Section 1.1 definition of "executive officer" BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

"executive officer" means, for an issuer, an individual who is

(a) a chair, vice-chair or president,

(b) a vice-president in charge of a principal business unit, division or function including sales, finance or production, or

(c) performing a policy-making function in respect of the issuer;

 Section 1.1 definitions of "personal information form", "predecessor personal information form" and "TSX/TSXV personal information form" were added by BC Reg 178/2013, effective May 14, 2013.

 Section 1.1 definition of "approved rating organization" BEFORE repealed by BC Reg 179/2013, effective May 31, 2013.

"approved rating organization" has the same meaning as in section 1.1 of NI 51-102;

 Section 1.1 definitions of "designated rating organization", "DRO affiliate" and "NI 25-101" were added by 179/2013, effective May 31, 2013.

 Section 1.1 definitions of "Form 41-101F3" and "plan summary" were added by BC Reg 180/2013, effective May 31, 2013.

 Section 1.1 definition of "long form prospectus" BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

"long form prospectus" means a prospectus filed in the form of Form 41-101F1 or Form 41-101F2;

 Section 1.1 definitions of "accredited investor", "final prospectus notice", "investment dealer", "lead underwriter", "limited-use version", "marketing materials", "preliminary prospectus notice", "road show", "standard term sheet" and "template version" were added by BC Reg 197/2013, effective August 13, 2013.

 Section 1.1 definition of "NI 81-102" BEFORE amended by BC Reg 176/2014, effective September 22, 2014.

"NI 81-102" means National Instrument 81-102 Mutual Funds;

 Section 1.1 definition of "NI 45-106" BEFORE amended by BC Reg 67/2015, effective May 5, 2015.

"NI 45-106" means National Instrument 45-106 Prospectus and Registration Exemptions;

 Section 1.1 definition of "Form 51-1 02F6V" was added by BC Reg 121/2015, effective June 30, 2015.

 Section 1.1 definition of "Aequitas personal information form" was added by BC Reg 208/2015, effective November 17, 2015.

 Section 1.1 definition of "IPO venture issuer", paragraph (c) (i.1) was added by BC Reg 208/2015, effective November 17, 2015.

 Section 1.1 definition of "personal information form" BEFORE paragraphs (a) and (b) were amended and (c) was added by BC Reg 208/2015, effective November 17, 2015.

"personal information form" means

(a) a completed Schedule 1 of Appendix A, or

(b) a completed TSX/TSXV personal information form submitted by an individual to the Toronto Stock Exchange, or to the TSX Venture Exchange, to which is attached a completed certificate and consent in the form set out in Schedule 1 — Part B of Appendix A;

 Section 1.1 definitions of "ETF" or "exchange-traded mutual fund", "ETF facts document" and "Form 41-101F4" were added by BC Reg 85/2017, effective March 8, 2017.

 Section 1.1 definition of "designated rating organization" BEFORE amended by BC Reg 111/2018, effective June 12, 2018.

"designated rating organization" has the same meaning as in section 1.1 of NI 51-102;

 Section 1.1 definition of "successor credit rating organization" was added by BC Reg 111/2018, effective June 12, 2018.

 Section 1.1 definition of "alternative mutual fund" was added by BC Reg 287/2018, effective January 3, 2019.

 Section 1.1 definition of "designated website" was added by BC Reg 345/2021, effective January 6, 2022.

 Section 1.2 (6) (part) BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

(6)  Despite subsections (1), (2), and (3), in Form 41-101F1 and Form 41-101F2,

 Section 1.2 (6) (part) BEFORE amended by BC Reg 85/2017, effective March 8, 2017.

(6) Despite subsections (1), (2), and (3), in Form 41-101F1, Form 41-101F2 and Form 41-101F3,

 Section 2.1 (1) BEFORE amended by BC Reg 85/2017, effective March 8, 2017.

(1) Subject to subsection (2), this Instrument applies to a prospectus filed under securities legislation and a distribution of securities subject to the prospectus requirement.

 Section 2.3 (1) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(1)  An issuer must not file a final prospectus more than 90 days after the date of the receipt for the preliminary prospectus that relates to the final prospectus.

 Section 2.3 (1.1) and (1.2) were added by BC Reg 178/2013, effective May 14, 2013.

 Section 2.3 (1), (1.1) and (1.2) BEFORE amended by BC Reg 22/2025, effective March 3, 2025.

(1) An issuer must not file its first amendment to a preliminary prospectus more than 90 days after the date of the receipt for the preliminary prospectus.

(1.1) An issuer must not file a final prospectus more than 90 days after the date of the receipt for the preliminary prospectus or an amendment to the preliminary prospectus which relates to the final prospectus.

(1.2) If an issuer files an amendment to a preliminary prospectus, the final prospectus must be filed within 180 days from the date of the receipt of the preliminary prospectus.

 Part 2A, sections 2A.1 to 2A.6 was enacted by BC Reg 70/2024, effective April 16, 2024.

 Section 3.1 (1) and (2) BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

(1)  Subject to subsections (2) and (3), an issuer filing a prospectus must file the prospectus in the form of Form 41-101F1.

(2)  An issuer that is an investment fund filing a prospectus must file the prospectus in the form of Form 41-101F2.

 Section 3.1 (2.1) was added by BC Reg 180/2013, effective May 31, 2013.

 Part 3A, sections 3A.1 to 3A.5 were enacted by BC Reg 180/2013, effective May 31, 2013.

 Part 3B, sections 3B.1 to 3B.4 were enacted by BC Reg 85/2017, effective September 1, 2017.

 Section 3B.4 (1) and (2) (part) BEFORE amended by BC Reg 345/2021, effective January 6, 2022.

(1) If an ETF or the ETF's family has a website, the ETF must post to at least one of those websites an ETF facts document filed under this Part as soon as practicable and, in any event, within 10 days after the date that the document is filed.

(2) An ETF facts document posted to the website referred to in subsection (1) must

 Section 3B.4 (3) BEFORE repealed by BC Reg 345/2021, effective January 6, 2022.

(3) Subsection (1) does not apply if the ETF facts document is posted to a website of the manager of the ETF in the manner required under subsection (2).

 Part 3C, sections 3C.1 to 3C.7 were enacted by BC Reg 85/2017, as amended by BC Reg 260/2018, effective December 10, 2018.

 Section 3C.2.1 was enacted by BC Reg 343/2021, effective December 31, 2021.

 Section 3C.2.2 was enacted by BC Reg 344/2021, effective January 5, 2022.

 Section 3C.2.3 was enacted by BC Reg 344/2021, effective January 5, 2022.

 Section 3C.2.4 was enacted by BC Reg 344/2021, effective January 5, 2022.

 Section 3C.3 (1) (part) BEFORE amended by BC Reg 344/2021, effective January 5, 2022.

(1) An ETF facts document delivered or sent under section 3C.2 must not be combined with any other materials or documents including, for greater certainty, another ETF facts document, except one or more of the following:

 Section 3C.7 BEFORE re-enacted by BC Reg 344/2021, effective January 5, 2022.

 Part 3D was enacted by BC Reg 22/2025, effective March 3, 2025.

 Section 4.2 BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(2)  Any financial statements, other than interim financial statements, included in or incorporated by reference into a long form prospectus of an investment fund filed in the form of Form of 41-101F2 must meet the audit requirements of Part 2 of NI 81-106.

 Section 4.2 (2) BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

(2)  Any financial statements, other than an interim financial report, included in or incorporated by reference into a long form prospectus of an investment fund filed in the form of Form of 41-101F2 must meet the audit requirements of Part 2 of NI 81-106.

 Section 4.3 (3) (a) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(a) U.S. GAAS, the unaudited financial statements may be reviewed in accordance with U.S. review standards,

 Section 4.3 (3) (a.1) was added by BC Reg 382/2010, effective January 1, 2011.

 Section 5.1 (a) (ii.1) and (b) (ii.1) were added by BC Reg 180/2013, effective May 31, 2013.

 Section 5.10.1 was enacted by BC Reg 178/2013, effective May 14, 2013.

 Section 6.1 (3) was added by BC Reg 180/2013, effective May 31, 2013.

 Section 6.1 (4) was added by BC Reg 85/2017, effective September 1, 2017.

 Section 6.2 (e) was added by BC Reg 85/2017, effective September 1, 2017.

 Section 6.2.1 was enacted by BC Reg 85/2017, effective September 1, 2017.

 Section 7.2 (2) (part) BEFORE amended by BC Reg 179/2013, effective May 31, 2013.

(2)  Despite subsection (1), securities may be distributed for cash at non-fixed prices under a prospectus if the securities have received a rating, on a provisional or final basis, from at least one approved rating organization at the time of

 Section 7.2 (2) BEFORE amended by BC Reg 111/2018, effective June 12, 2018.

(2) Despite subsection (1), securities may be distributed for cash at non-fixed prices under a prospectus if the securities have received a rating, on a provisional or final basis, from at least one designated rating organization or its DRO affiliate at the time of

(a) the filing of the preliminary short form prospectus, if the issuer is filing a prospectus in the form of a short form prospectus under NI 44-101, or

(b) the filing of the long form prospectus.

 Section 7.2 (2.1) was added by BC Reg 111/2018, effective June 12, 2018.

 Part 8A was enacted by BC Reg 230/2015, effective December 8, 2015.

 Section 9.1 BEFORE renumbered by BC Reg 178/2013, effective May 14, 2013.

 Section 9.1 (1) (b) (ii) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(ii)  Personal Information Form and Authorization to Collect, Use and Disclose Personal Information — a completed Appendix A for,

 Section 9.1 (1) (b) (ii) (D) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(D)  if the promoter is not an individual, each director and executive officer of the promoter,

 Section 9.1 (1) (b) (ii) (E), (F) and (G) BEFORE repealed by BC Reg 178/2013, effective May 14, 2013.

(E)  a completed personal information form and authorization in the form set out in Appendix A,

(F)  before March 17, 2008, a completed authorization in

(I) the form set out in Appendix B of NI 44-101,

(II) the form set out in Ontario Form 41-501F2 Authorization of Indirect Collection of Personal Information, or

(III) the form set out in Appendix A of Québec Regulation Q-28 Respecting General Prospectus Requirements, or

(G)  before March 17, 2008, a completed personal information form or authorization in a form substantially similar to a personal information form or authorization in clause (E) or (F), as permitted under securities legislation; and

 Section 9.1 (2) and (3) were added by BC Reg 178/2013, effective May 14, 2013.

 Section 9.1 (a) (iv.1) was added by BC Reg 180/2013, effective May 31, 2013.

 Section 9.1 (1) (a) (vii) was added by BC Reg 197/2013, effective August 13, 2013.

 Section 9.1 (1) (b) (iii) BEFORE amended by BC Reg 197/2013, effective August 13, 2013.

(iii)  Auditor's Comfort Letter Regarding Audited Financial Statements — if a financial statement of an issuer or a business included in, or incorporated by reference into, a preliminary or pro forma long form prospectus is accompanied by an unsigned auditor's report, a signed letter addressed to the regulator from the auditor of the issuer or of the business, as applicable, prepared in accordance with the form suggested for this circumstance in the Handbook.

 Section 9.1 (1) (b) (iv) was added by BC Reg 197/2013, effective August 13, 2013.

 Section 9.1 (1) (a) (iv.2) was added by BC Reg 85/2017, effective September 1, 2017.

 Section 9.1 (1) (b) (i) BEFORE amended by BC Reg 85/2017, effective September 1, 2017.

(i) Blacklined Copy — in the case of a pro forma prospectus, a copy of the pro forma prospectus blacklined to show changes and the text of deletions from the latest prospectus previously filed;

 Section 9.1 (1) (b) (i.1) was added by BC Reg 85/2017, effective September 1, 2017.

 Section 9.1 (1) (b) (ii) BEFORE amended by BC Reg 344/2021, effective January 5, 2022.

(ii) Personal Information Form and Authorization to Collect, Use and Disclose Personal Information — a completed personal information form for,

(A) each director and executive officer of an issuer,

(B) if the issuer is an investment fund, each director and executive officer of the manager of the issuer,

(C) each promoter of the issuer, and

(D) if the promoter is not an individual, each director and executive officer of the promoter;

(E)-(G) Repealed. [B.C. Reg. 178/2013, Sch. B, s. 9.]

 Section 9.1 (1.1) was added by BC Reg 344/2021, effective January 5, 2022.

 Section 9.2 (a) (vii) (A) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(A)  deals with a mineral project or oil and gas activities of the issuer, and

 Section 9.2 (a) (vii) (A.1) was added by BC Reg 178/2013, effective May 14, 2013.

 Section 9.2 (a) (vii) (B) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(B)  is not otherwise required to be filed under subparagraph 9.1 (a) (v) or 9.1 (a) (vi);

 Section 9.2 (a) (xii) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(xi)  Undertaking in Respect of Continuous Disclosure — An undertaking of the issuer to provide to its securityholders separate financial statements for an operating entity that investors need to make an informed decision about investing in the issuer's securities if

 Section 9.2 (a) (xii.1) was added by BC Reg 178/2013, effective May 14, 2013.

 Section 9.2 (a) (iv) BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

(iv)  Investment Fund Documents — a copy of any document described under subparagraph 9.1 (a) (iv) that has not previously been filed;

 Section 9.2 (a) (xiv) was added by BC Reg 197/2013, effective August 13, 2013.

 Section 9.2 (b) (ii) BEFORE amended by BC Reg 197/2013, effective August 13, 2013.

(ii)  Communication with Exchange — if the issuer has made an application to list the securities being distributed on an exchange in Canada, a copy of a communication in writing from the exchange stating that the application for listing has been made and has been accepted subject to the issuer meeting the requirements for listing of the exchange.

 Section 9.2 (b) (iii) was added by BC Reg 197/2013, effective August 13, 2013.

 Section 9.2 (b) BEFORE (ii) was amended and (iv) and (v) were added by BC Reg 230/2015, effective December 8, 2015.

(b) deliver to the regulator, no later than the filing of the final long form prospectus

(i) Blackline Copy — a copy of the final long form prospectus blacklined to show changes from the preliminary or pro forma long form prospectus;

(ii) Communication with Exchange — if the issuer has made an application to list the securities being distributed on an exchange in Canada, a copy of a communication in writing from the exchange stating that the application for listing has been made and has been accepted subject to the issuer meeting the requirements for listing of the exchange; and

(iii) Marketing Materials — a copy of any template version of the marketing materials required to be delivered under paragraph 13.7 (4) (c), 13.8 (4) (c) or 13.12 (2) (c) that has not previously been delivered.

 Section 9.2 (a) (ii), (iii) and (iv) BEFORE amended by BC Reg 85/2017, effective September 1, 2017.

(ii) Documents Affecting the Rights of Securityholders — a copy of any document described under subparagraph 9.1 (a) (ii) that has not previously been filed;

(iii) Material Contracts — a copy of each material contract required to be filed under section 9.3 that has not previously been filed under subparagraph 9.1 (a) (iii);

(iv) Investment Fund Documents — a copy of any document described under subparagraph 9.1 (a) (iv) or (iv.1) that has not previously been filed;

 Section 9.2 (a) (v) (B) BEFORE amended by BC Reg 85/2017, effective September 1, 2017.

(B) is not otherwise required to be filed under subparagraph 9.1 (a) (v) or 9.1 (a) (vi);

 Section 9.2 (b) (i) BEFORE amended by BC Reg 85/2017, effective September 1, 2017.

(i) Blackline Copy — a copy of the final long form prospectus blacklined to show changes from the preliminary or pro forma long form prospectus;

 Section 9.2 (b) (i.1) was added by BC Reg 85/2017, effective September 1, 2017.

 Section 10.1 (1) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(1)  An issuer must file the written consent of

(a) any solicitor, auditor, accountant, engineer, or appraiser,

(b) any notary in Québec, and

(c) any person or company whose profession or business gives authority to a statement made by that person or company

if that person or company is named in a prospectus or an amendment to a prospectus, directly or, if applicable, in a document incorporated by reference,

(d) as having prepared or certified any part of the prospectus or the amendment,

(e) as having opined on financial statements from which selected information included in the prospectus has been derived and which audit opinion is referred to in the prospectus directly or in a document incorporated by reference, or

(f) as having prepared or certified a report, valuation, statement or opinion referred to in the prospectus or the amendment, directly or in a document incorporated by reference.

 Section 10.1 (1.1) was added by BC Reg 178/2013, effective May 14, 2013.

 Section 10.1 (4) BEFORE amended by BC Reg 179/2013, effective May 31, 2013.

(4)  Subsection (1) does not apply to an approved rating organization that issues a rating to the securities being distributed under the prospectus.

 Section 10.1 (2) (a) BEFORE amended by BC Reg 22/2025, effective March 3, 2025.

(a) be filed no later than the time the final prospectus or the amendment to the final prospectus is filed or, for the purposes of future financial statements that have been incorporated by reference in a prospectus under subsection 15.2 (3), no later than the date that those financial statements are filed,

 Section 11.2 (part) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

 Section 11.2 (b) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(b) securities issued or paid as compensation to one or more persons or companies for acting as an underwriter in respect of other securities that are distributed under the prospectus, where the number or principal amount of the securities issued as compensation, on an as-if-converted basis, does not in the aggregate exceed 10% of the total of the base offering plus any securities that would be acquired upon the exercise of an over-allotment option.

 Part 13 title BEFORE amended by BC Reg 197/2013, effective August 13, 2013.

Part 13 - Advertising and Marketing in Connection with Prospectus Offerings

 Section 13.0 was enacted by BC Reg 197/2013, effective August 13, 2013.

 Section 13.1 (1) and (2) BEFORE amended by BC Reg 197/2013, effective August 13, 2013.

(1)  A notice, circular, advertisement, letter or other communication used in connection with a prospectus offering during the waiting period must contain the following legend or words to the same effect:

(2)  If the notice, circular, advertisement, letter or other communication is in writing, set out the language in subsection (1) in boldface type that is at least as large as that used generally in the body of the text.

 Section 13.1 (3) was added by BC Reg 197/2013, effective August 13, 2013.

 Section 13.1 (1) BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

(1) A preliminary prospectus notice or other communication used in connection with a prospectus offering during the waiting period must contain the following legend or words to the same effect:

"A preliminary prospectus containing important information relating to these securities has been filed with securities commissions or similar authorities in certain jurisdictions of Canada. The preliminary prospectus is still subject to completion or amendment. Copies of the preliminary prospectus may be obtained from [insert name and contact information for dealer or other relevant person or entity]. There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued."

 Section 13.2 (1) and (2) BEFORE amended by BC Reg 197/2013, effective August 13, 2013.

(1)  A notice, circular, advertisement, letter or other communication used in connection with a prospectus offering following the issuance of a receipt for the final prospectus must contain the following legend or words to the same effect:

(2)  If the notice, circular, advertisement, letter or other communication is in writing, set out the language in subsection (1) in boldface type that is at least as large as that used generally in the body of the text.

 Section 13.2 (3) was added by BC Reg 197/2013, effective August 13, 2013.

 Section 13.2 (1) (part) BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

"This offering is only made by prospectus. The prospectus contains important detailed information about the securities being offered. Copies of the prospectus may be obtained from [insert name and contact information for dealer or other relevant person or entity]. Investors should read the prospectus before making an investment decision."

 Section 13.3 (d), (g) and (h) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(d) the investment objective(s) of the investment fund;

(g) the name and address of a person or company from whom a preliminary prospectus may be obtained and purchases of securities may be made; and

(h) how many securities will be made available.

 Section 13.3 (i) was added by BC Reg 178/2013, effective May 14, 2013.

 Section 13.3 BEFORE repealed by BC Reg 197/2013, effective August 13, 2013.

 Sections 13.4 to 13.12 were enacted by BC Reg 197/2013, effective August 13, 2013.

 Section 13.5 (2) (part) BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

A preliminary prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorit[y/ies] in [each of/certain of the provinces/provinces and territories of Canada].

 Section 13.6 (2) (part) BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

A final prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorit[y/ies] in [each of/certain of the provinces/provinces and territories of Canada].

 Section 13.7 (1) (g) BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

(g) the investment dealer provides a copy of the preliminary prospectus and any amendment with the marketing materials.

 Section 13.7 (5) (part) BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

A preliminary prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorit[y/ies] in [each of/certain of the provinces/provinces and territories of Canada]. A copy of the preliminary prospectus, and any amendment, is required to be delivered with this document.

 Section 13.8 (1) (g) BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

(g) the investment dealer provides a copy of the final prospectus, and any amendment, with the marketing materials.

 Section 13.8 (5) (part) BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

A final prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorit[y/ies] in [each of/certain of the provinces/provinces and territories of Canada]. A copy of the final prospectus, and any amendment, is required to be delivered with this document.

 Section 13.9 (3) (c) BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

(c) provide the investor with a copy of the preliminary prospectus and any amendment.

 Section 13.9 (4) (part) BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

This presentation does not provide full disclosure of all material facts relating to the securities offered. Investors should read the preliminary prospectus, the final prospectus and any amendment for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

 Section 13.10 (3) (c) BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

(c) provide the investor with a copy of the final prospectus and any amendment.

 Section 13.10 (4) (part) BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

This presentation does not provide full disclosure of all material facts relating to the securities offered. Investors should read the final prospectus and any amendment for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

 Part 13A, sections 13A.1 to 13A.4 were enacted by BC Reg 197/2013, effective August 13, 2013.

 Section 14.2 BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

 Section 14.5 (1) and (3) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(1)  All agreements between the investment fund and the custodian or the custodian and the sub-custodian of an investment fund must provide for

(3)  An agreement between an investment fund and a custodian or a custodian and a sub-custodian respecting the portfolio assets must not

 Section 14.8.1 was enacted by BC Reg 96/2012, effective April 30, 2012.

 Section 14.8.1 (1) BEFORE amended by BC Reg 176/2014, effective September 22, 2014.

 Section 15.1 BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

 Section 15.2 (1) and (3) BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

(1)  An investment fund must incorporate by reference into its long form prospectus, by means of a statement to that effect, the filed documents listed in section 37.1 of Form 41-101F2.

(3)  An investment fund must incorporate by reference in its long form prospectus, by means of a statement to that effect, the subsequently filed documents referred to in section 37.2 of Form 41-101F2.

 Section 15.3 was enacted by BC Reg 85/2017, effective September 1, 2017.

 Section 16.1 (part) BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

 Section 17.1 (2) BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

(2)  A pro forma prospectus must be prepared in the form of a long form prospectus in accordance with Form 41-101F1 or Form 41-101F2, as applicable, and other securities legislation, except that a pro forma prospectus is not required to contain prospectus certificates or to comply with sections 4.2, 4.3 and 4.4 of this Instrument.

 Section 17.2 (1.1) was added by BC Reg 22/2025, effective March 3, 2025.

 Section 17.3 was enacted by BC Reg 22/2025, effective March 3, 2025.

 Section 17.4 was enacted by BC Reg 22/2025, effective March 3, 2025.

 Section 19.1 (3) BEFORE amended by BC Reg 111/2018, effective June 12, 2018.

(3) Except in Ontario, an exemption referred to in subsection (1) is granted under the statute referred to in Appendix B of NI 14-101 opposite the name of the local jurisdiction.

 Section 19.3 (2) (a) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(a) the person or company that sought the exemption sent to the regulator

(i)  the letter or memorandum referred to in section 19.2 on or before the date of the filing of the preliminary prospectus, or

(ii)  the letter or memorandum referred to in section 19.2 after the date of the filing of the preliminary prospectus and received a written acknowledgement from the regulator that the exemption may be evidenced in the manner set out in subsection (1), and

 Section 20.1 BEFORE repealed by BC Reg 382/2010, effective January 1, 2011.

 Appendix A BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

Appendix A to National Instrument 41-101
General Prospectus Requirements

[am. B.C. Reg. 382/2010, Sch. C, s. 7.]

PERSONAL INFORMATION FORM AND
AUTHORIZATION OF INDIRECT COLLECTION,
USE AND DISCLOSURE OF PERSONAL INFORMATION

In connection with an issuer's (the "Issuer") filing of a prospectus, the attached Schedule 1 contains information (the "Information") concerning every individual for whom the Issuer is required to provide the Information under Part 9 of this Instrument or Part 4 of NI 44-101. The Issuer is required by provincial and territorial securities legislation to deliver the Information to the regulators listed in Schedule 3.

The Issuer confirms that each individual who has completed a Schedule 1:

Date: ................................................................

........................................................................

Name of Issuer

Per: ..................................................................

.......................................................................

Name

.......................................................................

Official Capacity

(Please print the name of the person signing on behalf of the issuer)

Schedule 1

Personal Information Form and Authorization of Indirect Collection,
Use and Disclosure of Personal Information

This Personal Information Form and Authorization of Indirect Collection, Use and Disclosure of Personal Information (the "Form") is to be completed by every individual who, in connection with an issuer filing a prospectus (the "Issuer"), is required to do so under Part 9 of National Instrument 41-101 General Prospectus Requirements or Part 4 of National Instrument 44-101 Short Form Prospectus Distributions. Where an individual has submitted a personal information form (an "Exchange Form") to the Toronto Stock Exchange or the TSX Venture Exchange and the information has not changed, the Exchange Form may be delivered in lieu of this Form; provided that the certificate and consent of this Form is completed and attached to the Exchange Form.

The securities regulatory authorities do not make any of the information provided in this Form public.

General Instructions:

1. A. IDENTIFICATION OF INDIVIDUAL COMPLETING FORM

2. CITIZENSHIP

3. EMPLOYMENT HISTORY

Provide your employment history for the 10 YEARS immediately prior to the date of this Form starting with your current employment. Use an attachment if necessary.

4. POSITIONS WITH OTHER ISSUERS

5. EDUCATIONAL HISTORY

6. OFFENCES — If you answer "YES" to any Item in Question 6, you must provide complete details in an attachment.

7. BANKRUPTCY – If you answer "YES" to any Item in Question 7, you must provide complete details in an attachment and attach a copy of any discharge, release or other applicable document.

8. PROCEEDINGS — If you answer "YES" to any Item in Question 8, you must provide complete details in an attachment.

9. CIVIL PROCEEDINGS – If you answer "YES" to any item in Question 9, you must provide complete details in an attachment.

(a) I have read and understood the questions, cautions, acknowledgement and consent in this Form, and the answers I have given to the questions in this Form and in any attachments to it are true and correct, except where stated to be to the best of my knowledge, in which case I believe the answers to be true;

(b) I have read and understand the Personal Information Collection Policy attached hereto as Schedule 2 (the "Personal Information Collection Policy");

(c) I consent to the collection, use and disclosure of the information in this Form and to the collection, use and disclosure of further personal information in accordance with the Personal Information Collection Policy; and

(d) I understand that I am providing this Form to a regulator listed in Schedule 3 attached hereto and I am under the jurisdiction of the regulator to which I submit this Form, and it is a breach of securities legislation to provide false or misleading information to the regulator.

Schedule 2

Personal Information Collection Policy

The regulators listed in Schedule 3 Regulators collect the personal information in Schedule 1 Personal Information Form under the authority granted to them under provincial and territorial securities legislation. Under securities legislation, the regulators do not make any of the information provided in Schedule 1 public.

The regulators collect the personal information in Schedule 1 for the purpose of enabling the regulators to administer and enforce provincial and territorial securities legislation, including those provisions that require or permit the regulators to refuse to issue a receipt for a prospectus if it appears to the regulators that the past conduct of management or promoters of the Issuer affords reasonable grounds for belief that the business of the Issuer will not be conducted with integrity and in the best interests of its securityholders.

You understand that by signing the certificate and consent in Schedule 1, you are consenting to the Issuer submitting your personal information in Schedule 1 (the "Information") to the regulators and to the collection and use by the regulators of the Information, as well as any other information that may be necessary to administer and enforce provincial and territorial securities legislation. This may include the collection of information from law enforcement agencies, other government or non-governmental regulatory authorities, self-regulatory organizations, exchanges, and quotation and trade reporting systems in order to conduct background checks, verify the Information and perform investigations and conduct enforcement proceedings as required to ensure compliance with provincial and territorial securities legislation.

You understand that the Issuer is required to deliver the Information to the regulators because the Issuer has filed a prospectus under provincial and territorial securities legislation. You also understand that you have a right to be informed of the existence of personal information about you that is kept by regulators, that you have the right to request access to that information, and that you have the right to request that such information be corrected, subject to the applicable provisions of the freedom of information and protection of privacy legislation adopted by each province and territory.

You also understand and agree that the Information the regulators collect about you may also be disclosed, as permitted by law, where its use and disclosure is for the purposes described above. The regulators may also use a third party to process the Information, but when this happens, the third party will be carefully selected and obligated to comply with the limited use restrictions described above and with provincial and federal privacy legislation.

Warning: It is an offence to submit information that, in a material respect and at the time and in the light of the circumstances in which it is submitted, is misleading or untrue.

Questions

If you have any questions about the collection, use, and disclosure of the information you provide to the regulators, you may contact the regulator in the jurisdiction in which the required information is filed, at the address or telephone number listed in Schedule 3.

Schedule 3

Regulators

 Appendix A, Schedule 1, under the heading "General Intstructions" (part) BEFORE amended by BC Reg 139/2023, effective June 9, 2023.

 Appendix A, Schedule 3 items BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

 Appendix A, Schedule 3 items BEFORE amended by BC Reg 70/2024, effective April 16, 2024.

 Appendix C (part) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

The undersigned accepts the appointment as agent for service of process of [insert name of Issuer] under the terms and conditions of the appointment of agent for service of process stated above.

 Appendix D was enacted by BC Reg 197/2013, effective August 13, 2013.

 Appendix E was enacted by BC Reg 197/2013, effective August 13, 2013.

 Appendix F was enacted by BC Reg 344/2021, effective January 5, 2022.

 Form 41-101F1, General Instructions items (3), (7), (8), (10) and (15) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(3)  In determining the degree of detail required, a standard of materiality must be applied. Materiality is a matter of judgment in the particular circumstance, and is determined in relation to an Item 's significance to investors, analysts and other users of the information. An Item of information, or an aggregate of items, is considered material if it is probable that its omission or misstatement would influence or change an investment decision with respect to the issuer's securities. In determining whether information is material, take into account both quantitative and qualitative factors. The potential significance of items must be considered individually rather than on a net basis, if the items have an offsetting effect. This concept of materiality is consistent with the financial reporting notion of materiality contained in the Handbook.

(7)  Where the term "issuer" is used, it may be necessary, in order to meet the requirement for full, true and plain disclosure of all material facts, to also include disclosure with respect to persons or companies that the issuer is required, under the issuer's GAAP, to consolidate, proportionately consolidate or account for using the equity method (for example, including "subsidiaries" as that term is used in the Handbook). If it is more likely than not that a person or company will become an entity that the issuer will be required, under the issuer's GAAP, to consolidate, proportionately consolidate or account for using the equity method, it may be necessary to also include disclosure with respect to the person or company.

(8)  An issuer that is a special purpose vehicle may have to modify the disclosure items to reflect the special purpose nature of its business.

(10)  If an issuer discloses financial information in a preliminary prospectus or prospectus in a currency other than the Canadian dollar, prominently disclose the currency in which the financial information is disclosed.

(15)  Forward-looking information, as defined in NI 51-102, included in a prospectus must comply with section 4A.2 of NI 51-102 and must include the disclosure described in section 4A.3 of NI 51-102. In addition to the foregoing, FOFI or a financial outlook, each as defined in NI 51-102, included in a prospectus must comply with Part 4B of NI 51-102. If the forward-looking information relates to an issuer or other entity that is not a reporting issuer in any jurisdiction, section 4A.2, section 4A.3 and Part 4B of NI 51-102 apply as if the issuer or other entity were a reporting issuer in at least one jurisdiction.

 Form 41-101F1, General Instructions item (16) was added by BC Reg 197/2013, effective August 13, 2013.

 Form 41-101F1, section 1.4 (2) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(2)  If there may be an over allocation position,

(a) disclose that a purchaser who acquires securities forming part of the underwriters' over-allocation position acquires those securities under this prospectus, regardless of whether the over-allocation position is ultimately filled through the exercise of the over-allotment option or secondary market purchases, and

(b) describe the terms of any over-allotment option or an option to increase the size of the distribution before closing.

 Form 41-101F1, section 1.4 (2.1) was added by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 1.4 (3) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(3)  If the distribution of the securities is to be on a best efforts basis, provide totals for both the minimum and maximum offering amount, if applicable.

 Form 41-101F1, section 1.5 BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

 Form 41-101F1. section 1.9 (1) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(1)  Identify the exchange(s) and quotation system(s), if any, on which securities of the issuer of the same class as the securities being distributed are traded or quoted and the market price of those securities as of the latest practicable date.

 Form 41-101F1, section 1.9 (4) BEFORE amended by BC Reg 121/2015, effective June 30, 2015.

(4) If the issuer has complied with the requirements of the Instrument as an IPO venture issuer, include a statement, in substantially the following form, with bracketed information completed:

"As at the date of this prospectus, [name of issuer] does not have any of its securities listed or quoted, has not applied to list or quote any of its securities, and does not intend to apply to list or quote any of its securities, on the Toronto Stock Exchange, a U.S. marketplace, or a marketplace outside Canada and the United States of America other than the Alternative Investment Market of the London Stock Exchange or the PLUS markets operated by PLUS Markets Group plc."

 Form 41-101F1, section 1.9 (4) BEFORE amended by BC Reg 208/2015, effective November 17, 2015.

(4) If the issuer has complied with the requirements of the Instrument as an IPO venture issuer, include a statement, in substantially the following form, with bracketed information completed:

"As at the date of this prospectus, [name of issuer] does not have any of its securities listed or quoted, has not applied to list or quote any of its securities, and does not intend to apply to list or quote any of its securities, on the Toronto Stock Exchange, a U.S. marketplace, or a marketplace outside Canada and the United States of America (other than the Alternative Investment Market of the London Stock Exchange or the PLUS markets operated by PLUS Markets Group plc)."

 Form 41-101F1, section 1.10.1 was enacted by BC Reg 70/2024, effective April 16, 2024.

 Form 41-101F1, section 1.12 BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 4.2 (4) (b) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(b) the sales and operating revenues of the subsidiary do not exceed 10% of the consolidated sales and operating revenues of the issuer, and

 Form 41-101F1, section 5.1 (1) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(1)  Describe the business of the issuer and its operating segments that are reportable segments as those terms are used in the Handbook. Disclose information for each reportable segment of the issuer in accordance with subsection 5.1 (1) of Form 51-102F2.

 Section 5.1 (2) and (3) BEFORE amended by BC Reg 121/2015, effective June 30, 2015.

(2) Disclose the nature and results of any bankruptcy, receivership or similar proceedings against the issuer or any of its subsidiaries, or any voluntary bankruptcy, receivership or similar proceedings by the issuer or any of its subsidiaries, within the three most recently completed financial years or completed during or proposed for the current financial year.

(3) Disclose the nature and results of any material restructuring transaction of the issuer or any of its subsidiaries within the three most recently completed financial years or completed during or proposed for the current financial year.

 Section 5.2 heading BEFORE amended by BC Reg 121/2015, effective June 30, 2015.

Three-year history

 Section 5.2 (1) BEFORE amended by BC Reg 121/2015, effective June 30, 2015.

(1) Describe how the issuer's business has developed over the last three completed financial years and any subsequent period to the date of the prospectus, including only events, such as acquisitions or dispositions, or conditions that have influenced the general development of the business.

 Form 41-101F1, section 5.4 BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 5.5 BEFORE amended by BC Reg 380/2010, effective December 30, 2010.

 Form 41-101F1, section 5.5 (1) and (4) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(1)  If the issuer is engaged in oil and gas activities as defined in NI 51-101, disclose information in accordance with Form 51-101F1

(a) as at the end of, and for, the most recent financial year for which the prospectus includes an audited balance sheet of the issuer, or

(b) in the absence of a completed financial year referred to in paragraph (a), as at the most recent date for which the prospectus includes an audited balance sheet of the issuer, and for the most recent financial period for which the prospectus includes an audited income statement of the issuer.

(4)  To the extent not reflected in the information disclosed in response to subsection (1), disclose the information contemplated by Part 6 of NI 51-101 in respect of material changes that occurred after the applicable balance sheet referred to in subsection (1).

 Form 41-101F1, section 6.3 (2) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(2)  If the closing of the distribution is subject to a minimum subscription, provide disclosure of the use of proceeds for the minimum and maximum subscriptions.

 Form 41-101F1, section 6.3 (3) and (4) were added by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 8.1 (1) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(1)  For the purposes of this Item , MD&A means a completed Form 51-102F1 or, in the case of an SEC issuer, a completed Form 51-102F1 or management's discussion and analysis prepared in accordance with Item 303 of Regulation S-K or Item 303 of Regulation S-B under the 1934 Act.

 Form 41-101F1, section 8.2 BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

 Form 41-101F1, Section 8.2, Guidance added after (3) BEFORE amended by BC Reg 121/2015, effective June 30, 2015.

 Form 41-101F1, section 8.3 BEFORE repealed by BC Reg 382/2010, effective January 1, 2011.

 Form 41-101F1, section 8.5 BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 8.6 (1) to (3) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(1)  If the issuer is a venture issuer or an IPO venture issuer that has not had significant revenue from operations in either of its last two financial years, disclose a breakdown of material components of

(a) capitalized or expensed exploration and development costs,

(b) expensed research and development costs,

(c) deferred development costs,

(d) general and administrative expenses, and

(e) any material costs, whether capitalized, deferred or expensed, not referred to in paragraphs (a) through (d).

(2)  Present the analysis of capitalized or expensed exploration and development costs required by subsection (1) on a property-by-property basis, if the issuer's business primarily involves mining exploration and development.

(3)  Provide the disclosure in subsection (1) for the following periods:

(a) the two most recently completed financial years; and

(b) the most recent year-to-date interim period and the comparative year-to-date period presented in the interim financial statements included in the prospectus, if any.

 Form 41-101F1, Section 8.6 (3) (b) BEFORE amended by BC Reg 121/2015, effective June 30, 2015.

(b) the most recent year-to-date interim period and the comparative year-to-date period presented in the interim financial report included in the prospectus, if any.

 Form 41-101F1, section 8.7 BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

 Form 41-101F1, section 8.8 BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

 Form 41-101F1, Section 8.8 (2) (b) BEFORE amended by BC Reg 121/2015, effective June 30, 2015.

(b) the most recent year-to-date interim period and the comparative year-to-date period presented in the interim financial report included in the prospectus, if any.

 Form 41-101F1, section 9.1 (1) to (4) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(1)  If the securities being distributed are debt securities having a term to maturity in excess of one year or are preferred shares, disclose the following earnings coverage ratios adjusted in accordance with subsection (2):

(a) the earnings coverage ratio based on the most recent 12-month period included in the issuer's annual financial statements included in the prospectus,

(b) if there has been a change in year end and the issuer's most recent financial year is less than nine months in length, the earnings coverage calculation for its old financial year, and

(c) the earnings coverage ratio based on the 12-month period ended on the last day of the most recently completed period for which interim financial statements of the issuer have been included in the prospectus.

(2)  Adjust the ratios referred to in subsection (1) to reflect

(a) the issuance of the securities being distributed under the prospectus, based on the price at which these securities are expected to be distributed,

(b) in the case of a distribution of preferred shares,

(i)  the issuance of all preferred shares since the date of the annual or interim financial statements, and

(ii)  the repurchase, redemption or other retirement of all preferred shares repurchased, redeemed, or otherwise retired since the date of the annual or interim financial statements and of all preferred shares to be repurchased, redeemed, or otherwise retired from the proceeds to be realized from the sale of securities under the prospectus,

(c) the issuance of all long-term financial liabilities, as defined in accordance with the issuer's GAAP, since the date of the annual or interim financial statements,

(d) the repayment, redemption or other retirement of all long-term financial liabilities, as defined in accordance with the issuer's GAAP, since the date of the annual or interim financial statements and all long-term financial liabilities to be repaid or redeemed from the proceeds to be realized from the sale of securities distributed under the prospectus, and

(e) the servicing costs that were incurred, or are expected to be incurred, in relation to the adjustments.

(3)  If the issuer is distributing, or has outstanding, debt securities that are accounted for, in whole or in part, as equity, disclose in notes to the ratios required under subsection (1)

(a) that the ratios have been calculated excluding the carrying charges for those securities that have been reflected in equity in the calculation of the issuer's interest and dividend obligations,

(b) that if those securities had been accounted for in their entirety as debt for the purpose of calculating the ratios required under subsection (1), the entire amount of the annual carrying charges for those securities would have been reflected in the calculation of the issuer's interest and dividend obligations, and

(c) the earnings coverage ratios for the periods referred to in subsection (1), calculated as though those securities had been accounted for as debt.

(4)  If the earnings coverage ratio is less than one-to-one, disclose in the prospectus the dollar amount of the earnings required to achieve a ratio of one-to-one.

 Form 41-101F1, section 9, Instructions (2), (3), (4), (5), (6) and (7) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(2)  Earnings coverage is calculated by dividing an entity's earnings (the numerator) by its interest and dividend obligations (the denominator).

(3)  For the earnings coverage calculation

(a) the numerator should be calculated using consolidated net income before interest and income taxes;

(b) imputed interest income from the proceeds of a distribution should not be added to the numerator;

(c) an issuer may also present, as supplementary disclosure, a coverage calculation based on earnings before discontinued operations and extraordinary items;

(d) for distributions of debt securities, the appropriate denominator is interest expense determined in accordance with the issuer's GAAP, after giving effect to the new debt issue and any retirement of obligations, plus the amount of interest that has been capitalized during the period;

(e) for distributions of preferred shares

(i)  the appropriate denominator is dividends declared during the period, together with undeclared dividends on cumulative preferred shares, after giving effect to the new preferred share issue, plus the issuer's annual interest requirements, including the amount of interest that has been capitalized during the period, less any retirement of obligations, and

(ii)  dividends should be grossed-up to a before-tax equivalent using the issuer's effective income tax rate; and

(f) for distributions of both debt securities and preferred shares, the appropriate denominator is the same as for a preferred share issue, except that the denominator should also reflect the effect of the debt being offered pursuant to the prospectus.

(4)  The denominator represents a pro forma calculation of the aggregate of an issuer's interest obligations on all long-term debt and dividend obligations (including both dividends declared and undeclared dividends on cumulative preferred shares) with respect to all outstanding preferred shares, as adjusted to reflect

(a) the issuance of all long-term debt and, in addition in the case of an issuance of preferred shares, all preferred shares issued, since the date of the annual or interim financial statements;

(b) the issuance of the securities that are to be distributed under the prospectus, based on a reasonable estimate of the price at which these securities will be distributed;

(c) the repayment or redemption of all long-term debt since the date of the annual or interim financial statements, all long-term debt to be repaid or redeemed from the proceeds to be realized from the sale of securities under the prospectus and, in addition, in the case of an issuance of preferred shares, all preferred shares repaid or redeemed since the date of the annual or interim financial statements and all preferred shares to be repaid or redeemed from the proceeds to be realized from the sale of securities under the prospectus; and

(d) the servicing costs that were incurred, or will be incurred, in relation to the above adjustments.

(5)  In certain circumstances, debt obligations may be classified as current liabilities because such obligations, by their terms, are due on demand, are due within one year, or are callable by the creditor. If the issuer is distributing, or has outstanding, debt securities that are classified as current liabilities, disclose

(a) in the notes to the ratios required under subsection 9.1 (1) that the ratios have been calculated excluding the carrying charges for those debt securities reflected as current liabilities;

(b) that if those debt securities had been classified in their entirety as long term debt for the purposes of calculating the ratios under subsection 9.1 (1), the entire amount of the annual carrying charges for such debt securities would have been reflected in the calculation of the issuer's interest and dividend obligations; and

(c) the earnings coverage ratios for the periods referred to in subsection 9.1 (1), calculated as though those debt securities had been classified as long term debt.

(6)  For debt securities, disclosure of earnings coverage shall include language similar to the following, with the bracketed and bulleted information completed:

"[Name of the issuer]'s interest requirements, after giving effect to the issue of [the debt securities to be distributed under the prospectus], amounted to $• for the 12 months ended •. [Name of the issuer]'s earnings before interest and income tax for the 12 months then ended was $•, which is • times [name of the issuer]'s interest requirements for this period."

(7)  For preferred share issues, disclosure of earnings coverage shall include language similar to the following, with the bracketed and bulleted information completed:

"[Name of the issuer]'s dividend requirements on all of its preferred shares, after giving effect to the issue of [the preferred shares to be distributed under the prospectus], and adjusted to a before-tax equivalent using an effective income tax rate of •%, amounted to $• for the 12 months ended •. [Name of the issuer]'s interest requirements for the 12 months then ended amounted to $•. [Name of the issuer]'s earnings before interest and income tax for the 12 months ended • was $•, which is • times [name of the issuer]'s aggregate dividend and interest requirements for this period."

 Form 41-101F1, section 10.3 (8) (b) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(b) income and losses from the pool for the period presented on at least an annual basis or such shorter period as is reasonable given the nature of the underlying pool of assets,

 Form 41-101F1, section 10.5 (part) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 10.9, instructions BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

 Form 41-101F1, section 10.9 BEFORE re-enacted by BC Reg 78/2012, effective April 20, 2012.

INSTRUCTION

 Form 41-101F1, section 13.1 (part) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 13.2 (1) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(1)  For each class of securities of the issuer that is traded or quoted on a Canadian marketplace, identify the marketplace and the price ranges and volume traded or quoted on the Canadian marketplace on which the greatest volume of trading or quotation generally occurs.

 Form 41-101F1, section 13.2 (2) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(2)  If a class of securities of the issuer is not traded or quoted on a Canadian marketplace but is traded or quoted on a foreign marketplace, identify the foreign marketplace and the price ranges and volume traded or quoted on the foreign marketplace on which the greatest volume or quotation generally occurs.

 Section 17.1 BEFORE amended by BC Reg 121/2015, effective June 30, 2015.

 Form 41-101F1, section 20.2 (a) BEFORE amended by BC Reg 197/2013, effective August 13, 2013.

(a) include a statement in substantially the following form, with the bracketed information completed and with modifications necessary to reflect the terms of the distribution:

"Under an agreement dated [insert date of agreement] between [insert name of issuer or selling securityholder] and [insert name(s) of underwriter(s)], as underwriter[s], [insert name of issuer or selling security shareholder] has agreed to sell and the underwriter[s] [has/have] agreed to purchase on [insert closing date] the securities at a price of [insert offering price], payable in cash to [insert name of issuer or selling securityholder] against delivery. The obligations of the underwriter[s] under the agreement may be terminated at [its/their] discretion on the basis of [its/their] assessment of the state of the financial markets and may also be terminated upon the occurrence of certain stated events. The underwriter[s] [is/are], however, obligated to take up and pay for all of the securities if any of the securities are purchased under the agreement.", and

 Form 41-101F1, section 20.11 BEFORE amended by BC Reg 121/2015, effective June 30, 2015.

 Form 41-101F1, section 20.11 BEFORE amended by BC Reg 208/2015, effective November 17, 2015.

 Form 41-101F1, section 26.1.1 was enacted by BC Reg 181/2014, effective September 30, 2014.

 Form 41-101F1, section 30.1.1 was enacted by BC Reg 70/2024, effective April 16, 2024.

 Form 41-101F1, section 30.2.1 was enacted by BC Reg 70/2024, effective April 16, 2024.

 Form 41-101F1, section 30.3 was enacted by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 32.1 (c) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(c) the restated combined financial statements of the issuer and any other entity with which the issuer completed a transaction within three years before the date of the prospectus or proposes to complete a transaction, if the issuer accounted for or will account for the transaction as a continuity of interests.

 Form 41-101F1, section 32.1 BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 32.2 BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

 Form 41-101F1, section 32.3 BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

 Form 41-101F1, section 32.4 BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

 Form 41-101F1, section 32.4 re-numbered as 32.4 (1) and (2) was added by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 32.4 (1) (a) BEFORE amended by BC Reg 121/2015, effective June 30, 2015.

(a) the statement of comprehensive income, the statement of changes in equity, and the statement of cash flows for the third most recently completed financial year, if the issuer is a reporting issuer in at least one jurisdiction immediately before filing the prospectus,

 Form 41-101F1, section 32.5 (c) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(c) any interim financial statements required under section 32.3.

 Form 41-101F1, section 32.5 (b) (i.1) was added by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 32.7 was enacted by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 32.8 was enacted by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 32.9 was enacted by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F1, section 34.1 (1) (c) and (g) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(c) a subsidiary is a "finance subsidiary" if it has minimal assets, operations, revenues or cash flows other than those related to the issuance, administration and repayment of the security being distributed and any other securities guaranteed by its parent entity,

(g) "summary financial information" includes the following line items:

(i)  sales or revenues;

(ii)  income from continuing operations;

(iii)  net earnings or loss; and

(iv)  unless the accounting principles used to prepare the financial statements of the entity permits the preparation of the entity's balance sheet without classifying assets and liabilities between current and non-current and the entity provides alternative meaningful financial information which is more appropriate to the industry,

(A)  current assets;

(B)  non-current assets;

(C)  current liabilities; and

(D)  non-current liabilities.

 Form 41-101F1, section 34.1 (1), instruction following (g) was added by BC Reg 382/2010, effective January 1, 2011.

 Form 41-101F1, section 34.2 (e) (ii) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(ii)  for the periods covered by the parent credit supporter's interim and annual consolidated financial statements included in the prospectus under Item 33, consolidating summary financial information for the parent credit supporter presented with a separate column for each of the following:

(A)  the parent credit supporter;

(B)  the issuer;

(C)  any other subsidiaries of the parent credit supporter on a combined basis;

(D)  consolidating adjustments;

(E)  the total consolidated amounts.

 Form 41-101F1, section 35.1 (1) and (4) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(1)  This Item does not apply to a completed or proposed transaction by the issuer that was or will be accounted for as a reverse takeover or a transaction that is a proposed reverse takeover that has progressed to a state where a reasonable person would believe that the likelihood of the reverse takeover being completed is high.

(4)  In this Item , "significant acquisition" means an acquisition of a business or related businesses that,

(a) if the issuer was a reporting issuer in at least one jurisdiction on the date of the acquisition, is determined to be a significant acquisition under section 8.3 of NI 51-102, or

(b) if the issuer was not a reporting issuer in any jurisdiction on the date of the acquisition, would be determined to be a significant acquisition under section 8.3 of NI 51-102, as if

(i)  the issuer was a reporting issuer on the date of the acquisition,

(ii)  the references to a "venture issuer" were read as an "IPO venture issuer" if the issuer is an IPO venture issuer,

(iii)  for the purposes of the optional tests, the issuer used its financial statements for the most recently completed interim period or financial year that is included in the prospectus,

(iv)  for the purposes of the optional income test, the most recently completed financial year of the business or related businesses were the financial year of the business ended before the date of the prospectus, and the 12 months ended on the last day of the most recently completed interim period of the business or related businesses were the 12 months ended on the last day of the most recently completed interim period before the date of the prospectus,

(v)  subsection 8.3 (11.1) of NI 51-102 did not apply,

(vi)  references to "annual audited statements filed" meant "audited annual financial statements included in the long form prospectus", and

(vii)  in subsection 8.3 (15) of NI 51-102, the reference to "been required to file, and has not filed," meant "been required to include, and has not included, in the long form prospectus".

 Form 41-101F1, section 35.1 (1) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(1)  This Item does not apply to a completed or proposed transaction by the issuer that was or will be a reverse takeover or a transaction that is a proposed reverse takeover that has progressed to a state where a reasonable person would believe that the likelihood of the reverse takeover being completed is high.

 Form 41-101F1, section 35.1 (2) BEFORE repealed by BC Reg 178/2013, effective May 14, 2013.

(2)  The requirements in sections 35.5 and 35.6 are not applicable to an initial distribution by prospectus by a Capital Pool Company, as that term is defined in TSX Venture Exchange Policy 2.4 entitled Capital Pool Companies, as amended from time to time.

 Form 41-101F1, section 35.3 BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

 Form 41-101F1, section 35.3 (1) (d) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(d) the acquisition was completed more than

 Form 41-101F1, section 35.4 BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

 Form 41-101F1, section 35.5 (3) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(3)  The requirement to include financial statements or other information under paragraph (2) (b) must be satisfied by including

(a) if the issuer was a reporting issuer in at least one jurisdiction on the date of acquisition, the financial statements or other information that will be required to be included in, or incorporated by reference into, a business acquisition report filed under Part 8 of NI 51-102,

(b) if the issuer was not a reporting issuer in any jurisdiction on the date of acquisition, the financial statements or other information that would be required by subsection 35.3 (2), or

(c) satisfactory alternative financial statements or other information.

 Form 41-101F1, section 35.6 (3) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(3)  For a proposed acquisition of a business or related businesses by the issuer that has progressed to a state where a reasonable person would believe that the likelihood of the issuer completing the acquisition is high and to which subsection (2) applies, the requirement to include financial statements or other information under subsection (2) (b) must be satisfied by including

(a) if the issuer was a reporting issuer in at least one jurisdiction immediately before filing the prospectus, the financial statements or other information that would be required to be included in, or incorporated by reference into, a business acquisition report filed under Part 8 of NI 51-102, as if the date of the acquisition were the date of the prospectus,

(b) if the issuer was not a reporting issuer in any jurisdiction immediately before filing the prospectus, the financial statements or other information that would be required to be included by subsection 35.3 (2), as if the acquisition had been completed before the filing of the prospectus and the date of the acquisition were the date of the prospectus, or

(c) satisfactory alternative financial statements or other information.

 Form 41-101F1, section 35.8 (1) BEFORE amended by BC Reg 382/2010, effective January 1, 2011.

(1)  An issuer must include in its prospectus annual and interim financial statements of a business or related businesses for a financial period that ended before the date of the acquisition and is more recent than the periods for which financial statements are required under section 35.5 or 35.6 if, before the prospectus is filed, the financial statements of the business for the more recent period have been filed.

 Form 41-101F1, section 36A.1 was enacted by BC Reg 197/2013, effective August 13, 2013.

 Form 41-101F1, section 36A.1 (3) (b) (ii) BEFORE amended by BC Reg 139/2023, effective June 9, 2023.

(ii) the revised template version of the marketing materials can be viewed under the issuer's profile on www.sedar.com.

 Form 41-101F1, section 36A.1 (5) (part) BEFORE amended by BC Reg 139/2023, effective June 9, 2023.

In doing so, the issuer and the underwriters relied on a provision in applicable securities legislation that allows issuers in certain U.S. cross-border offerings to not have to file marketing materials relating to those road shows on SEDAR or include or incorporate those marketing materials in the final prospectus. The issuer and the underwriters can only do that if they give a contractual right to investors in the event the marketing materials contain a misrepresentation.

 Form 41-101F1, section 37.6 was added by BC Reg 197/2013, effective August 13, 2013.

 Form 41-101F1, sections 38.1 and 38.2 were enacted by BC Reg 382/2010, effective January 1, 2011.

 Form 41-101F2, General Instruction (7) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(7) The disclosure required in this Form must be presented in the order and using the headings specified in the Form. However, scholarship plans may make modifications to the disclosure items in order to reflect the special nature of their investment structure and distribution mechanism.

 Form 41-101F2, General Instruction (7) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(7) The disclosure required in this Form must be presented in the order and using the headings specified in the Form. If no sub-heading for an Item is stipulated in this Form, an investment fund may include sub-headings under the required headings.

 Form 41-101F2, General Instruction (8) BEFORE amended by BC Reg 176/2014, effective September 22, 2014.

(8) Where the term "investment fund" is used, it may be necessary, in order to meet the requirement for full, true and plain disclosure of all material facts, to also include disclosure with respect to the investment fund's subsidiaries and investees. If it is more likely than not that a person or company will become a subsidiary or investee, it may be necessary to also include disclosure with respect to the person or company. For this purpose, subsidiaries and investees include entities that are consolidated, proportionately consolidated, or accounted for using the equity method.

 Form 41-101F2, section 1.3 (1) (part) BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

[type of fund – state the following: "This investment fund is a [labour sponsored or venture capital fund, commodity pool, non-redeemable investment fund, scholarship plan or exchange-traded mutual fund, or, if the issuer is another type of investment fund, state the type of fund]."

 Form 41-101F2, section 1.3 (1) (part) BEFORE amended by BC Reg 176/2014, effective September 22, 2014.

[number and type of securities qualified for distribution under the prospectus, including any options or warrants, and the price per security]

 Form 41-101F2, section 1.3 (1) (part) BEFORE amended by BC Reg 287/2018, effective January 3, 2019.

[type of fund — state the following: "This investment fund is a [labour sponsored or venture capital fund, commodity pool, non-redeemable investment fund or exchange-traded mutual fund, or, if the issuer is another type of investment fund, state the type of fund]."

 Form 41-101F2, section 1.3 (4) was added by BC Reg 287/2018, effective January 3, 2019.

 Form 41-101F2, section 1.4 (3) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(3)  If there is an over-allotment option or an option to increase the size of the distribution before closing,

(a) disclose that a purchaser who acquires securities forming part of the underwriters' over-allocation position acquires those securities under this prospectus, regardless of whether the over-allocation position is ultimately filled through the exercise of the over-allotment option or secondary market purchases, and

(b) describe the terms of the option.

 Form 41-101F2, section 1.4 (3.1) was added by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F2, section 1.4 (4) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(4)  If the distribution of the securities is to be on a best efforts basis, provide totals for both the minimum and maximum offering amount, if applicable.

 Form 41-101F2, section 1.11 (2) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(2)  If applicable, comply with the requirements of NI 33-105 Underwriting Conflicts for front page prospectus disclosure.

 Form 41-101F2, section 1.11 (3) BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

(3)  Other than a labour sponsored or venture capital fund, commodity pool or scholarship plan, if there is no underwriter involved in the distribution, provide a statement in boldface type to the effect that no underwriter has been involved in the preparation of the prospectus or performed any review or independent due diligence of the contents of the prospectus.

 Form 41-101F2, section 1.11 (3) BEFORE amended by BC Reg 287/2018, effective January 3, 2019.

(3) If the promoter, manager, or a portfolio adviser of the commodity pool has not had a similar involvement with any other publicly offered commodity pool, state in substantially the following words:

"The [promoter], [manager] [and/or] [portfolio adviser] of the [commodity pool] has not previously operated any other publicly offered commodity pools [or traded other accounts]."

 Form 41-101F2, section 1.12 (4) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(4)  If the commodity pool will execute trades outside Canada, state in substantially the following words:

 Form 41-101F2, section 1.12 BEFORE repealed by BC Reg 287/2018, effective January 3, 2019.

1.12  Commodity Pool

(1) For a commodity pool, state in substantially the following words:

"You should carefully consider whether your financial condition permits you to participate in this investment. The securities of this commodity pool are highly speculative and involve a high degree of risk. You may lose a substantial portion or even all of the money you place in the commodity pool.

The risk of loss in trading [nature of instruments to be traded by the commodity pool] can be substantial. In considering whether to participate in the [commodity pool], you should be aware that trading [nature of instruments] can quickly lead to large losses as well as gains. Such trading losses can sharply reduce the net asset value of the [commodity pool] and consequently the value of your interest in the [commodity pool]. Also, market conditions may make it difficult or impossible for the [commodity pool] to liquidate a position.

The [commodity pool] is subject to certain conflicts of interest. The [commodity pool] will be subject to the charges payable by it as described in this prospectus that must be offset by revenues and trading gains before an investor is entitled to a return on his or her investment. It may be necessary for the [commodity pool] to make substantial trading profits to avoid depletion or exhaustion of its assets before an investor is entitled to a return on his or her investment."

(2) For the initial prospectus, state in substantially the following words:

"The [commodity pool] is newly organized. The success of the [commodity pool] will depend upon a number of conditions that are beyond the control of the [commodity pool]. There is substantial risk that the goals of the [commodity pool] will not be met."

(3) If the promoter, manager, or a portfolio adviser of the alternative mutual fund has not had a similar involvement with any other publicly offered alternative mutual fund, state in substantially the following words:

"The [promoter], [manager] [and/or] [portfolio adviser] of the [alternative mutual fund] has not previously operated any other publicly offered alternative mutual fund [or traded other accounts]."

(4) If the commodity pool will execute trades outside Canada, state in substantially the following words:

"Participation in transactions in [nature of instrument to be traded by the commodity pool] involves the execution and clearing of trades on or subject to the rules of a foreign market.

None of the Canadian securities regulatory authorities or Canadian exchanges regulates activities of any foreign markets, including the execution, delivery and clearing of transactions, or has the power to compel enforcement of the rule of a foreign market or any applicable foreign law. Generally, any foreign transaction will be governed by applicable foreign laws. This is true even if the foreign market is formally linked to a Canadian market so that a position taken on a market may be liquidated by a transaction on another market. Moreover, such laws or regulations will vary depending on the foreign country in which the transaction occurs.

For these reasons, entities such as the commodity pool that trade [nature of instrument to be traded by the commodity pool] may not be afforded certain of the protective measures provided by Canadian legislation and the rules of Canadian exchanges. In particular, funds received from customers for transactions may not be provided the same protection as funds received in respect of transactions on Canadian exchanges."

(5) State that the commodity pool is a mutual fund but that certain provisions of securities legislation designed to protect investors who purchase securities of mutual funds do not apply.

(6) Immediately after the statements required by subsections (1) to (5), state in substantially the following words:

"These brief statements do not disclose all the risks and other significant aspects of investing in the [commodity pool]. You should therefore carefully study this prospectus, including a description of the principal risk factors at page [page number], before you decide to invest in the [commodity pool]."

 Form 41-101F2, section 1.14 BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F2, section 1.15 (part) BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

 Form 41-101F2, section 1.15 BEFORE amended by BC Reg 85/2017, effective September 1, 2017.

1.15  Documents Incorporated by Reference

For an investment fund in continuous distribution, state in substantially the following words:

"Additional information about the Fund is available in the following documents:

• the most recently filed annual financial statements;

• any interim financial report filed after those annual financial statements;

• the most recently filed annual management report of fund performance;

• any interim management report of fund performance filed after that annual management report of fund performance.

These documents are incorporated by reference into this prospectus which means that they legally form part of this prospectus. Please see the "Documents Incorporated by Reference" section for further details."

 Form 41-101F2, section 3.3 (1) (e) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(e) the use of leverage, including any restrictions and the maximum amount of leverage the fund could use expressed as a ratio as follows: (total long positions including leveraged positions plus total short positions) divided by the net assets of the investment fund,

 Form 41-101F2, section 3.3 Instructions (1) and (2) were added following (2) by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F2, section 3.3 (1) (e) BEFORE amended by BC Reg 287/2018, effective January 3, 2019.

(e) the use of leverage, including the following:

(i) if leverage is created through borrowing or the issuance of preferred securities, disclose any restrictions on the leverage used or to be used and whether the investment fund will borrow a minimum amount. Disclose the maximum amount of leverage the investment fund may use as a ratio calculated by dividing the maximum total assets of the investment fund by the net asset value of the investment fund, and

(ii) if leverage is created through the use of specified derivatives or by other means not disclosed in subparagraph (i), disclose any restrictions on the leverage used or to be used by the investment fund and whether the investment fund will use a minimum amount of leverage. Disclose the maximum amount of leverage the fund may use as a multiple of net assets. Provide a brief explanation of how the investment fund defines the term "leverage" and the significance of the maximum and minimum amounts of leverage to the investment fund,

 Form 41-101F2, section 3.4 (1) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(1)  Provide, under the sub-heading "Organization and Management of the [name of investment fund]", information about the manager, trustee, portfolio adviser, promoter, custodian, registrar and transfer agent and auditor of the investment fund in the form of a diagram or table.

 Form 41-101F2, section 3.4 (1) BEFORE amended by BC Reg 176/2014, effective September 22, 2014.

 Form 41-101F2, section 3.6 (4) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(4)  Under the sub-heading "Annual Returns and Management Expense Ratio", provide, in the following table, returns for each of the past five years and the management expense ratio for each of the past five years as disclosed in the most recently filed annual management report of fund performance of the investment fund:

"MER" means management expense ratio.

 Form 41-101F2, section 3.6, table to (2) BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

 Form 41-101F2, section 3.6 (3) (part) BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

(3)  Describe the following fees and expenses in the table referred to in subsection (2):

Fees and Expenses Payable by the Fund or by Subscribers' Deposits (for scholarship plans)

 Form 41-101F2, section 3.6 (4) (part) BEFORE amended by BC Reg 85/2017, effective September 1, 2017.

(4) Under the sub-heading "Annual Returns, Management Expense Ratio and Trading Expense Ratio", provide, in the following table, returns for each of the past five years, the management expense ratio for each of the past five years and the trading expense ratio for each of the past five years as disclosed in the most recently filed annual management report of fund performance of the investment fund:

 Form 41-101F2, Item 5, Instruction (4) was added by BC Reg 287/2018, effective January 3, 2019.

 Form 41-101F2, Item 6, section 6.1 (6) was added by BC Reg 96/2012, effective April 30, 2012.

 Form 41-101F2, section 6.1 (1) (b) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(b) the use of leverage, including any restrictions and the maximum amount of leverage the fund can use, expressed as a ratio as follows: (total long positions including leveraged positions plus total short positions) divided by the net assets of the investment fund, and

 Form 41-101F2, instructions following (6) were added by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F2, section 6.1 (1) (b) BEFORE amended by BC Reg 287/2018, effective January 3, 2019.

(b) the use of leverage, including the following:

(i) if leverage is created through borrowing or the issuance of preferred securities, disclose any restrictions on the leverage used or to be used and whether the investment fund will borrow a minimum amount. Disclose the maximum amount of leverage the investment fund may use as a ratio calculated by dividing the maximum total assets of the investment fund by the net asset value of the investment fund, and

(ii) if leverage is created through the use of specified derivatives or by other means not disclosed in subparagraph (i), disclose any restrictions on the leverage used or to be used by the investment fund and whether the investment fund will use a minimum amount of leverage. Disclose the maximum amount of leverage the fund may use as a multiple of net assets. Provide a brief explanation of how the investment fund defines the term "leverage" and the significance of the maximum and minimum amounts of leverage to the investment fund, and

 Form 41-101F2, section 6.1 (7) was added by BC Reg 287/2018, effective January 3, 2019.

 Form 41-101F2, section 11.1 BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

"MER" means management expense ratio.

 Form 41-101F2, section 11.1 (part) BEFORE amended by BC Reg 85/2017, effective September 1, 2017.

Under the heading "Annual Returns, Management Expense Ratio and Trading Expense Ratio", provide, in the following table, returns for each of the past five years, the management expense ratio for each of the past five years and the trading expense ratio for each of the past five years as disclosed in the most recently filed annual management report of fund performance of the investment fund:

 Form 41-101F2 Item 12, section 12.1, Instructions (1) and (2) were added following (6) by BC Reg 96/2012, effective April 30, 2012.

(4)  If derivatives are to be used by the investment fund for non-hedging purposes, describe the risks associated with any use or intended use by the investment fund of derivatives.

 Form 41-101F2, section 12.2 was enacted by BC Reg 85/2017, effective September 1, 2017.

 Form 41-101F2, section 14.1 (2) BEFORE amended by BC Reg 176/2014, effective September 22, 2014.

(2) If applicable, state that the issue price of securities is based on the net asset value of a security of that class, or series of a class, next determined after the receipt by the investment fund of the purchase order.

 Form 41-101F2, section 15.1 was renumbered as subsection 15.1 (1) by BC Reg 176/2014, effective September 22, 2014.

 Form 41-101F2, section 15.1 (a.1) and (a.2) were added by BC Reg 176/2014, effective September 22, 2014.

 Form 41-101F2, section 15.1 (2) was added by BC Reg 176/2014, effective September 22, 2014.

 Form 41-101F2, section 17.2 (0.1) was added by BC Reg 22/2025, effective March 3, 2025.

 Form 41-101F2, section 19.1 (1) (c) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(c) state the number and percentage of securities of each class of voting securities of the investment fund or any of its subsidiaries beneficially owned, or controlled or directed, directly or indirectly, by all directors and executive officers of the investment fund as a group,

 Form 41-101F2, section 19.1 (2) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(2)  Under the sub-heading "Cease Trade Orders and Bankruptcies", if a director or executive officer of the investment fund is, as at the date of the prospectus or pro forma prospectus, as applicable, or was within 10 years before the date of the prospectus or pro forma prospectus, as applicable, a director, chief executive officer or chief financial officer of any other investment fund, that:

(a) was subject to an order that was issued while the director or executive officer was acting in the capacity as director, chief executive officer or chief financial officer, or

(b) was subject to an order that was issued after the director or executive officer ceased to be a director, chief executive officer or chief financial officer and which resulted from an event that occurred while that person was acting in the capacity as director, chief executive officer or chief financial officer,

state the fact and describe the basis on which the order was made and whether the order is still in effect.

that was in effect for a period of more than 30 consecutive days.

 Form 41-101F2, section 19.1 (4) (a) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(a) is, as at the date of the prospectus or pro forma prospectus, as applicable, or has been within the 10 years before the date of the prospectus or pro forma prospectus, as applicable, a director or executive officer of any investment fund that, while that person was acting in that capacity, or within a year of that person ceasing to act in that capacity, became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangement or compromise with creditors or had a receiver, receiver manager or trustee appointed to hold its assets, state the fact, or

 Form 41-101F2, section 19.1 (10), (11), (12) and (13) were added by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F2, section 19.1, Instruction (5) was added by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F2, section 19.1 (12) (part) and (13) BEFORE amended by BC Reg 22/2025, effective March 3, 2025.

(12) Describe any arrangements under which compensation was paid or payable by the investment fund during the most recently completed financial year of the investment fund, for the services of directors of the investment fund, members of an independent board of governors or advisory board of the investment fund and members of the independent review committee of the investment fund, including the amounts paid, the name of the individual and any expenses reimbursed by the investment fund to the individual

(13) For an investment fund that is a trust, describe the arrangements, including the amounts paid and expenses reimbursed, under which compensation was paid or payable by the investment fund during the most recently completed financial year of the investment fund for the services of the trustee or trustees of the investment fund.

 Form 41-101F2, section 19.2.1 was enacted by BC Reg 178/2010, effective June 30, 2010.

 Form 41-101F2, section 19.4 (c) BEFORE amended by BC Reg 345/2021, effective January 6, 2022.

(c) that the independent review committee prepares a report at least annually of its activities for securityholders which is available on the [investment fund's/investment fund family's] Internet site at [insert investment fund's Internet site address], or at the securityholder's request at no cost, by contacting the [investment fund/investment fund family] at [investment fund's/investment fund family's email address], and

 Form 41-101F2, section 19.9 (part) BEFORE amended by BC Reg 176/2014, effective September 22, 2014.

 Form 41-101F2, section 19.10 was enacted by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F2, section 19.11 was enacted by BC Reg 176/2014, effective September 22, 2014.

 Form 41-101F2, section 19.12 was enacted by BC Reg 287/2018, effective January 3, 2019.

 Form 41-101F2, section 19.13 was enacted by BC Reg 345/2021, effective January 6, 2022.

 Form 41-101F2, section 20.3 BEFORE amended by BC Reg 96/2012, effective April 30, 2012.

 Form 41-101F2, section 20.3 (a) BEFORE amended by BC Reg 345/2021, effective January 6, 2022.

(a) how the net asset value and net asset value per security of the investment fund will be made available at no cost (e.g. website, toll-free telephone line, etc.), and

 Form 41-101F2, section 21.2 (f) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(f) provisions permitting or restricting the issuance of additional securities, the incurring of additional indebtedness and other material negative covenants, including restrictions against payment of dividends and restrictions against giving security on the assets of the investment fund or its subsidiaries, and provisions as to the release or substitution of assets securing the debt securities,

 Form 41-101F2, section 21.2 (f) BEFORE amended by BC Reg 176/2014, effective September 22, 2014.

(f) provisions permitting or restricting the issuance of additional securities, the incurring of additional indebtedness and other material negative covenants, including restrictions against payment of distributions and restrictions against giving security on the assets of the investment fund or its subsidiaries, and provisions as to the release or substitution of assets securing the debt securities,

 Form 41-101F2, section 21.3 BEFORE repealed by BC Reg 176/2014, effective September 22, 2014.

 Form 41-101F2, section 21.6 (1) (part) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(1)  If the investment fund has outstanding, or proposes to distribute under the prospectus, restricted securities, subject securities or securities that are, directly or indirectly, convertible into or exercisable or exchangeable for restricted securities or subject securities, provide a detailed description of

 Form 41-101F2, item 21.8 BEFORE reenacted by BC Reg 78/2012, effective April 20, 2012.

 Form 41-101F2, section 23.1 (f) BEFORE amended by BC Reg 287/2018, effective January 3, 2019.

(f) if the investment fund is a commodity pool, disclose whether the investment fund will be wound up without the approval of securityholders if the net asset value per security falls below a certain predetermined level, and, if so, the net asset value per security at which this will occur.

 Form 41-101F2, section 25.8 BEFORE amended by BC Reg 176/2014, effective September 22, 2014.

 Form 41-101F2, Item 27 BEFORE repealed by BC Reg 176/2014, effective September 22, 2014.

Item 27 — Options to Purchase Securities

INSTRUCTIONS

(1) Describe the options, warrants, or other similar securities stating the material provisions of each class or type of option, including:

(a) the designation and number of the securities under option;

(b) the purchase price of the securities under option or the formula by which the purchase price will be determined, and the expiration dates of the options;

(c) if reasonably ascertainable, the market value of the securities under option on the date of grant;

(d) if reasonably ascertainable, the market value of the securities under option on the specified date; and

(e) with respect to options referred to in paragraph (1) (f), the particulars of the grant including the consideration for the grant.

(2) For the purposes of paragraph (1) (f), provide the information required for all options except warrants and special warrants.

 Form 41-101F2, section 28.1 (1) (part) BEFORE amended by BC Reg 178/2013, effective May 14, 2013.

(1)  Under the heading "Principal Holders of Securities of the Investment Fund [and Selling Securityholders]", provide the following information for each principal securityholder of the investment fund and, if any securities are being distributed for the account of a securityholder, for each selling securityholder, as of a specified date not more than 30 days before the date of the prospectus or pro forma prospectus, as applicable:

 Form 41-101F2, section 29.2 (5) (d) BEFORE amended by BC Reg 176/2014, effective September 22, 2014.

(d) the transaction does not involve remuneration for services and the interest of the specified person or company arose from the beneficial ownership, direct or indirect, of less than 10% of any class of equity securities of another company that is party to the transaction and the transaction is in the ordinary course of business of the investment fund or its subsidiaries.

 Form 41-101F2, section 33.2 (4) was added by BC Reg 178/2013, effective May 14, 2013.

 Form 41-101F2, section 36.2 (part) BEFORE amended by BC Reg 85/2017, effective September 1, 2017.

If the investment fund is a mutual fund, under the heading "Purchasers' Statutory Rights of Withdrawal and Rescission" include a statement in substantially the following form:

 Form 41-101F2, section 36.2.1 was enacted by BC Reg 85/2017, effective September 1, 2017.

 Form 41-101F2, section 37.1 (part) BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

 Form 41-101F2, section 37.1 BEFORE amended by BC Reg 85/2017, effective September 1, 2017.

37.1  Mandatory Incorporation by Reference

If the investment fund is in continuous distribution, incorporate by reference the following documents in the prospectus, by means of the following statement in substantially the following words under the heading "Documents Incorporated by Reference":

"Additional information about the Fund is available in the following documents:

1. The most recently filed comparative annual financial statements of the investment fund, together with the accompanying report of the auditor.

2. Any interim financial report of the investment fund filed after those annual financial statements.

3. The most recently filed annual management report of fund performance of the investment fund.

4. Any interim management report of fund performance of the investment fund filed after that annual management report of fund performance.

These documents are incorporated by reference into the prospectus, which means that they legally form part of this document just as if they were printed as part of this document. You can get a copy of these documents, at your request, and at no cost, by calling [toll-free/collect] [insert the toll-free telephone number or telephone number where collect calls are accepted] or from your dealer.

[If applicable] These documents are available on the [investment fund's/investment fund family's] Internet site at [insert investment fund's Internet site address], or by contacting the [investment fund/investment fund family] at [insert investment fund's/investment fund family's email address].

These documents and other information about the Fund are available on the Internet at www.sedar.com."

 Form 41-101F2, section 37.1 (part) BEFORE amended by BC Reg 345/2021, effective January 6, 2022.

[If applicable] These documents are available on the [investment fund's/investment fund family's] Internet site at [insert investment fund's Internet site address], or by contacting the [investment fund/investment fund family] at [insert investment fund's/investment fund family's email address].

 Form 41-101F2, section 37.1 (part) BEFORE amended by BC Reg 139/2023, effective June 9, 2023.

These documents and other information about the fund are available on the Internet at www.sedar.com.".

 Form 41-101F2, section 37.2 (part) BEFORE amended by BC Reg 180/2013, effective May 31, 2013.

 Form 41-101F2, section 39.4 BEFORE amended by BC Reg 176/2014, effective September 22, 2014.

 Form 41-101F3 was enacted by BC Reg 180/2013, effective May 31, 2013.

 Form 41-101F3, Part A, item 12 (2) BEFORE amended by BC Reg 345/2021, effective January 6, 2022.

(2) State the name, address and toll-free telephone number of the investment fund manager of the plan and, if applicable, state the e-mail address and website of the investment fund manager of the plan.

 Form 41-101F3, Part B, section 10 (5) BEFORE amended by BC Reg 176/2014, effective September 22, 2014.

(5) For a group scholarship plan or other type of scholarship plan that normally calculates the sales charge payable as a fixed dollar amount linked to the amount of contribution by a subscriber (i.e. $x.xx per unit), in addition to stating the fixed amount of sales charge per unit as required under Instruction (3), the disclosure of the amount of the sales charge in the table titled "Fees you pay" in the column titled "What you pay" must also be expressed as a percentage of the cost of a unit of the scholarship plan. If the total cost of a unit of the scholarship plan varies depending on the contribution option or frequency selected, the percentage sales charge must be expressed as a range, between the lowest and the highest percentage of the unit cost the sales charge can represent, based on the different contribution options available to subscribers under the scholarship plan. This must be calculated as follows: (i) divide the sales charge per unit by the contribution option that has the highest total cost per unit, and (ii) divide the sales charge per unit by the contribution option that has the lowest total cost per unit. For example, if a scholarship plan calculates its sales charge as $200/unit, and the total cost per unit for a subscriber can range from $1 000 to $5 000 (based on the different options available to subscribers), the percentage range of the sales charge disclosed in the table would be 4% (200/5000) to 20% (200/1000). The disclosure in the table must also state that the exact percentage of the sales charge per unit for a subscriber will depend on the contribution option selected for contributing to the scholarship plan and how old their beneficiary is at the time they open the scholarship plan.

 Form 41-101F3, Part B, section 4.1 (1) (part) BEFORE amended by BC Reg 345/2021, effective January 6, 2022.

[Insert if applicable — You'll also find these documents on our website at [insert the scholarship plan's website address]].

 Form 41-101F3, Part B, section 15.1 (2) (part) BEFORE amended by BC Reg 345/2021, effective January 6, 2022.

[Insert if applicable — You'll also find these documents on our website at [insert the scholarship plan's website address]].

 Form 41-101F3, Part B, section 4.1 (1) (part) BEFORE amended by BC Reg 139/2023, effective June 9, 2023.

These documents and other information about the plan[s] are also available at www.sedar.com.

 Form 41-101F3, Part B, section 15.1 (2) (part) BEFORE amended by BC Reg 139/2023, effective June 9, 2023.

These documents and other information about the plan[s] are also available at www.sedar.com.

 Form 41-101F3, Part C, section 6.1 (part) BEFORE amended by BC Reg 345/2021, effective January 6, 2022.

Contact us or your sales representative to find out if the educational programs your beneficiary is interested in are eligible studies. We can provide you with a current list of qualifying institutions and programs on request. This list is also available on the plan's website.

 Form 41-101F3, Part C, section 6.3, instruction (1) BEFORE amended by BC Reg 345/2021, effective January 6, 2022.

(1) The list of institutions and programs that are "eligible studies" under the scholarship plan and are referred to in section 6.1 must be provided in a format that facilitates comprehension by the investor. The list must also be available on the plan's website in a location that does not have restricted access, i.e., it does not require a password or login account.

 Form 41-101F3, Part D, section 2.5 (2) BEFORE amended by BC Reg 345/2021, effective January 6, 2022.

(2) State the following using the same or substantially similar wording:

At least annually, the independent review committee prepares a report of its activities for subscribers that is available on the [scholarship plan's/investment fund family's] Internet site at [insert scholarship plan's Internet site address], or at the subscriber's request at no cost, by contacting the [scholarship plan/ investment fund family] at [scholarship plan's/investment fund family's email address].

 Form 41-101F3, Part D, section 2.18 was added by BC Reg 345/2021, effective January 6, 2022.

 Form 41-101F3, Part D, section 5.4 (3) BEFORE amended by BC Reg 345/2021, effective January 6, 2022.

(3) State that the scholarship plan's proxy voting record for the most recent period ended June 30 of each year is available free of charge to any securityholder of the scholarship plan upon request at any time after August 31 of that year. Provide the scholarship plan's website address where the proxy voting record is available for review.

 Form 41-101F4 was enacted by BC Reg 85/2017, effective September 1, 2017.

 Form 41-101F4, item 1 Instructions BEFORE amended by BC Reg 287/2018, effective January 3, 2019.

INSTRUCTIONS

(1) The date for an ETF facts document that is filed with a preliminary prospectus or final prospectus must be the date of the preliminary prospectus or final prospectus, respectively. The date for an ETF facts document that is filed with a pro forma prospectus must be the date of the anticipated final prospectus. The date for an amended ETF facts document must be the date on which it is filed.

(2) If the investment objectives of the ETF are to track a multiple (positive or negative) of the daily performance of a specified underlying index or benchmark, provide textbox disclosure in bold type using wording substantially similar to the following:

This ETF is highly speculative. It uses leverage, which magnifies gains and losses. It is intended for use in daily or short-term trading strategies by sophisticated investors. If you hold this ETF for more than one day, your return could vary considerably from the ETF's daily target return. Any losses may be compounded. Don't buy this ETF if you are looking for a longer-term investment.

(3) If the investment objectives of the ETF are to track the inverse performance of a specified underlying index or benchmark, provide textbox disclosure in bold type using wording substantially similar to the following:

This ETF is highly speculative. It is intended for use in daily or short-term trading strategies by sophisticated investors. If you hold this ETF for more than one day, your return could vary considerably from the ETF's daily target return. Any losses may be compounded. Don't buy this ETF if you are looking for a longer-term investment.

(4) If the ETF is a commodity pool, and Instruction (2) or (3) does not apply, provide textbox disclosure in bold type using wording substantially similar to the following:

This ETF is a commodity pool and is highly speculative and involves a high degree of risk. You should carefully consider whether your financial condition permits you to participate in this investment. You may lose a substantial portion or even all of the money you place in the commodity pool.

 Form 41-101F4, Part I, Item 3 (1.1) and (3.1) were added by BC Reg 287/2018, effective January 3, 2019.

 Form 41-101F4, Part I, General Instructions (11) BEFORE amended by BC Reg 344/2021, effective January 5, 2022.

(11) An ETF facts document must disclose information about only one class or series of securities of an ETF. ETFs that have more than one class or series of securities that are referable to the same portfolio of assets must prepare a separate ETF facts document for each class or series.

 Form 41-101F4, Part I, Item 1 (h) BEFORE amended by BC Reg 345/2021, effective January 6, 2022.

(h) a brief introduction to the document using wording substantially similar to the following:

This document contains key information you should know about [insert name of the ETF]. You can find more details about this exchange-traded fund (ETF) in its prospectus. Ask your representative for a copy, contact [insert name of the manager of the ETF] at [insert if applicable the toll-free number and email address of the manager of the ETF] or visit [insert the website of the ETF, the ETF's family or the manager of the ETF] [as applicable]; and

 Form 41-101F4, Part I, Item 2 (4) BEFORE amended by BC Reg 345/2021, effective January 6, 2022.

(4) An ETF may include the website address where updated Quick Facts, Trading Information and Pricing Information are posted by stating:

For more updated Quick Facts, Trading Information and Pricing Information, visit [insert the website of the ETF, the ETF's family or the manager of the ETF] [as applicable].