Crowdfunding

Registrant & Market Regulation

Crowdfunding refers to raising money online, typically through a website or social media. There are three main types of crowdfunding: (1) raising money by donation, (2) pre-selling of products and (3) the sale of shares or other securities. Securities law applies to crowdfunding that involves the sale of securities (e.g., shares, loans or digital tokens).

National Instrument 45-110 Start-up Crowdfunding Registration and Prospectus Exemptions (NI 45-110) provides an exemption from the dealer registration requirement for crowdfunding portals or websites that seek to facilitate securities crowdfunding offerings and which meet the requirements of NI 45-110. Firms relying on the crowdfunding exemption may only facilitate crowdfunding distributions and not distributions under any other prospectus exemption. Non-registered entities seeking this exemption must submit a completed Form 45-110F3 and Form 45-110F4 to registration@asc.ca at least 30 days before engaging in crowdfunding distributions or activities. Form 45-110F5 must be filed semi-annually by firms relying on the crowdfunding exemption. Please refer to NI 45-110 for additional requirements applicable under the exemption from dealer registration. 

Registered Investment Dealers and Exempt Market Dealers are permitted to operate crowdfunding portals subject to the requirements in NI 45-110 being met. 

Refer to the Small Business section of the ASC website for information about prospectus requirements for crowdfunding.