E-services fact sheet

Transcription

1 Questions answered in this fact sheet 1. How do I submit an exempt distribution report on E-services? 2. What is the policy that requires an issuer to file an exempt report on E-services? 3. When do I need to file an exempt report on E-services? 4. How do I know if an exempt report is required to be filed in BC? 5. What is the current form to be filed on E-services? 6. Does the report need a conformed signature? 7. If no monies were received for the distribution, for example, for mining property or shares for debt, do I need to provide the dollar value? 8. If an issuer disclosed the entire distribution in the Form F6, are they required to report the entire distribution on E-services? 9. Can an investment fund file its annual filing on E-services? 10. What if the distribution occurred in a foreign currency? For example, US funds. 11. Do I need to enter the same distribution date twice if there is only one date? 12. What if the issuer s name has a symbol or special character in its name? 13. What name should I type in the Issuer s name field if is it an investment fund? 14. If an investment fund relied on other exemptions besides those under Section 6.2(2) of National Instrument for its annual filing, can an investment fund include those distributions on the same form? 15. What if I cannot find the Issuer under the Find Name page? 16. Do I need to include cash commission, or values for options or warrants for Item 9 for BC agents on E-services? 17. Why do I not get a list of exemptions under Schedule I: Proceeds by Exemption? 18. Why do some exemptions not appear on the list? 19. What if the documents I need to attach are larger than 20MB? 20. Can amendments to an Offering Memorandum (OM) be submitted online, or do they have to be mailed in? 21. If an OM has already been filed with BCSC, does it need to be re-filed electronically with each report of Exempt Distribution that is submitted? 22. How do I attach an Offering Memorandum if a BC issuer distributed securities using the OM exemption but there are no distributions to BC residents? 23. If the Technical report is already filed on SEDAR does it need to be attached each time you file a report of exempt distribution? 24. How do I attach an Offering Document if a BC issuer distributed securities using BC Instrument but there are no distributions to BC residents? 25. Can I print out the summary information before I submit the report? 26. Can I save a report without submitting? 27. Is the name of the file that we save the report under publicly available? 28. What if the filing fee on E-services is different from what I calculated? 29. If I pay by credit card, do I need enter the information each time? 30. What if the option to pay by Electronic Funds Transfer is not available? 31. What if I receive an error message while attempting to submit a report? Page 1 of 7

2 32. Do I need to send a hard copy of any documents after I submitted them on E- services? How do I submit an exempt distribution report on E-services? The following are the procedures on how to submit an exempt distribution report: 1. Log onto E-services 2. Select Exempt Distribution link 3. Select Submit a report of exempt distribution 4. Scroll down to the end of page 5. Select Next 6. Provide the summary information from your completed Form F6 report 7. Are you relying on the exemption in paragraph 5 or 6 in BCI ? checkbox 8. Selection of Form F1 or Form F6 9. Investment Fund managed by an investment fund manager registered in Canada checkbox 10. Schedule I: Proceeds by Exemption Select option(s), if applicable: No distributions in British Columbia checkbox, No individual purchasers checkbox, or Exemption(s) from list and enter value(s) 11. Attach Documents 12. Add Offering Memorandum date, if applicable 13. Once you completed the information, select Next 14. Review your information before selecting Next 15. Pay fee by credit card or electronic funds transfer 16. Select Next 17. Verify fee payment information 18. Select Next if information is correct 19. Confirmation page of fee and report 20. Print out confirmation page What is the policy that requires an issuer to file an exempt report on E-services? BC Instrument and BC Instrument CP When do I need to file an exempt report on E-services? You need to file a report on or before the 10 th day after the distribution. Refer to Section 6.1 of National Instrument Page 2 of 7

3 How do I know if an exempt report is required to be filed in BC? Refer to BC Interpretation Note Distributions of Securities to Persons outside of British Columbia to determine whether an issuer is required to report the distribution and/or what needs to be reported. What is the current form to be filed on E-services? Form F6 Report of Exempt Distribution Some issuers are permitted to file the Form F1 provided they follow the requirements of BC Instrument Exemptions from Form F6 Requirements Does the report need a conformed signature? Refer to Section 189(f) of the BC Securities Rules which sets out the requirements for execution and certification of documents of electronic filings. If no monies were received for the distribution, for example, for mining property or shares for debt, do I need to provide the dollar value? You are required to include the deemed or market value of the securities in your report and your data entry on E-services. Please note you will need to pay the applicable filing fees as the proceeds may be in a form other than cash for the value of the securities distributed to the BC purchaser(s). The value is reflected on the issuer s balance sheet. If an issuer disclosed the entire distribution in the Form F6, are they required to report the entire distribution on E-services? If an issuer has a substantial connection to BC, an issuer needs to report the entire distribution regardless of where the purchasers are located. If an issuer does not have a substantial connection to BC, an issuer only needs to report the distribution to purchasers resident in BC. Can an investment fund file its annual filing on E-services? An investment fund filing its report on an annual basis must do so by paper filing. What if the distribution occurred in a foreign currency? For example, US funds. You need to provide all dollar values in Canadian funds using the exchange rate as of the distribution date for the Form F6 report and on E-services. Page 3 of 7

4 Do I need to enter the same distribution date twice if there is only one date? You need enter the same distribution date twice. What if the issuer s name has a symbol or special character in its name? You can search for the codes on following websites: You can also type the letters after the symbol in the issuer s name. You may get a larger result; however, you should be able to locate the issuer s name. What name should I type in the Issuer s name field if is it an investment fund? It must be the individual investment fund. If an investment fund relied on other exemptions besides those under Section 6.2(2) of National Instrument for its annual filing, can an investment fund include those distributions on the same form? An investment fund must report distributions as required under Section 6.1 of National Instrument if the exemptions are not included in Section 6.2(2) of National Instrument An investment fund also must report those distributions on E-services for every 10-day period. What if I cannot find the Issuer under the Find Name page? Please contact Financial Reporting, Corporate Finance group by at finreport@bcsc.bc.ca Do I need to include cash commission, or values for options or warrants for Item 9 for BC agents on E-services? You do not need to include cash commission, or values of options or warrants. Why do I not get a list of exemptions under Schedule I: Proceeds by Exemption? You need to populate the issuer information by typing the issuer name, select Find Name, select the issuer from the list, and save your selection. Page 4 of 7

5 Once the issuer s information is populated, then the list of exemptions will be available. Why do some exemptions not appear on the list? Some exemptions do not appear on the list of exemptions as there is no requirement to report those distributions. Refer to Section 6.1 of National Instrument What if the documents I need to attach are larger than 20MB? We recommend removing any graphics or maps in order to decrease the file size. If you still experiencing difficulties, please contact Financial Reporting, Corporate Finance group by at finreport@bcsc.bc.ca Can amendments to an Offering Memorandum (OM) be submitted online, or do they have to be mailed in? You need to submit an amended Offering Memorandum with a new exempt filing. Alternatively you can amend a previously submitted exempt filing that included an OM, change the OM date by selecting the calendar button and attach updated OM. If an OM has already been filed with BCSC, does it need to be re-filed electronically with each report of Exempt Distribution that is submitted? You need to ensure that the OM on file with the BCSC is current, and if it is, you do not need to file the OM with each exempt report. How do I attach an Offering Memorandum if a BC issuer distributed securities using the OM exemption but there are no distributions to BC residents? The following are the procedures on how to submit the OM: Select the OM exemption (Section 2.9 of NI or Section 4.1 of MI ) under Schedule I: Proceeds by Exemption Enter 0 (zero) for the dollar value The OM dropdown will appear Attach the OM Enter the OM date by selecting the calendar button If the issuer is a mineral/exploration company, the dropdown will appear for the Technical Reports, and Consents and Certificates Page 5 of 7

6 If the Technical report is already filed on SEDAR does it need to be attached each time you file a report of exempt distribution? If a Technical Report is already filed on SEDAR, you do not need to file it with your exempt report. How do I attach an Offering Document if a BC issuer distributed securities using BC Instrument but there are no distributions to BC residents? The following are the procedures on how to submit the Offering Document: Select BC Instrument under Schedule I: Proceeds by Exemption Enter 0 (zero) for the dollar value The Offering Document dropdown will appear Attach the Offering Document Can I print out the summary information before I submit the report? You can print by using your internet browser s print function. Can I save a report without submitting? You can save a report either on the Summary Information page or the Verify and Submit page. Is the name of the file that we save the report under publicly available? The name of the file you saved the report under is not public. What if the filing fee on E-services is different from what I calculated? You need to review the information before you select the Next button. The filing fee is calculated from the data you provide under Item 8, 9 and Schedule I: Proceeds by Exemption. If the data is incorrect, select the Provide summary information link on the Verify and Submit page, and you will go back to the previous page as you cannot use your Back button browser. If I pay by credit card, do I need enter the information each time? You need to provide the credit card information for every submission. Page 6 of 7

7 What if the option to pay by Electronic Funds Transfer is not available? You need to register for EFT prior to submitting an exempt distribution report. You are registered for EFT but the information has changed. You need to submit new EFT forms and submit before submitting an exempt distribution report. What if I receive an error message while attempting to submit a report? Please do not submit the filing again. In order to determine whether the report and schedule were submitted and to obtain the reference number, you can check Manage Your Reports when you are logged into Eservices. Please contact Financial Reporting, Corporate Finance group by at finreport@bcsc.bc.ca and include the issuer s name and reference number. Do I need to send a hard copy of any documents after I submitted them on E-services? You do not need to send any hard copies of documents as they are submitted on E-services. Page 7 of 7