Document background
The Share Distribution Agreement is a crucial document used when a company wishes to distribute shares to investors, whether through private placement or public offering in Canada. It is essential for companies seeking to raise capital, restructure ownership, or establish employee share ownership programs while ensuring compliance with Canadian securities laws. The agreement must address both federal requirements under the Canada Business Corporations Act and provincial securities regulations, as securities are primarily regulated at the provincial level. This document typically includes detailed provisions for regulatory compliance, distribution mechanics, representations and warranties, and closing conditions. It's particularly important for ensuring that share distributions meet prospectus requirements or qualify for available exemptions under National Instrument 45-106.
