News & Analysis as of

Business Corporation Act Shareholder Litigation

Carlton Fields

Florida Is Now a “Demand Futility” State for Shareholder Derivative Actions

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On January 1, 2020, the new Florida Business Corporation Act took effect. It includes a provision that settles in the affirmative whether Florida is a “demand futility” state for shareholder derivative litigation. To succeed...more

Bennett Jones LLP

Marquee Energy Appeal Reaffirms Plans of Arrangement Law in Canada

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In a decision released on November 15, 2016, the Alberta Court of Appeal allowed the appeal of Marquee Energy Ltd. (Marquee) from a prior decision of the Court of Queen's Bench of Alberta which had required, as a condition to...more

Blake, Cassels & Graydon LLP

Plan of Arrangement: A Vote for All? Not So, Says Court of Appeal

In Smoothwater Capital Corporation v. Marquee Energy Ltd. (Smoothwater), the Alberta Court of Appeal (Court) overturned the Alberta Court of Queen’s Bench controversial decision granting shareholders of an acquiring company a...more

Bennett Jones LLP

Supreme Court of Canada Revisits Oppression

Bennett Jones LLP on

A corporation's failure to follow legal formalities under the Canada Business Corporations Act, RSC 1985 c C-44 [CBCA] does not, by itself, establish oppression, the Supreme Court recently held in Mennillo v Intramodal inc.,...more

Bennett Jones LLP

A Little Less Murky: The Court of Appeal Clarifies the Line Between Oppression and Derivative Actions

Bennett Jones LLP on

On May 26, 2015, the Court of Appeal for Ontario released its decision in Rea et al v Wildeboer, clarifying the distinct role of derivative actions under the Ontario Business Corporations Act. The role is so distinct that the...more

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