Short Sale Contract Template for Canada

The Short Sale Contract serves as the primary documentation for short selling arrangements in Canadian securities markets. It is used when an investor seeks to profit from an anticipated decline in a security's price by selling borrowed shares and later repurchasing them at a lower price. The document encompasses critical elements required by Canadian securities regulations, including provincial Securities Acts and IIROC rules, such as margin requirements, risk disclosures, and trading procedures. This contract type is essential for institutional investors, broker-dealers, and sophisticated individual investors engaging in short selling activities within Canadian markets. It provides a comprehensive framework for managing the risks and obligations associated with short positions while ensuring compliance with applicable Canadian securities laws and regulations.

1. Parties: Identification of the lender/broker and borrower, including full legal names, addresses, and registration details

2. Background: Context of the short sale arrangement, including the securities involved and purpose of the transaction

3. Definitions: Key terms used throughout the agreement, including technical trading terms, security definitions, and market-specific terminology

4. Securities Details: Specific details of the securities to be sold short, including quantity, identifier (CUSIP/ISIN), and current market value

5. Margin Requirements: Details of initial and maintenance margin requirements, including calculation methods and trigger points for margin calls

6. Borrowing Terms: Terms under which the securities will be borrowed, including fees, duration, and recall provisions

7. Trading Instructions: Specific procedures for executing the short sale, including price limitations and trading venues

8. Risk Disclosure: Comprehensive disclosure of risks associated with short selling, including potential for unlimited losses

9. Representations and Warranties: Statements of fact and assurances from both parties regarding their capacity and authority to enter into the agreement

10. Termination: Conditions and procedures for closing out the short position and terminating the agreement

11. Governing Law: Specification of Canadian law and relevant provincial jurisdiction governing the agreement