20 April 2026
TSXV eliminates sponsorship requirement
As of March 31, 2026, the TSX Venture Exchange (the Exchange) has formally removed the longstanding obligation for issuers to engage a Sponsor, unless otherwise exempt, when pursuing listing transactions, representing a significant move to streamline the listing process and reduce barriers for issuers. The change, which takes effect immediately, marks the conclusion of a reform process during which the Exchange moved away from the Sponsor model through a series of policy consultations and an increasing willingness to grant waivers on a case-by-case basis.
What was the sponsor requirement?
The Exchange has historically required issuers, unless otherwise exempt, to engage a Sponsor in connection with certain transactions and listing applications. A Sponsor was typically an investment dealer that was a member of the Exchange, retained to conduct due diligence and, in certain cases, prepare a sponsor report for submission to the Exchange. The Sponsor requirement was designed to provide an additional layer of due diligence and oversight in support of the Exchange’s mandate to maintain market integrity and protect investors.
While the sponsorship requirement was conceived as an investor protection measure, it came at a cost. The sponsorship process could extend timelines and impose significant expense on issuers, particularly in more complex transactions.
Following a comprehensive review of its regulatory framework, the Exchange determined that the Sponsor requirement was no longer necessary to fulfill these objectives. The formal removal of the requirement now brings the Exchange's policies into line with what had already become the prevailing practice, given that the Exchange had been granting waivers from the sponsorship requirement with increasing frequency over the last several years.
Amendments to the Corporate Finance Manual
This change removes Policy 2.2 (Sponsorship and Sponsorship Requirements), along with the associated forms and guidance, from the Exchange’s Corporate Finance Manual (the Manual). Specifically, the following have been removed: Policy 2.2 (Sponsorship and Sponsorship Requirements), Form 2G (Sponsorship Acknowledgement Form), Form 2H (Sponsor Report), Form 2I (Transaction Disclosure Form) and Appendix 2A (Review Procedure Guidelines). The change also introduces corresponding updates to several related policies. More specifically, all provisions of the Manual that required issuers to retain a Sponsor in connection with initial listing applications, reverse takeovers, qualifying transactions, changes of business, reinstatements, and other similar transactions have been deleted and references to the role, obligations, and responsibilities of Sponsors throughout the Manual have been removed in their entirety.
To reflect the elimination of the sponsor requirement and more broadly modernize its framework, the Exchange has updated several policies and forms. Clean and blacklined versions of the amended policies and forms are available on the Exchange’s website.
What this means in practice
The removal of the Sponsor requirement carries a number of practical consequences for issuers looking to list on the Exchange.
Most directly, issuers will no longer need to budget for, or bear the expense of, retaining a Sponsor or the costs associated with preparing exemption or waiver applications where sponsorship would otherwise have been required. The removal of the sponsor report process is also expected to meaningfully reduce the time required to complete listings and other transactions that previously required sponsorship.
It is worth noting what has not changed. The Exchange's internal review procedures remain fully in place, as do its disclosure requirements, which will continue to serve as the principal safeguards for assessing the suitability of prospective issuers. The removal of the Sponsor requirement is a streamlining measure, not a relaxation of standards. Accordingly, it remains to be seen whether the Exchange will place greater emphasis on its own internal review process and on the quality and completeness of disclosure materials submitted in support of listing applications in the absence of a sponsor report. The elimination of the sponsorship requirement also has implications for Exchange member firms that historically derived revenue from acting as Sponsors; those firms may wish to consider how to reposition their advisory offerings in light of this change.
Transitional considerations
The amendments took effect on March 31, 2026. The bulletin does not include any express transitional provisions addressing pending applications or existing sponsor engagements. Issuers and their advisors should note the removal of the Exchange's sponsorship requirement does not, in and of itself, affect any contractual arrangements entered into with a Sponsor. The terms of any existing engagement with a sponsoring member firm remain a matter between the relevant parties and should be reviewed independently.
Conclusion
The removal of the sponsor requirement represents a significant step in the Exchange’s ongoing efforts to streamline and modernize its regulatory framework.
Should you have any questions with respect to the amendments or the impact on a transaction, please contact a member of our Capital Markets team.
What was the sponsor requirement?
The Exchange has historically required issuers, unless otherwise exempt, to engage a Sponsor in connection with certain transactions and listing applications. A Sponsor was typically an investment dealer that was a member of the Exchange, retained to conduct due diligence and, in certain cases, prepare a sponsor report for submission to the Exchange. The Sponsor requirement was designed to provide an additional layer of due diligence and oversight in support of the Exchange’s mandate to maintain market integrity and protect investors.
While the sponsorship requirement was conceived as an investor protection measure, it came at a cost. The sponsorship process could extend timelines and impose significant expense on issuers, particularly in more complex transactions.
Following a comprehensive review of its regulatory framework, the Exchange determined that the Sponsor requirement was no longer necessary to fulfill these objectives. The formal removal of the requirement now brings the Exchange's policies into line with what had already become the prevailing practice, given that the Exchange had been granting waivers from the sponsorship requirement with increasing frequency over the last several years.
Amendments to the Corporate Finance Manual
This change removes Policy 2.2 (Sponsorship and Sponsorship Requirements), along with the associated forms and guidance, from the Exchange’s Corporate Finance Manual (the Manual). Specifically, the following have been removed: Policy 2.2 (Sponsorship and Sponsorship Requirements), Form 2G (Sponsorship Acknowledgement Form), Form 2H (Sponsor Report), Form 2I (Transaction Disclosure Form) and Appendix 2A (Review Procedure Guidelines). The change also introduces corresponding updates to several related policies. More specifically, all provisions of the Manual that required issuers to retain a Sponsor in connection with initial listing applications, reverse takeovers, qualifying transactions, changes of business, reinstatements, and other similar transactions have been deleted and references to the role, obligations, and responsibilities of Sponsors throughout the Manual have been removed in their entirety.
To reflect the elimination of the sponsor requirement and more broadly modernize its framework, the Exchange has updated several policies and forms. Clean and blacklined versions of the amended policies and forms are available on the Exchange’s website.
What this means in practice
The removal of the Sponsor requirement carries a number of practical consequences for issuers looking to list on the Exchange.
Most directly, issuers will no longer need to budget for, or bear the expense of, retaining a Sponsor or the costs associated with preparing exemption or waiver applications where sponsorship would otherwise have been required. The removal of the sponsor report process is also expected to meaningfully reduce the time required to complete listings and other transactions that previously required sponsorship.
It is worth noting what has not changed. The Exchange's internal review procedures remain fully in place, as do its disclosure requirements, which will continue to serve as the principal safeguards for assessing the suitability of prospective issuers. The removal of the Sponsor requirement is a streamlining measure, not a relaxation of standards. Accordingly, it remains to be seen whether the Exchange will place greater emphasis on its own internal review process and on the quality and completeness of disclosure materials submitted in support of listing applications in the absence of a sponsor report. The elimination of the sponsorship requirement also has implications for Exchange member firms that historically derived revenue from acting as Sponsors; those firms may wish to consider how to reposition their advisory offerings in light of this change.
Transitional considerations
The amendments took effect on March 31, 2026. The bulletin does not include any express transitional provisions addressing pending applications or existing sponsor engagements. Issuers and their advisors should note the removal of the Exchange's sponsorship requirement does not, in and of itself, affect any contractual arrangements entered into with a Sponsor. The terms of any existing engagement with a sponsoring member firm remain a matter between the relevant parties and should be reviewed independently.
Conclusion
The removal of the sponsor requirement represents a significant step in the Exchange’s ongoing efforts to streamline and modernize its regulatory framework.
Should you have any questions with respect to the amendments or the impact on a transaction, please contact a member of our Capital Markets team.