The Next Era of Social Discovery Platforms and Dating Apps: The Metaverse
Written by: Dani Dufresne
Last month, Bumble’s Founder and CEO, Whitney Wolfe Herd, broke the news to shareholders on a quarterly earnings call that the friend-finding function, Bumble BFF, is expanding into the Metaverse.
What is “the Metaverse”?
The anticipated future of the internet: extended reality (XR), a 3D virtual world that is persistent, synchronous, and interoperable. The Metaverse is a never-ending extension and digital parallel of our physical world. It can be comprised of a combination of technologies such as augmented reality (AR), virtual reality (VR), avatars, and a digital economy that uses non-fungible tokens (NFTs).
“Bumble BFF gives us a platform for Bumble to become a leader in the Web 3.0 world. […] Longer-term, it becomes a way for members to own their experience on Bumble. This could happen through the communities they build, the virtual goods and experiences they acquire, or through new ways of owning their identity as they navigate the metaverse.”
The company’s President, Tariq Shaukat elaborated on Bumble’s ambitions to venture into the Metaverse and predicts that cryptocurrency will be incorporated into future iterations of dating apps.
Rival dating app, Tinder, shared similar plans to build a Metaverse.
The company is currently testing crypto tokens (tinder coins) in multiple regions. Tinder has initiated beta-testing on a concept called Singletown on select college campuses in Seoul. Through this platform, one’s digital self, in the form of a real-time, audio-powered avatar, can engage in one-on-one or group conversations in virtual spaces.
Dating-focused Metaverse: a promising new medium to connect people in a global pandemic and revolutionize the dating landscape OR a platform that will create further isolation and less human interaction?
Dani is a member of the BLG Business Venture Clinic and is a 3rd year student at the University of Calgary Faculty of Law.
Should you Extra-Provincially Register your Company?
Written by: Bilal Qureshi
If your Company, which is provincially incorporated in Alberta and wishes to “carry on business” in a province other than Alberta, it may need to be registered in that other province it wishes to “carry on business” in. This is called an extra-provincial registration.
What does “carry on business” mean?
Each province has its own statute defining what “carry on business” means, which will determine whether your Company is required to extra-provincially register in that other province. For example, in British Columbia, the governing statute to determine what “carrying on business” means is defined in the Business Corporation Act (“BCA”). The BCA requires that foreign entities be registered as an extra-provincial company in accordance with the BCA within two months after beginning to carry on business in British Columbia. A foreign entity is defined as “a foreign corporation or a limited liability company”. Pursuant to the BCA, a foreign entity is deemed to carry on business in British Columbia if:
However, section 375(4) in the BCA provides an exemption for a foreign entity from being registered under the BCA while allowing it to carry on business in British Columbia. The foreign entity may do so if it does not maintain in British Columbia a warehouse, office or place of business under its own control or under the control of a person on its behalf.
Each province will have different requirements for what “carrying on business” means. For example, unlike in British Columbia, Quebec and the Quebec’s Act Respecting the Legal Publicity of Enterprises considers companies to be “carrying on business” in Quebec if it has representatives in Quebec for the purpose of making profit.
To avoid unnecessary fees and penalties, it is better to be proactive in determining if your company requires to be registered extra-provincially. Please feel free to contact the BLG Business Venture Clinic for further information!
Bilal Qureshi is a member of the BLG Business Venture Clinic and is a 2rd year student at the University of Calgary Faculty of Law
 Business Corporations Act, SBC 2002, c 57. at s 375(1).
 Ibid at s 1.
 Ibid at s 375(2).
 Ibid at s 375(4).
 Act respecting the legal publicity of sole proprietorships, partnerships and legal persons, CQLR c P-45, s 21(4).
TSX Venture Exchange – Security Based Compensation Policy Change
Written by: Ryan Amaral
On November 24th 2021, the Toronto Stock Exchange Venture Exchange (TSXV) announced amendments to their policies regarding security based compensation. These changes will allow greater flexibility to issuers in terms of their ability to offer a variety of security-based compensation options. As the TSXV is focused on early-stage and growth companies, these amendments are particularly relevant to start-ups who frequently utilize security-based compensation as a mechanism to attract and retain employees. While a number of changes were made, some of the key changes are outlined below.
Additional Forms of Security Based Compensation
The former policy (Policy 4.4 – Incentive Stock Options) only addressed traditional stock options, whereas the new policy (Policy 4.4 – Security Based Compensation) now covers other forms of security-based compensation such as:
By expanding upon the previous policy, these additions will effectively allow TSXV issuers greater ability to tailor their compensation plans to the specific needs and peculiarities of their organizations.
Additionally, a key change in relation to these incentives is that they may not vest for a period of at least 12 months from the date of grant or issuance, subject to limited circumstances which may provide for acceleration.
Security Based Compensation Plan Changes
Further, the new policy expands upon the previous one by providing for two additional types of security-based compensation plans, while also amending the previous stock option plans to include the new forms of security-based compensation. These four new categories include:
Categories (i) and (ii) are unchanged from the previous policy, except as to including the new additional types of Security Based Compensation. Category (iii) is termed by the TSXV to be a “hybrid” category, designed to provide additional flexibility to Issuers. Category (iv) is a subset of (ii) in that it permits a fixed number up to 10% only, and it is further limited only to Stock Options.
Cashless Exercise and Net Exercise
Formerly, the exercise price of a stock option was required to be paid in cash where the option holder would pay the issuer the strike price at the time of exercise. The new policy now allows for these options to be exercised under either a “cashless” or “net” method. A "cashless exercise" is one where a brokerage firm facilitates the exercise of an option, and the issuer still receives the exercise price in cash. A "net exercise" is one where the participant receives the shares based on a five-day volume weighted average trading price calculation, provided that the participant is not an investor relations service provider.
These amendments took effect as of November 24th, 2021. For further information regarding these changes, check out the TSXV’s bulletin notice here.
Ryan is a member of the BLG Business Venture Clinic and is a 2nd year student at the University of Calgary Faculty of Law.
 TMX Security Based Compensation Bulletin Notice (2021), online: <https://www.tsx.com/resource/en/2758>
 John E Piasta et al, “TSX Venture Exchange Updates Security-Based Compensation Policies”, (December 10, 2021), online: <https://www.bennettjones.com/Blogs-Section/TSX-Venture-Exchange-Updates-Security-Based-Compensation-Policies>
 Supra note 1
 Rick Moscone and Sabrina Alaimo, “Canada: TSX Venture Exchange Announces Amendments to Security-Based Compensation Policies”, (December 16, 2021), online: <https://www.mondaq.com/canada/shareholders/1142220/tsx-venture-exchange-announces-amendments-to-security-based-compensation-policies>
Blog posts are by students at the Business Venture Clinic. Student bios appear under each post.