Application for the Corporate Finance Qualification Index of documents: Introduction Guidance Notes Section 1: Application Form Section 2: Corporate Finance Transaction History Section 3: Confirmations Appendix 1: Sample Description of a Corporate Finance Transaction Appendix 2: Suggested Content of your Curriculum Vitae Application Package for the CF Qualification Introduction The application for the CF qualification is open to all candidates who have completed the CICA’s Advanced Corporate Finance Course and Corporate Finance assessment. To be eligible to apply for the Corporate Finance qualification, you must be currently working in Corporate Finance. If your application is successful, you will be awarded the Corporate Finance qualification. The accompanying guidance notes will help you complete the application form, including the confirmation of your experience. For further guidance and any other information regarding the CF qualification, please contact a member of the CICA’s Corporate Finance team at 416.204.3344 or e-mail cfqualification@cica.ca . The Application Process On receipt of your complete application, we will send you an acknowledgement by e-mail. Your application will be assessed by the CICA’s Corporate Finance team. After the decision has been made, you will receive confirmation of your result in writing. Should you be successful, you will receive a certificate confirming that you have been awarded the Corporate Finance qualification and are entitled to use the letters CF. Please send your application to: Canadian Institute of Chartered Accountants Corporate Finance Qualification 277 Wellington Street West Toronto ON M5V 3H2 CICA Continuing Education 2012 Page 2 of 11 Application Package for the CF Qualification Guidance Notes Criteria for Gaining the CF Qualification To be eligible to apply for the Corporate Finance qualification, you must: have completed the CICA’s Advanced Corporate Finance Course and Corporate Finance assessment; be currently working in corporate finance; be able to demonstrate a minimum of 3 years of corporate finance experience; be able to demonstrate material involvement in a minimum of 3 corporate finance transactions; and provide confirmation of professional good standing. In order to demonstrate that you have met the above criteria, you must: complete the Application Form (Section 1); provide details of corporate finance transactions in which you have had a material involvement (Section 2). A sample transaction description has been provided in Appendix 1; ensure that you have signed part (a) of the confirmation and that your employer has signed part (b) of the same form (Section 3); and provide a copy of your current curriculum vitae (CV), which should include the information described in Appendix 2. You should submit your application form, transaction history, confirmation and CV together in the same envelope. Please do not attach any additional supporting material to your application. What Constitutes Corporate Finance Work Experience? For the purposes of the Corporate Finance qualification, the terms "corporate finance" and "corporate financier" are associated primarily with transactions in which capital is raised in order to create, develop, grow or acquire businesses. Such transactions often involve some change of ownership in a business arising from the creation of a new equity structure or shareholder base, and the related issue, underwriting, purchase or exchange of equity (and related warrants) or debt. Types of transaction: raising seed, start-up, development or expansion capital; mergers, de-mergers, acquisitions or the sale of private companies; mergers, de-mergers and takeovers of public companies, including public-to-private deals; management buy-outs, buy-ins or similar of companies, divisions or subsidiaries – typically backed by private equity; CICA Continuing Education 2012 Page 3 of 11 Application Package for the CF Qualification equity issues by companies, including public offerings of companies’ shares on a recognised stock exchange in order to raise capital for development and/or to restructure ownership; raising capital via the issue of other forms of equity, debt and related securities for the refinancing and restructuring of businesses; financing joint ventures, project finance, infrastructure finance, public-private partnerships and privatizations; secondary equity issues, whether by means of private placing or further issues on a stock market, especially where linked to one of the transactions listed above; raising debt and restructuring debt, especially when linked to the types of transactions listed above; and due diligence. Transaction History You must provide a history of your transactions for at least 3 corporate finance transactions in which you had material involvement in the 3 years immediately preceding the date of application, explaining, for example: details of the transactions in which you were involved; area(s) of corporate finance covered (e.g., acquisition, merger, financing, restructuring, valuation, IPO); transaction size; your firm’s role; your personal role; your time commitment; and date completed. You may also provide details of other transactions concluded within or outside the last 3 years which you would like to have considered with your application. Application Fee The application fee is $250, plus HST, and is not refundable, even if you are not successful in your application. CICA Continuing Education 2012 Page 4 of 11 Application Package for the CF Qualification Section 1: Application Form Your Personal Details Surname: First name: Middle Name: Preferred name: (if different from “First name”) Title: (Mr., Ms, Mrs., Dr., etc.) Date of birth: dd / mm / yyyy Male Female Degrees and professional designations: (CA, FCA, LLB, MBA, PhD, etc.) Home address Street address: City: Province: Postal code: Country: Home phone number: Country Code: Area Code: Number: Your Business Details Current employer or name of organization: Position/Title: Business address Business street address: City: Province: Postal code: Country: Business phone number: Country Code: Area Code: Number: Cell phone number: Country Code: Area Code: Number: Business fax number: Country Code: Area Code: Number: Email address for correspondence: CF Directory – I would like my name and address to be included in the on-line CF Directory*. (Please mark “X” in the box to indicate consent.) Note: * The CF Directory is an electronic listing that will be made available to the public. If you indicated consent above, as a CF holder, your full name, firm name and location will be published in the directory. Completion of the CICA’s Corporate Finance Assessment Please enter the date that you successfully wrote the CICA’s Corporate Finance Assessment. Date of assessment CICA Continuing Education 2012 dd / mm / yyyy Page 5 of 11 Application Package for the CF Qualification Method of Payment (Please mark “X” in the box where appropriate.) I enclose a cheque for $282.50 ($250 + $32.50 HST) payable to CICA Alternatively, please charge my credit card with the amount of $282.50 ($250 + $32.50 HST) VISA Mastercard American Express Card number: Expiry date: mm / yyyy Name of card holder: Signature of card holder: Date: dd / mm / yyyy Enclosures I am applying for the Corporate Finance qualification. I enclose the following: This Application Form Curriculum Vitae Corporate Finance Transaction History Confirmation signed by you and your employer or a third party, if you are self-employed Application fee of $250 + $32.50 HST = $282.50 CICA Continuing Education 2012 Page 6 of 11 Application Package for the CF Qualification Privacy Statement Purposes of Collection, Use or Disclosure Information collected will be used by the Corporate Finance Working Group, its subcommittees and CICA staff to verify information and evaluate your application, to process your application payment, to provide you with information relevant to the CF qualification or education programs, or anything else that may be of interest to you as a CF-qualified individual or in the area of corporate finance, and for any other administrative purposes necessary for evaluating your application or administering the CF qualification. Disclosure of Personal Information We identify to whom, and for what purposes, we disclose your Personal Information, at or prior to the time we collect such information from you and obtain your consent to such disclosure. For example, we may disclose your Personal Information: a) in the case of members, students and associate students, to the Provincial Institutes/Ordre of Chartered Accountants for the purposes of providing services to members, students and associate students; b) to our volunteers, for the purposes of the volunteers performing volunteer functions; c) to third party service providers, for the purpose of providing member benefits or facilitating commercial transactions with us; d) to such persons and for such purposes for which you provide your consent; and e) as otherwise permitted or required by law. We may keep a record of your Personal Information, correspondence or comments in a file specific to you. We will utilize, disclose or retain your Personal Information for as long as necessary to fulfill the purposes for which it was collected and as permitted or required by law. Your personal information will be held in a file titled with your name at the CICA’s office at 277 Wellington Street West, Toronto, ON M5V 3H2, and will be available to CICA employees or agents involved in the administration and operation of the CF program who require such access and use for the performance of their duties or responsibilities. Access and Correction of Personal Information I understand that I have a right to access and rectify my personal information contained in my file that may be obsolete, incomplete or incorrect by writing the CICA, Attention: Privacy Officer at the address listed above or by e-mail to cicaprivacy.officer@cica.ca , or by telephone at 416 977 3222. I understand that I may be asked to show identification and proof of such error or omission before such access is provided or correction made. Contacting our Privacy Officer For further information about how the CICA handles personal information, please see our Privacy Policy at: www.cica.ca/index.cfm/ci_id/8081/la_id/1.htm or contact our Privacy Officer at cicaprivacy.officer@cica.ca, or by telephone at 416-977-3222. CICA Continuing Education 2012 Page 7 of 11 Application Package for the CF Qualification Section 2: Corporate Finance Transaction History Transaction 1 Type: Date completed: Duration: Firm's role: Your role: Transaction size: Description of transaction: Proportion of time: Transaction 2 Type: Date completed: Duration: Firm's role: Your role: Transaction size: Description of transaction: Proportion of time: Transaction 3 Type: Date completed: Duration: Firm's role: Your role: Transaction size: Description of transaction: Proportion of time: CICA Continuing Education 2012 Page 8 of 11 Application Package for the CF Qualification Section 3: Confirmations (a) To be signed by the Applicant I confirm that, to the best of my knowledge and belief, the information in this application is true and correct, and faithfully reflects my experience in corporate finance. I confirm that I have not committed any breach of: any securities law or regulation; any rule of professional conduct; or any similar requirement of membership of any professional body of which I am, or have been, a member. I confirm that I have never been found guilty or convicted of any offence under such law, regulation or rules. To the best of my knowledge and belief, I am not currently under investigation by any regulatory authority, law enforcement agency or professional body, and there are no matters which, if made public, would cause professional embarrassment to me or the corporate finance community. In the event that you are unable to give that confirmation, please provide full details – on a separate sheet – of the relevant breach and matters relevant to that breach which you wish the Canadian Institute of Chartered Accountants (CICA) to take into account when considering your application. I understand that the CICA will use this information only for the purposes of assessing this application and that the information will otherwise remain confidential. I understand that all decisions made by the CICA in connection with this application are a matter of judgment and in its sole discretion. Such decisions are final and are not subject to appeal or review by any other body. I acknowledge that the CICA may, in its sole discretion, ask me or my manager for additional information, and may or may not approve this application, even if I have met all of the requirements and conditions. I acknowledge that in all of my work to the extent it is related to corporate finance I will act in accordance with all applicable laws, professional obligations and rules of conduct, taking reasonable care and precautions, and always acting honourably and with integrity, in a manner that will not bring discredit to the CF Qualification or to the CICA. I understand and agree to all of the foregoing, including the “Privacy Statement” section and all the information in the pages of, and attached to, this application form. Signature of Applicant: Print or type name: Date: dd / mm / yyyy (b) To be signed by the Applicant’s manager (This confirmation could be completed by a third party if the applicant is self employed.) I have read that part of the application where the Applicant sets out information as to his/her relevant professional expertise. I confirm that, to the best of my knowledge and belief, the information provided by the Applicant is true and faithfully reflects the Applicant’s experience in corporate finance. Signature of Applicant’s manager: Print or type name, qualification, position, organization and professional address: Date: CICA Continuing Education 2012 dd / mm / yyyy Page 9 of 11 Application Package for the CF Qualification Appendix 1: Corporate Finance Transaction – Sample Description Please provide details of at least three transactions in which you have had material involvement during the last three years. Please use the headings explained below and provide as full a description of your involvement as possible, including any technical difficulties. You should choose transactions which best reflect the breadth and depth of your experience and competence in practice. You may add to your application by including details of additional transactions within or outside this period that you would like to be considered with your application. Heading Information Required Type: For example, acquisition, merger, divestiture, financing, restructuring, fairness opinion, valuation, or other. Year Completed: Duration: Amount of time that you were involved in the transaction. Size of Transaction: Firm's Role: For example, advisor, principal, fund manager, or other. Your Role: For example, primary/lead advisor/deal-maker, secondary advisor, client relationship leader, specialist resource, or other. Please provide as full a description of your involvement as possible, including details of any technical difficulties. Description of Transaction: Details of a deal under your leadership and details of the areas of corporate finance involved. Proportion of Time: Approximate percentage of time that you personally spent working on the deal over its duration. Sample Description of a Corporate Finance Transaction Type: Company sale Year Completed: 2010 Duration: 9 months Size of Transaction: $15 million+ Firm's Role: Lead advisor Your Role: Secondary advisor Description of Transaction: This transaction was to sell a Markham-based packaging company on behalf of its shareholders. The company sells approx $25 million and both manufactures and distributes paper and polythene packaging to a number of sectors including food retail. Deal size $15 million +. Our role was to evaluate a potential sale and to advise the shareholders on strategy, pricing, etc. Once an MBO had been ruled out, a target list of potential buyers was created and a detailed Sales Information Memorandum was prepared. As the company had no formal forecasts, we assisted in preparing prospective financial information. Potential purchasers were contacted directly by us and the company was also advertised for sale through various media. Indicative offers received were evaluated and compared and a preferred purchaser chosen. We led negotiations with the preferred purchaser leading to an offer price and deal structure being agreed, drew up the Terms and liaised between the company and the purchasers during the latter’s due diligence and funding process. As part of the consideration was to be in cash on completion and through earn out, and part by the shareholders retaining a freehold property, we liaised with the company’s lawyers in arranging reorganization to split the trading business and the retained property into separate companies. We also coordinated legal and tax advice to the shareholders during the transaction and generally supported them through to completion. Proportion of Time: CICA Continuing Education 2012 This transaction took approximately 70% of my time. Page 10 of 11 Application Package for the CF Qualification Appendix 2: Curriculum Vitae – Suggested Content Please provide a copy of your curriculum vitae (CV) summarizing your professional corporate finance experience. We suggest you provide the following information: Professional History Please list your most recent experience first and ensure that your professional history covers a minimum of three years of qualifying work experience. For each employer/organization, please provide: employer/organization name nature of business address your position or title start and end dates your major corporate finance responsibilities and/or accomplishments in each position. Formal Corporate Finance Education (if any) Please list your most recent formal corporate finance education first. For each qualification, please provide: name of institution address of institution year of graduation degree/qualification attained a brief description of the corporate finance curriculum covered by each course. Professional Designations (if any) Please list all of your professional designations. Academic, Business or Professional Awards and Achievements (if any) Please list any relevant academic, business or professional awards and achievements that you have received. Professional Activities (if any) Please list any corporate finance-related professional activities in which you are involved, such as: committee involvement articles you have written courses you have delivered. Other Please note any other information that would be of assistance to the CICA when it considers your application. For example, a description of relevant community activities in which you are involved and known as someone who is qualified in corporate finance. CICA Continuing Education 2012 Page 11 of 11