Issuer and Insider Toolkit
We have developed a series of introductory videos to be educational and help reduce the regulatory burden on Alberta-based issuers.
If your business is considering going public, raising money privately, or if you’re new to securities legislation and how it applies to Alberta businesses, these videos are for you.
These videos can’t replace the need to read securities legislation and/or seek appropriate legal advice; however, we are hopeful they will be helpful in providing introductory information.
We will be developing additional videos that we anticipate launching over the next year. Please contact Liane.Given@asc.ca if you have suggestions for particular content.
Click a title to watch a specific video, or scroll down to view all the videos available.
- Continuous Disclosure 101 Series
- Non-GAAP financial measures disclosure
- National Instrument 51-101 oil and gas reserves and resources disclosure
- Applications and exempt reporting
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Other resources Visit our Events & Presentations page to learn more about upcoming events and to access additional resources. In addition, the ASC’s Corporate Finance division conducts comprehensive and issue-oriented reviews, the results of which are summarized and shared with reporting issuers in our annual Corporate Finance Disclosure Report and Energy Matters Report. These documents may provide additional useful guidance for issuers. |
Introductory Video Series
ASC’s Continuous Disclosure Review Program
Provides an overview of the Alberta Securities Commission’s Continuous Disclosure Review Program, including:
- The purpose of continuous disclosure reviews (CD reviews);
- Issuer selection;
- Types of reviews;
- The review process;
- Preparation of the comment letter;
- Resolution of issues;
- Tips for issuers; and
- Common issues.
Provides an overview of the material change reporting requirements under part 7 of National Instrument 51-102 Continuous Disclosure Obligations, including:
- What is a material change;
- How to determine if a change is material;
- Examples of a possible material change;
- Reporting requirements;
- What information should be included in a material change report; and
- What to do if the change is confidential.
Business Acquisition Report (BAR)
Provides an overview of the business acquisition reporting requirements under part 8 of National Instrument 51-102 Continuous Disclosure Obligations, including:
- What is a Business Acquisition Report;
- What is a business;
- How to determine if an acquisition is significant;
- What information needs to be included in the BAR; and
- When a BAR is required to be filed by.
Provides an overview of the certification requirements under National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, including:
- The purpose of the certificate and who is required to sign it;
- The different forms and when they are applicable;
- Non-venture issuer requirements to establish, design and evaluate disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR);
- Management discussion and analysis (MD&A) disclosure requirements regarding DC&P and ICFR;
- Some exceptions and exemptions to the requirement to file certificates;
- How to date your certificates and when to file them; and
- Some common issues we see with the certificates.
Provides an overview of the audit committee disclosure requirements under National Instrument 52-110 Audit Committees, including:
- Who is subject to National Instrument 52-110;
- The definition of an audit committee and its purpose;
- The responsibilities of the audit committee;
- Audit Committee composition requirements;
- The meaning of the terms, independence and financial literacy, for the purpose of this rule;
- Reporting obligations; and
- Common issues that we see regarding audit committees and related disclosure.
Corporate Governance Disclosure
Provides an overview of the corporate governance disclosure requirements under National Instrument 58-101 Disclosure of Corporate Governance Practices, including:
- What is corporate governance;
- Who is required to provide corporate governance disclosure;
- What is required to be disclosed;
- What is independence;
- Where is the disclosure required; and
- Other considerations.
How to file a report of exempt distribution
Provides a step-by-step guide on how to file Form 45-106F1 Report of Exempt Distribution as well as insight into common mistakes made during filings and how to avoid them.
Applications from a decision maker at the ASC
This video provides a brief overview regarding applications relating to Corporate Finance matters made by issuers, reporting issuers or insiders, for a discretionary exemption from a decision maker at the ASC.
Non-GAAP financial measures disclosure
Provides a deeper dive into the application, scope, and disclosures required under National Instrument 52-112 Non-GAAP and Other Financial Measures Disclosure, including:
- Non-GAAP financial measures definition and non-GAAP ratio frequently asked questions (FAQs),
- Total of segments measure FAQs, and
- Common disclosure FAQs.
Non-GAAP financial measures definition and non-GAAP ratio FAQs
Total of segments measure FAQs
Beginner’s Guide to NI 51-101 Standards of Disclosure For Oil and Gas Activities
This video discusses the applicability of National Instrument 51-101:
- Who and what it applies to, and when and why it applies;
- The roles and responsibilities of reporting issuers and their professional service providers;
- What qualified reserves evaluators and auditors are, what they do and why it matters;
- The role of the Canadian Oil and Gas Evaluation Handbook in NI 51-101.
National Instrument 51-101 for Officers and Directors
Provides information pertinent to officers and directors with current or anticipated NI 51-101 responsibilities:
- Applicability of NI 51-101;
- Annual filing requirements;
- Key responsibilities.