Companion Policy to National Instrument 44-102 Shelf Distributions
Part 2 Shelf Procedures
Section 2.6.1

Expert’s Consent

Section 7.2 of NI 44-102 provides that if a document (the “Document”) containing an expert’s report, valuation, statement or opinion is incorporated by reference into a base shelf prospectus and filed after the filing of the base shelf prospectus, the issuer must file the written consent of the expert in accordance with deadlines that vary with the circumstances. For example, issuers are reminded that separate auditor’s consents are required at the filing of the base shelf prospectus and in each subsequent shelf prospectus supplement for each set of audited financial statements incorporated by reference for which a consent was not previously filed. The following is intended to illustrate the required timing for the filing of the expert’s consents:

Type of Prospectus Filed Timing of inclusion of expert’s report Timing of filing of expert’s consent
MTN or non-MTN base shelf prospectus Expert’s report included in the base shelf prospectus at the date the base shelf prospectus is filed. Expert’s consent is filed at the date the prospectus is filed.
MTN base shelf prospectus Expert’s report included in a Document, filed after the base shelf prospectus is filed, that is incorporated by reference into the prospectus. Expert’s consent is filed at the date the Document is filed.
Non-MTN base shelf prospectus Expert’s report included in a Document, filed after the base shelf prospectus is filed, that is incorporated by reference into the prospectus. Expert’s consent is filed no later than the date of filing of the next prospectus supplement corresponding to the base shelf prospectus or the date the Document is filed.