Experts
Where an offering document or continuous disclosure filing includes or refers to a report, opinion, or valuation prepared by a third-party professional, applicable securities law requires the issuer to identify that expert, describe the interest the expert holds in the issuer, if any, and confirm that the expert has consented to the use of their report. This is the standard experts disclosure item that appears in an annual information form or prospectus.
Categories of expert relied upon
Auditor of record. The auditor of record is the independent external accounting firm engaged to audit the annual financial statements and to review the interim financial statements of the reporting issuer, in accordance with the requirements described in Auditors, Transfer Agent, and Registrar. The auditor's report is included with the annual financial statements filed on SEDAR+, and the auditor's consent to the inclusion of its report is obtained and disclosed as required.
External legal counsel. Where a legal opinion — on the validity of the securities being distributed, on the tax treatment of a specific structure, or on another matter material to an offering — is included in or referred to by an offering document, the law firm providing that opinion is disclosed as an expert, together with a description of the opinion's scope and any limitations on its use.
Independent appraiser. Where a property valuation or appraisal prepared by an independent third-party appraiser is referred to in a disclosure document — for example, in support of a stated property value used in the net asset value calculation described in Commercial Real Estate Financial Metrics — the appraiser is disclosed as an expert, along with the date of the appraisal and the valuation methodology applied.
Consent and independence
An expert's report may not be included in, or referred to by, an offering document without the expert's consent, and the expert must confirm that no material change has occurred between the date of the report and the date of the filing that would make the report misleading. Auditor independence specifically is governed by the requirements described in Audit Committee Mandate, which sets out the relationships that would disqualify an accounting firm from serving as independent auditor.
Role-based disclosure in this wiki
This wiki identifies experts by role — auditor of record, external legal counsel, independent appraiser — rather than by firm name, because the specific firm engaged for a given engagement can change between reporting periods and is disclosed at the time of the relevant filing. The authoritative record of which named firm serves in each role for a given reporting period is the applicable annual information form or prospectus filed on SEDAR+ or the equivalent registry in the applicable jurisdiction, not this wiki.
See also
- Auditors, Transfer Agent, and Registrar — the ongoing operational roles held by the auditor
- Audit Committee Mandate — the board oversight of auditor independence and appointment
- Material Contracts — disclosure of agreements with service providers, where material