Bennett Jones LLP

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Calgary, Alberta T2P 4K7 , Canada

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  • 403.298.3100
  • 403.265.7219

Public Works and Government Services Canada Integrity Clauses

This information circular provides an overview of the integrity provisions recently implemented by Public Works and Government Services Canada (“Public Works”), as they apply to real estate transactions across Canada (“Integrity…more

Canada, Contractors, Public Works, Real Estate Market

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The Internet of Things and Canadian Copyright Law

Many of you have read about the dispute over copyright ownership of the monkey-selfie, where a primate took a digital photo that went viral and for which the owner of the camera tried to claim ownership. Ultimately the U.S…more

Canada, Copyright, Copyright Infringement, Internet of Things, Popular

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New Good-Faith Duty of Honesty in Contractual Performance Recognized by Supreme Court of Canada

In a precedent setting case, the Supreme Court of Canada has: (1) recognized good faith as a "general organizing principle" of Canadian contract law; and (2) recognized a new duty of "honest performance", which requires parties…more

Canada, Contract Formation, Good Faith, SCC

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Licensed Producers and Quality Assurance Under the MMPR: Filling the QAP Gap

A successful application under the Marihuana for Medical Purposes Regulations (MMPR) requires, amongst other things, the selection of an appropriately qualified Quality Assurance Person (QAP). In addition to finding a qualified…more

Canada, Licensing Rules, Marijuana, Medical Marijuana

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The Legal Perspective on Technical Documents in the Construction Industry

A lawyer adds value to a project by applying his or her unique knowledge of legal principles and industry experience to the particular circumstances of a client’s business. In the construction industry, the substance of…more

Construction Contracts, Contract Drafting, Contractors, General Contractors, Scope of Work

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New Good-Faith Duty of Honesty in Contractual Performance Recognized by Supreme Court of Canada

In a precedent setting case, the Supreme Court of Canada has: (1) recognized good faith as a "general organizing principle" of Canadian contract law; and (2) recognized a new duty of "honest performance", which requires parties…more

Canada, Contract Formation, Good Faith, SCC

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The CSA Proceeds with Amendments to the Early Warning Reporting Regime but Abandons Two Key Proposed Changes

On October 10, 2014, the Canadian Securities Administrators (CSA) published CSA Staff Notice 62-307, which sets out changes to previously announced proposed amendments to Canada's early warning reporting regime…more

Canada, Canadian Securities Administration, Early Warning Regime, Reporting Requirements

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Do You Issue Loans for Less than $5000? The Ontario Government Wants to Call you a Payday Lender

Businesses that issue loans to customers for $5,000 or less should be aware that the Ontario Ministry of Consumer Services (MCS) is proposing an amendment to the regulations under the Payday Loans Act, 2008 which, read literally…more

Canada, Loans, Payday Loans, Proposed Regulation, Registration

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Alberta Court says Air Cargo Liability Limits can be Broken

Cargo airlines operating in Alberta may soon find themselves training their front-line staff to ask more questions when dealing with individual consumers. Last month, the Provincial Court of Alberta released a decision in which…more

Air Cargo, Canada, Liability Insurance, Notice Requirements, Valuation

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National Securities Regulator Moves Forward; Draft Legislation Published

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

Canada, CCMR, Financial Regulatory Reform, Securities

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The Promise (and Limitations) of the New Canada-China Investment Treaty

The Canada-China bilateral investment treaty (BIT), which comes into force October 1, signals a deepening of the bilateral economic relationship. While it somewhat less ambitious than recent BITs that Canada has concluded with…more

Bilateral Investment Treaties, Canada, China

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Prospectus Exemption for Distributions to Existing Security Holders

On March 13, 2014, Canadian securities regulators in all jurisdictions except Ontario and Newfoundland and Labrador adopted a prospectus exemption for issuers listed on the Toronto Stock Exchange (TSX), the TSX Venture Exchange…more

Exemptions, Ontario Securities Commission, Prospectus, Toronto Stock Exchange, TSX Venture Exchange

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Ghomeshi Claim Faces Significant Challenges

The controversial firing of former CBC radio host and personality Jian Ghomeshi has captured the public’s attention in recent days for many reasons, most of which have nothing to do with the law. In terms of the legal issues…more

Canada, Common-Interest Privilege, Defamation, Employer Liability Issues, Hiring & Firing

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Canada’s Federal Budget Does Not Address Cross-Border Income Trusts

The March 2013 Federal Budget did not contain any provisions aimed at cross-border income trusts (CBITs, also known as foreign asset income trusts, or FAITs). Mention was made, however, of a continued intention to implement the…more

Canada, Cross-Border Income Trusts, Federal Budget

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Disputants Await Clarification of Mediation Privilege’s Boundaries

Today, Canadians are mediating their disputes in record numbers. One partial explanation for this phenomenon is that mediation purports to keep discussions between parties confidential, traditionally backstopped by settlement…more

Canada, Confidentiality, Mediation

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Inappropriate E-mail Use by Employees Can Constitute Cause for Dismissal

Increased usage and reliance on the Internet creates new challenges for both employees and an employer’s human resources department. In certain circumstances, employees can be fired for engaging in inappropriate Internet use at…more

Email, Hiring & Firing, Internet, Investigations, Just Cause

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Alberta Court of Appeal Considers the Duty to Accommodate Probationary Employees

In reasons released on May 6, 2014, the Alberta Court of Appeal dismissed an appeal by the Telecommunications Workers Union in respect of an unsuccessful judicial review application to question a labour arbitrator award. The…more

Arbitration Awards, Canada, Disability, Hiring & Firing, Judicial Review

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New Good-Faith Duty of Honesty in Contractual Performance Recognized by Supreme Court of Canada

In a precedent setting case, the Supreme Court of Canada has: (1) recognized good faith as a "general organizing principle" of Canadian contract law; and (2) recognized a new duty of "honest performance", which requires parties…more

Canada, Contract Formation, Good Faith, SCC

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Bayens v Kinross Gold Corporation – Misrepresentation Claims in Securities Class Actions

Ontario's statutory regime for secondary market liability came into effect in 2006 as a result of amendments to the Securities Act (Ontario) (the OSA), creating a statutory cause of action for deficient market disclosure. Part…more

Canada, Class Action, Misrepresentation, Securities

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Supreme Court Grants Leave to Appeal in Securities Class Actions

The Supreme Court of Canada announced today that it will hear appeals in a trilogy of Ontario securities class action cases: Green v. CIBC, Silver v. IMAX and Celestica v. Millwright Regional Council of Ontario Pension Trust…more

Appeals, Canada, Class Action, Securities Litigation

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Legal Privilege

Privilege provides special protection that exempts certain documents and other forms of communication from having to be disclosed in legal proceedings. Its protection is powerful, but it can be easily lost if the privileged…more

Attorney-Client Privilege, Canada

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Court of Appeal Denies Certification in Another Misclassification Overtime Class Action

In the latest installment in a series of recent employment class actions, the Court of Appeal for Ontario has dismissed an appeal by class action plaintiffs in Brown v Canadian Imperial Bank of Commerce. The decision (upholding…more

Canada, Class Action, Class Certification, Employee Rights, Misclassification

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The Canadian Oil Sands: A Backgrounder

In this issue: - Preface - Current Issues in the Oil Sands - Introduction - Advantages of Investing in the Oil Sands - Challenges - Location and Extraction - Emerging…more

Canada, Oil & Gas, Oil Sands

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Competition Act Tort Claims Still Viable: Fairhurst v Anglo American PLC

Can indirect purchasers claim damages in tort for breaches of the Competition Act? This was one of the issues before the British Columbia Supreme Court in Fairhurst v Anglo American PLC, 2014 BCSC 2270. Madam Justice Brown…more

Canada, Competition Act, Intentional Torts

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New Good-Faith Duty of Honesty in Contractual Performance Recognized by Supreme Court of Canada

In a precedent setting case, the Supreme Court of Canada has: (1) recognized good faith as a "general organizing principle" of Canadian contract law; and (2) recognized a new duty of "honest performance", which requires parties…more

Canada, Contract Formation, Good Faith, SCC

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BC Greenhouse Gas Industrial Reporting and Control Act Passes Second Reading

On October 20, 2014, the Greenhouse Gas Industrial Reporting and Control Act (Bill 2) (hereinafter the Bill) was introduced, and on October 29, 2014, the Bill passed second reading in the British Columbia Legislative Assembly…more

Canada, Coal Industry, Coal-Fired Plants, Energy Policy, Greenhouse Gas Emissions

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Changes to First Nations Consultation in Alberta

On April 2, 2013, Alberta released a draft of The Government of Alberta's Policy on Consultation with First Nations on Land and Natural Resource Management, 2013 (the "Draft Policy"). The Government's deadline for comments on…more

Consultation, Disclosure Requirements, Funding, Jurisdiction, Levy

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New “Stronger Workplaces” Act Increases Obligations for Ontario Employers

On November 20, 2014, Bill 18, the Stronger Workplaces for a Stronger Economy Act, 2014, received royal assent. This amends five employment and labour-related statutes in Ontario in an effort to protect employees. The effect is…more

Canada, Employer Liability Issues, Staffing Agencies, Wage and Hour

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Final Disclosure Rules Regarding Women on Boards and in Senior Management

TSX-listed companies will almost certainly need to include disclosure in their information circulars or annual information forms on the representation of women on their boards and in senior management for the 2015 proxy season…more

Board of Directors, Canada, Disclosure Requirements, Diversity, Proxy Statements

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The National Energy Board’s New System of Administrative Monetary Penalties

On February 16, 2013, draft Administrative Monetary Penalties Regulations (AMP Regulations) were published in the Canada Gazette, Part I, setting out necessary details for a new enforcement tool in the form of administrative…more

AMP Regulations, Enforcement Actions, National Energy Board, New Regulations, Penalties

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Alberta’s Personal Information Protection Act Violates Charter

The Supreme Court of Canada has just held that the collective right to freedom of expression in a lawful strike situation trumps an individual’s right to control their information in a public setting, striking down the Alberta…more

Canada, Free Speech, Personally Identifiable Information, PIPA, SCC

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BC LNG Tax Regime: Rate Concessions and New Tax Credit but Uncertainty Remains

On October 21, 2014, the British Columbia government introduced Bill 6, the Liquefied Natural Gas Income Tax Act (LNGITA). The LNGITA proposes a two-tier tax on income derived from liquefaction activities at liquefied natural…more

Canada, Income Taxes, Liquid Natural Gas, Oil & Gas, Tax Credits

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BC LNG Tax Regime: Rate Concessions and New Tax Credit but Uncertainty Remains

On October 21, 2014, the British Columbia government introduced Bill 6, the Liquefied Natural Gas Income Tax Act (LNGITA). The LNGITA proposes a two-tier tax on income derived from liquefaction activities at liquefied natural…more

Canada, Income Taxes, Liquid Natural Gas, Oil & Gas, Tax Credits

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Tax Effective Use by Canadian Online Retailers of Bermuda Operations for International Expansion - 2011 Canada-Bermuda Tax Information Exchange Agreement

E-tail Foreign Market Opportunity - The growth of online retail sales has globally outstripped the growth of all other retail channels, including during the last recession. For example, in England during 2012, it has been…more

Canada, E-Commerce, International Tax Issues, Internet, Internet Taxation

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The Canadian Oil Sands: A Backgrounder

In this issue: - Preface - Current Issues in the Oil Sands - Introduction - Advantages of Investing in the Oil Sands - Challenges - Location and Extraction - Emerging…more

Canada, Oil & Gas, Oil Sands

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Canada Combats Counterfeiting with Bill C-56 (Copyright Act and the Trade-marks Act)

On March 1, 2013, the Government of Canada introduced Bill C-56 in the House of Commons (The Combating Counterfeit Products Act). Bill C-56 introduces a series of amendments to the Copyright Act and the Trade-marks Act,…more

ACTA, Copyright, Counterfeiting, Proposed Legislation, Trademarks

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The CSA Proceeds with Amendments to the Early Warning Reporting Regime but Abandons Two Key Proposed Changes

On October 10, 2014, the Canadian Securities Administrators (CSA) published CSA Staff Notice 62-307, which sets out changes to previously announced proposed amendments to Canada's early warning reporting regime…more

Canada, Canadian Securities Administration, Early Warning Regime, Reporting Requirements

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Restoring the Duty of Care Analysis to Negligence Claims in Third-party Proceedings

The Alberta Court of Appeal has provided some helpful guidance on the scope of third-party claims in O’Connor Associates Environmental Inc v MEC OP LLC, 2014 ABCA 140, narrowing the scope and application of the decision of…more

Duty of Care, Negligence, Third-Party Liability

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New Canadian Resource Revenue Transparency Rules Released

On October 23, 2014, the Government of Canada introduced its Extractive Sector Transparency Measures Act (the Bill), which will impose mandatory reporting requirements for each entity engaged in the "commercial development of…more

Canada, Energy, Natural Resources, Oil & Gas, Transparency

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Does Your Alberta-related Deal Trigger Foreign Ownership of Land Regulations?

There is no doubt that the Agricultural and Recreational Land Ownership Act and Foreign Ownership of Land Regulations are a mouthful, but they may not always be top of mind when considering buying or leasing land in Alberta, and…more

Canada, Commercial Real Estate Contracts, Corporate Sales Transactions, Foreign Investment, Stock Sale Agreements

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New “Stronger Workplaces” Act Increases Obligations for Ontario Employers

On November 20, 2014, Bill 18, the Stronger Workplaces for a Stronger Economy Act, 2014, received royal assent. This amends five employment and labour-related statutes in Ontario in an effort to protect employees. The effect is…more

Canada, Employer Liability Issues, Staffing Agencies, Wage and Hour

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Supreme Court Decision in Keewatin Confirms Provincial Ability to Take up Treaty Lands

On July 11, 2014, the Supreme Court of Canada delivered its decision in Grassy Narrows First Nation v Ontario (Natural Resources), 2014 SCC 48, also known as Keewatin. The decision affirms the Court’s approach in Tsilhqot’in…more

Aboriginal Issues, Canada, Takings, Treaties

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Competition Act Tort Claims Still Viable: Fairhurst v Anglo American PLC

Can indirect purchasers claim damages in tort for breaches of the Competition Act? This was one of the issues before the British Columbia Supreme Court in Fairhurst v Anglo American PLC, 2014 BCSC 2270. Madam Justice Brown…more

Canada, Competition Act, Intentional Torts

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SCC to Consider Use of Criminal Wiretaps in Class Actions

On June 2012, the Supreme Court of Canada announced that it would hear appeals in two matters from Quebec (Imperial Oil v Simon Jacques and Couche-Tard Inc v Simon Jacques) that may determine whether and to what extent wire tap…more

Canada, Class Action, Price-Fixing, Wiretapping

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Increased Use of Summary Disposition in the Federal Court: An Efficient and Cost-Effective Tool to Resolve Trademark Cases

For many years, summary disposition was essentially unavailable in intellectual property cases in the Federal Court of Canada, unless a claim or defence was plainly devoid of merit. For some parties, this presented a…more

Canada, Trademark Litigation, Trademarks

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Bennett Jones Fall 2014 Economic Outlook

We expect a modest strengthening of global growth over the next two years relative to 2013 and 2014, largely originating from the advanced economies, and the U.S. in particular. Growth in the emerging economies as a whole will…more

Brazil, Canada, China, Commodities, Economic Development

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Bennett Jones Fall 2014 Economic Outlook

We expect a modest strengthening of global growth over the next two years relative to 2013 and 2014, largely originating from the advanced economies, and the U.S. in particular. Growth in the emerging economies as a whole will…more

Brazil, Canada, China, Commodities, Economic Development

See All Updates »

Investment Canada Act and Competition Act Mandatory Review Thresholds For 2014

On January 20, 2014, the Competition Bureau announced the 2014 “size of transaction” pre-merger notification threshold would increase to $82 million; the 2013 threshold was $80 million…more

Canada, Competition Act, Investment Canada Act

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TSX Adopts Extension Amendments Regarding Security-Based Compensation Arrangements and Backdoor Listings

The Toronto Stock Exchange has adopted amendments to the TSX Company Manual, which: - allow listed issuers to adopt security-based compensation arrangements for employees of a target company in the context of an…more

Acquisitions, Backdoor Listings, Canada, Compensation Agreements, TSX Venture Exchange

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Supreme Court Grants Leave to Appeal in Securities Class Actions

The Supreme Court of Canada announced today that it will hear appeals in a trilogy of Ontario securities class action cases: Green v. CIBC, Silver v. IMAX and Celestica v. Millwright Regional Council of Ontario Pension Trust…more

Appeals, Canada, Class Action, Securities Litigation

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Alberta Securities Commission Applies to SCC for Leave to Appeal Insider Trading Decision in Walton

The Alberta Securities Commission (ASC) has applied to the Supreme Court of Canada for leave to appeal the August 2014 decision of the Alberta Court of Appeal (Court) in Walton v Alberta (Securities Commission), 2014 ABCA 723 –…more

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Dispute Over Landscaping Repairs Results in Personal Penalties against Condo Directors and a Fascinating Governance War Story

Court decisions holding corporate directors personally liable for acting in bad faith tend to be few and far between in Canadian jurisprudence. The recent Ontario Court of Appeal decision in Boily et al v Carleton Condominium…more

Board of Directors, Canada, Condominiums, Homeowners' Association, Personal Liability

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Canada’s Anti-Spam Legislation: An Advantage for Cloud Computing?

The communications provisions of Canada’s Anti-Spam Legislation (CASL) came into force on July 1, 2014. Generally speaking, CASL prohibits a person from sending a “commercial electronic message” without the consent of the…more

Corporate Counsel

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Six Considerations for Rent Arbitration Clauses in Commercial Leases

When a commercial tenant exercises an option to renew a lease it is imperative that the landlord and tenant have effective mechanisms in place to determine the rent for the renewal term. Ideally both parties will agree on the…more

Appraisal Clauses, Arbitration, Commercial Leases, Commercial Tenants, Fair Market Value

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Judge Rakoff Overturned: SEC-Citigroup Settlement Sent Back for Reconsideration

In a long-awaited decision, the United States Court of Appeals for the Second Circuit today overturned Judge Rakoff's highly controversial decision which refused to approve a $285-million settlement between the United States…more

Chevron Deference, Citigroup, Collateralized Debt Obligations, Consent Decrees, Enforcement

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TSX Adopts Extension Amendments Regarding Security-Based Compensation Arrangements and Backdoor Listings

The Toronto Stock Exchange has adopted amendments to the TSX Company Manual, which: - allow listed issuers to adopt security-based compensation arrangements for employees of a target company in the context of an…more

Acquisitions, Backdoor Listings, Canada, Compensation Agreements, TSX Venture Exchange

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Prospectus Exemption for Distributions to Existing Security Holders

On March 13, 2014, Canadian securities regulators in all jurisdictions except Ontario and Newfoundland and Labrador adopted a prospectus exemption for issuers listed on the Toronto Stock Exchange (TSX), the TSX Venture Exchange…more

Exemptions, Ontario Securities Commission, Prospectus, Toronto Stock Exchange, TSX Venture Exchange

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Court Considers Unreasonably Withholding Consent under CAPL Operating Procedure in Precedent-Setting Decision

In IFP Technologies (Canada) v Encana Midstream and Marketing, 2014 ABQB 470, the Court clarified for the first time the circumstances in which a party that waives its right of first refusal under Article 24 of the 1990 CAPL…more

Canada, Oil & Gas, Right of FIrst Refusal

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Alberta Court of Appeal Considers the Duty to Accommodate Probationary Employees

In reasons released on May 6, 2014, the Alberta Court of Appeal dismissed an appeal by the Telecommunications Workers Union in respect of an unsuccessful judicial review application to question a labour arbitrator award. The…more

Arbitration Awards, Canada, Disability, Hiring & Firing, Judicial Review

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Amendments to the Regulations Designating Physical Activities

On April 12, 2013, the Canadian Environmental Assessment Agency released its Draft Regulations Amending the Regulations Designating Physical Activities (the Amended Regulations). According to the Regulatory Impact Analysis…more

Amended Regulation, Canada, Environmental Policies

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CRTC Provides Guidance on CASL Software Provisions – But Some Uncertainty Remains

From November 10 to 12, 2014, the CRTC provided its interpretation of the software provisions in Canada’s anti-spam law (CASL) in several presentations to industry. The CRTC also posted a specific FAQ about their interpretation…more

Canada, CASL, CRTC, Final Guidance, Software

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GST/HST Closely Related Entities Election – New Filing Requirements

If you are planning on adding a closely related GST group election in the new year (CRA Form GST25), you will now need to file it with the CRA. Further, any pre-2015 elections will also have to be filed before the end of 2015…more

Canada, Corporate Taxes

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Directors Need to Meet High Standard to Avoid Liability

The Tax Court of Canada again confirmed that directors of corporations will have a high burden to meet to establish a due diligence defence and avoid liability for unremitted source deductions…more

Board of Directors, Canada, Corporate Taxes, Directors, Due Diligence

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BC LNG Tax Regime: Rate Concessions and New Tax Credit but Uncertainty Remains

On October 21, 2014, the British Columbia government introduced Bill 6, the Liquefied Natural Gas Income Tax Act (LNGITA). The LNGITA proposes a two-tier tax on income derived from liquefaction activities at liquefied natural…more

Canada, Income Taxes, Liquid Natural Gas, Oil & Gas, Tax Credits

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Not on the Rink in My Backyard - Ontario Court Rejects Bid to Enforce Ecuadorian Judgment Against Chevron Corp.

It is well-known that for 20 years Chevron Corp. has been engaged in litigation with residents of the Lago Agrio region of Ecuador over alleged environmental and health damage arising out of oil exploration activities by…more

Canada, Chevron, Enforcement, Foreign Jurisdictions, Multinationals

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Women on Boards and in Senior Management- OSC Releases Proposed Amendments Regarding Incremental Disclosures of Corporate Governance Practices

Women on Boards and in Senior Management - The Ontario Securities Commission (OSC) has published for comment proposed amendments to Form 58-101F1 of National Instrument 58-101 Disclosure of Corporate Governance Practices…more

Board of Directors, Canada, Corporate Governance, Diversity, Women in the Law

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CRTC Provides Guidance on CASL Software Provisions – But Some Uncertainty Remains

From November 10 to 12, 2014, the CRTC provided its interpretation of the software provisions in Canada’s anti-spam law (CASL) in several presentations to industry. The CRTC also posted a specific FAQ about their interpretation…more

Canada, CASL, CRTC, Final Guidance, Software

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Sound Legal Advice Can Strengthen Your Business

In a recent article in The Globe and Mail, “Forget the fees, this is why businesses need sound legal advice,” Chris Griffiths discusses how sound legal advice can strengthen your business. …more

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How the Madrid Protocol, Singapore Treaty and Nice Agreement Will Affect Trademark Owners

On January 27, 2014, a number of international intellectual property related treaties were tabled by the Canadian government. This is the first procedural step towards ratification and implementation. Once implemented, these…more

Canada, Patent Litigation, Trademark Litigation, Trademarks

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Does Demoting an Employee Equal Constructive Dismissal?

The British Columbia Supreme Court’s decision of Meyers v. Chevron Canada Limited, 2013 BCSC 420, demonstrates the uncertainty that can arise when predicting whether the conduct of an employer amounts to constructive dismissal…more

Adverse Employment Action, Canada, Constructive Discharge, Retaliation

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Alberta Court Skewers Gibberish Legal Arguments

The Courts are taking a bold stand. In a decision that will no doubt have significant ramifications for businesses, governments, and the litigation bar across Canada, Associate Chief Justice Rooke of the Alberta Court of…more

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Employers Must Follow Privacy Protocols When Implementing Biometric Attendance Systems

In response to concerns about employee attendance and building security, some employers have chosen to implement biometric attendance systems in the workplace. These systems allow an employer to monitor employees’ work hours by…more

Attendance, Biometric Information, Employee Rights, Employer Liability Issues, Facial Recognition Technology

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Crowdfunding and Other New Prospectus Exemptions Proposed by the Ontario Securities Commission

On March 20, 2014, the Ontario Securities Commission (OSC) published for public comment four new prospectus exemptions intended to facilitate capital raising while maintaining investor protection. The proposed exemptions are..…more

Canada, Crowdfunding, OSC, Prospectus

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Saskatchewan Prime Contractor Regulations Coming into Force January 1, 2015

On January 1, 2015, The Occupational Health and Safety (Prime Contractor) Regulations will come into force in Saskatchewan (the Prime Contractor Regulations). If you are doing business in Saskatchewan, you should consider…more

Canada, Construction Industry, Construction Site, General Contractors, OHSA

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There is a Border in Cross-Border Proceedings - NASDAQ Purchasers Excluded from Ontario Class in IMAX

Those who have been following the progress of the securities class action saga of Silver v. IMAX will be interested to note that another decision in the long-running case has been released. On March 19, Justice van Rensburg of…more

Canada, Class Action, Class Certification, Cross-Border, IMAX

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Bennett Jones Fall 2014 Economic Outlook

We expect a modest strengthening of global growth over the next two years relative to 2013 and 2014, largely originating from the advanced economies, and the U.S. in particular. Growth in the emerging economies as a whole will…more

Brazil, Canada, China, Commodities, Economic Development

See All Updates »

Increased Use of Summary Disposition in the Federal Court: An Efficient and Cost-Effective Tool to Resolve Trademark Cases

For many years, summary disposition was essentially unavailable in intellectual property cases in the Federal Court of Canada, unless a claim or defence was plainly devoid of merit. For some parties, this presented a…more

Canada, Trademark Litigation, Trademarks

See All Updates »

Canada Imposes New Trade Restrictions on Russia’s Oil Exploration and Extraction Sector

On Friday, December 19, 2014, the Government of Canada announced amendments to the Special Economic Measures (Russia) Regulations to impose product-specific restrictions on the supply of certain goods to Russia’s oil sector,…more

Canada, Energy Exploration, Oil & Gas, Russia, Sanctions

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Superior Court of Justice Makes Unilateral Amendment to Plan of Distribution in Class Action Settlement Zaniewicz v Zungui Haixi Corporation

On August 27, 2013, Justice Perell of the Ontario Superior Court of Justice released a decision in Zaniewicz v Zungui Haixi Corporation approving a class action settlement, but which varied the proposed plan of distribution…more

Canada, Class Action, Distribution Rules, Settlement

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No More House Arrest for Competition Act Offenders as Amendments Enter into Force

On November 20, 2012, amendments to the sentencing provisions of the Criminal Code, introduced by Bill C-10, the Safe Streets and Communities Act, entered into force. The Safe Streets Act received Royal Assent on March 13, 2012…more

Safe Streets and Communities Act

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The Supreme Court of Canada VIAGRA Case: 5 Messages Technology Businesses Should Receive

In a unanimous decision, the Supreme Court of Canada has provided valuable guidance to patent agents and litigators as to how Canadian patents will be read and enforced (Teva Canada Limited v Pfizer Canada Inc, 2012 SCC…more

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Final Disclosure Rules Regarding Women on Boards and in Senior Management

TSX-listed companies will almost certainly need to include disclosure in their information circulars or annual information forms on the representation of women on their boards and in senior management for the 2015 proxy season…more

Board of Directors, Canada, Disclosure Requirements, Diversity, Proxy Statements

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United States Patent and Trademark Office Interim Guidance on Subject Matter Eligibility

The United States Patent and Trademark Office has published its 2014 Interim Eligibility Guidance of Subject Matter Eligibility for use by USPTO personnel in determining subject matter eligibility under 35 U.S.C. 101 of the…more

AMP v Myriad, CLS Bank v Alice Corp, Mayo v. Prometheus, Patent-Eligible Subject Matter, Patents

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Ontario Court Certifies Class Action Relating to Allegedly Faulty Hip Implants

In a decision released on August 27, 2013, Justice Belobaba of the Ontario Superior Court of Justice certified a class action against DePuy Orthopaedics Inc. on behalf of persons who were surgically implanted with any one of two…more

Class Action, Design Defects, Failure To Warn, Manufacturing Defects, Medical Devices

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Canada’s Federal Budget Does Not Address Cross-Border Income Trusts

The March 2013 Federal Budget did not contain any provisions aimed at cross-border income trusts (CBITs, also known as foreign asset income trusts, or FAITs). Mention was made, however, of a continued intention to implement the…more

Canada, Cross-Border Income Trusts, Federal Budget

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Supreme Court Revitalizes Summary Judgment to Foster Access to Justice

In a much-anticipated decision released on January 23, 2014, Hryniak v Maudlin, 2014 SCC 7, the Supreme Court of Canada articulated a new approach to summary judgment under Rule 20 of Ontario's Rules of Civil Procedure (RRO…more

Canada, SCC, Summary Judgment

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Investment Canada Act and Competition Act Mandatory Review Thresholds For 2014

On January 20, 2014, the Competition Bureau announced the 2014 “size of transaction” pre-merger notification threshold would increase to $82 million; the 2013 threshold was $80 million…more

Canada, Competition Act, Investment Canada Act

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ISS Announces 2015 Canadian Proxy Voting Guideline Updates

Institutional Shareholder Services (ISS) released updates to its Canadian proxy voting guidelines for the upcoming 2015 proxy season. The ISS updates will apply to shareholder meetings of publicly traded Canadian companies…more

Annual Meeting, Annual Notices, Bylaws, Canada, Independent Boards

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BEPS Tail Shouldn’t Wag Global Investment Dog

I spoke recently on a panel in Tokyo on the future of international tax planning after BEPS (the OECD’s & G20’s Action Plan to counter Base Erosion & Profit Shifting). The panel also featured a senior official at the OECD and…more

BEPS, Canada, G20, OECD, Tax Planning

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Saying You’re Right Isn’t Enough: Default Notices and Freehold Leases

Most freehold oil and gas leases in Canada require the lessor to provide the lessee with notice of an alleged default. The lessee then has a certain amount of time to remedy the default or commence proceedings for a judicial…more

Canada, Default, Leases, Notice Requirements, Off-Set Wells Clause

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Updating IT and BYOD Policies to Reflect CASL Software Notification Requirements

On January 15, 2015, the software provisions in Canada’s Anti-Spam Legislation (CASL) will come into force, creating significant prohibitions and requiring consent to, among other things, install software, change device…more

Canada, CASL, Software

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OSC Publishes Guide for Emerging Market Issuers

Canada is an attractive public market for emerging market issuers—issuers whose mind and management are largely outside of Canada and whose principal active operations are outside of Canada. The receptiveness of the Canadian…more

Emerging Markets, Ontario Securities Commission

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Canada Imposes New Trade Restrictions on Russia’s Oil Exploration and Extraction Sector

On Friday, December 19, 2014, the Government of Canada announced amendments to the Special Economic Measures (Russia) Regulations to impose product-specific restrictions on the supply of certain goods to Russia’s oil sector,…more

Canada, Energy Exploration, Oil & Gas, Russia, Sanctions

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New Good-Faith Duty of Honesty in Contractual Performance Recognized by Supreme Court of Canada

In a precedent setting case, the Supreme Court of Canada has: (1) recognized good faith as a "general organizing principle" of Canadian contract law; and (2) recognized a new duty of "honest performance", which requires parties…more

Canada, Contract Formation, Good Faith, SCC

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Departing Investment Advisors: An Update Since the Supreme Court's Decision in RBC v. Merrill Lynch

The Departure of an Investment Advisor - The departure of an investment advisor (IA) raises a number of serious and often conflicting considerations. For the IA, a departure could mean uncertainty in terms of earning a…more

Canada, Hiring & Firing, Investment Adviser, Merrill Lynch, Non-Compete Agreements

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Supreme Court to Clarify the Liability of Canadian Corporations for Acts of their Foreign Affiliates

The Supreme Court of Canada today heard argument in a case that will clarify whether a judgment obtained in a foreign country against a foreign corporate entity can be enforced in Canada against a Canadian affiliate of that…more

Canada, Chevron, Foreign Affiliates, Foreign Judgments, Mining

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U.S. Supreme Court Upholds Fraud on the Market Theory in Securities Class Actions

A much-anticipated decision of the U.S. Supreme Court, Halliburton Co. v. Erica P. John Fund, Inc. was released on June 23, 2014. While the Supreme Court upheld the "fraud on the market" presumption of reliance which has made…more

Basic v Levinson, Class Certification, Fraud, Fraud-on-the-Market, Halliburton

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Ontario Legislature Clarifies Securities Limitation Period

Less than one month after the Supreme Court of Canada announced that it will hear appeals in a trilogy of Ontario securities class action cases that address how the three years limitation period under the Ontario Securities Act…more

Appeals, Canada, Class Action, Securities Litigation

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Are You Done Yet? Compensation for Impacts of Public Works in Alberta

During the recent resurfacing of Bow Trail there was a message posted on a pylon sign by an adjacent business owner that read “Bow Trail is not Rome. Please Complete” (see “Road Construction Delays Cause Headaches for Drivers,…more

Canada, Public Works, Reimbursements

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Avoiding Self-Incrimination in Canada: The Overlap of Criminal and Civil Proceedings Has a New Frontier

It is increasingly common for counsel to find themselves dealing with a civil action in which one party may be facing criminal or regulatory sanctions arising from the same events underlying the civil action. For example, a…more

Canadian Charter of Rights and Freedoms, Evidence, Self-Incrimination, Use-Immunity

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Licensed Producers and Quality Assurance Under the MMPR: Filling the QAP Gap

A successful application under the Marihuana for Medical Purposes Regulations (MMPR) requires, amongst other things, the selection of an appropriately qualified Quality Assurance Person (QAP). In addition to finding a qualified…more

Canada, Licensing Rules, Marijuana, Medical Marijuana

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Commercial Arbitration: Guidance from Canadian, US, UK and Australian Appellate Courts

Back in March, I wrote in this space that the Supreme Court of Canada had decided to hear a commercial arbitration case from British Columbia…more

Arbitration, Arbitration Agreements, Binding Arbitration, Canada, UK

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The CSA Proposes a New Framework for Shareholder Rights Plans and Amendments to the Early Warning Reporting Regime

Last week, the Canadian Securities Administrators (CSA) published a proposed new regulatory framework for shareholder rights plans under National Instrument 62-105 Security Holder Rights Plans, and significant changes to…more

Bids, Canadian Securities Administration, Hostile Takeover, Reporting Requirements, Shareholder Rights

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Changes to First Nations Consultation in Alberta

On April 2, 2013, Alberta released a draft of The Government of Alberta's Policy on Consultation with First Nations on Land and Natural Resource Management, 2013 (the "Draft Policy"). The Government's deadline for comments on…more

Consultation, Disclosure Requirements, Funding, Jurisdiction, Levy

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Reminder: Three New Statutory Leaves of Absence are Set to Take Effect in Ontario on October 29, 2014

On October 29, 2014, the following three new job-protected leaves of absence will come into effect under Ontario’s Employment Standards Act, 2000 (ESA)..…more

Canada, Employee Rights, Employer Liability Issues, Leave of Absence

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Domestic Anti-Treaty-Shopping Proposals and Further Consultation Announced in Canada's Federal Budget 2014

In the Canadian Federal Budget released on February 11, 2014, the Department of Finance signaled its intention to enact a domestic treaty-shopping rule, generally allowing the Canada Revenue Agency (CRA) to deny treaty benefits…more

Canada, Foreign Investment, Multinationals, Proposed Legislation, Safe Harbors

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Six Considerations for Rent Arbitration Clauses in Commercial Leases

When a commercial tenant exercises an option to renew a lease it is imperative that the landlord and tenant have effective mechanisms in place to determine the rent for the renewal term. Ideally both parties will agree on the…more

Appraisal Clauses, Arbitration, Commercial Leases, Commercial Tenants, Fair Market Value

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TSX Adopts Extension Amendments Regarding Security-Based Compensation Arrangements and Backdoor Listings

The Toronto Stock Exchange has adopted amendments to the TSX Company Manual, which: - allow listed issuers to adopt security-based compensation arrangements for employees of a target company in the context of an…more

Acquisitions, Backdoor Listings, Canada, Compensation Agreements, TSX Venture Exchange

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BC LNG Tax Regime: Rate Concessions and New Tax Credit but Uncertainty Remains

On October 21, 2014, the British Columbia government introduced Bill 6, the Liquefied Natural Gas Income Tax Act (LNGITA). The LNGITA proposes a two-tier tax on income derived from liquefaction activities at liquefied natural…more

Canada, Income Taxes, Liquid Natural Gas, Oil & Gas, Tax Credits

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Those Hiring Private Investigators Must Be Aware of Privilege and Privacy Legislation

When a fraud is suspected, the litigator often turns to a private investigator to gather evidence about, and to use against, the fraudster. Retaining and instructing an investigator must be undertaken with extreme caution to…more

Litigation Privilege, Privacy Laws, Private Investigators, Work Product Privilege

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Canadian Securities Regulators Propose Significant Changes to the Rights Offering Regime

The Canadian Securities Administrators, or CSA, have published for comment proposed rule changes which would create a streamlined prospectus exemption for rights offerings conducted by reporting issuers other than investment…more

Canada, Offerings, Proposed Regulation, Regulatory Reform

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Public Works and Government Services Canada Integrity Clauses

This information circular provides an overview of the integrity provisions recently implemented by Public Works and Government Services Canada (“Public Works”), as they apply to real estate transactions across Canada (“Integrity…more

Canada, Contractors, Public Works, Real Estate Market

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Saskatchewan and New Brunswick join Cooperative Capital Markets Regulatory System

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

Canada, Capital Markets, Securities

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Supreme Court Decision in Keewatin Confirms Provincial Ability to Take up Treaty Lands

On July 11, 2014, the Supreme Court of Canada delivered its decision in Grassy Narrows First Nation v Ontario (Natural Resources), 2014 SCC 48, also known as Keewatin. The decision affirms the Court’s approach in Tsilhqot’in…more

Aboriginal Issues, Canada, Takings, Treaties

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Alberta Pensions – What’s Next?

The recent overhaul of Alberta’s Employment Pension Plans Act (EPPA) and Employment Pension Plans Regulation (EPPR) effective September 1, 2014, has resulted in amendments being required to Alberta-registered pension plans, and…more

Canada, Pensions

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Legal Privilege

Privilege provides special protection that exempts certain documents and other forms of communication from having to be disclosed in legal proceedings. Its protection is powerful, but it can be easily lost if the privileged…more

Attorney-Client Privilege, Canada

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National Securities Regulator Moves Forward; Draft Legislation Published

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

Canada, CCMR, Financial Regulatory Reform, Securities

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March 2013 Federal Budget Provisions Concerning Pipeline Abandonment Trusts

Overview - The March 21, 2013 Federal Budget changed the tax law applicable to the pipeline abandonment trust (Trust) structure that has been submitted to the National Energy Board (NEB) as the proposed mechanism for…more

Canada, National Energy Board, Pipeline Abandonment Trusts, Pipelines

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Alberta's Policy on Consultation with First Nations on Land and Natural Resource Management, 2013

On August 16, 2013, the Government of Alberta ("Alberta") released its Policy on Consultation with First Nations on Natural Resource Management, 2013 (the "Policy"). The Policy is the product of extensive consultation with First…more

Canada, Consultation, First Nations, Jurisdiction, Transparency

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BC Greenhouse Gas Industrial Reporting and Control Act Passes Second Reading

On October 20, 2014, the Greenhouse Gas Industrial Reporting and Control Act (Bill 2) (hereinafter the Bill) was introduced, and on October 29, 2014, the Bill passed second reading in the British Columbia Legislative Assembly…more

Canada, Coal Industry, Coal-Fired Plants, Energy Policy, Greenhouse Gas Emissions

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SCC Weighs-In on Consumer Protection Remedies in Quebec Class Actions

On September 19, 2014, the Supreme Court of Canada released a trilogy of decisions examining the standing of representative plaintiffs and the availability of consumer protection legislation in the class action context. Though…more

Banks, Canada, Class Action, Consumer Protection Act, Fee Disclosure

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Seismic Data Held by a Board: A Further Look

The Federal and Nova Scotia regulations that require oil and gas companies to submit seismic data to Nova Scotia’s offshore oil and gas board are not ultra vires, the Nova Scotia Supreme Court recently held in Geophysical…more

Canada, Oil & Gas, Seismic Data

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Court of Appeal Denies Certification in Another Misclassification Overtime Class Action

In the latest installment in a series of recent employment class actions, the Court of Appeal for Ontario has dismissed an appeal by class action plaintiffs in Brown v Canadian Imperial Bank of Commerce. The decision (upholding…more

Canada, Class Action, Class Certification, Employee Rights, Misclassification

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Supreme Court Decision in Keewatin Confirms Provincial Ability to Take up Treaty Lands

On July 11, 2014, the Supreme Court of Canada delivered its decision in Grassy Narrows First Nation v Ontario (Natural Resources), 2014 SCC 48, also known as Keewatin. The decision affirms the Court’s approach in Tsilhqot’in…more

Aboriginal Issues, Canada, Takings, Treaties

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Saskatchewan Prime Contractor Regulations Coming into Force January 1, 2015

On January 1, 2015, The Occupational Health and Safety (Prime Contractor) Regulations will come into force in Saskatchewan (the Prime Contractor Regulations). If you are doing business in Saskatchewan, you should consider…more

Canada, Construction Industry, Construction Site, General Contractors, OHSA

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Domestic Anti-Treaty-Shopping Proposals and Further Consultation Announced in Canada's Federal Budget 2014

In the Canadian Federal Budget released on February 11, 2014, the Department of Finance signaled its intention to enact a domestic treaty-shopping rule, generally allowing the Canada Revenue Agency (CRA) to deny treaty benefits…more

Canada, Foreign Investment, Multinationals, Proposed Legislation, Safe Harbors

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Legal Privilege

Privilege provides special protection that exempts certain documents and other forms of communication from having to be disclosed in legal proceedings. Its protection is powerful, but it can be easily lost if the privileged…more

Attorney-Client Privilege, Canada

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OSC Proposes Disclosure Requirements Regarding Women on Boards and in Senior Management

On July 30, 2013, the Ontario Securities Commission (OSC), released its proposal to require TSX-listed companies to provide disclosure with respect to women on boards and in senior management as set out in the OSC Staff…more

Board of Directors, Canada, Corporate Management, Disclosure Requirements, Gender Discrimination

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The Canadian Oil Sands: A Backgrounder

In this issue: - Preface - Current Issues in the Oil Sands - Introduction - Advantages of Investing in the Oil Sands - Challenges - Location and Extraction - Emerging…more

Canada, Oil & Gas, Oil Sands

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B.C. Surface Rights Board Reduces Rent Payable After Landowners Fail to Prove Loss

In the recent decision of the B.C. Surface Rights Board in Encana Corporation v Perry Burl Piper and Leslie Lancelot Dowd, the Board awarded compensation to landowners less than the amount previously offered by the operator…more

Canada, Just Compensation, Land Owners, Oil & Gas, Property Damage

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Canada and the EU Complete Trade Treaty Negotiation

On August 5, 2014, Canada and the European Union (EU) announced that they have completed negotiation of the Comprehensive Economic and Trade Agreement (CETA). The announcement puts to rest extended speculation about whether a…more

Canada, CETA, EU, Trade Agreements, Trade Policy

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Restoring the Duty of Care Analysis to Negligence Claims in Third-party Proceedings

The Alberta Court of Appeal has provided some helpful guidance on the scope of third-party claims in O’Connor Associates Environmental Inc v MEC OP LLC, 2014 ABCA 140, narrowing the scope and application of the decision of…more

Duty of Care, Negligence, Third-Party Liability

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B.C. Surface Rights Board Reduces Rent Payable After Landowners Fail to Prove Loss

In the recent decision of the B.C. Surface Rights Board in Encana Corporation v Perry Burl Piper and Leslie Lancelot Dowd, the Board awarded compensation to landowners less than the amount previously offered by the operator…more

Canada, Just Compensation, Land Owners, Oil & Gas, Property Damage

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Alberta Flood 2013: CRA Extends Tax Filing Deadlines and Offers Guidance to Taxpayers

While the immediate business disruptions resulting from the recent flooding in Southern Alberta have, to some extent, been dealt with, the hard work of rebuilding has only just begun…more

Canada, Filing Deadlines, Flooding, Income Taxes, Property Damage

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Tax Effective Use by Canadian Online Retailers of Bermuda Operations for International Expansion - 2011 Canada-Bermuda Tax Information Exchange Agreement

E-tail Foreign Market Opportunity - The growth of online retail sales has globally outstripped the growth of all other retail channels, including during the last recession. For example, in England during 2012, it has been…more

Canada, E-Commerce, International Tax Issues, Internet, Internet Taxation

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Saskatchewan Prime Contractor Regulations Coming into Force January 1, 2015

On January 1, 2015, The Occupational Health and Safety (Prime Contractor) Regulations will come into force in Saskatchewan (the Prime Contractor Regulations). If you are doing business in Saskatchewan, you should consider…more

Canada, Construction Industry, Construction Site, General Contractors, OHSA

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New Canadian Resource Revenue Transparency Rules Released

On October 23, 2014, the Government of Canada introduced its Extractive Sector Transparency Measures Act (the Bill), which will impose mandatory reporting requirements for each entity engaged in the "commercial development of…more

Canada, Energy, Natural Resources, Oil & Gas, Transparency

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Damages Awarded Against Underwriter for Failing to Complete a Bought Deal

The Ontario Superior Court of Justice recently awarded damages of just over $16 million against Thomas Weisel Partners Canada Inc. (now Stifel Nicolaus Canada Inc.) for failing to close on a bought deal private placement…more

Bought Deal Letters, Bought Deals, Canada, Damages, Private Placements

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New Concerns for Bondholders, Lenders and Other Creditors Following SCC’s Indalex Decision

On February 1, 2013, the Supreme Court of Canada (SCC) released its much-awaited decision in the Indalex case. While the central issue in Indalex was the priority of wind-up deficiencies in defined benefit pension plans versus…more

Bonds, CCAA, Constructive Trusts, Creditors, Debtors

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Canadian Securities Regulators Propose Significant Changes to the Rights Offering Regime

The Canadian Securities Administrators, or CSA, have published for comment proposed rule changes which would create a streamlined prospectus exemption for rights offerings conducted by reporting issuers other than investment…more

Canada, Offerings, Proposed Regulation, Regulatory Reform

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Not on the Rink in My Backyard - Ontario Court Rejects Bid to Enforce Ecuadorian Judgment Against Chevron Corp.

It is well-known that for 20 years Chevron Corp. has been engaged in litigation with residents of the Lago Agrio region of Ecuador over alleged environmental and health damage arising out of oil exploration activities by…more

Canada, Chevron, Enforcement, Foreign Jurisdictions, Multinationals

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New LCIA Arbitration Rules Come into Effect on October 1, 2014

International arbitration is often selected over traditional litigation for resolving commercial disputes, as it is typically perceived that arbitrations can be undertaken more efficiently and swiftly than litigation. In recent…more

Arbitration, International Arbitration, LCIA

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Does Your Alberta-related Deal Trigger Foreign Ownership of Land Regulations?

There is no doubt that the Agricultural and Recreational Land Ownership Act and Foreign Ownership of Land Regulations are a mouthful, but they may not always be top of mind when considering buying or leasing land in Alberta, and…more

Canada, Commercial Real Estate Contracts, Corporate Sales Transactions, Foreign Investment, Stock Sale Agreements

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Updating IT and BYOD Policies to Reflect CASL Software Notification Requirements

On January 15, 2015, the software provisions in Canada’s Anti-Spam Legislation (CASL) will come into force, creating significant prohibitions and requiring consent to, among other things, install software, change device…more

Canada, CASL, Software

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Stolen Customer Data Results in Ontario's First Certified Privacy Class Action

Businesses that collect personal information have an added incentive to monitor employees handling customer data – Ontario's first class action arising from the new tort of "intrusion upon seclusion" was certified last week…more

Canada, Class Action, Class Certification, Invasion of Privacy, Right to Privacy

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Arora v. Whirlpool: The Case of Smelly Washing Machines

Smelly washing machines were at the center of a recent decision of the Ontario Court of Appeal. In Arora v. Whirlpool Canada LP, the plaintiffs all bought Whirlpool front-loading washing machines. The early models of these…more

Class Action, Competition Act, Design Defects, Diminution in Value, Manufacturing Defects

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Court of Appeal Upholds Dismissal of Class Action in Mandeville v Manulife

In the most recent class action decision released by the Ontario Court of Appeal, Mandeville v The Manufacturers Life Insurance Company, 2014 ONCA 417, Justice Gillese, writing for a unanimous Court, upheld the trial decision…more

Canada, Class Action, Life Insurance

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CBSA Announces Mid-2014 Audit Targets

As is its practice, the Canada Border Services Agency recently announced its semi-annual trade verification targets for the balance of 2014. Many targets continue from the past, while new ones have been added…more

Audits, Canada, CBSA

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Dispute Over Landscaping Repairs Results in Personal Penalties against Condo Directors and a Fascinating Governance War Story

Court decisions holding corporate directors personally liable for acting in bad faith tend to be few and far between in Canadian jurisprudence. The recent Ontario Court of Appeal decision in Boily et al v Carleton Condominium…more

Board of Directors, Canada, Condominiums, Homeowners' Association, Personal Liability

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Final Disclosure Rules Regarding Women on Boards and in Senior Management

TSX-listed companies will almost certainly need to include disclosure in their information circulars or annual information forms on the representation of women on their boards and in senior management for the 2015 proxy season…more

Board of Directors, Canada, Disclosure Requirements, Diversity, Proxy Statements

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Are You Done Yet? Compensation for Impacts of Public Works in Alberta

During the recent resurfacing of Bow Trail there was a message posted on a pylon sign by an adjacent business owner that read “Bow Trail is not Rome. Please Complete” (see “Road Construction Delays Cause Headaches for Drivers,…more

Canada, Public Works, Reimbursements

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Settlement Privilege, Limitation Periods and the Meaning of Without Prejudice

In Bellatrix Exploration Ltd. v Penn West Petroleum Ltd., 2013 ABCA 10, the Alberta Court of Appeal explains the key principles of settlement privilege and confirms the important protection this provides. The Court addresses…more

Attorney-Client Privilege, Canada, Limitation Periods, Litigation Privilege, Privilege Waivers

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Alberta’s New Pension Legislation: Bill 10, the Employment Pension Plans Act

Bill 10, the proposed new Employment Pension Plans Act (EPPA), was introduced in the Alberta legislature on October 25, 2012, and passed third reading on November 20, 2012. Although the new Act has been passed, it will not…more

Employee Benefits, Pensions

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Confidentiality Clauses and Privilege: A Delicate Balance

Parties to a mediation have a wide latitude to contractually shape the extent of confidentiality that applies, and even may exclude exceptions to settlement privilege, the Supreme Court of Canada recently held in Union Carbide…more

Confidentiality, Contract Drafting, Contract Interpretation, Mediation, SCC

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BC LNG Tax Regime: Rate Concessions and New Tax Credit but Uncertainty Remains

On October 21, 2014, the British Columbia government introduced Bill 6, the Liquefied Natural Gas Income Tax Act (LNGITA). The LNGITA proposes a two-tier tax on income derived from liquefaction activities at liquefied natural…more

Canada, Income Taxes, Liquid Natural Gas, Oil & Gas, Tax Credits

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Oil & Gas, Mines & Minerals – Security under the Alberta Builders’ Lien Act

When registered in accordance with the Alberta Builders’ Lien Act (BLA), a builders’ lien provides security for unpaid contractors, labourers and suppliers who have “improved” lands. This includes those providing materials or…more

Canada, Contractors, Liens, Minerals, Mining

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U.S. Supreme Court Upholds Fraud on the Market Theory in Securities Class Actions

A much-anticipated decision of the U.S. Supreme Court, Halliburton Co. v. Erica P. John Fund, Inc. was released on June 23, 2014. While the Supreme Court upheld the "fraud on the market" presumption of reliance which has made…more

Basic v Levinson, Class Certification, Fraud, Fraud-on-the-Market, Halliburton

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Proposed Prospectus Exemption for Distributions to Existing Security Holders of TSXV Issuers

On November 21, 2013, Canadian securities regulators in all jurisdictions but Ontario and Newfoundland and Labrador published for comment a proposed prospectus exemption for issuers listed on the TSX Venture Exchange (TSXV…more

Canada, Canadian Securities Administration, Prospectus, TSX Venture Exchange

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Prison Sentence in Air India Bribery Scheme Sends Deterrent Message to Canadian Executives

On May 23, Nazir Karigar, an agent of Cryptometrics Canada Inc. (Cryptometrics), was sentenced to three years in federal prison under Canada’s foreign bribery statute. Mr. Karigar was convicted last August of conspiring to pay…more

Airlines, Bribery, Canada, CFPOA, Conspiracies

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Canada's Supreme Court Opens the Door to Indirect Purchaser Class Actions

On October 31, 2013, the Supreme Court of Canada released three decisions which many commentators had predicted would be the most critical antitrust class action decisions in recent memory. The Supreme Court did not disappoint…more

Canada, Class Action, Class Certification, Competition, Indirect Purchasers

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Alberta Securities Commission Applies to SCC for Leave to Appeal Insider Trading Decision in Walton

The Alberta Securities Commission (ASC) has applied to the Supreme Court of Canada for leave to appeal the August 2014 decision of the Alberta Court of Appeal (Court) in Walton v Alberta (Securities Commission), 2014 ABCA 723 –…more

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Modernizing Liability for Offshore Oil & Gas Explorations and Operations

This past June, the government of Canada announced plans to implement legislative changes to the four principle Acts which govern oil and gas activities in the Atlantic offshore and Arctic: the Canadian Petroleum Resources Act…more

Canada, CPRA, Energy Exploration, Liability, Oil & Gas

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New Concerns for Bondholders, Lenders and Other Creditors Following SCC’s Indalex Decision

On February 1, 2013, the Supreme Court of Canada (SCC) released its much-awaited decision in the Indalex case. While the central issue in Indalex was the priority of wind-up deficiencies in defined benefit pension plans versus…more

Bonds, CCAA, Constructive Trusts, Creditors, Debtors

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Disputants Await Clarification of Mediation Privilege’s Boundaries

Today, Canadians are mediating their disputes in record numbers. One partial explanation for this phenomenon is that mediation purports to keep discussions between parties confidential, traditionally backstopped by settlement…more

Canada, Confidentiality, Mediation

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Alberta Pensions – What’s Next?

The recent overhaul of Alberta’s Employment Pension Plans Act (EPPA) and Employment Pension Plans Regulation (EPPR) effective September 1, 2014, has resulted in amendments being required to Alberta-registered pension plans, and…more

Canada, Pensions

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October 1st Changes to Alberta’s OHS Regulation: Mining, Blasting and Hazardous Work Conditions

On October 1, 2013, amendments to Alberta’s Occupational Health and Safety Regulation (Regulation) come into force. In this post, we bring you the highlights. …more

Canada, Mining, OHSA, Workplace Hazards

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Public Works and Government Services Canada Integrity Clauses

This information circular provides an overview of the integrity provisions recently implemented by Public Works and Government Services Canada (“Public Works”), as they apply to real estate transactions across Canada (“Integrity…more

Canada, Contractors, Public Works, Real Estate Market

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National Securities Regulator Moves Forward; Draft Legislation Published

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

Canada, CCMR, Financial Regulatory Reform, Securities

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Indemnification Claims Under the CCAA A - Caution for Underwriters, Auditors, Directors and Others

Indemnification clauses are often considered a critical component of risk mitigation strategies in legal relationships. However, as is well understood, the value of an indemnification clause, in the event it becomes applicable,…more

Auditors, CCAA, Directors, Equity Claims, Indemnification Clauses

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The National Energy Board’s New System of Administrative Monetary Penalties

On February 16, 2013, draft Administrative Monetary Penalties Regulations (AMP Regulations) were published in the Canada Gazette, Part I, setting out necessary details for a new enforcement tool in the form of administrative…more

AMP Regulations, Enforcement Actions, National Energy Board, New Regulations, Penalties

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Crowdfunding and Other New Prospectus Exemptions Proposed by the Ontario Securities Commission

On March 20, 2014, the Ontario Securities Commission (OSC) published for public comment four new prospectus exemptions intended to facilitate capital raising while maintaining investor protection. The proposed exemptions are..…more

Canada, Crowdfunding, OSC, Prospectus

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Streamlining Disclosure for Venture Issuers: Proposed Amendments to National Instrument 51-102; Continuous Disclosure Obligations, National Instrument 41-101; General Prospectus Requirements and National Instrument 52-110; and Audit Committees

On May 22, 2014, the Canadian Securities Administrators (CSA) published for comment proposed amendments to National Instrument 51-102 Continuous Disclosure Obligations (NI 51-102), National Instrument 41-101 General Prospectus…more

Canada, Compliance, Disclosure Requirements, Venture Capital

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SCC Confirms the Ability of Taxpayers to Seek Rectification to Remedy Errors that May Impact Tax Positions

Uninteded tax consequences of a contract can be avoided by rectification, the Supreme Court of Canada ruled in Québec v Services Environnementaux AES inc., 2013 SCC 65 (AES). …more

Canada, SCC, Tax Deferral, Tax Liability

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Bayens v Kinross Gold Corporation – Misrepresentation Claims in Securities Class Actions

Ontario's statutory regime for secondary market liability came into effect in 2006 as a result of amendments to the Securities Act (Ontario) (the OSA), creating a statutory cause of action for deficient market disclosure. Part…more

Canada, Class Action, Misrepresentation, Securities

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Court Considers Unreasonably Withholding Consent under CAPL Operating Procedure in Precedent-Setting Decision

In IFP Technologies (Canada) v Encana Midstream and Marketing, 2014 ABQB 470, the Court clarified for the first time the circumstances in which a party that waives its right of first refusal under Article 24 of the 1990 CAPL…more

Canada, Oil & Gas, Right of FIrst Refusal

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Inappropriate E-mail Use by Employees Can Constitute Cause for Dismissal

Increased usage and reliance on the Internet creates new challenges for both employees and an employer’s human resources department. In certain circumstances, employees can be fired for engaging in inappropriate Internet use at…more

Email, Hiring & Firing, Internet, Investigations, Just Cause

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Unsolicited Expressions of Interest may be Material Information Former Daylight CEO and ASC Settle Insider Trading Allegations

The Alberta Securities Commission (ASC) has entered into a settlement agreement with Anthony Lambert, the former CEO of Daylight Energy Ltd., following allegations by the ASC that Mr. Lambert violated provisions of the…more

Alberta Securities Commission, Canada, CEOs, Insider Trading, Settlement

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Canadian Securities Regulators Propose Significant Changes to the Rights Offering Regime

The Canadian Securities Administrators, or CSA, have published for comment proposed rule changes which would create a streamlined prospectus exemption for rights offerings conducted by reporting issuers other than investment…more

Canada, Offerings, Proposed Regulation, Regulatory Reform

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BC Greenhouse Gas Industrial Reporting and Control Act Passes Second Reading

On October 20, 2014, the Greenhouse Gas Industrial Reporting and Control Act (Bill 2) (hereinafter the Bill) was introduced, and on October 29, 2014, the Bill passed second reading in the British Columbia Legislative Assembly…more

Canada, Coal Industry, Coal-Fired Plants, Energy Policy, Greenhouse Gas Emissions

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BROKEn Promises: 3 Signs your Tenant may be Going Bankrupt

The bankruptcy of a tenant is disruptive and may be confusing to a landlord; however, arming yourself with knowledge of some warning signs of financial distress and an understanding of your basic rights will, along with your…more

Consumer Bankruptcy, Landlords, Tenants

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Proving An Operator’s Gross Negligence: Is Intention Required?

Establishing an operator’s gross negligence requires “a degree of intentionality”, the Alberta Court of Queen’s Bench recently held in Bernum Petroleum Ltd v Birch Lake Energy Inc, 2014 ABQB 652 [Bernum]…more

Canada, Gross Negligence, Intent, Negligence

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Supreme Court of Canada Clarifies “Success for One Means Success for All”

On January 16, the Supreme Court of Canada released its first decision of 2014. The decision in Vivendi Canada Inc. v Dell’Aniello addressed a Québec action that sought to be authorized as a class action. Justices LeBel and…more

Canada, Class Action, Class Certification

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Change to Alberta Court Rules Eases Service Under Hague Convention

A new Alberta Court Rule seeks to avoid an unfortunate implication that courts have read into the Hague Convention on the Service Abroad of Judicial and Extra-Judicial Documents in Civil or Commercial Matters. Effective July…more

Canada, Hague Convention, Human Rights, Service of Process

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ISS Announces 2015 Canadian Proxy Voting Guideline Updates

Institutional Shareholder Services (ISS) released updates to its Canadian proxy voting guidelines for the upcoming 2015 proxy season. The ISS updates will apply to shareholder meetings of publicly traded Canadian companies…more

Annual Meeting, Annual Notices, Bylaws, Canada, Independent Boards

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ISS Announces 2015 Canadian Proxy Voting Guideline Updates

Institutional Shareholder Services (ISS) released updates to its Canadian proxy voting guidelines for the upcoming 2015 proxy season. The ISS updates will apply to shareholder meetings of publicly traded Canadian companies…more

Annual Meeting, Annual Notices, Bylaws, Canada, Independent Boards

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SCC Confirms the Ability of Taxpayers to Seek Rectification to Remedy Errors that May Impact Tax Positions

Uninteded tax consequences of a contract can be avoided by rectification, the Supreme Court of Canada ruled in Québec v Services Environnementaux AES inc., 2013 SCC 65 (AES). …more

Canada, SCC, Tax Deferral, Tax Liability

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New LCIA Arbitration Rules Come into Effect on October 1, 2014

International arbitration is often selected over traditional litigation for resolving commercial disputes, as it is typically perceived that arbitrations can be undertaken more efficiently and swiftly than litigation. In recent…more

Arbitration, International Arbitration, LCIA

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Supreme Court to Clarify the Liability of Canadian Corporations for Acts of their Foreign Affiliates

The Supreme Court of Canada today heard argument in a case that will clarify whether a judgment obtained in a foreign country against a foreign corporate entity can be enforced in Canada against a Canadian affiliate of that…more

Canada, Chevron, Foreign Affiliates, Foreign Judgments, Mining

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CFPOA Bribery Fine of $10.3 million Imposed on Canadian Company

Griffiths Energy International Inc. (GEI) pleaded guilty on January 22, 2013, to one charge of bribing a foreign official contrary to the Canadian Corruption of Foreign Public Officials Act (CFPOA). This is the third conviction…more

Anti-Corruption, Bribery, CFPOA, Due Diligence, Foreign Official

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The Canadian Oil Sands: A Backgrounder

In this issue: - Preface - Current Issues in the Oil Sands - Introduction - Advantages of Investing in the Oil Sands - Challenges - Location and Extraction - Emerging…more

Canada, Oil & Gas, Oil Sands

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New Canadian Resource Revenue Transparency Rules Released

On October 23, 2014, the Government of Canada introduced its Extractive Sector Transparency Measures Act (the Bill), which will impose mandatory reporting requirements for each entity engaged in the "commercial development of…more

Canada, Energy, Natural Resources, Oil & Gas, Transparency

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Bennett Jones Fall 2014 Economic Outlook

We expect a modest strengthening of global growth over the next two years relative to 2013 and 2014, largely originating from the advanced economies, and the U.S. in particular. Growth in the emerging economies as a whole will…more

Brazil, Canada, China, Commodities, Economic Development

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Interview with Michael Whitt Q.C. on his new Flipboard Magazine

Bennett Jones consistently tries to find new ways to inform, engage and provide clients with interesting content that may be of interest to their area of business. With an ever-increasing use of mobile technology, finding…more

Client Services, Interviews, Mobile Services

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GST/HST Closely Related Entities Election – New Filing Requirements

If you are planning on adding a closely related GST group election in the new year (CRA Form GST25), you will now need to file it with the CRA. Further, any pre-2015 elections will also have to be filed before the end of 2015…more

Canada, Corporate Taxes

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SCC Protects the Confidentiality of Settlement Amounts to Promote Settlement in Multi-Party Lawsuits

A recent decision of the Supreme Court of Canada has ruled that in a multi-party lawsuit, a plaintiff that settles with only some defendants can keep the settlement amounts confidential from the non-settling defendants, at least…more

Canada, Confidentiality, Multi-Party Litigation, Settlement

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Proposed Prospectus Exemption for Distributions to Existing Security Holders of TSXV Issuers

On November 21, 2013, Canadian securities regulators in all jurisdictions but Ontario and Newfoundland and Labrador published for comment a proposed prospectus exemption for issuers listed on the TSX Venture Exchange (TSXV…more

Canada, Canadian Securities Administration, Prospectus, TSX Venture Exchange

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Shareholders Have an Absolute Right to an Auditor and to Audited Financial Statements - Financial Hardship is Irrelevant, Says B.C. Court of Appeal

In a decision released on January 29, 2014, the B.C. Court of Appeal ruled that companies incorporated under the Canada Business Corporations Act must, by operation of law, appoint an auditor, and thereafter produce annual…more

Audits, Shareholder Litigation, Shareholder Rights, Shareholders

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The Supreme Court of Canada VIAGRA Case: 5 Messages Technology Businesses Should Receive

In a unanimous decision, the Supreme Court of Canada has provided valuable guidance to patent agents and litigators as to how Canadian patents will be read and enforced (Teva Canada Limited v Pfizer Canada Inc, 2012 SCC…more

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New Concerns for Bondholders, Lenders and Other Creditors Following SCC’s Indalex Decision

On February 1, 2013, the Supreme Court of Canada (SCC) released its much-awaited decision in the Indalex case. While the central issue in Indalex was the priority of wind-up deficiencies in defined benefit pension plans versus…more

Bonds, CCAA, Constructive Trusts, Creditors, Debtors

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Areas of Practice
  • Agriculture
  • Alternative Dispute Resolution (ADR)
  • Antitrust & Trade Regulation
  • Appellate Practice
  • Art, Entertainment, & Sports Law
  • Bankruptcy
  • Business Organizations
  • Class Action
  • Commercial Law & Contracts
  • Communications & Media Law
  • Constitutional Law
  • Construction Law
  • Energy & Utilities
  • Environmental Law
  • Family Law
  • Finance & Banking
  • Government
  • Health
  • Immigration Law
  • Indigenous Peoples
  • Insurance
  • Intellectual Property
  • International Law & Trade
  • Labor & Employment Law
  • Litigation
  • Mergers & Acquisitions
  • Privacy
  • Products Liability
  • Professional Malpractice
  • Real Estate
  • Science, Computers, & Tech
  • Securities Law
  • Taxation
  • Transportation
  • Wills, Trusts, & Estate Planning
See more
Locations
Other U.S. Locations
  • Washington
Other Countries
  • Canada
  • China
  • Qatar
  • United Arab Emirates
Number of Attorneys

100+ Attorneys

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