Karsten Wenzlaff, Advisor
August 26th, 2025
October 27, 2026 | NCFA Regulatory Intelligence | Regulation And Policy, Capital Markets Infrastructure And Funding, Competition And Market Structure

Proposed Rule Changes Could Lower Financing Costs for Smaller Canadian Companies
On July 16, 2026, the Canadian Securities Administrators (CSA) published Consultation Paper 51-406 on modernizing public company regulation. The CSA wants feedback on whether simpler reporting rules and fewer private placement restrictions could help Canadian companies raise capital at a lower cost. The changes could affect financial reporting, institutional investment and access to financing, particularly for smaller listed businesses. Comments close November 13, 2026.
Two ideas stand out. (1) The CSA is considering a new exemption that could let qualifying public companies raise money from institutional investors without the usual four month restriction on reselling shares. (2) It is also asking whether a company's size and business operations should matter more when deciding which reporting rules apply. Both could affect the cost of raising capital and doing business as a public company. Nothing has been approved yet.
Canada had approximately 3,000 listed companies in March 2026, according to the CSA. About 76% were classified as venture issuers, and only 12% had a market value above C$1 billion. Most listed companies are relatively small, but they still pay for audits, accounting, legal advice and regular regulatory filings. Those expenses add up, especially for businesses that depend on outside investment to grow.
The consultation covers five main reporting questions.
Today, whether a company qualifies as a venture issuer largely depends on the exchange where its shares trade. The CSA wants to know whether revenue, assets, market value or the amount of shares held by public investors would be better measures. It is also considering changes to the existing system and whether larger venture issuers should move to senior exchanges.
A small company listed on a senior exchange may face more demanding reporting rules than a larger business on a venture exchange. Changing the criteria could make reporting costs more reasonable for some companies, although others might face new requirements. The rules would also need to be predictable so companies aren't forced to change their reporting practices every time their market value moves.
The CSA is asking whether certain venture issuers should receive relief from specific International Financial Reporting Standards (IFRS) requirements. Some accounting rules involve specialist advisers, detailed valuations and substantial preparation costs. Regulators want to know which requirements are particularly expensive and which information investors actually use. Any relief needs to save companies money without taking away financial information investors rely on.
Public companies generally must announce a material change promptly and then file a separate report within 10 days. A material change is an important development affecting a company's business, operations or capital. The CSA is asking whether a news release containing all the required information could replace the second filing when properly submitted through SEDAR+. It also wants to clarify which developments require a material change report. That could reduce legal bills and paperwork without leaving investors in the dark.
Certain eligible venture issuers can already choose to report financial results every six months instead of every quarter. The CSA is considering whether that option should be available to all public companies. Fewer reports could save money, but investors would have less frequent financial updates. That could be a concern for companies whose finances are changing quickly or that regularly need fresh capital. Regulators are also asking whether companies using this option should face additional conditions, particularly when raising money through a prospectus.
The US Securities and Exchange Commission (SEC) proposed several changes in May 2026. These include allowing public companies to report financial results every six months instead of quarterly, making it easier for more companies to raise money through registered share offerings, and reducing some reporting requirements for smaller businesses. The proposals aren't final rules yet.
The CSA wants feedback on whether similar changes would benefit Canada. Canadian companies compete with US businesses for investment, so differences in reporting costs and financing rules can matter. Making it cheaper and easier to raise capital could help Canadian companies compete, but investors still need reliable information to assess risk. Canada's large number of smaller listed companies also means US approaches may need to be adapted to suit.
Private placement rules are among the most important issues for companies trying to raise money. Under many existing exemptions, investors who buy newly issued shares from a public company must generally wait four months before reselling them. Because their money is tied up, they may demand a lower share price. That can leave founders and existing shareholders with less ownership after a financing.
The CSA is reviewing whether these restrictions are still necessary in every situation. One option is a new Qualified Institutional Purchaser (QIP) exemption. It could let eligible Canadian public companies sell shares to qualifying institutional investors through registered dealers without the usual four month resale restriction. Conditions would still apply, and the exemption is only being considered at this stage.
Some investment funds have rules that limit their ability to buy shares they cannot readily sell. Removing that restriction for qualifying transactions could bring more institutions into Canadian financings. More interested buyers might help companies negotiate better prices or complete deals that otherwise wouldn't happen. The final rules would determine whether those benefits are achievable.
The consultation raises four practical questions about how such an exemption could work.
Who could use it? The CSA wants feedback on which public companies and institutional investors should qualify. Setting the requirements too narrowly might exclude investors the exemption is intended to attract. Making them too broad could create new risks for investors and the market.
Would a registered dealer have to arrange the deal? Dealers can check eligibility, review information and help oversee a financing. That can protect investors and improve accountability. But dealers also charge fees, which matter when a company is raising a relatively small amount of capital. The CSA is asking whether mandatory dealer involvement strikes the right balance.
How would investors be protected? If newly issued shares can be sold immediately, regulators need to consider disclosure requirements, legal remedies and possible short selling arrangements. Investors buying shares in the public market shouldn't be left without important information. The legal protections available in a private placement can also differ from those in a public offering made through a prospectus.
Would the change bring in more money? Giving institutions another way to invest doesn't automatically mean they'll invest more. Companies still need attractive businesses, reasonable valuations and willing buyers.
Canada has already seen strong demand for more flexible financing rules. Following changes to the Listed Issuer Financing Exemption, hundreds of companies raised almost C$4 billion in the first year under the higher limits, roughly eight times the earlier pace. The increase doesn't necessarily prove the rule changes caused every financing, but it shows how extensively companies used the expanded exemption.
The proposed QIP exemption would work differently, focusing on institutional investors. Its value would depend on whether those investors bring additional capital and whether issuers can raise money on better terms. For smaller public companies, even a modest improvement in financing prices can mean issuing fewer shares and preserving more ownership. Companies and dealers with direct private placement experience can help regulators understand where the current restrictions make deals harder or more expensive.
The CSA wants feedback before deciding whether to change the rules. Companies and investors don't need to address every question. They can focus on the issues they know best and explain how the current requirements affect their decisions.
Founders and public company executives can share what they spend on reporting, audits and legal work. They can explain which filings take the most time, whether those costs influence where they list and how much money could be saved through simpler requirements. Real examples would help regulators separate necessary investor disclosures from work that adds limited value.
Investors and investment dealers can explain how resale restrictions affect private placements. That includes discounts investors seek, deals that are difficult to complete and cases where institutions cannot participate. They can also identify what information and safeguards they would need before accepting shares without a resale hold.
Accountants, securities lawyers and other advisers can explain which requirements create unnecessary work and where simpler rules might introduce new problems. Readers preparing their own comments can also review the industry submissions published by Quebec's Autorité des marchés financiers. These include responses from Fiore Management & Advisory Corp., SRI Capital Advisors and Canadian Independent Finance and Innovation Counsel. They offer examples of how other market participants are approaching the proposals.
Comments close November 13, 2026. Issuers, investors, dealers, advisers and other interested parties can submit feedback directly to the CSA using the online form or by uploading a PDF letter. Comments should focus on relevant consultation questions and include practical examples, financing costs or investor experience where possible. Submissions may be published. For technical help with the submission process, contact the CSA Secretariat at info@acvm-csa.ca.
Canada's public markets need to be affordable for smaller companies and attractive to investors. Reporting expenses can take money away from business growth, while private placement restrictions can affect financing prices and who is able to invest. The CSA's review is an opportunity to see which requirements still serve a useful purpose and which may be making capital harder or more expensive to obtain.
The proposed institutional financing exemption and review of venture issuer rules deserve particular attention. Both could help companies access capital or reduce costs, but the benefits will depend on how any changes are designed. Founders, investors, dealers and advisers have an opportunity to provide that practical evidence before the November 13 deadline. The goal is better access to capital while keeping the information and protections investors need to participate with confidence.
The National Crowdfunding & Fintech Association (NCFA Canada) is a financial innovation ecosystem that provides education, market intelligence, industry stewardship, networking and funding opportunities and services to thousands of community members and works closely with industry, government, partners and affiliates to create a vibrant and innovative fintech and funding industry in Canada. Decentralized and distributed, NCFA is engaged with global stakeholders and helps incubate projects and investment in fintech, alternative finance, crowdfunding, peer-to-peer finance, payments, digital assets and tokens, artificial intelligence, blockchain, cryptocurrency, regtech, and insurtech sectors. Join Canada's Fintech & Funding Community today FREE! Or become a contributing member and get perks. For more information, please visit: www.ncfacanada.org
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October 27, 2026 | NCFA Industry Resource | SME Finance And Business Banking, Sustainable Finance ESG And Financial Inclusion, Capital Markets Infrastructure And Funding

Growth Loans, Regional Financing and Founder Awards
On October 22, 2026, Women's Enterprise Organizations of Canada (WEOC) and the Business Development Bank of Canada (BDC) announced up to C$200,000 in growth loans for eligible women entrepreneurs. WEOC also partnered with Quebec lender Evol to connect more founders with financing and business support. Separately, the Capital Elle Business Impact Award is accepting applications until October 28, 2026, giving Canadian women entrepreneurs three opportunities worth considering.
The new Women Entrepreneur Growth Financing programme combines WEOC loans of up to C$50,000 with BDC loans of up to C$150,000. Backed by a C$12.5 million financing commitment over two years, the pilot targets eligible women owned businesses outside Quebec that need more capital to expand. BDC is contributing C$10 million toward the programme.
For businesses ready to buy equipment, invest in technology, increase production or pursue larger contracts, the additional financing could make a meaningful difference. Regional WEOC lending partners will assess applicants and provide business advice and ongoing support. The combined C$200,000 is a maximum, subject to eligibility and lending approval.
Applications haven't opened yet. Financing is expected to begin later in 2026. Interested founders can register for WEOC growth financing updates to receive application details, eligibility requirements and loan terms when available.
WEOC's new partnership with Evol connects lending services across Canada. Evol supports entrepreneurs throughout Quebec's 17 regions, while WEOC works through lending partners elsewhere in Canada. The organizations will refer founders to suitable financing and advisory services, including businesses that may not qualify for an existing programme.
Both organizations participate in the Women Entrepreneurship Loan Fund, which offers eligible businesses loans of up to C$50,000. The partnership isn't a new grant or an extension of the C$200,000 BDC pilot into Quebec. It helps entrepreneurs find lenders and support suited to their location and financing needs.
The Capital Elle Business Impact Award offers Canadian women entrepreneurs cash awards and business support across three categories covering strategic connections, growth capital and acquisitions. The organizer advertises a combined prize package worth more than C$100,000, including C$5,000 cash for each category winner, professional services, mentoring and business connections.
The award is open to women founders across industries, subject to eligibility requirements. Applicants select the category that best fits their business goals. The application process costs C$50 for nonmembers (nonrefundable), while eligible paid Elleiance members can apply without an additional fee.
Deadline is October 28, 2026, at 9 p.m. Eastern. Founders should review the official award terms and confirm eligibility.
More financing options are welcome, and founders should match the opportunity to their business. Growth loans can fund expansion, regional lenders can provide ongoing support, and awards offer cash and business connections. The best choice depends on how much money the business needs, what it qualifies for and whether it can take on debt.
The National Crowdfunding & Fintech Association (NCFA Canada) is a financial innovation ecosystem that provides education, market intelligence, industry stewardship, networking and funding opportunities and services to thousands of community members and works closely with industry, government, partners and affiliates to create a vibrant and innovative fintech and funding industry in Canada. Decentralized and distributed, NCFA is engaged with global stakeholders and helps incubate projects and investment in fintech, alternative finance, crowdfunding, peer-to-peer finance, payments, digital assets and tokens, artificial intelligence, blockchain, cryptocurrency, regtech, and insurtech sectors. Join Canada's Fintech & Funding Community today FREE! Or become a contributing member and get perks. For more information, please visit: www.ncfacanada.org
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