are requirements to file forms with the MSC.

There is a filing fee of $25 paid to the MSC in order to file a report of an exempt trade (Form 45-106F1), as well as a filing fee of $650 to file an Offering Memorandum (Form 45-106F2 or Form 45-106F3).

National Instrument 45-106 also provides for other exemptions in specific circumstances. Each of these exempt offerings have specific requirements and specific limits about who can purchase the securities using each exemption.