dsa corporate services
DESCRIPTION
Outsourced corporate secretarial services tailored to match the needs of small to mid-sized reporting issuers. These services range from providing recording secretaries for Board & Committee meetings to the appointment of one of our senior team members as the full outsourced officer (Corporate Secretary) of the company. DSA Corporate Services also specializes in continuous disclosure regulatory reporting, stock exchange compliance, stock option and warrant administration, annual meeting organization, minute book custody, corporate governance advice, news release dissemination through a range of domestic and global networks, and other specialty services.TRANSCRIPT
The Marrelli Group of CompaniesDSA Corporate Services Inc. (DSA) and Marrelli Support Services Inc. (MSSI) • Reporting issuers listed on the Toronto Stock Exchange (TSX), the TSX Venture Exchange
(TSX-V), and the Canadian National Stock Exchange (CNSX)• Private companies aspiring to go public by way of prospectus filings, reverse take-overs
and Capital Pool Companies, lending support and assistance to such companies, as guided by legal counsel
DSA Corporate Services Inc. (DSA) • Outsourced corporate secretarial services • Recording secretaries for Board & Committee meetings• Appointment of team member as the full outsourced officer (Corporate Secretary)• Continuous disclosure regulatory reporting, stock exchange compliance, stock
option and warrant administration, annual meeting organization, minute book custody, corporate governance advice, news release dissemination
Services Offered by DSA
Recording Secretary• Creating meeting Notices• Drafting meeting Agendas• Circulating meeting materials
to the Board• Meeting attendance• Preparation of minutes
Corporate Secretary• Appointment of a DSA senior team
member to issuer’s Corporate Secretary position, performing expanded Recording Secretary role
Stock Exchange Compliance
Compliance with:
• Toronto Stock Exchange (TSX);
• TSX Venture Exchange (TSX-V);
• Canadian National Stock Exchange (CNSX); and
• US and UK stock exchange policies
Filings under National Instrument 71-102 of the Canadian Securities Administrators for foreign designated issuers trading on overseas exchanges such as the Australian Stock Exchange (ASX) as well as UK exchanges - London Stock Exchange (LSE) and its Alternative Investment Market (AIM)
Creation and submission of monthly TSX SecureFile reports and TSX-V Exchange forms such as Form 4G-Grant of Stock Options, Form 3C-Hiring of an Investor Relations Consultant
• Meeting and record dates for annual and/or special shareholder meetings • Compliance with corporate securities law• Review of documents sent to shareholders• Arranging for printing and mailing of shareholder materials• Booking of meeting venue and catering arrangements• Review of proxy tabulation data • Drafting the Chairman’s script • Attendance at the annual and/or special shareholder meeting• Preparation of the shareholder meeting minutes
Annual & Special Meetings
Stock Option and Warrant Administration
• Maintenance of stock option or warrant registers
• Preparation of treasury directions for the exercise of options/warrants
• Submission of executed treasury direction to issuer’s transfer agent
• Creation of stock option agreements for optionees
• Maintenance of client minute books
• Facilities for auditors to review minute books
• Electronic version of meeting minutes and resolutions
Minute Book Custody
• Board Governance Review
• Creation of annual WORK PLAN templates
• Director/Board Evaluations
• Meeting attendance charts
• Director Manual/Handbook
• Dissemination of news releases via Marketwired© or other newswire providers
• Extensive selection of news dissemination networks around the world
• Pre-clearance of news releases with stock exchange market surveillance
• Exclusive to DSA clients using Marketwired© is a DSA discounted rate
© Marketwire, Incorporated. All rights reserved.
News Release Dissemination
Continuous Disclosure Regulatory and Insider Filings• Monitoring of regulatory filing deadlines• DSA customized annual Disclosure Filing Calendar• Chief Executive Officer and Chief Financial Officer certifications• Preparation of Material Change Reports and related SEDAR filings• Calculation and payment of annual filing fees for filing on SEDAR• Annual, interim and other filings via SEDAR, EDGAR or UK RIS• Regulatory filing requirements for SEDI – Canadian Insider Reporting via
www.sedi.ca
DSA Filing Services offers electronic regulatory filing on SEDAR (Canada), EDGAR (US), REGULATORY INFORMATION SERVICES (UK) and Canadian insider filing on SEDI (System for Electronic Disclosure of Insiders) and includes a DSA customized annual Disclosure Filing Calendar
EDGAR Electronic Regulatory Disclosure filing for US via www.sec.gov• Posting on EDGAR in compliance with US regulations
UK REGULATORY FILING Electronic Regulatory Disclosure filing in the UK for LSE- and AIM-listed companies via Regulatory Information Service (RIS) in accordance with the Financial Services Authority (FSA)• Posting filings on UK RIS
SEDI Canadian Insider Reporting via www.sedi.ca• Creation of initial SEDI issuer or insider profiles and re-setting of passwords.• Filing of SEDI insider-trading activities
DSA Corporate Services Inc. 36 Toronto Street, Suite 1000, Toronto, Ontario M5C 2C5
For more information:Jo-Anne Archibald, President