Learn
Plain English, both sides.
Investing has its own language. Here's what the common terms mean, minus the jargon.
The base
What does disciplined investing look like?
It starts with a plan, not a product. You set clear goals and a time horizon, then build a diversified portfolio that matches how much risk you can actually live with. From there it's mostly about consistency: rebalancing when things drift, making tax-aware decisions, and not reacting to every headline.
It isn't exciting, and that's the point. It's the part of your money designed to still be there in 20 years.
Why does the base come first?
A strong foundation is what lets you take a calculated swing without putting your goals at risk. If a speculative bet doesn't work out, a solid base means it's a setback rather than a crisis.
The bets
What is venture capital?
Venture capital is money invested in early-stage or growing companies in exchange for a share of ownership. These companies are often too young or too small to raise money the traditional way. The potential upside can be large, but so is the risk: many early-stage companies don't succeed, and investors can lose their entire investment.
What's a private placement?
A private placement is when a company sells shares directly to a select group of investors instead of through a public offering. Because they skip some of the disclosure required for public offerings, private placements are generally limited to certain investors, such as accredited investors.
Shares bought this way usually come with a hold period, typically four months and a day for shares of a listed company, so you can't sell them right away.
What's a flow-through share?
Flow-through shares are a Canadian structure, used mostly by mining and energy exploration companies. The company “flows through” certain exploration expenses to investors, who can then deduct them on their own tax returns.
There can be additional credits on top: a federal Mineral Exploration Tax Credit (15%), a higher federal credit for certain critical minerals (30%), and provincial credits such as British Columbia's (20% of eligible B.C. exploration spending).
Tax benefits don't make a risky investment safe, and the rules are specific, so it's worth reviewing with a tax professional. Try the calculator below to see how the numbers add up.
What's a charitable flow-through?
A charitable flow-through combines a flow-through share purchase with a donation of those shares to a registered charity. Done properly, it can stack the flow-through deduction and credits with the donation tax credit, which can lower the after-tax cost of giving.
One catch: when you donate flow-through shares, the capital gain up to what you paid is still taxable. These structures depend on your tax situation, so always review them with your tax advisor.
What's an IPO?
An initial public offering (IPO) is when a private company sells shares to the public for the first time and lists on a stock exchange. Buying at IPO means getting in early on a public company, but newly listed shares can be volatile.
What are CPCs and RTOs?
They're two other routes to becoming a public company. A Capital Pool Company (CPC) is a listed shell company, through a TSX Venture Exchange program, that raises a small amount of money and then looks for a private business to acquire. A reverse takeover (RTO) is when a private company becomes public by merging into an existing listed company.
What's a LIFE offering?
LIFE stands for the Listed Issuer Financing Exemption. It lets companies already listed on a Canadian exchange raise money from the public more efficiently, using a shorter offering document instead of a full prospectus. Shares bought through LIFE generally aren't subject to a hold period.
Getting started
What does “accredited investor” mean?
In Canada, an accredited investor is someone who meets certain income or asset tests, which allows them to invest in some private offerings. For individuals, the common tests are:
- Net income before taxes over $200,000 in each of the last two years (or over $300,000 combined with a spouse), expecting the same this year
- Financial assets over $1 million, net of related debts, alone or with a spouse (your home doesn't count)
- Net assets of at least $5 million, alone or with a spouse
There are other categories too, and the exact rules matter, so we'll confirm your eligibility together. The official definition is in National Instrument 45-106.
How can investors take part in venture opportunities?
Common ways in include private placements, flow-through financings, IPOs and other new issues, and LIFE offerings. Many are limited to accredited investors, and each comes with its own risks, costs and hold periods.
Our approach is to start with your plan, decide how much of your portfolio (if any) belongs in venture, and then look at opportunities that fit within that.
Interactive example
How a flow-through share can shrink your tax bill
Move the sliders to see how the deduction, the exploration credits and your exit choice add up, using 2026 federal and B.C. tax brackets.
All four routes, same assumptions
| With your inputs | RegularSell | RegularDonate | SuperSell | SuperDonate |
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For illustration only. This isn't tax, legal or investment advice, and it isn't an offer of any security. It uses 2026 federal and B.C. bracket rates and assumes everything happens in one tax year. It leaves out basic personal credits, the alternative minimum tax, credit and donation carry-forwards, and fees. Credits can't reduce tax below zero, and donation credits are limited to 75% of net income in a year. Venture and exploration investments are speculative and you could lose your entire investment. Confirm your tax treatment with a qualified tax professional.
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