We use cookies to customise content for your subscription and for analytics.
If you continue to browse Lexology, we will assume that you are happy to receive all our cookies. For further information please read our Cookie Policy.
In cooperation with Association of Corporate Counsel
  Request new password

Search results

Order by most recent / most popular / relevance

Results: 1-10 of 199

Potential changes coming to shareholder approval requirements following the OSC’s decision to require shareholder approval in a highly dilutive acquisition

  • Miller Thomson LLP
  • -
  • Canada
  • -
  • July 9 2009

In the wake of the recent ruling of the Ontario Securities Commission (the “OSC”) in regards to the previously proposed acquisition of Lundin Mining Corporation (“Lundin”) by HudBay Minerals Inc. (“HudBay”), the Toronto Stock Exchange (the “TSX”) is now proposing to amend its rules to require a listed company to obtain shareholder approval for an acquisition of another public company if certain thresholds are met

A second opinion on fairness opinions in commercial arrangements - Champion Iron called Into question by Bear Lake and Royal Host

  • Bennett Jones LLP
  • -
  • Canada
  • -
  • June 10 2014

Decisions on corporate plans of arrangement tend to be of two varieties. Most are fairly straightforward decisions, where the applicant proves that

Foreign spin off transactions and dividend in kind - conflicting rulings that reinforce an earlier precedent

  • Gowling Lafleur Henderson LLP
  • -
  • Canada
  • -
  • September 15 2011

On June 29, 2007, Tyco International Ltd. (“Tyco”) underwent a corporate reorganization that involved spinning off Tyco Electronics Ltd. (“Electronics”) and Covidien Ltd. (“Covidien”), and a stock consolidation

UBS Securities v. Sands Brothers: a refresher on contract formation

  • Miller Thomson LLP
  • -
  • Canada
  • -
  • December 3 2009

On April 22, 2009, the Court of Appeal for Ontario released its decision in UBS Securities Canada, Inc. v. Sands Brothers Canada, Ltd

Tower financing deduction denied by Tax Court of Canada: FLSMIDTH Ltd. v. The Queen

  • Dentons
  • -
  • Canada
  • -
  • January 13 2012

Taxpayers that have implemented crossborder tower financing structures and that have claimed a Canadian tax deduction for any U.S. taxes paid should revisit their structures carefully in light of the Tax Court of Canada’s recent decision in FLSMIDTH Ltd., v. The Queen (2012 TCC 3), which is the Court’s first decision concerning tower structures

Lesson for companies aquiring financing: tort for breach of confidence cannot be modified by confidentiality agreement

  • McCarthy Tétrault LLP
  • -
  • Canada
  • -
  • August 28 2013

The recent case Scott & Associates Engineering Ltd. v. Finavera Renewables Inc. serves as a warning to many companies, in particular, technology

The implied covenant of good faith and fair dealing: Delaware rocks on

  • McCarthy Tétrault LLP
  • -
  • Canada, USA
  • -
  • November 28 2011

Earlier this month, the Delaware Court of Chancery released its opinion in Winshall v. Viacom International, Inc

Non-compete agreement in purchase and sale or employment agreement?

  • Fasken Martineau DuMoulin LLP
  • -
  • Canada
  • -
  • February 22 2012

When employers are buying other businesses, the question of non-competes often arises

Shotgun! You should know this before triggering a buy-sell provision

  • McCarthy Tétrault LLP
  • -
  • Canada
  • -
  • January 23 2014

There are important lessons in a recent Ontario Court of Appeal decision examining shotgun buy-sell provisions, and in particular, the enforceability

OSC decision: AiT Advanced Information Technologies Corporation, Bernard Jude Ashe and Deborah Weinstein

  • Borden Ladner Gervais LLP
  • -
  • Canada
  • -
  • February 21 2008

On January 14, 2008, the Ontario Securities Commission (the “Commission”) released its decision in AiT Advanced Information Technologies Corporation, Bernard Jude Ashe and Deborah Weinstein