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By Press Release dated October 24, 1997, the Alberta Stock Exchange has announced a number of revised policies. While some of the revisions reflect established practices, some of the changes are more substantive. The most significant changes are with respect to minimum listing requirements.
Foreign Issuers
Where an issuer’s business, controlling shareholders, or management are located outside Canada, the Exchange will now require that a Prospectus be issued at the time of listing, that the issuer have net tangible assets of at least $1,000,000 (previously $500,000), unallocated working capital of $250,000 (previously $100,000) and revenues of $1,000,000 (previously $500,000). Additionally, at least two of a foreign issuer’s directors must be resident Canadians with an acceptable level of public company and industry specific experience; there must be adequate controls to ensure that the proceeds from share issuances are spent as disclosed; and title opinions will be required for any foreign properties.
Domestic Mining Issuers
The smallest Prospectus Offering for mining issuers has been increased to $500,000 (previously $400,000), the minimum work program has been increased to $300,000 (previously $200,000), and the requirement for prior expenditures on mining properties has been increased to $300,000 (previously $200,000), of which $50,000 must have been expended during the last twelve months.
Junior Capital Pool Issuers
There is a new requirement that the $100,000 seed capital must come from directors and officers of the JCP and that at least 80 percent of that amount must come from directors and officers who are Canadian residents. The maximum number of directors and officers will generally not be permitted to exceed five. Provided that the above is complied with, there may be additional seed capital investors, whose shares will also be escrowed pending the completion of the major transaction. No offshore trust or corporation may own securities of a JCP prior to the completion of the Offering unless full disclosure regarding the beneficial ownership has been disclosed to the Exchange. If you are interested in more details with respect to the above or any other changes, you are invited to contact us.