Mondaq Canada: Corporate/Commercial Law
Senior executives of Canadian public companies often wonder to what extent information can be shared with major shareholders when the company is contemplating a potential transaction.
The Ontario Securities Commission has announced that it will be hosting a roundtable discussion on June 11 to obtain input from investors regarding investing in small and medium sized enterprises and start-ups.
The Ontario Securities Commission and a veteran investment banker, Richard Moore, recently reached a settlement agreement regarding claims by the OSC of improper securities trading by Moore.
The Ontario Securities Commission recently closed the comment period on its Staff Consultation Paper 45-710: Considerations for New Capital Raising Prospectus Exemptions, which sought input from stakeholders on proposed amendments to the current legislation regarding prospectus exemptions.
Under the law of Quebec, article 2884 C.C.Q. prohibits the modification by contract of the prescriptive or limitations period provided by law.
When public companies are accused of accounting irregularities, class action shareholder litigation often follows.
Ontario's recently-proposed budget bill would amend the Securities Act to tighten up provisions respecting insider trading.
A discussion on the important considerations for both the seller and the potential buyer when it comes to non-disclosure agreements in private M&A transactions.
The recent Delaware ruling in In Ancestry.com Inc. Shareholder Litigation provides a cautionary tale relating to a target company developing aggressive projections during an auction process.
The Autorité des marchés financiers published for comments a consultation paper I pertaining to defensive tactics in response to take-over bids.
A discussion on what are the support obligations of franchisors and their "good Faith" and "Fair Dealing" performance duties under the "Arthur Wishart Act".
As part of its budget bill likely to come into force early this summer, the Government of Canada has introduced legislation implementing its new policy for the review of investments by foreign state-owned enterprises.
Canada’s two most significant franchise law decisions of 2012 demonstrate the fierce competitiveness of the quick-service restaurant industry in Canada.
A discussion on the importance of staying informed as to the duties and responsibilities of a director.
The Ontario budget, released yesterday, contains some hints at upcoming changes to the Securities Act planned by the provincial government.
The Ontario Securities Commission announced yesterday that it will hold a policy hearing on June 17 to hear submissions from interested parties who submitted responses in response to its 2011 proposed enforcement initiatives.
The Ontario government recently released its 2013 budget plan, which included discussion of amending the Securities Act to clarify the statute's insider trading provisions.
The Ontario Securities Commission announced today that Ministerial approval has been received with respect to the prospectus rule amendments released earlier this year that are intended to clarify certain provisions, address gaps, streamline requirements and codify prospectus relief that has been granted in the past.
The Ontario Securities Commission will be hosting two roundtables in June to discuss issues identified in the CSA Consultation Paper 33-403, which considers the imposition of a statutory fiduciary duty on advisers and dealers to act in the best interests of clients.
Life and property and casualty insurers in Canada may be required to implement their "own regulatory solvency assessment" ("ORSA") by next January.
A discussion on the importance of staying informed as to the duties and responsibilities of a director.
Canada’s two most significant franchise law decisions of 2012 demonstrate the fierce competitiveness of the quick-service restaurant industry in Canada.
A discussion on the duties and liabilities of directors and company officers.
An M&A Series by Cassels Brock, partner Andrew Reback looks at tax related issues that may arise whenever shares of companies are purchased or disposed of.
A holding company is a company that owns shares in another company.
When public companies are accused of accounting irregularities, class action shareholder litigation often follows.
The Ontario government recently released its 2013 budget plan, which included discussion of amending the Securities Act to clarify the statute's insider trading provisions.
The Alberta Court of Appeal has recently released a decision that adds much needed clarity to when an officer or director of a corporation will be personally liable for torts committed by a corporation.
A discussion on what are the support obligations of franchisors and their "good Faith" and "Fair Dealing" performance duties under the "Arthur Wishart Act".
The Ontario budget, released yesterday, contains some hints at upcoming changes to the Securities Act planned by the provincial government.
Article 1375 of the C.C.Q. states that parties must generally interact in good faith. Under Québec law, the duty to act in good faith is implicit in every contract and is defined as the absence of malicious intent in a prudent and diligent contracting party.
The recent Delaware ruling in In Ancestry.com Inc. Shareholder Litigation provides a cautionary tale relating to a target company developing aggressive projections during an auction process.
Life and property and casualty insurers in Canada may be required to implement their "own regulatory solvency assessment" ("ORSA") by next January.
A discussion on a recent case, which provides a cautionary tale on the dangers of entering into a share purchase agreement and subsequently closing a share purchase transaction, without ample due diligence.
The Ontario Securities Commission announced today that Ministerial approval has been received with respect to the prospectus rule amendments released earlier this year that are intended to clarify certain provisions, address gaps, streamline requirements and codify prospectus relief that has been granted in the past.
In the decision Bertico Inc. et al v. Dunkin' Brands Canada Ltd. (2012 QCCS 2809), the Superior Court of Quebec emphasized some of the consequences that might be faced by a franchisor which let its brand "slide" or failed to protect and enhance it.
In the decision MDV Representations v. Corporation Xprima.com, the Superior Court highlights the importance of drafting termination clauses in a service contract using clear and simple language.
The Ontario Securities Commission has announced proposed rule amendments designed to remove certain Canadian-specific disclosure requirements for offerings of foreign securities in Ontario to sophisticated investors on a private placement basis.
The Ontario Securities Commission and a veteran investment banker, Richard Moore, recently reached a settlement agreement regarding claims by the OSC of improper securities trading by Moore.
The Ontario Securities Commission recently closed the comment period on its Staff Consultation Paper 45-710: Considerations for New Capital Raising Prospectus Exemptions, which sought input from stakeholders on proposed amendments to the current legislation regarding prospectus exemptions.
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A discussion on the duties and liabilities of directors and company officers.
With security breaches being on the rise, the requirement to have organizations notify the relevant privacy commissioners and affected individuals upon a security breach taking place is becoming increasingly important.
In the decision MDV Representations v. Corporation Xprima.com, the Superior Court highlights the importance of drafting termination clauses in a service contract using clear and simple language.
A discussion on the governments' efforts to obtain sources of revenues without raising taxes.
An ISDA protocol is a multilateral contractual amendment mechanism that allows for various standardized amendments to be deemed to be made to the relevant agreements of any two adhering parties.
This article touches on some of the key types of businesses and explains what a might be the typical role of a lawyer in providing advice or assistance to you in setting up your business or in having others join you in your business.
The recent "Pastagate" story has brought Quebec’s language laws to international attention.
A limitation clause places a limit on the amount that can be claimed for a breach of contract, regardless of the actual loss.
The decision of the Human Rights Tribunal of Ontario in Tremblay v. 1168531 Ontario Inc. serves as yet another reminder that Facebook postings can have significant consequences.
A discussion on whether former corporate directors and officers have presumptive unlimited, personal, no-fault liability to orders to pay all environmental costs associated with the assets of their former corporation, or of the subsidiaries of that corporation.
