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What is an exempt market dealer (EMD)?

Amur Capital Management Corporation is a registered Exempt Market Dealer acting as the capital raising and investor relations arm of its related entity, Amur Financial Group. Since 1984, Amur Capital’s expertly managed mortgage investment corporations (MICs) have been providing Canadian investors with a simple way to receive stable and consistent returns.

Contact us now, and we’ll help you start in a few minutes.


Most recent audited annual return on Amur Capital Income Fund (ACIF) for 2023


in Assets Under


Capital raised

40 yrs.

Providing Canadian investors with stable historical returns since 1984

Introducing the exempt market

The exempt market, also called the private capital market, is a niche space in the Canadian financial markets where securities can be sold to raise capital for businesses without the use of a prospectus. The exempt market covers various sectors, including real estate, mortgages, healthcare, oil and gas, and technology.

Investing in the exempt market gives investors a unique opportunity to diversify their investment portfolio beyond traditional asset classes like stocks, bonds, and cash and participate in promising start-up companies that are not large enough to be publicly traded.

What are exempt securities?

Exempt market securities are financial instruments distributed under an exemption from the prospectus requirement. Prospectus-exempt securities include debt, equity, asset-backed securities, and investment funds, such as real estate and mortgage funds. Securities offered for sale under an exemption from prospectus requirements are usually called private placements.

Unlike publicly listed companies with secondary markets, there is no secondary market for exempt securities, which means they cannot be publicly traded. Securities of private issuers purchased through an exemption are generally considered less liquid and can only be redeemed by the issuer.

Roles in the exempt market

Exempt Market Issuers

Corporations that raise capital through the exempt market.

Exempt Market Dealers (EMDs)

Registered firms who sell exempt securities to investors.

Dealing Representatives (DR)

Individual registrants who sell exempt securities via their EMD. A subscription happens when a DR successfully sells an exempt market product to a client.

Securities Commissions

Provincial oversight over the issuer, EMD, and DR.

Exempt Market Investor

Individuals and institutions who purchase exempt securities.

What is an exempt market dealer?

An Exempt Market Dealer (EMD) is a firm licensed and registered with securities regulatory authorities in one or more provinces to sell exempt market securities. Its clients may include accredited investors, eligible and institutional investors, and corporations.

Each exempt market dealer has their own due diligence process to become one, which includes the need for Know-Your-Product (KYP), Know-Your-Client (KYC), and trade suitability, among other EMD registration requirements.

As an Exempt Market Dealer (EMD), Amur Capital offers expertise in the sale of exempt market securities. It provides investors exposure to the real estate market through its expertly managed Mortgage Investment Corporations (MICs). Our dedicated investor relations team guides investors in understanding the inherent risks and potential rewards of investing in these asset classes.

Types of exemptions

Where an issuer decides to distribute securities in the exempt market they can utilize some of the commonly used prospectus exemptions below:

Accredited Investor (AI) Exemption:

One of the requirements includes having a net income of over $200,000 in the past two calendar years or net financial assets of over $1,000,000. 

Minimum Amount (MA) Exemption:

Minimum Amount exemption, or the $150,000 exemption, is the purchase price of security paid in cash by a company at the time of the purchase.

Offering Memorandum (OM) Exemption:

Offering Memorandum prospectus exemption. It allows an issuer to sell its securities to a broader range of people than private placements.

Private Issuer

Exemption for issuers with less than 50 shareholders.


Family, Friends and Business Associates exemption.

Benefits of investing with exempt market dealers

Investing with an exempt market dealer has several benefits, including:

    • Access to the private market, which includes investment opportunities from early-stage companies, real estate, and other alternatives.
    • Capital preservation and consistent returns in specific placements, such as in MICs.
    • Tax benefits when utilizing registered investment accounts.

Why invest with Amur Capital EMD

Amur Capital is a registered Exempt Market Dealer (EMD) in British Columbia, Alberta, Manitoba, Nova Scotia, and Saskatchewan for its fund offerings. This means investors can access various investments, including alternative investment opportunities like mortgages not typically available in the public market. In addition, 100% of the investor’s capital gets placed in the selected MIC with no upfront transaction fees or trailer fees.

With a track record of excellence and prudent governance, Amur Capital continues to be a trusted partner for Canadian investors looking for consistent annual returns and a simpler way to invest in Mortgage Investment Corporations (MICs).

Contact us now, and we’ll help you start in a few minutes.


An exempt market dealer is a registered securities dealer permitted to sell exempt securities, such as shares in MIC funds, in their respective jurisdictions.

An exempt distribution is when securities are offered for sale without using a prospectus.

Amur Capital was registered as an EMD in 2019, but the management of Amur Capital and Amur Financial Group have been operating in the mortgage industry for decades. Our oldest fund, Ryan Mortgage Income Fund (now known as Amur Capital Income Fund), was incorporated in 1984. Since then, over $3 billion in mortgages have been arranged and funded.