Articles

Practical commentary on securities law, exempt market compliance, fund formation, investor reporting, and private capital markets.

Feb 13, 2026

Overview of Canada’s Prospectus Exemptions for Fund Sponsors

Canadian private fund sponsors commonly raise capital without a prospectus by relying on exemptions in NI 45-106, especially the accredited investor, minimum amount, and offering memorandum exemptions. This article explains how those exemptions work across Canada (with an Ontario focus), how filings and marketing fit in, and where NI 31-103 registration issues often arise.

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