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Venture Capital Corporation

Administration & Forms

Program Forms Report Requirements
VCC Name Consent

  VCC Name Consent (PDF 85 KB)

The Registrar of Companies will not incorporate a company with the initials VCC in its name without pre-approval from the Investment Capital Branch. 

Registration Application

  Registration Application
     (PDF 89 KB)

 The act limits the dollar value of tax credits that can be issued in a calendar year. There are no guarantees that any applicant will be registered under the act. Click here for the current status of the tax credit budgets.

Additional Equity Application

  Additional Equity Application
     (PDF 82 KB)

Please complete the Additional Equity Application form to receive an equity authorization to raise capital eligible for tax credits. An Additional Equity Authorization must be issued to a VCC, by the Investment Capital Branch, in each tax budget year the VCC is planning to raise investment in.

Share Purchase Report

  Share Purchase Report
     (PDF 89 KB)

Please ensure that all VCC investors complete and sign a Share Purchase Report at the time they purchase the shares, and retain the reports on file for seven years for audit purposes.  

Share Certificates

All share certificates of a VCC must conspicuously state the following on their face:

"The value of these shares may be significantly affected by the repayment provisions of Section 22 of the Small Business Venture Capital Act."

Eligible Investment

  Establishing an IPA

A VCC should ensure all requirements are met before making an investment in a business.  A VCC should keep appropriate documentation on file to support its investment.  If the administrator determines that the investment in a business is ineligible or has become prohibited, the VCC must dispose of the investment. The divestment may result in the VCC violating its investment pacing requirements.

A VCC is required to deposit 30 per cent of all amounts it receives from the sale of its treasury shares into a special account called an investment protection account, or IPA.  Funds may be released from this account only with the administrator’s written authorization. 

IPA Release

  IPA Release (PDF 72 KB)

 In order to apply for a release of funds, a VCC must have made an eligible investment, or an eligible investment is imminent. The VCC may apply for the release of funds equal to the lessor of a) 37.5 per cent of the purchase price paid or to be paid, or b) the total amount in the IPA.

Annual Return

  Annual Return (PDF 124 KB)

The VCC must file an annual return with the Investment Capital Branch within six months of its fiscal year end.  Failure to do so will constitute non-compliance and will affect the issuance of tax credit certificates and requests to raise additional equity capital under the program. 

Notifications

Section 14 of the regulation requires the VCC to report the following events to the Investment Capital Branch within 30 days of their occurrence:

  • Ceasing to maintain a place of business or permanent establishment in B.C.

  • A change of registered office address.

  • A change of fiscal year end.

  • A failure to comply with provisions of the Act.

  • An investment held by a VCC ceasing to meet the criteria set out in section 10  of the Act. 

  • A VCC purchasing, redeeming, or cancelling any of its shares. 

  • Failure to comply with the Act.

VCC Eligible Investments

Section 10 of the Act lists the criteria for an investment transaction to be considered an eligible investment.

If you have concerns about a proposed transaction, you are urged to obtain professional advice from a lawyer or an accountant to satisfy yourself that the substance and form of the transaction is not contrary to the act.  Generally, it is considered to be contrary to the act if you "structure around" the objectives of the program to attempt to do indirectly what cannot be done directly.

Some transactions, however, require the administrator's approval.  These transactions are:

Convertible debt

Under section 12 (1) of the Act and section 1 (3.1) of the Small Business Venture Capital Act Regulation, a VCC may issue convertible debt on a temporary basis that:

  • Is not secured by property that exceeds 50 per cent of the debenture's value.

  • Does not prevent the small business from or penalize it for incurring other debt.

  • Does not pay an interest rate over 12 per cent per annum calculated annually and not in advance.

  • Will be converted into equity shares of the small business within 18 months of being issued.

Temporary control of small business

Under section 13 (2) of the Act, if the small business is in financial difficulty, the administrator may permit a VCC to temporarily control the small business, under circumstances and on terms that the administrator may determine.

 

Time extension

Under section 34 of the Act, the administrator may extend, with or without conditions, the time limit for doing anything under the act or the regulations and may grant the extension even if the time limit to be extended has expired.

 

Change to articles or share structure

Under section 7 of the Act, without the written approval of the administrator of the act, a VCC must not alter any of the following:

  • Its articles.

  • Its authorized share structure.

  • A provision of its articles related to a matter referred to in section 3 (1) (e).