Whatever your “financial innovation”, learn about the laws that apply to it and your obligations under them before its market release. That way, you will avoid penalties and other potentially costly consequences.
You have questions about the requirements that apply to your project? You’re not sure whether you need to register? You would like to discuss your innovative project with the AMF? We would be pleased to meet with you and to answer your regulatory questions.
If you need assistance or information, please fill out our form.End of the Information
Are you planning to launch an initial cryptocurrency offering (ICO)? Maybe you intend to participate in the marketing of a cryptocurrency.
You could be subject to laws administered by the AMF.
For guidance on the applicability of securities laws to cryptocurrency offerings, refer to:
Exchanging, buying and selling cryptoassets
If you want to exchange, buy or sell cryptoassets, we strongly advise you to use Cryptoasset trading platforms that are registered with the AMF.
The AMF also reminds you to use caution: crypto is complex, highly volatile and susceptible to fraud and therefore a risky investment. For more information, refer to Cryptoassets – What you need to know.
You want to offer the public a means of buying or selling currencies through an automated distributor without the involvement of a natural person?
If cash can be used to complete transactions (receiving cash on the sale of cryptoassets or paying for cryptoassets in cash), then Revenu Québec is responsible for enforcing the rules governing the operation of money-services businesses. We invite you to refer to the web page Money-services business This link will open in a new window. Please also refer to web page Financial Transactions and Reports Analysis Centre of Canada This link will open in a new window (FINTRAC).
You want to make an on-line platform available to the public for the exchange of cryptocurrencies?
If your platform facilitates the purchase and sale of cryptoassets, the Securities Act This link will open in a new window may apply, even for cryptoassets that are not considered securities. For guidance on how securities legislation applies to cryptoasset offerings:
- CSA Staff Notice 21-327 (pdf - 124 KB)This link will open in a new windowUpdated on January 16, 2020CSA Staff Notice 21-327 relating to the Application of Securities Legislation to Entities Facilitating the Trading of Crypto Assets. — Guidance on the Application of Securities Legislation to Entities Facilitating the Trading of Crypto Assets
- Joint CSA and IIROC Staff Notice 21-329 (pdf - 566 KB)This link will open in a new windowUpdated on March 29, 2021Guidance for Crypto-Asset Trading Platforms: Compliance with Regulatory Requirements. — Guidance for Crypto-Asset Trading Platforms: Compliance with Regulatory Requirements (March 2021)
- Joint CSA and IIROC Staff Notice 21-330 (pdf - 240 KB)This link will open in a new windowUpdated on September 23, 2021Requirements relating to Advertising, Marketing and Social Media Use. — Guidance for Crypto-Asset Trading Platforms: Requirements relating to Advertising, Marketing and Social Media Use (September 2021)
- CSA Staff Notice 21-332 (pdf - 328 KB)This link will open in a new windowUpdated on February 22, 2023Crypto Asset Trading Platforms: Pre-Registration Undertakings - Changes to Enhance Canadian Investor Protection — Crypto-Asset Trading Platforms: Pre-Registration Undertakings
If the Securities Act This link will open in a new window does not apply to your platform’s activities, but your platform is used as an intermediary for transferring money that is legal tender (e.g., CAD or USD) from one user of the platform to another for the purpose of completing a transaction, please refer to the web page Money-services business This link will open in a new window. Please also refer to web page Financial Transactions and Reports Analysis Centre of Canada This link will open in a new window (FINTRAC).
Some platforms that facilitate the trading of cryptoassets must comply with securities legislation. These platforms must be registered with the AMF as dealers. To learn about the registration process and find out which cryptoasset trading platforms are registered with the AMF, please refer to Cryptoasset trading platforms.
Equity crowdfunding and peer-to-peer lending
You’re planning to operate an equity crowdfunding portal or a peer-to-peer lending platform? You’re an issuer seeking to raise money through a portal or platform?
These activities are likely to trigger obligations under the Securities Act and its regulations.
Here is some guidance
Regulation 45-110 respecting Start-up Crowdfunding Registration and Prospectus Exemptions (pdf - 141 KB)This link will open in a new windowUpdated on June 21, 2021Crowdfunding. (Regulation 45-110) is a harmonized pan-Canadian regulatory framework. It provides a framework for crowdfunding activities for start-ups and early-stage issuers.
Regulation 45-110 provides:
- an exemption from the prospectus requirement that allows an eligible issuer (see section 5 for the list of eligibility criteria) to distribute eligible securities (see below) through an online funding portal.
- an exemption from the dealer registration requirement for funding portals that facilitate online distributions by issuers relying on the start-up crowdfunding prospectus exemption.
The following securities are eligible for this regime:
- Common shares
- Preference shares
- Securities convertible into common shares or non-convertible preference shares
- Non-convertible debt securities linked to a fixed or floating interest rate
- Units of limited partnerships and
- Shares in the capital of an association
- The limit on aggregate proceeds raised by the issuer group (as defined in the regulation) during a 12-month period under the exemption is $1,500,000
- The exemption from the dealer registration requirement is subject to specific requirements (see Part 2 of the regulation for the list of requirements)
- A funding portal that is registered as an investment dealer or exempt market dealer may close a crowdfunding distribution on its platform provided it complies with certain requirements (see Part 3 of the regulation)
Refer to the Guide for Businesses (pdf - 484 KB)This link will open in a new windowUpdated on June 21, 2021Crowdfunding and the Guide for Funding Portals for more information about the regime introduced by Regulation 45-110.
Regulation 45-108 respecting Crowdfunding
The regime implemented by this regulation proposes a prospectus exemption for the distribution of securities of eligible crowdfunding issuers. However, it does not provide an exemption from the dealer registration requirement for funding portals.
Operation of marketplace lending platforms
Marketplace (peer-to-peer) lending platforms act as intermediaries, connecting borrowers and lenders. As such lending takes place outside the traditional banking system, it is generally riskier. The lending platform specifies the interest rates and terms of the loans offered (refer to the AMF's August 3, 2017 Notice relating to the operation of marketplace lending platforms (pdf - 41 KB)This link will open in a new windowUpdated on August 3, 2017"Notice, operation of marketplace, lending platforms").
- In Québec, there is no regulation dedicated to peer-to-peer lending platforms. However, such platforms are generally subject to requirements under some of the laws administered by the AMF, including the Securities Act This link will open in a new window
- On-line lending platforms usually carry on activities as intermediaries and thereby act as securities dealers or advisers. They are therefore required to register with the AMF and comply with the regulatory requirements applicable to registrants
- On-line lending platforms that distribute securities to investors must also comply with the prospectus requirement or benefit from a prospectus exemption
Visit the Crowdfunding section for more information about these crowdfunding regimes.
On-line investment advice
You’re planning to operate a platform offering investment advice on-line, such as a robo-adviser or an automated adviser?
Firms with business models that rely on artificial intelligence (AI) to carry out transactions or make investment recommendations may need to register as securities advisers with the AMF.
For guidance on ways you can provide advice using an on-line platform while complying with regulatory requirements, consult CSA Staff Notice 31-342 Guidance for Portfolio Managers Regarding Online Advice (pdf - 82 KB)This link will open in a new windowUpdated on September 24, 2015Online Advice.
You’re offering technological solutions (AI, blockchain technology, etc.) to individuals or firms subject to AMF oversight?
This does not necessarily exempt you from the requirement to register with the AMF. If the services you’re offering are a substitute for activities reserved for registered entities, you may have to register.
You want to offer a mobile payment solution (i.e., a way to transfer funds or pay invoices via a smart phone or other mobile device)?
The Money-Services Business Act This link will open in a new window governs funds transfers, i.e., movements of cash funds from one location to another or one person to another via a person, an entity or a network.
If you offer this type a service for remuneration (in the form of a per transaction fee or a fixed amount—a subscription, for example—providing access to various services offered via the same mobile solution), please refer to the web page Money-services business This link will open in a new window. Please also refer to the web page Financial Transactions and Reports Analysis Centre of Canada This link will open in a new window (FINTRAC).
Risk sharing platforms
You want to launch a platform offering consumers the option of sharing certain risks related to health, travel, events, cars, homes or job loss?
You may be subject to the regulatory framework applicable to insurers, including the Insurers Act.
We remind you that insurance is a regulated activity and that any person that markets an insurance product must obtain an authorization from the AMF to carry on business in Québec.
Offering insurance products via the Internet
You want to provide a means of purchasing an insurance product via technological tools? You’re thinking about setting up an insurance product or provider comparison website? You may need to register under the Act respecting the distribution of financial products and services This link will open in a new window.
On-line mortgage brokerage services
You want to offer mortgage brokerage services via technological tools? Are you thinking of setting up a mortgage loan comparison website? You may need to register under the Act respecting the distribution of financial products and servicesThis link will open in a new window.
You are remined that mortgage brokers and mortgage brokerage firms may not confine their activities to client referrals.
On-line claims adjustment services
Do you want to use technological tools to facilitate the settlement of claims? You may be required to register in accordance with the Act respecting the distribution of financial products and services This link will open in a new window.
A claims adjuster is a person who, in damage insurance, investigates insured losses, appraises damages and negotiates the settlement of claims. In Québec, claims adjusters must hold a certificate issued by the AMF in order to legally pursue their activities.
Financial planning via the Internet
You want to offer financial planning services via the Internet? You may need to register under the Act respecting the distribution of financial products and services This link will open in a new window.
No person may use the title of financial planner or a similar title or purport to offer financial planning services without holding the appropriate certificate issued by the AMF or belonging to a professional order with which the AMF has entered into an agreement.
Find out more!
The Regulation respecting Alternative Distribution Methods, sets out the rules that have been in force since May 1, 2020 regarding the offering of financial products and services via the Internet.