Glossary
National Instrument 43-101 (NI 43-101)
A National Instrument 43-101 (NI 43-101) is the Canadian securities rule that governs how mining and exploration companies disclose scientific and technical information about their mineral projects. It exists so that anyone reading a press release, prospectus, or annual filing from a public mining issuer can trust that the geology behind the numbers was reviewed by a qualified professional, not just management. At Treewalk, we work on the financial reporting side of that disclosure. We prepare the financial statements, MD&A, and filings that sit alongside the technical work, and we do not write the technical report itself.
What NI 43-101 actually covers
NI 43-101 is a national instrument administered by the Canadian Securities Administrators (CSA), the umbrella body for Canada’s provincial securities regulators. It applies to companies that are reporting issuers in Canada, including those listed on the TSX, the TSX Venture Exchange, and the Canadian Securities Exchange.
The core requirement is simple to state. Any public disclosure of scientific or technical information about a mineral project has to be based on information prepared by, or under the supervision of, a Qualified Person (QP). In certain situations, the issuer also has to file a formal technical report in the prescribed form. The rule grew out of the Bre-X mineral fraud, which showed how much damage misleading geological disclosure can do to public markets.
A Qualified Person is typically an engineer or geoscientist who holds a recognized professional designation, has experience relevant to the type of deposit, and belongs to a recognized professional body. Mineral resource and reserve estimates disclosed under NI 43-101 follow the definitions set by the Canadian Institute of Mining, Metallurgy and Petroleum (CIM).
When a mining issuer needs one
Broadly, a technical report is triggered when a company first makes material disclosure about a mineral project, when it files a prospectus or similar offering document, or when a material change to the project happens. The precise triggers are set out in the instrument, and the QP and the company’s securities lawyers are the ones who confirm which apply.
We see this constantly on the financial reporting side. Treewalk has served mining and metals issuers across silver, gold, magnesium, and lithium, from junior exploration companies on the TSX Venture Exchange to issuers reporting in both Canada and the United States. On every one of those files, the client’s QP produced the technical disclosure while our team produced the financial statements, the MD&A, and the SEDAR+ filings that had to go out on the same timeline.
The line people miss is that the technical report and the financial statements have to agree. When a QP revises a resource estimate downward, that can raise an impairment question on the mineral property carried in the balance sheet. If the geology and the accounting tell different stories, an auditor or a regulator will notice.
Where Treewalk fits, and where we do not
This is the part worth being blunt about. Treewalk does not prepare NI 43-101 technical reports. That is the Qualified Person’s work, and it requires a geologist or engineer, not an accountant. If a firm tells you it can write your technical report and audit your books, be skeptical.
What we do is the financial reporting that lives next to the technical report:
- Interim and annual financial statements under IFRS, including the treatment of mineral property, exploration, and evaluation costs
- MD&A prepared to match the story the technical disclosure is telling
- SEDAR+ filing support and coordination with your external auditor
- Acting or fractional CFO support, including CEO and CFO certifications
Our people have signed quarterly certifications and presented to audit committees for listed mining issuers, so we know how the technical and financial pieces have to line up before anything is filed.
Common misconceptions
NI 43-101 is not an accounting standard, and it is not an audit. It is a disclosure rule about the geology and technical merits of a mineral project. The financial statements are still prepared under IFRS and, for most public issuers, reviewed or audited separately.
The Qualified Person, not your accountant and not your CFO, is the one who stands behind the resource and reserve figures. Our job is to make sure those figures are reflected correctly in the financial statements and consistently described in the MD&A, so the whole disclosure package holds together.
Frequently asked questions
Is NI 43-101 the same as a financial audit?
No. NI 43-101 governs the disclosure of technical and scientific information about a mineral project and relies on a Qualified Person. A financial audit is a separate exercise performed on the financial statements. Treewalk does not provide audit or attest services, but we prepare the financial statements and coordinate with your external auditor.
Can Treewalk write our NI 43-101 technical report?
No. A technical report has to be prepared by or under the supervision of a Qualified Person, which means a qualified engineer or geoscientist. Treewalk handles the financial reporting side, including IFRS statements, MD&A, and SEDAR+ filings, and we work in step with your QP.
How does a technical report affect our financial statements?
The technical report can drive accounting outcomes. A revised resource estimate or a change in a project’s status can trigger an impairment review of the mineral property carried on the balance sheet. We make sure the accounting reflects the technical reality and that the MD&A describes both consistently.
Do we need a technical report if we are early-stage exploration?
Often yes, once you are making material public disclosure about a project. The specific triggers are set out in the instrument and confirmed by your QP and securities counsel. Even before a report is required, early-stage issuers still owe the market complete and accurate financial reporting, which is where we come in.
Where to next
If you are a mining issuer trying to keep your technical disclosure and your numbers aligned, our public company reporting team is the right starting point. From there, most clients also lean on our SEDAR+ filing support and IFRS financial statement preparation, with the MD&A drafted to match. For the underlying rule, the Canadian Securities Administrators is the authoritative source. To talk it through, email Alex McAulay through our contact page.
