On June 14, 2023, the TSX Venture Exchange (TSXV) published a comprehensive Venture Forward Report (Report) outlining four key commitments to strengthen Canada’s public venture ecosystem. This week, the TSXV followed up on the first commitment identified in its Report, launching the TSXV Passport Listing Process (TSXV Passport), a new initiative offering faster pathways for entrepreneurs to go public and raise capital.

Eligibility criteria

The TSXV Passport is designed for advanced applicants. The TSXV has established threshold eligibility requirements that each applicant must demonstrate to apply through TSXV Passport.

Aside from meeting the initial listing requirements without waivers, the criteria include having CA$500,000 in unallocated funds and either completing a minimum CA$10 million majority arm’s length equity financing or having a CA$50 million market capitalization with certain revenue or financing thresholds.

Further criteria include meeting the public distribution requirements while having directors and officers who satisfy certain qualifications and experience thresholds.

Equally important, applications involving a qualifying transaction, reverse takeover or change of business cannot be a related party transaction, and although an applicant can be an excluded resource issuer, it cannot be an emerging market issuer.

Listing process

Listing on the TSXV through TSXV Passport involves three steps:

• Preparing a pre-file letter and holding a meeting with the TSXV;
• Completing the application; and
• Undergoing a successful review by the TSXV. 

Under the first step, the applicant must demonstrate its ability to meet the eligibility criteria using the pre-file letter, along with providing required financial statements and documentary disclosure. In turn, the applicant attends a pre-filing meeting, and within three business days, the TSXV renders its eligibility decision.

A TSXV Passport application must include the same documents as a regular listing application, plus a detailed submission letter requesting the TSXV Passport review process. TSXV Passport applications are subject to standard listing fees, as set out in the TSXV Corporate Finance Manual.

Following submission of required application materials, the TSXV conducts its review on an expedited basis, providing a first comment letter and concurrently scheduling a meeting to discuss these comments with the applicant. After the initial comment phase, ongoing status meetings occur thereafter. During this step, applicants must promptly respond to TSXV staff comments; otherwise, continuing eligibility under TSXV Passport may be reviewed.

TSXV Passport is intended to provide a faster, more efficient way for qualified applicants to access the public venture market while upholding TSXV listing standards. Through TSXV Passport, eligible applicants will enjoy a faster review process than regular listing applications and benefit from the TSXV’s reputation and network.

For further information or assistance with the TSXV Passport, please contact co-authors Diana Nakka, Charles Lewis, or any other member of our Securities and Corporate Finance group.