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This is the form required under section 6.1 of National Instrument 45-106 for a report of exempt distribution, detailing issuer and underwriter information, securities distributed, and personal information
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How to fill out form 45-106f1

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How to fill out Form 45-106F1

01
Start with the title section and fill in the name of the issuer.
02
Provide the date of the offering and the type of security being offered.
03
Under the heading 'Use of Proceeds,' outline how the funds will be used.
04
Fill in the information regarding the underwriter and any selling agents involved.
05
Detail the offering price and the total size of the offering.
06
Provide financial statements if required, including income statements and balance sheets.
07
Include risk factors associated with the investment.
08
Complete the section on ownership details of the issuer.
09
Review and verify all the entries for accuracy.
10
Sign and date the form before submission.

Who needs Form 45-106F1?

01
Individuals or entities looking to raise capital through the exempt distribution of securities in Canada.
02
Companies seeking to file for an exemption under Canadian securities laws.
03
Investors requiring detailed information for informed investment decisions.
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People Also Ask about

Under the Accredited Investor Exemption, you can sell securities to an accredited investor in any amount without providing any disclosure about the issuer. There is no limit on the number of purchasers or the amount that can be raised using the accredited investor exemption.
Except in Ontario, the exemption in section 2.3(1) of National Instrument 45-106 Prospectus Exemptions (NI 45-106) provides that a distribution of a security to an accredited investor who purchases the security as principal is exempt from the prospectus requirements of Applicable Securities Laws in Canada.
Regulation 45-106 respecting Prospectus Exemptions (“Regulation 45-106”) provides: (i) exemptions from the prospectus requirement and (ii) one exemption from the issuer bid requirements. It does not provide exemptions from the requirement to be registered as a dealer, adviser or investment fund manager.
Exempt Distributions Summary. The exempt market describes a section of Canada's capital markets where securities can be sold without the protections associated with a prospectus. The general rule under Ontario securities law is that any security that will be offered to the public must be offered under a prospectus.
Except in Ontario, the exemption in section 2.3(1) of National Instrument 45-106 Prospectus Exemptions (NI 45-106) provides that a distribution of a security to an accredited investor who purchases the security as principal is exempt from the prospectus requirements of Applicable Securities Laws in Canada.
Companies and underwriters must report certain exempt distributions to the OSC by completing and filing Form 45-106F1 Report of Exempt Distribution (Form 45-106F1) through SEDAR+ and pay the applicable filing fees. For most exempt distributions, Form 45-106F1 must be filed no later than 10 days after the distribution.

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Form 45-106F1 is a report that must be filed by companies in Canada that have engaged in a securities offering under the exemption provided by National Instrument 45-106, which relates to prospectus exemptions.
Any issuer that has distributed securities under certain exemptions outlined in National Instrument 45-106 is required to file Form 45-106F1, including companies, limited partnerships, and investment funds.
Form 45-106F1 should be filled out by providing detailed information about the offering, including the type of security, the exemption relied upon, the details of the offering, and information about the purchasers.
The purpose of Form 45-106F1 is to provide regulators with information necessary to assess compliance with securities laws and to ensure that offerings under prospectus exemptions are conducted properly.
Form 45-106F1 requires reporting of information such as the issuer's name, the type of security offered, the amount raised, the exemptions relied upon, and details about the purchasers of the securities.
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