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Woodfine Corporate

The corporate record for Woodfine Capital Projects Inc., developer and promoter of direct-hold commercial real estate. Articles explain the company, its investment vehicles, the financial model, governance, and risk, in plain language. Forward-looking statements carry planned, intended, or target language throughout.

Woodfine Capital Projects

Material change reporting

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9dd355b2 · Woodfine Capital Projects Inc. ·

Track-B Phase B: consolidate NI 51-102 material-change-reporting redundancy across 4 disclosure articles (about-material-change-reporting canonical, about-continuous-disclosure/about-disclosure-obligations/press-releases trimmed to pointers); complete press-releases schema fields

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@@ -11,9 +11,10 @@ content_type: topic
quality: complete
short_description: "The mechanics of material change reporting under NI 51-102 Part 7: what constitutes a material change, the two-step press release plus MCR filing process, and the standard for timely disclosure."
status: active
audience: public
bcsc_class: public-disclosure-safe
language_protocol: PROSE-TOPIC
last_edited: 2026-07-11
last_edited: 2026-09-04
editor: woodfine-editorial
paired_with: about-material-change-reporting.es.md
---
@@ -21,7 +22,8 @@ paired_with: about-material-change-reporting.es.md
A material change in the business, operations, or affairs of a [[regulated-reporting-entity|reporting issuer]] triggers an
immediate disclosure obligation under Part 7 of National Instrument 51-102. The obligation
is one of the most time-sensitive in the continuous disclosure regime: when a material change
is determined to have occurred, the issuer must act the same day.
is determined to have occurred, the issuer must act the same day. It runs continuously, and
does not wait for the next scheduled filing date or investor communication.

## Definition of a material change

@@ -50,6 +52,12 @@ the board formally ratifies the decision.
material change report on [[about-filing-systems|SEDAR+]] using Form 51-102F3. The report
must include: the date of the change, a full description of the change, the effects on
the issuer's business and operations, and a statement signed by a director or officer.
Where the report is filed confidentially, it must also state the issuer's reliance on the
confidential-filing provision.

The sequence is ordered deliberately. The press release carries the substance to the market
on the day of determination; the formal report follows once the document can be prepared
properly. Market participants are not made to wait on drafting.

### Content requirements for the press release

@@ -104,8 +112,14 @@ changes in senior management or the board, material litigation outcomes, and reg
actions. Changes in financial performance below prior guidance may also constitute material
changes where the deviation is significant.

Not every significant development qualifies. Quarterly results that fall within previously
disclosed expectations are not, on their own, a material change; the test remains likely
market impact, not the internal importance of the development.

## See also

- [[press-releases]] — the release channel through which a material change reaches the market

- [[about-disclosure-obligations]] — the broader framework of ongoing disclosure
  requirements within which material change reporting sits
- [[about-financial-reporting]] — the periodic financial statement filings that accompany but
Important Information

Important Information

Securities offering. Woodfine Capital Projects Inc. ("Woodfine") sponsors real-property direct-hold solutions. Interests in those solutions are offered only to investors who qualify under an applicable prospectus exemption — including the accredited-investor exemption under National Instrument 45-106 — Prospectus Exemptions, and equivalent exemptions in other applicable jurisdictions. Content on this wiki is provided for general informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, any security. Any offering is made exclusively by means of the applicable Private Placement Memorandum, which prospective investors should review, together with their own professional advisors, before investing.

Scope. This wiki describes Woodfine's research methodology, geographic data platform, and related activities at a high level and is qualified in its entirety by the applicable Private Placement Memorandum and the governing documents of the relevant issuer.

Risk. Investment in real-property direct-hold solutions involves significant risk, including possible loss of capital. Past performance is not indicative of future results. References to structural features such as advisory fees, transferability, and net asset value methodology describe the contractual terms of the direct-hold solutions and are not representations as to investment outcomes or returns.

Forward-looking statements. Statements that are not historical facts may constitute forward-looking information within the meaning of applicable Canadian securities laws. Such statements are subject to known and unknown risks, uncertainties and assumptions, and actual results may differ materially. Woodfine undertakes no obligation to update such statements except as required by law.

Registration. Registrable activities of Woodfine and its affiliates are conducted, where required, under the applicable registration categories prescribed by the British Columbia Securities Commission and other Canadian securities regulators. Specific registration details are available on request.

Jurisdiction. Woodfine Capital Projects Inc. is organized in British Columbia, Canada. References to the Sovereign Data Foundation on this wiki describe a planned or intended initiative only, not a current equity holder or active governance body.

Trademarks. The full trademark notice appears in the footer of every page on this site.

Content licence. The text of this wiki is licensed under Creative Commons Attribution-NoDerivatives 4.0 International (CC BY-ND 4.0). Readers may quote this content verbatim, with attribution to Woodfine Capital Projects Inc. Readers may not alter, transform, or redistribute a modified version of this content.

Changes to this notice. Woodfine may update this notice from time to time; the version posted on this page governs.

Not a filing system. This wiki is not a securities filing system, an electronic disclosure repository, or a substitute for SEDAR+ or any other regulatory filing system. Formal securities filings are made through the applicable regulatory filing system, not through this wiki.

Full disclaimer. This notice supplements, and does not replace, the full Disclaimers article. In the event of any conflict, the full Disclaimers article governs.

Read the full disclaimer →