Please contact customerservices lexology. Most of the amendments clarify and provide guidance on existing requirements and procedures.

TSXV Policy Amendments – Stock Options | The Compliance Connection

There are also new policies relating to shareholder and TSXV approval requirements. The primary amendments are outlined below. A Charitable Option granted pursuant to Policy 4. However, the terms and conditions of a Charitable Option may not be amended or made subject to amendment after its grant other than to give effect to such anti-dilution provisions or to provide for the cancellation of the Charitable Option in order to enable the issuer to comply with the Limitation Provisions.

Charitable Options must expire after the earlier of i a date not more than 10 years from the grant date, and ii 90 days after the holder of the Charitable Option ceases to be an eligible charitable organization.

The expiry date of any affected stock options can be extended by no more than 10 business days after the expiry of the blackout period. To qualify for the automatic extension of a stock option, an issuer must have formally imposed the blackout period pursuant to its internal trading policies resulting from the bona fide existence of undisclosed material information.

The policy must provide that the blackout period expires upon the general disclosure of the undisclosed material information. If an issuer has not formally imposed a blackout period, the expiry date of options will not be automatically extended under any circumstances. Amendments to any of the following provisions of a stock option plan will be subject to shareholder approval:.

Subject to certain requirements described below, the TSXV will generally permit the new or amended plan to be implemented prior to the requisite shareholder approval having been obtained and will generally permit the issuer to grant options under the new or amended stock option plan, provided, however, that the issuer also obtains specific shareholder approval for such grants and otherwise complies with the requirements of Policy 4.

Shareholder approval for the implementation or amendment of a stock option plan or the grant or amendment of stock options can be given at a meeting of the shareholders after the implementation or amendment of the plan or the grant or amendment of options, provided that: If the requisite shareholder approval is not obtained: The information circular of the issuer to be provided to shareholders in respect of a meeting of the shareholders at which the approval of a stock option plan or the grant or amendment of a stock option will be sought must disclose the particulars of the plan or the option grant or amendment in sufficient detail to permit shareholders to form a reasoned judgment concerning the acceptability of the plan or the option grant or amendment.

Currently, issuers must receive TSXV acceptance of all stock option plans at the time of institution of the plan and, in the case of a Rolling Plan, each year thereafter. TSXV acceptance is now also required for any amendment to a stock option plan.

Where shareholder approval for a stock option plan or amendment to a stock option plan is required, acceptance of the stock option plan by the TSXV will be conditional upon the issuer providing evidence of the requisite shareholder approval. If you are interested in submitting an article to Lexology, please contact Andrew Teague at ateague GlobeBMG.

Lori M Berreman Vice President, General Counsel and Compliance Officer The MMIC Group. We use cookies to customise content for your subscription and for analytics.

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Amendments To TSX Venture Exchange Policy Incentive Stock Options - Corporate/Commercial Law - Canada

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Canada May 10 Shareholder Approval Requirements Policy 4. Amendments to any of the following provisions of a stock option plan will be subject to shareholder approval: TSXV Approval for Amendments to Plans Currently, issuers must receive TSXV acceptance of all stock option plans at the time of institution of the plan and, in the case of a Rolling Plan, each year thereafter. To view all formatting for this article eg, tables, footnotes , please access the original here.

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