How it works ?
What is GoTroo?
The gotroo.com portal is operated by Crowdco Inc. We are a new company formed by specialists in fund raising and corporate finance wishing to provide a quality environment at the forefront of web technology. With its gotroo.com platform, it is possible for companies to maximize their chances of success through superior supervision related to a qualified network in the financial community and with financing support tools.
Please note that gotroo.com portal funding process meets the standards and criteria established by the applicable securities regulators (in Quebec: Autorité des Marchés Financiers).
Such investments in securities are governed by orders, decisions and instruments of provincial securities regulators with regard to the implementation of the Multilateral Notice 45-319 of the Canadian Securities Administrators (CSA) concerning Start-up Crowdfunding Registration and Prospectus Exemptions. The Notice 45-319 can be found at :
The GoTroo portal Portal is not required to be registered under applicable Canadian securities legislation and is not so registered but it is relying on the exemption from the dealer registration requirement in conformity with the following provincial orders, decisions and instruments :
- Quebec : DECISION N° 2016-PDG-0095 dated June 22, 2016 (Bulletin 2016, vol. 13 no. 26, p. 285)
- Nova Scotia : Blanket Order no. 45-524 in force on May 14, 2015, as amended
- New Brunswick : Blanket Order 45-506 in force on May 14, 2015, as amended
- British Columbia : BC Instrument no. 45-535 dated May 14, 2015, as amended
- Manitoba : Order No. 7105 dated May 14, 2015, as amended
- Crowdco inc. is not registered under securities legislation in any jurisdiction of Canada and is relying on the exemption from the dealer registration requirement under the Regulation 45-110 respecting Start-up Crowdfunding Registration and Prospectus Exemptions.
- Crowdco inc. will or does hold each purchaser’s assets:
- separate and apart from the funding portal’s own assets,
- in trust for the purchaser, and
- in the case of cash, in a designated trust account at a Canadian financial institution.
- The head office of the issuer is located in one of the territories listed above.
- The issuer offers its eligible securities (generally shares or debentures) by using a qualifying online financing portal such as GoTroo.com.
- The the issuer distributes eligible securities using an Form 1 as the offering document (hat is made available through the GoTroo.com portal). The offering
- document includes basic information about the issuer, its management and the distribution, including how the issuer intends to use the funds raised and the minimum offering amount.
- This type of fundraising can be used a maximum of 2 times a year, for a maximum amount of $ 250,000 each time.
- Each fundraising round can remain open for a maximum of 90 days.
- Each fundraising round should be spaced apart at least 3 months.
- If a crowdfunding campaign is unsuccessful, GoTroo will return all the received funds deposited in the Gotroo trust account to the investors via cheque, bank transfer or credit card reimbursement within ten (10) business days. If a crowdfunding campaign is successful, GoTroo will transfer the raised funds minus the applicable fees and disbursements to the issuer following the best practices in the industry, in compliance with applicable norms and criteria dictated by the applicable security commissions of the applicable provinces.
- Must be a resident of one of the territories listed above.
- May not invest more than $ 1,500 per investment project.
- You can invest in as many projects as you like.
- Under 45-319, the crowdfunding investor has a contractual right to withdraw their offer to purchase securities within 48 hours of the purchaser’s subscription or notification to the purchaser that the offering document has been amended.
- Under 45-110, the crowdfunding investor may exercise their right of withdraw (i) at any time up to midnight on the 2nd business day after entering into the purchase agreement, and (ii) upon receiving notice of an amendment to the issuer offering document, at any time up to midnight on the 2nd business day after receiving such notice.
If you are an accredited investor (according to Regulation 45-106 as applicable in your jurisdiction), you are not subject to any investment restrictions per project per year if you invest directly (without using this portal) in a start-up issuer concurrently and under the same terms and conditions as the Crowdfunding Investors. This investment has to be made in accordance with all applicable securities legal requirements. However, if you choose to invest via the GoTroo.com portal, you are subject to the same limitations as the Crowdfunding Investors (see previous heading).
The GoTroo.com funding portal provides no advice to investors or make any statement or recommendation on the suitability of the securities offered or the merits of the investment."
Costs to achieve funding with Gotroo.com
There are no fees to register on the Gotroo portal as a visitor, investor or entrepreneur.
However, to achieve funding using Gotroo.com:
The Issuer shall pay the following amounts to GoTroo (Crowdco Inc.):
- registration fee of $ 500 payable before the posting of the Offering Document on GoTroo portal;
- a commission of 7.5% of the total amount raised from investors following the posting of the Offer on the GoTroo portal;
- all transaction costs, without any premium, charged by a bank or other intermediary for the transfer of the amounts invested by Investors to GoTroo (Crowdco Inc.) and / or the Issuer;
- the actual cost, with no premium, to conduct background checks;
- plus any applicable value added or sales tax.
- The Issuer will pay all applicable fees to the AMF (and other applicable Canadian securities regulatory authorities) in connection with any offering on GoTroo Portal.
- These fees and charges are subject to change in the future at the sole discretion of GoTroo (Crowdco Inc.).
Insolvency or discontinuation of operations
If, at any point in time, any of the following events occur:
- Gotroo makes a general assignment for the benefit of its creditors;
- Gotroo commences or institutes any application, proceeding or other action under any requirement of law relating to bankruptcy, insolvency, winding-up, reorganization, administration, plan of arrangement, relief or protection of debtors, compromise of debts or similar laws;
- there is a discontinuation of the operations of the Gotroo crowdfunding portal for any reason;
then, within two business days of the occurrence of any of the events listed above, Gotroo will notify all investors who have funds held in trust by Gotroo, all companies currently performing an offering on the Gotroo platform and, as applicable, the Alberta Securities Commission, Autorité des Marches Financiers, British Columbia Securities Commission, Financial and Consumer Services Commission, Manitoba Securities Commission, Nova Scotia Securities Commission and/or Ontario Securities Commission, of the above event and how it will impact them.
In the event where Gotroo, for any reason, would discontinue the operations of equity crowdfunding on the Gotroo portal, all funds of the investors held in trust by Gotroo for which either the minimum funding goal of the crowdfunding campaign is not reached or the deadline of the crowdfunding campaign is not reached will be refunded back to investors by Gotroo within ten (10) business days.
In order to refund any investment, Gotroo might be required to proceed to additional anti-money laundering validations or other checks to verify the identity of the transferee of the funds and the recipient of the funds prior to the return of the funds. Accordingly, in order to ensure compliance with any applicable anti-money laundering obligations, there may be a delay in returning funds to an investor who cancels their investment until these validations and checks have been completed satisfactorily and they have fully complied with their obligations under any applicable anti-money laundering regulations.
For more information, please contact us at firstname.lastname@example.org