Canada Business Corporations Regulations, 2001

2 (1) For the purpose of the definition distributing corporation in subsection 2(1) of the Act and subject to subsection (2), distributing corporation means

• (a) a corporation that is a reporting issuer under any legislation that is set out in column 2 of an item of Schedule 1; or

• (b) in the case of a corporation that is not a reporting issuer referred to in paragraph (a), a corporation

  • (i) that has filed a prospectus or registration statement under provincial legislation or under the laws of a jurisdiction outside Canada,

  • (ii) any of the securities of which are listed and posted for trading on a stock exchange in or outside Canada, or

  • (iii) that is involved in, formed for, resulting from or continued after an amalgamation, a reorganization, an arrangement or a statutory procedure, if one of the participating bodies corporate is a corporation to which subparagraph (i) or (ii) applies.

(2) A corporation that is subject to an exemption under provincial securities legislation, or to an order of the relevant provincial securities regulator that provides that the corporation is not a reporting issuer for the purposes of the applicable legislation, is not a distributing corporation for the purpose of the definition of that expression in subsection (1).