Syndicate Legal Advisory Services provides nationwide legal document preparation services for eligible Canadian issuers preparing Form 40-F under the Multijurisdictional Disclosure System (MJDS) and the Securities Exchange Act of 1934. We prepare Form 40-F and related supporting materials based on the company information, Canadian disclosure documents, and specific instructions you provide.
Documents Commonly Prepared
We prepare a full range of documents associated with a Form 40-F filing, including but not limited to:
Form 40-F (Registration Statement or Annual Report): Completion of the form, including cover page designations and the incorporation by reference or attachment of required Canadian continuous disclosure documents (such as the Annual Information Form, audited annual financial statements, and Management’s Discussion and Analysis), together with any U.S.-specific disclosures required by the form instructions, based on the information and content you supply.
U.S.-Specific Disclosure Sections: Formatting of additional disclosures required under Form 40-F (including certain Sarbanes-Oxley-related items, mine safety disclosures if applicable, and other overlay requirements), based on the materials you provide.
Exhibits and Certifications: Organization and formatting of required exhibits (including Canadian disclosure documents, auditor consents, and organizational materials) and officer certifications under Sarbanes-Oxley, based on the documents and information you supply.
Amendments (Form 40-F/A): Preparation of amended filings incorporating updates or corrections, based on the corrected or updated details you provide.
Related Supporting Materials: Organization of attachments, signature pages, Form F-X (if applicable), or other materials referenced in the form, based on the information you supply.
Documents are prepared for use in connection with electronic filings through the SEC’s EDGAR system (subject to the information you provide). Form 40-F is available to certain Canadian issuers that are incorporated or organized under the laws of Canada or a Canadian province or territory, qualify as a foreign private issuer or crown corporation, have been subject to Canadian periodic reporting requirements for at least 12 calendar months and are in compliance therewith, and generally meet a $75 million public float threshold (or other applicable MJDS criteria); it is used for registration under Section 12 or as an annual report under Sections 13 or 15(d) of the Exchange Act by incorporating Canadian disclosure documents; clients remain fully responsible for determining MJDS eligibility and the filing obligation, the accuracy and completeness of all disclosures and incorporated Canadian documents, timely electronic filing via EDGAR, and compliance with all Exchange Act, Form 40-F instructions, Canadian securities requirements, and SEC requirements.
