On March 31, 2021, securities regulators in Alberta and Saskatchewan adopted a new self-certified investor prospectus exemption, in effect for the next three years (expiring April 1, 2024), to increase capital access and...more
On March 25, 2021, the Alberta Securities Commission (ASC) proposed two new prospectus exemptions to promote investment opportunities for small businesses in Alberta, and is seeking written submissions with respect to the...more
Two weeks before implementation, potentially onerous new burdens for private investment funds that use a British Columbia company have been removed. Proposed amendments to the Business Corporation Act (BCA) would have applied...more
More and more buyers are using representation and warranty insurance (RWI) to supplement or replace indemnities from a seller in the sale of a business in Canada. While some of our clients, particularly private equity funds,...more
8/19/2020
/ Canada ,
Commercial Insurance Policies ,
Contract Negotiations ,
Coronavirus/COVID-19 ,
Due Diligence ,
Merger Agreements ,
Private Equity Funds ,
Purchase Agreement ,
Representations and Warranties ,
Representations and Warranties Insurance ,
Stock Purchase Agreement ,
Stock Sale Agreements
Private equity funds that own British Columbia companies face an onerous, new administrative burden under recent amendments to the province’s Business Corporation Act (BCA). The changes could discourage the use of B.C....more
The Institutional Limited Partners Association (ILPA) recently released the latest version of its principles, ILPA Principles 3.0. The updated principles provide a detailed selection of best practices for participants in the...more
9/17/2019
/ Best Practices ,
Canada ,
Environmental Social & Governance (ESG) ,
Fiduciary Duty ,
Fund Sponsors ,
General Partnerships ,
Institutional Investors ,
Institutional Limited Partners Association (ILPA) ,
Limited Partnerships ,
Private Equity ,
Private Funds ,
Transparency
Public corporations incorporated under the Canada Business Corporations Act (CBCA) will soon be required to report the diversity of their directors and senior management....more
Companies incorporated under the Canada Business Corporations Act (CBCA) will need to consider new rules regarding director elections, diversity disclosure, shareholder communications and other matters....more
On September 28, 2016, the Government of Canada tabled proposed amendments to the Canada Business Corporations Act (CBCA). Corresponding amendments are proposed for the Canada Cooperatives Act and the Canada Not-for-profit...more
On March 29, 2016, Alberta Finance Minister Joe Ceci formally announced that the Province of Alberta would not join British Columbia, Saskatchewan, Ontario, and other jurisdictions in the creation of a national securities...more
Are going private transactions on the rise? Conditions are ripe for an increased number of private equity-led buyouts of public companies.
In a "lower for longer" commodity price environment, Canadian energy and...more
On August 25, 2015, the participating jurisdictions of the proposed Cooperative Capital Markets System (the Cooperative System) published for comment a revised consultation draft of the uniform provincial/territorial Capital...more
The topic of proxy access, or the ability of shareholders to nominate directors to the board, has again come to the fore of the Canadian corporate governance debate. The Canadian Coalition for Good Governance (CCGG), an...more
On February 19, 2015, the Canadian Securities Administrators (CSA) announced amendments to National Instrument 45-106 Prospectus and Registration Exemptions (NI 45-106), which are expected to come into force this spring....more
Ontario may soon become the first Canadian jurisdiction to implement a whistleblower program for suspected securities law violations.
On February 3, 2015, the Ontario Securities Commission (OSC) issued Staff...more
On September 8, 2014, the governments of Canada, British Columbia, Ontario, Saskatchewan and New Brunswick announced the signing of a memorandum of agreement formalizing the terms of the Cooperative Capital Markets Regulatory...more
On September 11, 2014, the Canadian Securities Administrators (CSA) announced the publication of CSA Staff Notice 62-306, which contemplates a new harmonized regulatory approach to the Canadian take-over bid regime....more
On July 9, 2014, Canada's Minister of Finance announced that Saskatchewan and New Brunswick have agreed to join the Cooperative Capital Markets Regulatory System that has been proposed by the governments of Canada, British...more
The Supreme Court of Canada recently issued its decision in McLean v British Columbia (Securities Commission).
The case is the first by the Court to address inter-provincial cooperation in relation to securities...more
On September 19, 2013, the finance ministers of Canada, Ontario and British Columbia announced an agreement in principle to create a new securities regulator through a "cooperative capital markets regulatory system".
...more
When negotiating contracts with international parties, counsel should consider how their clients would, if necessary, serve judicial documents on counterparties based outside of Canada. The Hague Convention on the Service...more