DLA Piper

In May 2026, Health Canada published its Guidance on Information and Submission Requirements for Biosimilar Biologic Drugs. This guidance sets out the regulatory framework under which biosimilar sponsors may seek a Notice of Compliance (NOC) for a biosimilar biologic drug in Canada. Key takeaways: Biosimilars are not generics Health Canada's issuance of an NOC for a biosimilar is a confirmation of a high degree of similarity to the Canadian reference biologic drug, but is not a declaration of equivalence. Biosimilars, unlike generics, are not eligible for authorization through the Abbreviated New Drug Submission pathway due to their inherent heterogeneity and complexity, and submissions are instead filed using the New Drug Submission (NDS) pathway in accordance with section C.08.002 of the Food and Drug Regulations. Canadian reference biologic drug The Canadian reference biologic drug serves as the foundation against which biosimilar sponsors must demonstrate high similarity. To qualify, the originator product must have been originally authorized based on a comprehensive quality, non-clinical and clinical data package and must possess a substantial body of evidence regarding quality, safety, efficacy, and effectiveness. An authorized biosimilar should not itself serve as a Canadian reference biologic drug for another biosimilar submission. Non-Canadian-sourced reference biologic drug Sponsors may use a non-Canadian-sourced reference biologic drug as a proxy for the Canadian reference biologic drug in comparative studies, provided it has the same medicinal ingredients, dose, dosage form, frequency of dosage, and routes of administration as the Canadian reference biologic drug. The non-Canadian-sourced reference biologic drug should be marketed in a jurisdiction with regulatory standards and principles for evaluation of medicines, post-market surveillance activities, and approaches to comparability that are similar to Canada. Intellectual property considerations In a NDS, the biosimilar sponsor should clearly identify the biologic drug authorized in Canada to which it is subsequent. The sponsor should also identify the biologic drug to which it is making a direct or indirect comparison or reference according to the Patented Medicines (Notice of Compliance) Regulations ("PM(NOC) Regulations") and section C.08.004.1 of the Food and Drug Regulations. What biosimilar sponsors can rely on A biosimilar candidate leverages the safety and efficacy information of the Canadian reference biologic drug, benefiting from a reduced non-clinical and clinical package. Clinical studies are generally limited to a comparative pharmacokinetic trial demonstrating pharmacokinetic equivalence, with data on safety and immunogenicity also collected. Comparative clinical efficacy studies are not typically required when the biosimilar can be compared and extensively characterized by appropriate analytical studies. Differences between the biosimilar and the Canadian reference biologic drug may be acceptable if the sponsor demonstrates no impact on safety and efficacy; however, major differences can disqualify the product as a biosimilar. Extrapolation of indications All indications granted to the Canadian reference biologic drug can be applied to the biosimilar candidate without further justification, provided the biosimilar has been shown to be highly similar to the Canadian reference biologic drug in terms of analytical characteristics and in functional properties related to the mechanism of action. A biosimilar may only be authorized for indications that are authorized for the Canadian reference biologic drug. Post-market obligations for biosimilar sponsors Biosimilar sponsors must comply with adverse drug reaction ("ADR") reporting requirements, which must include the unique brand name, non-proprietary name, DIN, and lot number to facilitate traceability of adverse reactions to specific products. If you have questions or need assistance with navigating the drug regulatory framework in Canada, please contact DLA Piper’s Intellectual Property & Technology practice group.

On June 4, 2026, the Government of Canada released AI for All: Canada’s National Artificial Intelligence Strategy, a 50-page, multi-billion-dollar plan positioning Canada as a global AI leader across six strategic pillars (protecting Canada/democracy, empowering Canadians, powering prosperity, sovereign AI infrastructure, scaling Canadian AI, and international partnerships) and five priority sectors (health/life sciences, energy/natural resources, transportation, agriculture, and manufacturing/robotics). It also commits to establishing the federal government as a strategic anchor customer for Canadian AI firms through the Buy Canadian policy. The strategy is presented as a five-year plan, with “trust” described as its “north star” and a stated goal of increasing Canadian business AI adoption from 12% to 60% by 2034, and follows more than 11,000 public submissions and input from a 28-member expert AI Strategy Task Force. Notably, the strategy does not signal any intention to reintroduce standalone AI legislation comparable to the Artificial Intelligence and Data Act (AIDA), which formed part of omnibus Bill C-27 and died on the Order Paper following prorogation in early 2025. AIDA had drawn significant criticism from Canada’s technology sector as potentially more restrictive than the European Union’s Artificial Intelligence Act—an approach seen as untenable for a middle power seeking to attract and retain AI companies. Instead, the strategy points to a more incremental, multi-bill approach. AI-related risks are expected to be addressed through targeted legislation, including promised privacy modernization and online safety bills, rather than through a single comprehensive regulatory framework. The strategy’s release also coincided with the tabling of the Office of the Privacy Commissioner of Canada’s (OPC) 2025–2026 Annual Report, Championing Privacy in the Age of AI, which reported a 109% year-over-year increase in complaints under the Personal Information Protection and Electronic Documents Act and nearly 700 breach reports affecting more than 20 million Canadians. This bulletin summarizes the strategy’s primary commitments (many of which involve substantial public expenditure, though timelines and implementation details remain limited), the regulatory measures it contemplates, and the notable gaps and critiques that have emerged since its release. Overview of key commitments Jobs and workforce While the strategy notes “hard questions about job security” which must be addressed “head on,” it focuses on the creation of up to 250,000 new jobs through AI adoption by 2031, including up to 90,000 AI-related jobs and work placement opportunities for young Canadians. It also commits to assessing training and upskilling offerings for mid-career workers, including in skilled tades, with a priority on developing AI-related skills. More broadly, the strategy projects three percent increase in GDP, representing nearly $200 billion in gains. AI literacy and education Canada will launch a National AI Literacy Initiative to provide entry-level AI training accessible to all Canadians. It aims to have AI literacy content reach one million entry-level post-secondary students and train more than 3,000 educators with AI learning kits in their classrooms. It also commits to providing all post-secondary students access to trusted AI agents. In addition, the government will invest $30 million in the CanCode program to fund not-for-profit organizations to offer free digital skills training (including coding, AI, and emerging technologies) to youth from kindergarten to grade 12, as well as their educators, with a focus on reaching underrepresented groups. Sovereign infrastructure While many private entities have proposed megaproject facilities that would export compute globally, the strategy commits to building a world-leading public supercomputer by 2031 and significantly expanding Canada’s sovereign compute and cloud infrastructure. Public-private partnerships are expected to deliver 850 MW of compute capacity by 2030 (scaling up to 2.3 GW), supported by investments in the tens of billions. The government will continue to roll out more than $2 billion in existing investments in Canadian AI compute capacity, and will provide an additional $700 million to expand the Compute Access Fund, aimed at providing affordable sovereign compute to Canadian small and medium-sized enterprises. Investment and commercialization The strategy proposes a $500 million Canadian Tech Growth Fund to help address the scale-up capital gap facing Canada’s most promising AI companies. The fund would provide flexible growth capital and allow the federal government to take equity stakes in leading AI firms. The government will also invest $500 million to expand and strengthen the Regional Artificial Intelligence Initiative delivered through Regional Development Agencies, along with an additional $130 million for commercialization programs across the National AI Institutes. Health sector initiatives The first AI “mission” will commit $200 million to improving health outcomes for Canadians. This includes $100 million to launch the Health Sector Data Space, in partnership with the Canadian Institute for Health Information, and a further $100 million to expand the VITAL health data platform to five additional provinces. International partnerships Canada will expand the newly formed Sovereign Technology Alliance, launched with Germany in February 2026, to support secure and interoperable AI capabilities and open up procurement opportunities for domestic firms. The strategy notes that Canada has signed 20 new economic and defence partnerships in the past year, securing nearly $100 billion in foreign investment commitments, of which 11 explicitly advance cooperation on AI. Proposed regulatory and legislative measures Privacy legislation The strategy promises to modernize consumer privacy legislation to enshrine a “fundamental right to privacy,” safeguard children’s information from exploitation and harm, and strengthen Canadians’ control over their personal data. It also signals ongoing work to review the federal Privacy Act for the government’s own use of personal information, including considerations around transparency, privacy, and alignment with international standards. However, no timeline has been provided for tabling these bills, and the government has tried (and failed) to modernize privacy laws in the past. Online safety legislation Canada will introduce online safety legislation to protect Canadians in the digital age, particularly children, from digital risks including those posed by AI. Again, the strategy does not indicate when this legislation will be introduced. The last version, on which our comments are here, did not survive the last government change, though momentum continues for a revamped online safety bill (As of publication, Bill C-34 has just been introduced) Bill C-22 is currently under review by the Standing Committee on Public Safety and National Security and may even include a social media ban for minors). AI safety and transparency The strategy commits $50 million to expand the Canadian AI Safety Institute to track emerging AI risks, advance technical research, and conduct transparent evaluations of AI models. It also proposes creating a Canada Trusted AI Certification program to help Canadians identify trustworthy AI products in the marketplace. The government also intends to work on AI transparency initiatives, including tools such as watermarking AI-generated content. Election protection The strategy commits to protecting elections and democratic institutions from AI-enabled misinformation and foreign interference, but does not set out specific regulatory mechanisms or timelines for doing so. Industry and stakeholder reactions The strategy has drawn significant commentary from industry groups, advocacy organizations, opposition parties, and academic commentators. Some stakeholders in the AI sector have welcomed it as a demonstration of what is possible for Canada – in terms of economic growth, support for smaller firms, improved public services, and enhanced research – and have signalled a willingness to partner with government on building trustworthy, values-aligned AI. Open-source and civil society advocates have praised the decision to put openness and technological sovereignty at the centre of the plan, describing it as a significant step toward a more trustworthy AI future that is not dependent on a small number of foreign providers. Some experts have highlighted the absence of clear timelines and key performance indicators as one of the biggest blind spots, noting that Canada is “already late” in delivering the strategy after months of missed deadlines, and that it remains unclear who in government is ultimately accountable for delivering on its commitments. Others have characterized the strategy as ambitious but short on details, calling for strong regulations to safeguard workers, youth, privacy, and energy supply, while observing that every other major industry in Canada, from forestry to banking, is already regulated. Industry voices have noted that while the strategy contains a number of promising ideas, it spreads its priorities broadly and does not yet provide a sufficiently clear roadmap for helping Canadian AI companies grow into globally competitive firms that create and retain economic value in Canada. On the workforce front, despite acknowledging the hard road ahead, the strategy makes no mention of potential layoffs arising from AI adoption and offers no clear plan for supporting displaced workers beyond literacy and skills training (while some labour organizations have expressed appreciation that the federal government is taking AI seriously and engaging proactively with worker concerns, even as they continue to call for stronger regulation, independent oversight, and robust safeguards). The plan does not introduce new regulatory requirements for worker protections, severance guidelines, or retraining mandates for companies that replace workers with AI (though it does expand “support” for employer-led training efforts, including programs intended to help mid-career workers adapt). Instead, the strategy leaves it up to individual organizations to proactively manage their own workforce transitions and reductions. Children’s advocacy groups have raised concerns that the government has prioritized adoption and industry without immediately establishing safeguards, suggesting that the protection of children is taking a back seat to innovation. Professional and standards bodies have reacted cautiously but positively to the focus on “trust” as a guiding principle, while stressing the need for concrete accountability and risk-management mechanisms. On environmental matters, while the strategy references Canada’s cold climate and clean electricity grid, it does not set out specific environmental standards for data centre development. It is also silent on regional emissions concerns, including in Alberta, which accounts for more than 90% of future AI data centre projects and relies on a comparatively high-emissions electricity grid. Finally, the strategy is notably silent on the use of AI in policing and law enforcement contexts, an omission that has drawn criticism given ongoing civil liberties concerns around facial recognition, predictive policing, and automated surveillance technologies. Key takeaways The AI for All strategy represents a significant federal commitment to AI investment, workforce development, and sovereign infrastructure. However, it leaves substantial questions unanswered regarding the content and timing of forthcoming privacy and online harms legislation, the regulatory treatment of large AI companies, the timeline for implementation, mechanisms for governmental accountability, the impact of AI on employment, and environmental safeguards for data centre expansion. For organizations, the key implications are: New legislation is coming, but probably not as a single comprehensive AI bill. AI safeguards will likely be embedded across multiple statutes and through amendments. Organizations may expect overlapping compliance obligations across different instruments.  Privacy standards are converging globally. Combined with the OPC’s assertive enforcement stance, organizations may expect stricter obligations around consent, transparency, and data minimization in AI-driven systems much like in other jurisdictions around the world.  Data residency and sovereignty requirements may follow. The emphasis on sovereign infrastructure and treating data as a “strategic national asset” suggest the potential for new data residency or governance requirements, particularly for organizations relying on foreign cloud or AI services.  Enforcement is not waiting for new legislation. Despite a lack of new legislation, the OPC is actively using existing tools. Organizations are encouraged to ensure their AI governance frameworks, breach reporting mechanisms, and complaint-handling processes are robust under current law.  Monitor closely for legislative introductions. No timetables have been provided. Organizations are encouraged to track parliamentary developments and prepare for consultation processes that may move quickly once bills are tabled.

At a glance Effective 20 October 2026, new “Equal Treatment” wage rules under the Canada Labour Code (the Code) will require equal pay for employees regardless of employment status (full-time, part-time, permanent, or temporary). Employers must avoid differences in wage rates based on an employee’s employment status where the employees perform substantially the same work, apply substantially the same skill, effort, and responsibility, work under similar conditions, and work in the same industrial establishment. Employees may request a wage review, and employers must respond in writing within 90 days. Exceptions apply for systems based on seniority, merit, quantity or quality of production, geographic differences, and red-circling. Temporary help agencies are also covered by similar equal treatment requirements. Background On 6 May 2026, the federal government published regulations (SOR/2026-75) in the Canada Gazette, Part II, bringing into force the “Equal Treatment” provisions of the Code. These provisions were first enacted in 2018 through Bill C-86, the Budget Implementation Act, 2018, No. 2, but required supporting regulations before they could take effect. The regulations clarify key definitions and procedural requirements, and the new rules will come into force on 20 October 2026. For a transitional period of two years until 20 October 2028, existing collective agreements that permit wage differences based on employment status will be exempt from these requirements. Key definitions The regulations define the following key concepts: Employment status means an employee’s status as full-time, part-time, permanent, or temporary. Full-time generally means working an average of 30 or more hours per week. Temporary includes fixed-term, seasonal, casual, or irregular employment. Industrial establishment is determined by reference to Employment Insurance regions (Schedule I of the Employment Insurance Regulations) and may include more than one physical location. For remote workers, this is generally the location where they most often reported for work before their remote working arrangement, or where they would report to work in person if there were no remote working arrangements. For transportation workers, this is the location of their home terminal, station, base, or port. Comparable wages refer only to the same type of rate of wages (time-based rates, mileage rates, commission rates). All time-based wages (hourly, daily, weekly, monthly or annual salaries) can be compared with each other. Exceptions A wage differential is permitted where it is attributable to one or more of the following: a system based on seniority or merit; a system that measures earnings by quantity or quality of production; red-circling (maintenance of a wage rate following demotion or reclassification); increases in wage rates due to recruitment or retention difficulties during labour shortages; differences in the geographic area where the employee works; or differences attributable to travel status. The particulars of any system providing for a difference in wage rates must be communicated in writing to employees or be readily accessible for examination. Wage review requests and enforcement Employees who believe they are not receiving equal pay based on their employment status may request a wage review from their employer. The employer must provide a written response with reasons within 90 days, either confirming the employee’s wage rate has been increased or explaining why the current rate complies with the Code. Employers cannot reduce an employee’s wage rate to achieve compliance. Employers must maintain records of all wage review requests, written responses, and systems relied upon to justify a wage differential. Administrative monetary penalties may apply for violations. The Code also prohibits reprisal against employees who exercise their right to request a wage review. Takeaways for employers To prepare for the new “Equal Treatment” wage rules under the Code taking effect on 20 October 2026, employers should begin now to: Review existing wage rates across employee classifications to assess compliance. Determine whether any of the permitted exceptions apply to existing differences in the wage rates. Update record-keeping practices to ensure the required documentation (particulars of systems that support any differences, wage review requests and responses) is maintained. Prepare internal processes to respond to employee wage review requests within the 90-day window. Note the two-year transitional period for existing collective agreements that permit wage differences based on employment status (expiring 20 October 2028).

Bill C-31’s proposed amendments to the Canada Labour Code signal a shift in the regulation of workplace restrictive covenants in Canada. If enacted, the legislation would significantly limit the use of non-compete clauses for federally regulated employers and continue a broader national trend favouring employee mobility and labour market competition. For employers operating in federally regulated industries, including banking, telecommunications, and transportation, the proposed changes could require a reassessment of employment agreements, executive contracts, and post-employment restriction strategies. What Bill C-31 proposes Bill C-31 would amend the Canada Labour Code to broadly prohibit employers from entering into or enforcing non-compete clauses and certain “other employment-related restrictions” that limit an employee’s ability to work for or operate a competing business after the employment relationship ends. The proposed legislation defines “non-compete clause” broadly. Notably, the amendments are designed not only to invalidate traditional non-competes but also to potentially capture other forms of contractual restrictions that may unreasonably impair labour mobility by way of future regulation. The proposed changes also include anti-reprisal protections for employees, prohibiting employers from dismissing, disciplining, demoting, or otherwise disadvantaging employees who refuse to agree to an unlawful non-compete provision. The legislation places the burden on employers to establish that a disputed restriction is permissible under, including whether it falls within one of the permitted categories of exception. Key exceptions to the proposed amendments Although the legislation would dramatically restrict the use of non-compete clauses, it preserves several important exceptions. Senior executive employees: Bill C-31 would also exempt certain high-level executives from the prohibition. The proposed exemptions include chief executive officers and several senior executives who report directly to the CEO, chief financial officers, chief technology officers, and certain other prescribed executive positions. Sale-of-business transactions: The proposed amendments would continue to permit non-compete clauses where a business, undertaking, or operation is sold or transferred and the seller subsequently becomes an employee of the purchaser. This reflects the long-standing principle that purchasers are entitled to protect the goodwill they acquire in commercial transactions. How the federal changes compare with Ontario’s non-compete prohibition Ontario was the first Canadian jurisdiction to prohibit most employment-related non-compete clauses through amendments to the Employment Standards Act, 2000 that came into force in 2021. While the approach being taken at the federal level is similar, there are some key differences that employers should note. First, Bill C-31 appears broader in scope than Ontario’s legislation. In addition to prohibiting traditional non-compete clauses, the federal proposal contemplates restricting additional categories of “other employment-related restrictions” through future regulations where those restrictions are viewed by the Governor in Council as unreasonably limiting employee mobility. Second, while Ontario’s legislation contains similar primary exception categories (sale-of-business transactions and executives), the proposed federal amendments include more detailed executive categories and expressly places the burden on employers to justify the enforceability of any disputed restriction (which is a statutory codification of the common law burden). Third, Bill C-31 includes proposed anti-reprisal protections and transition provisions addressing existing agreements, which would surpass the worker protections found in Ontario’s legislative framework. What federally regulated employers should do now Although the amendments are not yet in force, Bill C-31 provides a clear indication of where this segment of federal legislation is heading. Employers should not wait for final implementation before reviewing their employment agreements for restrictive covenants generally and non-compete clauses specifically. Some practical considerations include: With non-compete clauses likely to be prohibited for most employees, carefully drafted non-solicitation provisions will become the front line of post-employment protection. Employers should ensure that their non-solicitation clauses clearly define the scope of protected relationships (distinguishing between clients the employee personally serviced versus the broader client base), specify reasonable time limitations, and avoid language so broad that a court could characterise the clause as a de facto non-compete. Employers should review whether their long-term incentive plans, restricted share unit agreements, and deferred bonus arrangements include forfeiture-on-competition provisions that may be captured by the broader "other employment-related restrictions". Equity forfeiture clauses that function as economic deterrents to competition will conceivably fall within that scope. The burden now rests with the employer to show that one of the applicable C-Suite exemptions apply. Accordingly, rather than only relying upon the applicable employment agreement, employers should ensure that organisational charts, job descriptions, and reporting lines clearly evidence that the individual holds one of the prescribed positions and reports directly to the CEO. Bill C-31 provides a one-year transition period from the coming-into-force date, after which time existing non-compete clauses will be void. The transition period should be viewed as an opportunity to prioritize renegotiating agreements with employees in roles where knowledge protection is most critical. Any new agreements will, of course, likely require fresh consideration for signing the new agreement. DLA Piper will be closely monitoring the development of Bill C-31 and will provide updates as they become public.

On June 1, 2026, Executive Order No. 407/2026 (Order) was published in Argentina’s Official Gazette, implementing regulations for various provisions of the Employment Contract Law No. 20,744 (LCT), as amended by the Labor Modernization Act No. 27,802, in addition to regulations governing collective bargaining (Law No. 14,250), trade union organizations (Law No. 23,551), temporary staffing agencies (TSA), and construction industry registration (Law No. 22,250). The Order took effect on the date of its publication. Below, we offer a summary of the Order and highlight its key provisions. LCT Section 52: Employment registration The registration obligation required by the Order is fulfilled exclusively through enrollment and termination in the Customs Collection and Control Agency’s (ARCA) systems. Such registration is sufficient for all legal purposes. The obligation to maintain employment books – whether in physical or digital form – is eliminated; no administrative authority may impose additional requirements. LCT Section 140: Pay slip The pay slip must be structured in four clearly differentiated sections that identify: 1) data of the employer and the employee; 2) employer contributions and payroll charges; 3) gross remuneration and deductions; and 4) net remuneration. The document must include a summary of total labor cost sorted into the following categories: union fees, social security, health coverage (obra social), National Institute of Social Services for Retirees and Pensioners (INSSJP), Workers’ Compensation Insurance (ART), employer chamber contributions, and other items. Each line item must specify the computation base, unit of measurement, and resulting amount. LCT Sections 103 bis and 105: Fringe benefits and in-kind compensation Employer-provided meal benefits (Section 103 bis, para. (a)) must be furnished or directly funded by the employer and may not be substituted for or commuted into cash. The monthly cap is 40 percent of the prevailing Minimum Living Wage (SMVM). For in-kind compensation (Section 105, para. (b)), the applicable maximum is set at five percent of the employee's annual gross remuneration. LCT Section 210: Illness monitoring and medical certificates Medical prescriptions indicating rest leave must be issued electronically through platforms registered with the National Register of Electronic Prescriptions (ReNaPDiS) and signed by professionals enrolled in the Register of Health Professionals (REFEPS). Paper-based certificates with handwritten signatures are permitted only where lack of digital connectivity is demonstrated. Where an irreconcilable discrepancy exists between the initial diagnosis and the employer's medical review, the parties may resort to (a) an official medical panel in jurisdictions that have established such a mechanism or (b) an opinion from institutions registered with the Federal Registry of Healthcare Facilities (Ministry of Health Resolution No. 1,070/2009) with at least five continuous years of standing. LCT Sections 240 and 241: Resignation and mutual termination Concerning resignation (Section 240), the Secretariat of Labor, Employment, and Social Security (STEySS) will issue complementary regulations to implement the procedure for formalizing resignations before the labor administrative authority, including registration and verified notice to the employer. For mutual termination (Section 241), termination agreements submitted to the administrative authority may be ratified pursuant to Section 15 of the LCT, following verification of legality, absence of consent defects, and adequate accommodation of the parties' interests. LCT Section 252: Retirement notification The National Social Security Administration (ANSES) must implement an electronic notification system to inform both employers and agents of the National Health Insurance System of the commencement and completion of retirement proceedings, enabling timely awareness of the grant of the retirement benefit and allowing each party to make the relevant decisions regarding the employment relationship and health coverage. Law No. 14,250 and Executive Order No. 199/88: Collective bargaining Concerning employer representation (new Section 2), employer associations and business chambers are entitled to participate in collective bargaining provided that they demonstrate representation of at least ten percent of workers within the relevant scope. In multi-jurisdictional agreements, up to two additional employer-side representations may be admitted. Condominium-owner associations may be represented by the grouping associations to which they belong. For obligatory clauses and the Section 9 cap (new Sections 6 and 6 bis), the concept of an obligatory clause encompasses all contributions, dues, withholdings, funds, or economic charges benefiting the signatory parties or affiliated entities, regardless of denomination. The Section 9 cap is computed globally across all charges, and the computation base is the applicable conventional basic wage for the relevant job category. Agreements currently in force that exceed the cap must be restructured; those exceeding it as of the Order's effective date will discharge the obligor up to that limit. Agreements exceeding the cap will not be ratified or registered, while contributions within the cap are mandatory only for companies affiliated with the signatory entities (pursuant to Executive Order No. 149/2025). For the purposes of Section 137 of Law No. 27,802, collective bargaining agreements whose stated term has expired (Section 4) are deemed to have lapsed. Those lacking an express expiration date will be treated as expiring on December 31, 2026. STEySS is required to initiate the renegotiation convocation procedure within 30 days of the Order's effective date. Law No. 23,551 and Executive Order No. 467/88: Trade union organizations The Order mandates that the size of governing bodies must bear reasonable proportion to the number of dues-paying members. In addition to the membership register, an association may demonstrate dues-paying membership through union fee invoices, pay slips showing union dues withheld, or employer-issued certifications. The Competent Authority will cross-check the membership list against Integrated Argentinian Pension System (SIPA) records; material discrepancies will preclude satisfaction of the legal requirement. To replace an existing registered union, the Order requires the petitioning association to exceed the incumbent's dues-paying membership by at least five percent. The administrative authority must issue a decision within 45 days. Union time-off credits must be exercised upon 48-hour advance notice in a manner compatible with the establishment's operational continuity and without affecting critical sectors; credits may not be accumulated or transferred. In addition, the protection afforded under Section 50 of the Trade Union Act is enforceable against the employer only from the moment the association formally notifies the candidacy; protection ceases upon failure to officially list the candidate or if the candidate receives fewer than five percent of valid votes cast. An employer may seek judicial suspension of the protected employee's work activity where a potential hazard exists to persons, assets, or the effective operation of the business. Loss of coverage under the union's registration does not affect the personal protection afforded under Section 48, third paragraph of the Trade Union Act. Annex II: Temporary staffing agencies The Order revokes Executive Order No. 1,694/06 and enacts a new regulatory framework setting regulations for TSAs. A TSA is a legal entity whose exclusive purpose is to supply personnel to client companies for any economic activity. Under the Order, employment agreements with non-continuous workers must expressly identify the staffing modality. Workers deployed to client companies are engaged under a permanent non-continuous contract; those performing services at the TSA's own premises are engaged under a permanent continuous contract. Gap periods between assignments may not exceed 45 consecutive calendar days (extendable to 60 by agreement) or 90 alternating days per anniversary year. An employee is not required to accept a posting located more than 30 km away from their place of residence (or 50 km away by agreement at commencement of the relationship). Minimum remuneration must be no less than the applicable statutory and/or collectively agreed minimums, nor less than the compensation paid to permanent employees of the client company in the same job category and seniority. The Order authorizes the use of a TSA in the event of an absence of permanent staff, a statutory or collectively agreed leave or suspensions, an increase in extraordinary activity (including technology adoptions), urgent accident-prevention or repair work, and, generally, extraordinary or transient needs outside the company's ordinary course of business. In addition, the Order limits the ratio of temporary to permanent staff. Registration for authorization to use a TSA can be made electronically and at no cost with STEySS. If there are no objections, authorization becomes effective after 15 business days. Successful registration guarantees 1) a principal guarantee of 14,000 UVA units, applicable to all TSAs; and 2) a scaled supplemental guarantee of 100 UVA units per each additional worker between 31 and 100 employees, and 75 UVA units per worker when there are more than 100 employees. The Order designates the following permitted instruments: UVA-indexed cash deposit, government securities, real property security interest, bank guarantee, or surety bond. Annual adjustments are made based on UVA value and a sworn statement of headcount. Law No. 22,250: Construction industry registration Enrollment, termination, and modification of employment data for construction-industry workers must be filed with ARCA pursuant to the procedures and technological means it establishes. The Order establishes ARCA’s record as the authoritative record of registration, thereby excluding the Institute of Statistics and Registry of the Construction Industry’s (IERIC) registration competence. ARCA has 120 days to adapt its systems and implement the information exchange with the IERIC; the IERIC will act as a transitional relay channel until full implementation. Other amendments and repeals Concerning digital-platform workers (Section 3), the Secretariat of Transport of the Ministry of Economy is designated as the Competent Authority for the Mobility and Delivery Services Regime (Title XII, Law No. 27,802), while STEySS retains jurisdiction over collective bargaining agreements in the sector. Family allowances for agricultural workers covered by Sections 16 and 17 of the Agricultural Labor Act No. 26,727 are unified with the general framework under Section 1(a) of Law No. 24,714. The following are repealed: Sections 9 and 12 of Executive Order No. 199/88; Sections 6, 7, 8, and 11 of Executive Order No. 301/13 (Regulation of Law No. 26,727); and Executive Order No. 1,694/06 (TSA regulations). For more information, please contact the authors.

For the first time, the Puerto Rico Supreme Court has upheld the validity of non-compete clauses in contracts with independent contractors, specifically in the healthcare sector, and, in doing so, it has established the framework for their enforcement. In this alert, we outline the Court’s opinion in MCG Therapy Group LLC v. Maestre Rivera and set out key takeaways for entities that rely on non-compete protection in their professional services arrangements. Background The decision arose from a dispute over a non-compete clause in a professional services contract between MCG Therapy Group LLC (MCG) and a psychologist engaged as an independent contractor. The clause prohibited the psychologist from serving, for one year after resignation, the same special education students that she had treated through the company. After the psychologist began contracting directly with the Puerto Rico Department of Education while still providing services to MCG, the company sued for breach. Lower courts dismissed the claim, holding that the assignment of the contract to MCG required a separate written ratification of the non-compete. The Puerto Rico Supreme Court reversed, holding that the assignment was valid, the non-compete transferred with the contract, and the restriction was enforceable. Three justices dissented, raising concerns about public policy in the special education context, the sufficiency of consent to the assignment, and the adequacy of the reasonableness analysis. Non-compete standards by relationship type Employer–employee relationships The Court reaffirmed the strict Arthur Young standard, which requires the employer to demonstrate a legitimate business interest tied to the employee’s role and to ensure that any restriction is narrowly tailored in object, limited in duration to twelve months, and limited in geographic or client scope. The non compete must also be supported by adequate consideration beyond mere continued employment, and it must be set out in a written agreement reflecting clear consent and valid contractual cause. Failure to meet these requirements renders the clause null as contrary to public policy. Franchise and business sales relationships Under Martin’s BBQ, courts apply a more flexible reasonableness test in franchise and business contracts, recognizing the commercial nature of these agreements. Territorial and activity restrictions must be reciprocal and tied to protecting the franchisor’s competitive position. Courts will not rewrite overbroad clauses. Independent contractor relationships: A new standard For the first time, the Court articulated a standard for non-compete clauses in independent contractor agreements. The reasonableness test applies but with greater flexibility than in employment relationships, reflecting the contractor’s greater autonomy and bargaining power. Key factors include the contractor’s proximity to clients, the extent to which the contractor possesses specialized knowledge that could facilitate client solicitation, and the nature of any training provided by the contracting entity. Courts also consider broader equitable principles aimed at preventing unjust enrichment and ensuring that the contractor does not unfairly benefit from relationships or advantages developed through the contracting party’s structure. Legitimate interests supporting non-compete clauses in this context include protection of institutional clientele, prevention of disintermediation, safeguarding goodwill, and continuity of client contracts. Healthcare and professional services: Public interest considerations The Court emphasized that healthcare related non compete clauses require heightened scrutiny because of the public’s interest in maintaining access to essential services, though such clauses are not inherently invalid. Courts must balance the contracting entity’s legitimate commercial interests with the availability of other providers, the risk of monopolization or service shortages, and the public’s interest in preserving meaningful choice among healthcare professionals. Restrictions limited to specific clients, rather than broad geographic bans or blanket restrictions on professional practice, are more likely to withstand review. Contract assignment and transferability of non-compete clauses A central holding in MCG Therapy Group LLC v. Maestre Rivera is that a valid assignment transfers all rights and obligations, including non-compete clauses, unless the contract provides otherwise. The Court held that assignments do not require a specific form and may be perfected through tacit consent, in addition to holding that continued performance after notice of assignment constituted such consent. A separate written ratification of the non-compete was not required. Practical guidance for clients Clients are encouraged to review existing non compete provisions for independent contractors to ensure that they comply with the newly articulated reasonableness standard and prioritize restrictions tied to specific clients rather than broad territorial or industry wide prohibitions. Provisions should also clearly articulate the legitimate business interest being protected, such as preventing disintermediation, safeguarding goodwill, or avoiding client diversion, and tailor the restriction to that specific risk. Adequate consideration must be confirmed, whether through higher fees, access to client networks, or specialized training. In addition, clients may document any contract assignments and retain evidence of notice and continued performance to establish tacit consent. In the healthcare and education sectors, it is essential to account for the public interest by avoiding restrictions that could limit access to essential services or create service gaps. Finally, non compete clauses should be drafted narrowly, as courts will not modify overbroad provisions and will instead declare unreasonable restrictions null in their entirety. For more information, please contact the authors.  

DLA Piper advised Empresa Distribuidora y Comercializadora Norte S.A. (Edenor), Argentina’s largest electricity distributor, on its issuance of US$550 million Class 10 Notes, as well as a concurrent repurchase offer for its outstanding Class 7 Notes – key steps in the company’s broader strategy to manage maturities and strengthen its financial structure. The debt securities were issued on April 28, 2026, under Edenor’s global notes issuance program of up to US$1.25 billion (or its equivalent in other currencies), as approved by the Argentine Securities Commission. The Notes were issued through two series with differing settlement mechanisms. Series I was settled in cash through the transfer of US dollars held in Argentina and abroad, while Series II was settled in kind through the delivery of the company's outstanding Class 3 and Class 5 Notes. The DLA Piper team consisted of Partners Joshua Kaufman (New York), Marcelo Etchebarne, and Alejandro Noblía; Of Counsel Nicolás Teijeiro; and Associates Daiana Suk, Federico Vieyra, Ignacio Comparato, and Eugenio Rattagan (all Buenos Aires). DLA Piper in Latin America’s team offers full-service business legal counsel to domestic and multinational companies with interests in and operations throughout the region. Our integrated approach to serving clients combines local knowledge with the resources of the DLA Piper global platform. With more than 400 lawyers practicing throughout Argentina, Brazil, Chile, Mexico, Peru, and Puerto Rico, in addition to our US-based cross-border attorneys, our teams frequently work with our professionals throughout the LatAm region, Iberian Peninsula, and around the globe. DLA Piper’s global platform of 90+ offices in more than 40 countries enables us to serve all our clients’ legal and business needs, whether they are based in Latin America or wish to do business there. For more information, visit Latin America | DLA Piper.

2026 Barometer on the Climate and Outlook for Spanish Investment in the United States The Spain-U.S. Chamber of Commerce is pleased to invite you to the presentation of the 2026 Barometer on the Climate and Outlook for Spanish Investment in the United States.  The Barometer highlights the significant contributions of Spanish companies to the U.S. economy and their potential to further enhance the economic and commercial relationship between Spain and the United States. It also offers valuable insights into the business climate and the perspectives of Spanish companies on economic activity and investment in the United States. 

Regional Spanish CNMC hosts annual meeting of Ibero-American Association of Energy Regulatory Authorities and adopts Madrid Declaration. In May 2026, the Spanish Competition Authority (CNMC), which is also the energy regulator in Spain, hosted the annual meeting of the Ibero-American Association of Energy Regulatory Authorities (Asociación Iberoamericana de Entidades Reguladoras de la Energía, or ARIAE). Regulators from Ibero-American countries – along with Portuguese-speaking African regulators – discussed opportunities to enhance regulatory frameworks for integrating renewable energy into the electricity, natural gas, and liquid fuels sectors.  Participants also adopted the Madrid Declaration, which is a document that encourages the independence of energy regulators and promotes a stable regulatory framework. The Declaration also highlights the importance of international cooperation and the need to strengthen technical training, digitalization, and cybersecurity in order to improve market functioning, boost energy efficiency, and protect vulnerable consumers. Argentina Argentina moves toward a suspensory merger control regime. Argentina is set to transition to a suspensory merger control regime, as Article 9 of the Argentine Competition Law will become fully effective on November 17, 2026 – one year after the appointment of the President and other members of the Argentine Competition Authority. Under this framework, mergers and acquisitions (M&A) will be subject to approval by the Argentine Competition Authority before closing. With this change, Argentina will align more closely with international practice requiring approval for regulated M&A transactions. Chile TDLC rejects abuse of dominance claim against Metrogas and Agesa in gas distribution case. On January 28, 2026, Chile’s Competition Tribunal (Tribunal de Defensa de la Libre Competencia, or TDLC) issued Judgment No. 208/2026, rejecting a consumer claim alleging that the 2016 corporate division of Metrogas – which created Agesa – and a subsequent gas supply agreement constituted a scheme to circumvent Metrogas's profitability cap and enabled exploitative abuse through excessive pricing. The TDLC found that the corporate division was carried out transparently and was addressed by the law itself, dismissing both the fraud and excessive pricing allegations. TDLC approves settlement between FNE, Delivery Hero, and Glovo in cross-border market allocation case. On February 5, 2026, the TDLC approved a settlement agreement between the Fiscalía Nacional Económica (FNE), Delivery Hero SE (parent of PedidosYa), and Glovoapp23 SA (parent of Glovo) in a case concerning an international market allocation agreement. The FNE alleged that the companies entered into asset-transfer agreements in 2019 (Project Green) that included non-compete clauses allocating territories across Chile, Egypt, Peru, and Ecuador, resulting in Glovo's exit from Chile. The settlement imposes a fine of approximately USD31.5 million payable to the Treasury and requires Delivery Hero to implement annual competition law training for PedidosYa executives for five years. For additional background, see “FNE pursues Delivery Hero and Glovo for alleged market allocation” in the November 2025 issue of Juntos. TDLC rejects SumUp's abuse of dominance claim against Transbank in payment processing case. On February 3, 2026, the TDLC issued Judgment No. 209/2026, rejecting SumUp's claim against Transbank SA alleging that Transbank’s 2022 increase in acquirer margin fees breached a 2022 Supreme Court ruling and constituted a margin squeeze amounting to abuse of dominance. The TDLC dismissed both claims, finding that alternative providers were available and that SumUp failed to demonstrate that Transbank acted contrary to the Supreme Court's decision or that its margins had become negative. Supreme Court overturns TDLC rulings in interlocking cases. On March 2, 2026, Chile's Supreme Court overturned two TDLC judgments (2025) that sanctioned several entities for violating rules regarding interlocking directorates – which occur when an individual serves on the boards of competing companies simultaneously. In the first case, Juan Hurtado Vicuña served simultaneously as director of Consorcio and Larraín Vial; in the second, Hernán Büchi served on the boards of Banco de Chile, Consorcio, and Falabella. The Supreme Court held that 1) the interlocking prohibition applies only to individuals, not to the companies in which they participate, and 2) parent companies cannot be deemed “competing enterprises” merely because their subsidiaries operate in overlapping markets. The ruling nullified fines totaling approximately CLP7.5 billion but did not affect prior settlement agreements with Hernán Büchi and Falabella. TDLC approves settlement with Booking.com eliminating price parity clauses in digital lodging market. On March 23, 2026, the TDLC approved a settlement between the FNE and Booking.com BV, concluding an investigation into the company’s use of most favored nation, or price parity, clauses that restricted accommodation providers from offering lower prices on competing channels. Booking.com committed to eliminating such clauses, refraining from reintroducing them, removing external pricing criteria from its loyalty programs, and paying USD6 million to the Treasury. The obligations will remain in effect for a minimum of three years, after which Booking.com may seek review. FNE files complaint against PedidosYa for alleged breach of 2023 settlement banning price parity clauses in food delivery. On March 11, 2026, the FNE filed a complaint before the TDLC against Delivery Hero E-Commerce Chile SpA (PedidosYa) alleging a breach of the extrajudicial settlement approved by the TDLC in December 2023, which prohibited PedidosYa from implementing most favored nation, or price parity, clauses with its partner restaurants. The FNE alleges that PedidosYa used a banner labeled “Mismo precio que en local” (“Same price as in-store”) that effectively restricted restaurants from offering lower prices through their own channels or competing platforms. The FNE has requested a fine of approximately USD3.8 million. Mexico Mexico’s CNA sanctions companies for exclusivity clauses in medical oxygen supply contracts. On March 19, 2026, Mexico’s National Antitrust Commission (Comisión Nacional Antimonopolio, or CNA) imposed sanctions on two companies for engaging in anticompetitive practices related to the use of exclusivity clauses in medicinal oxygen supply contracts. According to the CNA, the sanctioned companies included exclusivity provisions in their supply agreements that prevented private clinics and hospitals from purchasing medicinal oxygen from alternative suppliers. The contracts also contained automatic renewal clauses and early termination penalties that applied to clients’ existing and future medical facilities. The CNA determined that these contractual provisions restricted competition, hindered entry and expansion by other suppliers, and limited the ability of clinics and hospitals to obtain alternative supply conditions for medicinal oxygen. The conduct was found to have affected medical facilities and patients requiring oxygen as part of their treatment. The CNA imposed fines of approximately MXN800 million. In addition, the CNA ordered the companies to 1) cease enforcing exclusivity clauses in existing contracts, 2) refrain from including exclusivity and automatic renewal provisions in future contracts, and 3) appoint a compliance officer and an independent auditor to oversee implementation of the corrective measures and ensure compliance with competition laws. The CNA files a class action to seek compensation for consumers affected by collusion in the LP gas market On April 23, 2026, the CNA announced the filing of a class action lawsuit against 53 liquefied petroleum (LP) gas companies, seeking compensation for consumers affected by a long-running collusive scheme in the distribution of LP gas in Mexico. The case arises from a prior investigation in which the authority identified and sanctioned an illegal agreement among major gas distributors, who allegedly coordinated to manipulate prices and allocate customers across regions such as Mexico City, the State of Mexico, and various localities in Colima, Tamaulipas, and Sinaloa. The CNA reports these practices resulted in overcharges that caused harm to consumers exceeding MXN13 billion. In addition to the administrative fines previously imposed, the CNA is seeking judicial remedies aimed at achieving direct compensation for affected consumers. In particular, the lawsuit requests that the companies be ordered to grant discounts on LP gas prices in the affecting regions. Peru INDECOPI sanctions an electricity sector company for failure to provide complete information in merger control review. On January 19, 2026, Peru’s National Institute for the Defense of Competition and Protection of Intellectual Property (INDECOPI) sanctioned an electricity sector company with a fine of 1,000 Tax Units (approximately PEN5.5 million) for failing to provide complete, accurate, and truthful information to the authority during the evaluation of a merger control filing. In 2023, the company notified INDECOPI of the proposed acquisition of solar power generation plants. INDECOPI requested documents related to the company’s investment plans or projects in the Peruvian energy sector for the following five years, which the company claimed did not exist. However, INDECOPI later identified internal documents indicating undisclosed investment plans. The decision represents the first sanction imposed for infringements under the current merger control regime. The first administrative resolution has been appealed and is currently pending at the appellate level. United States FTC secures USD10 million settlement with StubHub for deceptive ticket pricing. On April 9, 2026, the Federal Trade Commission (FTC) announced a settlement with StubHub for violating the FTC Act and the Rule on Unfair or Deceptive Fees. The FTC alleged that StubHub deceptively advertised ticket prices across the first three pricing displays on its website without clearly and conspicuously disclosing the total price, including all mandatory fees. State enforcers push for parallel remedies proceedings after jury verdict against Live Nation. On April 15, 2026, the jury in United States et al. v. Live Nation Entertainment, Inc. et al., found that Live Nation and its Ticketmaster unit monopolized ticketing services for large music venues and unlawfully tied venue access to its concert promotion services. This development follows Live Nation entering a mid-trial settlement with the US Department of Justice (DOJ) on March 9, 2026, which allowed Live Nation to retain Ticketmaster subject to certain conditions (as reported in our April 2026 issue of Inside Competition). However, state enforcers have deemed the DOJ settlement insufficient and have reportedly indicated their intent to seek a forced sale. State enforcers requested that the court proceed with remedies discovery in parallel with the Tunney Act review. Federal court blocks Nexstar-Tegna merger pending resolution of antitrust suit. On April 17, 2026, US District Court Chief Judge Troy L. Nunley extended an emergency order blocking Nexstar Media Group’s proposed USD6.2 billion acquisition of Tegna while an antitrust lawsuit brought by eight states and DIRECTV proceeds. Although the transaction had received approval from the Federal Communications Commission and DOJ, the merger would result in Nexstar owning 265 television stations across 44 states and the District of Columbia, including two or three “Big Four” local network affiliates in 31 markets. The court concluded that the plaintiffs were likely to succeed on the merits, finding that the transaction could lead to increased consumer prices, reduced programming quality and access, and diminished local journalism. Nexstar has announced its intent to appeal the ruling, stating that the transaction has received the required regulatory approvals and would expand local journalism.

On May 21, 2026, the Supreme Court of Canada granted leave to appeal in two cases that, while arising in different contexts, both grapple with a fundamental tension in Canadian law: the boundary between private action and state power, and the consequences when that boundary is blurred. In R. v. Pham, the British Columbia Court of Appeal ordered a new trial after finding the trial judge erred in assessing whether courier company employees became “state agents” when they set aside packages at police request. If parties are found to have been “state agents”, their actions become subject to Charter scrutiny since they essentially acted as an extension of the government. In McCormack v. Evans, the Ontario Court of Appeal upheld the admissibility of wiretap evidence, obtained through police deception, at a civil trial, while dismissing claims against officers for malicious prosecution and related torts. Both cases involve police investigative conduct that blurred proper boundaries, enlisting private actors in Pham and misrepresenting sources in McCormack, and raise questions about how such shortcuts affect evidence admissibility. Both will require the Supreme Court to clarify principles at the intersection of Charter rights, police powers, and the distinct objectives of criminal and civil proceedings. The cases also illustrate the divergent treatment of evidence in criminal versus civil proceedings. In Pham, the issue was whether a s. 8 Charter breach had occurred and whether evidence should be excluded under s. 24(2). In McCormack, the Court emphasized that civil trials are governed by different principles, the “pursuit of truth” is paramount, and Charter-based exclusion operates differently where there is no jeopardy or potential loss of liberty. Together, these cases offer a window into how Canadian courts navigate the competing demands of constitutional compliance, truth-seeking, and fair process across different legal domains. R. v. Pham, 2025 BCCA 324 In May 2019, CBSA officers intercepted two packages containing methamphetamine at the Vancouver International Airport, one bearing the appellant’s fingerprint. The packages had been shipped by a courier company in Nanaimo by someone named William McGuire on behalf of a fictitious company. After the RCMP alerted the courier company employees, Mr. McGuire delivered further packages on May 15, 17, and 23, 2019. The employees processed the packages in accordance with their usual procedure but then set them aside for warrantless seizure by the RCMP. The packages were subsequently searched pursuant to a warrant and found to contain multiple kilograms of methamphetamine. On May 23, the RCMP arrested the appellant. Subsequent searches yielded cash, waybills, phones, fentanyl, cocaine, and firearms. The appellant was convicted of ten offences. The trial judge dismissed his s. 8 Charter challenges and declined to exclude the evidence under s. 24(2). On appeal, Mr. Pham argued, among other grounds, that the trial judge erred in finding the courier company employees did not act as “state agents.” Analysis of the British Columbia Court of Appeal Writing for a unanimous Court, Justice DeWitt-Van Oosten held that the trial judge committed reversible error. The Court confirmed the legal test: whether the impugned conduct “would have taken place, in the form and manner in which it did take place, but for the intervention of the state or its agents.” Rather than applying this test, the trial judge asked whether there was anything wrong generally with police “enlisting the assistance of members of the public in the investigation, detection and prevention of crime.” The Court held this was an error of law reviewable on a standard of correctness. The Court also found that the trial judge misapprehended the evidentiary record. The courier company employees testified that the RCMP asked them to notify police if the suspected shipper returned, set aside packages for RCMP retrieval, take photographs, and obtain vehicle licence plate numbers. The employees testified that they took these steps because the police asked them to, that these actions were outside their regular duties, and that, but for the RCMP’s involvement, the packages would have remained in the mail stream. The trial judge’s finding that the employees “were simply going about their normal business” failed to account for this evidence. The Court allowed the appeals and ordered a new trial. On May 21, 2026, the Supreme Court of Canada granted the Crown leave to appeal. The Supreme Court’s consideration of this case may provide further guidance on the test for state agency under s. 8 of the Charter and the circumstances in which police interactions with private actors transform those actors into agents of the state. McCormack v. Evans, 2025 ONCA 767 The appellant, William McCormack, was a plainclothes officer with the Toronto Police Service responsible for Liquor Licence Act enforcement. An organized crime investigation, implicated him in bribery and corruption. The lead investigator, Evans, obtained judicial authorization to intercept the appellant’s private communications based on an affidavit that deliberately misdescribed two individuals as confidential informants (CIs) when they were not. The intercepted communications captured the appellant engaging in highly incriminating conversations about receiving payments and warning bar owners of inspections. The appellant was charged with numerous criminal offences. The corruption charges were stayed for delay under s. 11(b) of the Charter, and the remaining charges were withdrawn by the Crown, who opined that a s. 8 breach would be “inevitable” given the misdescription. The appellant commenced a civil action alleging malicious prosecution, negligent investigation, misfeasance in public office, intentional infliction of emotional distress, and Charter damages. The trial judge dismissed the action, and the appellant appealed. Analysis of the Ontario Court of Appeal On the admissibility of wiretap evidence, the Court held that, absent a judicial determination of invalidity, the wiretap authorization was presumed to be valid. The Crown’s opinion that a s. 8 breach was “inevitable” was a lawyer’s submission, not a judicial finding. Critically, the Court held that even if the evidence would have been excluded at a criminal trial, this would not dictate admissibility in civil proceedings. The Court emphasized that “the analysis of whether or not to exclude evidence for a Charter breach is entirely different in the civil context than in the criminal context.” In criminal proceedings, constitutional principles may override truth-seeking objectives where the state wields coercive power against an individual facing jeopardy and potential loss of liberty. In civil proceedings, the parties do not face such risks. The Charter does not determine admissibility; instead, admissibility is governed by the common law, balancing probative value against prejudicial effect, as informed by Charter values. The Court found the intercepted communications highly probative and their exclusion would have marked “a departure from factual reality, common sense, and the pursuit of justice.” On reasonable and probable grounds, the Court upheld the trial judge’s finding that Evans’ deception did not negate a genuine belief in the appellant’s guilt. The deception related to the status of the sources as confidential informants, not the content of their evidence. The charges were based on the appellant’s own incriminating utterances captured by the wiretap. The Crown’s withdrawal of charges was based on the potential for Charter exclusion, not the unreliability of the investigators’ grounds. The Court dismissed the appellant’s remaining civil claims. Malicious prosecution and negligent investigation failed because the appellant could not establish the absence of reasonable and probable grounds to prosecute him. Misfeasance in public office failed because the respondents were not motivated by animus. Intentional infliction of emotional distress was dismissed because, although Evans’ misdescription was “improper,” the appellant had “not shown that it was calculated to cause harm.” The Charter damages claim failed because the appellant did not establish that the wiretap authorization was invalid. On May 21, 2026, the Supreme Court of Canada granted leave to appeal this decision. The grounds for appeal remain to be seen. Looking ahead: Why these cases matter The simultaneous grants of leave in Pham and McCormack signal the Supreme Court’s interest in clarifying the boundaries of state agency and the consequences of investigative irregularities. While the cases arise in distinct procedural contexts (one criminal, one civil), they share a common thread: police investigative conduct that blurred established boundaries, and the legal implications when that conduct is later scrutinized. In Pham, the Supreme Court will have an opportunity to provide authoritative guidance on the test for state agency under s. 8 of the Charter. The Court of Appeal’s decision reaffirmed the Buhay framework, asking whether the private actor’s conduct would have occurred “in the form and manner in which it did” but for police intervention, while highlighting how easily that test can be misapplied. The Supreme Court’s decision may clarify the threshold at which police requests for assistance transform cooperative citizens into agents of the state. In McCormack, the central issues are the admissibility of evidence obtained through investigative deception and the standard for establishing reasonable and probable grounds. The Court of Appeal held that wiretap evidence remains admissible in civil proceedings, even where the underlying authorization may have been tainted by police misconduct. This reflects a fundamental distinction: in criminal cases, the state wields coercive authority against an individual facing potential loss of liberty, and constitutional rights may override truth-seeking objectives; in civil cases, “pursuit of truth” remains paramount. The Supreme Court’s consideration of this case may further develop the jurisprudence on how Charter values are balanced against truth-seeking objectives outside the criminal context. Together, these cases will shape how police engage with private actors, how courts assess the fruits of those engagements, and how the constitutional protections against unreasonable search and seizure apply across different legal contexts. Practitioners in both criminal and civil litigation should watch these appeals closely.

The British Columbia Court of Appeal has unequivocally held that a third party notice must be filed before the expiry of the limitation period for claim for contribution or indemnity, or else it will be set aside as being barred under the Limitation Act, regardless of when the application for leave to file a third party notice is filed. On May 22, 2026, in Oldcastle Building Products Canada Inc. v. Division 8 Consulting Corp., 2026 BCCA 223, the Court of Appeal upheld the chamber judge’s decision to set aside a third-party notice for a claim for contribution or indemnity because it was filed after the expiry of the limitation period, even though the application for leave to file was filed months before the limitation period expired. The Limitation Act, S.B.C. 2012, c. 13, treats contribution and indemnity claims differently than other third-party claims. While s. 22(1) allows third-party proceedings for a related claim to be brought in an ongoing court proceeding after the expiry of a limitation period, s. 22(2) specifically sets out that nothing in s. 22(1) gives a person a right to “commence a court proceeding” by bringing a third-party proceeding in relation to a claim for contribution or indemnity after expiry of the applicable limitation period. In this case, the application for leave to file a third-party notice (Application) was filed before the limitation period had expired; however, the third-party notice itself was filed after the limitation period had expired. As s. 22(2) does not permit a person to “commence a court proceeding” for a claim for contribution or indemnity after the expiry of the limitation period, the pertinent issue before the Court was when the third-party claim for contribution or indemnity was commenced. If it was upon filing the Application, then the claim was not statute barred, but if was upon filing the third-party notice, then it was. The Court of Appeal held that both the jurisprudence and the modern principle of statutory interpretation, which requires a contextual and purposive approach, supported the interpretation of “to commence a court proceeding” as being the filing of the third-party notice. Essentially, a third-party claim is considered a court proceeding, and a third-party notice commences the court proceeding. This interpretation was found to be consistent with the whole Limitation Act, and the definition of “originating pleading” in Rule 1-1 in the Supreme Court Civil Rules, B.C. Reg. 168/2009 [Rules]. The Court of Appeal determined that the purpose behind treating claims for contribution or indemnity in the Limitation Act differently than other third-party claims is to ensure that a defendant address claims for contribution or indemnity early in the litigation. For this reason, s. 16 of the Limitation Act sets one of the dates that a claim for contribution or indemnity is considered to be discovered as the date one is served with a pleading in respect of a claim on which the claim for contribution or indemnity is based. If filing an Application was sufficient to avoid the consequence of s. 22(2), then a party could take as long as it wished to file the third-party notice, which would not achieve the end of addressing claims for contribution or indemnity early in the litigation. Based on these reasons, which were supported by the jurisprudence, the Court of Appeal upheld the chamber judge’s decision, and unequivocally held that a third-party notice for claim for contribution or indemnity must be filed before the expiry of the limitation period, or else it will be set aside as being barred under the Limitation Act.   We note that from the above, there are two important practice points: The version of the Rules in this case provided for a third party notice to be filed as a right within 42 days of being served with a notice of civil claim or counterclaim, which would be within the two-year limitation period set out in the Limitation Act. However, the current version of the Rules, has changed and provides for a third-party notice to be filed as a right within 42 days after the filing of the response, which, depending on when a response is filed, could be after the limitation period expires. While the Rules may now allow the filing of the third-party notice after the limitation period, it is unlikely that the Rules will be considered to override the limitation period and other provisions set out in the Limitation Act.Therefore, a third-party notice should be filed before the expiry of the limitation period, regardless of whether it is permitted to be filed later under the Rules. While the Rules may effectively permit the filing of a third-party notice after expiry of the limitation period, the third-party notice may still be set aside, as is what occurred in this case. In this case, there was no dispute that the third-party notice was permitted to be filed, as it was filed in accordance with an order after application, but as it was filed after the limitation period, it was set aside.   If there is a risk that a third-party notice for a claim for contribution or indemnity cannot be filed before the limitation period expires because, for example, leave of the court is required, then a notice of civil claim seeking contribution or indemnity in a separate action can be filed before the limitation period expires. As set out in this case by the Court of Appeal, to avoid a multiplicity of proceedings, if the third-party notice is ultimately filed in time then the separate action can be discontinued, or an order can be obtained to have the two actions heard together.Therefore, the most important thing about a claim for contribution or indemnity is to file the originating pleading before the expiry of the limitation period.

DLA Piper advised the Province of Chubut on the issuance of series CXVIII Class 2 Treasury Notes for an aggregate principal amount of AR$45.5 billion in debt secured notes due 2026. The debt securities were issued on May 20, 2026 and were structured with a dual fixed-rate mechanism, accruing interest at the higher of (i) a 27.00% nominal annual fixed rate or (ii) the Private TAMAR Rate plus a fixed spread of 5.50% nominal annual. The debt securities will be fully amortized at maturity on September 21, 2026. The DLA Piper team was comprised of Partner Justo Segura and Associates Federico Vieyra, and Ignacio Comparato (all Buenos Aires). DLA Piper in Latin America’s team offers full-service business legal counsel to domestic and multinational companies with interests in and operations throughout the region. Our integrated approach to serving clients combines local knowledge with the resources of the DLA Piper global platform. With more than 400 lawyers practicing throughout Argentina, Brazil, Chile, Mexico, Peru, and Puerto Rico, in addition to our US-based cross-border attorneys, our teams frequently work with our professionals throughout the LatAm region, Iberian Peninsula, and around the globe. DLA Piper’s global platform of 90+ offices in more than 40 countries enables us to serve all our clients’ legal and business needs, whether they are based in Latin America or wish to do business there. For more information, visit Latin America | DLA Piper.

Argentina’s National Executive Branch has approved new regulations (Regulations) governing Title II of the Labor Modernization Act No. 27,802, establishing Labor Assistance Funds (FALs). The Regulations are designed to facilitate compliance with severance obligations under the Employment Contract Law and applicable professional statutes, with coverage limited to duly registered employees. They take effect on November 1, 2026. Below, we summarize the Regulations, their scope, and key provisions. Scope of application The Regulations cover all private-sector employers, with the exception of public-sector employment relationships (as defined under Section 8 of the Financial Administration Act No. 24,156) and relationships expressly exempted under the last paragraph of Section 58 of Law No. 27,802. Small- and medium-sized enterprises are defined pursuant to former Secretary of Small and Medium Enterprise (SEPyME) Resolution No. 220/2019. Non-profit entities meeting the parameters of this Resolution, as registered before the Customs Collection and Control Agency (ARCA), are likewise covered. Legal description and structure of FALs FALs are structured through collective investment vehicles authorized by the National Securities Commission (CNV), such as mutual funds (Section 1, first paragraph, Law No. 24,083) or financial trusts (Civil and Commercial Code, Chapter 30). In all cases, asset segregation and specific earmarking of resources are required. Such vehicles are subject to the regulatory, supervisory, and enforcement jurisdiction of the CNV. Employers are required to maintain an Individual Employer Account, which is a separate, independent, non-transferable, and non-attachable fund of a pooled nature (i.e., not attributable on a per employee basis) (Section 59, Law No. 27,802) administered by an Authorized Entity. Each account is assigned a unique identifier (FAL ID) that the employer must report to ARCA. Financial trusts must implement operational continuity mechanisms no later than 24 months before the trust's maturity date, providing for renewal or orderly asset migration. Key operational definitions The Regulations provide the following definitions related to the operation of FALs: Registered employee: An employee whose employment relationship has been enrolled and reported in compliance with applicable labor and social security law at least 12 months prior to termination (Section 58, Law No. 27,802). Waiting period: Six complete and consecutive monthly accrual and payment periods, counted from the calendar month in which ARCA records the actual payment of the first employer contribution (Section 15). Deficient registration: FAL coverage is limited to amounts computed on the basis of data actually registered, without prejudice to the employer's full liability for any resulting deficiency under applicable labor law (Section 13). Portability: The transfer by an employer of accumulated funds to another CNV-authorized collective investment vehicle, provided no payment obligations are outstanding, and ARCA is duly notified. The CNV will establish applicable timeframes and frequency (Section 14). Monthly contribution and employer relief The monthly contribution is included within the Unified Social Security Contribution (CUSS), with ARCA acting as the transfer agent for the Individual Account. Non-payment, unavailability, or insufficiency of funds will not give rise to any liability on the part of the National Government or ARCA. FAL contributions may not be offset against any tax, social security, or customs obligations of the employer. Employer contribution relief (Section 76, Law No. 27,802) applies exclusively to employment relationships covered by the FAL and not subject to the Labor Formalization Incentive Regime (RIFL), while the latter remains applicable. Relief is prorated in accordance with the distribution of employer contributions across social security sub-systems (Laws Nos. 19,032; 24,013; 24,241; and 24,714). It may not be carried forward across periods or generate offsetting credits. Tax treatment Employer contributions to the FAL are deductible for income tax purposes (Section 60, Law No. 27,802). Investment returns, interest, and other income generated by fund assets, including dividend-equivalent distributions, are exempt from income tax. Amounts received by employees as severance payments are accorded the same income tax treatment applicable to the indemnification payments that they replace. Accounts and transactions of the collective investment vehicles implementing FALs are exempt from the Tax on Banking Debits and Credits (Section 25, incorporated into Executive Order No. 380/2001). Fees charged by Authorized Entities are capped at a global maximum of one percent per year on total assets under management (Section 20). Validation and payment procedure Upon termination of the employment relationship, the employer must submit to the Authorized Entity an electronic sworn statement (declaración jurada) containing: The employer's tax identification number (CUIT) and registered address The employee's full name and labor identification number (CUIL) The employee's bank account details The date and grounds for termination, with a copy of the terminating act or agreement (including any Section 241 LCT mutual termination agreement executed with the required formalities) A detailed severance computation The amount to be transferred, and The case number, if applicable. The Authorized Entity's verification is limited to: Confirmation of the employee's bank account ownership Confirmation of the employee's registered status, and Completeness of the sworn statement. Once the requirements are satisfied, funds must be transferred within five business days of the complete and accurate submission. The accuracy of severance calculations is the exclusive responsibility of the employer. Enforcement and sanctions Enforcement authority is exercised concurrently, each within its respective jurisdiction, by the Secretariat of Labor, Employment, and Social Security (STEySS); ARCA; and the CNV. The administrative fine set forth in Section 75 of Law No. 27,802 is assessed by the STEySS pursuant to the procedural framework of Law No. 18,695, and enforced by ARCA through tax enforcement proceedings (Law No. 11,683). The three agencies will establish a joint information-sharing mechanism for the detection of noncompliance. Effective date and implementing regulations The Regulations take effect on November 1, 2026 (Section 27). STEySS, ARCA, the CNV, and the Secretariat of Finance of the Ministry of Economy are required to issue all necessary clarifying and implementing regulations within 45 business days from the publication of Executive Order No. 408/2026 in the Official Gazette. For more information, please contact the authors.

On May 28, 2026, Secretary of State Marco Rubio announced that the United States Department of State (DOS) designated Brazil-based drug-trafficking and transnational criminal organizations Comando Vermelho (CV) and Primeiro Comando da Capital (PCC) as Specially Designated Global Terrorists (SDGTs) under Executive Order (EO) 13224, as amended by EO 138861, which targets terrorism financing. The DOS also announced its intention to designate CV and PCC as Foreign Terrorist Organizations (FTO), effective June 5, 2026, pursuant to Section 219 of the Immigration and Nationality Act and EO 13224. These designations carry significant compliance implications for companies and business units with a US nexus, non-US companies that continue to do business with CV and PCC, and individuals and entities with business operations, counterparties, supply chains, or investment relationships in Brazil. Background CV (based in Rio de Janeiro) and PCC (based in São Paulo) are among the most prominent criminal organizations in Brazil. According to the DOS, together they command thousands of members and have orchestrated attacks against Brazilian police officers, public officials, and civilians. They operate throughout Brazil, and their networks extend across the Western Hemisphere into the US, with transactions also reaching Africa and Europe. Public reporting indicates that, within Brazil, CV and PCC have infiltrated or exploited legitimate sectors of the economy – including fuel distribution and retail, public transportation, financial services and fintech, real estate, and other local service industries – while extorting businesses and disrupting hiring and logistics in areas under their influence. Reporting also suggests that organized crime, including CV and PCC, has in some jurisdictions infiltrated politics, public contracting, and local power structures. These designations align with a broader pattern of heightened US enforcement activity involving transnational criminal organizations in Latin America. On January 21, 2025, President Donald Trump issued EO 14157, directing the “total elimination” of certain Latin American drug cartels and transnational criminal organizations. The following month, the Administration designated eight Mexican and Colombian cartels – including the Sinaloa Cartel, CJNG, and Tren de Aragua – as both FTOs and SDGTs, as discussed in our prior alert. Since then, the Administration has continued to expand the scope of these designations through successive US Department of the Treasury (Treasury) and DOS actions aimed at cartel-linked networks across sectors and activities including oil and gas, timeshare fraud, real estate, and agriculture, alongside related criminal prosecutions by the US Department of Justice (DOJ) and coordination with the Mexican government. Criminal, civil and regulatory enforcement These designations may present significant legal and compliance implications for industries with operational, financial, or supply-chain touchpoints in the Americas, including agriculture, chemicals and pharmaceuticals, financial services, construction, logistics, transportation and shipping, energy, oil and gas, mining and natural resources. Industries that are cash‑intensive, embedded in local supply chains, or historically exposed to cartel activity may face heightened scrutiny. The financial services sector may face particular risk, as banks, fintech companies, and money‑services businesses have historically been subject to regulatory and law enforcement scrutiny for facilitating transactions – whether inadvertently or willfully – linked to SDGTs and FTOs. Tourism and hospitality, as well as retail and consumer goods sectors, have also been impacted by US-led sanctions enforcement. Regulatory exposure. Treasury’s Office of Foreign Assets Control (OFAC) routinely applies a strict liability standard in civil enforcement actions, meaning that companies and individuals may be held liable for sanctions violations regardless of knowledge. The maximum civil monetary penalty for violations of most OFAC-administered sanctions programs is USD377,700 per transaction, or twice the value of the underlying transaction, whichever is greater. Effective immediately under the SDGT designations, all property and interests in property of CV and PCC that are in the US or in the possession or control of US persons are blocked (i.e., transferring or otherwise dealing with the property is prohibited). This applies to tangible and intangible assets, whether present, future, or contingent. Under OFAC’s 50 Percent Rule, any entity owned 50 percent or more, in the aggregate, by one or more blocked persons is also considered blocked. US persons are generally prohibited from engaging in transactions or dealings with blocked persons or their property without a license or other authorization from OFAC. Companies may wish to ensure they have appropriate controls in place to comply with regulatory requirements related to blocking or freezing funds involving CV and PCC. Criminal penalties for willful violations. Willful violations of the International Emergency Economic Powers Act (IEEPA), on which both EOs are based, are subject to penalties of up to 20 years’ imprisonment and a USD1,000,000 fine. The US has also charged sanctions violators with related offenses including conspiracy, aiding and abetting, and money laundering. Criminal penalties for material support of terrorism. Under 18 U.S.C. § 2339B, knowingly providing – or knowingly attempting or conspiring to provide – material support or resources to an FTO is a criminal offense punishable by up to 20 years’ imprisonment. Material support may include financial services (e.g., services relating to currency, monetary instruments, or financial securities), as well as lodging, training, and transportation. The facilitation of payments, directly or indirectly, can constitute “material support” and give rise to criminal liability. US authorities also assert extraterritorial jurisdiction over material support offenses, including where support occurs outside the US but involves US dollar-denominated transactions, routing through US financial systems, or communications transmitted via US servers. Civil liability. The Anti-Terrorism Act (ATA) and Justice Against Sponsors of Terrorism Act (JASTA) provide a private right of action for US nationals injured by acts of international terrorism to sue for damages based on an aiding and abetting theory (i.e., that the defendant knowingly provided substantial assistance to an FTO or SDGT). ATA and JASTA litigation in the US have increased markedly in the last several years, including with respect to financial institutions, cryptocurrency exchanges, social media companies, medical supply and manufacturing companies, and others whose goods and/or services have allegedly been used by SDGTs or FTOs in furtherance of terrorist acts. Accordingly, companies that engage with CV or PCC at any point in the supply chain may face civil litigation risk. Seizure and forfeiture. US seizure and forfeiture authorities in the sanctions context derive from national security statutes, general federal forfeiture statutes (e.g., 18 U.S.C. § 983 and Title 19 customs authorities), and DOJ procedures for federal seizure of property linked to unlawful conduct. The US often pursues civil or criminal forfeiture under separate statutory authorities where sanctioned activity is tied to underlying offenses such as terrorism, evasion, or money laundering, enabling title to the seized property to vest in the US. In civil cases, the DOJ has pursued forfeiture actions against assets – both in the US and abroad – deemed traceable to illicit conduct, without requiring criminal conviction. In such cases, agencies may leverage judicial or administrative processes under federal forfeiture law to seize property and seek forfeiture through court proceedings. In criminal sanctions cases, forfeiture may be imposed as part of sentencing following prosecution for willful violations, often alongside fines and imprisonment, and typically coordinated between OFAC (civil enforcement) and DOJ (criminal enforcement). Secondary sanctions. Under US counterterrorism and counter-terrorist financing sanctions authorities (including EO 13224), the US can designate non‑US persons for engaging in specified dealings with sanctioned individuals or entities, including where there is no US nexus (i.e., no US dollar, person, or territory involved). Immigration consequences. Members and representatives of designated FTOs are prohibited from entering the US, and individuals who provide material support to FTOs may be deemed inadmissible or subject to removal. Compliance implications for companies with Brazil exposure Given CV and PCC's reported involvement in legitimate industries and geographic presence in certain areas in Brazil, these designations may present compliance challenges that extend beyond traditional sanctions screening. Companies are encouraged to assess the following areas. Targeted risk assessments Companies should consider assessing existing compliance programs and controls to ensure that they are adequately tailored to the risks arising from cartel activity and any links to CV and PCC. In particular, companies should consider conducting such assessments to help identify and mitigate risks of possible touchpoints with cartels, including in third party relationships. In certain sectors, this might involve enhancing risk-based programs designed to prevent money laundering and the financing of terrorism – including know your customer (KYC) and due diligence measures – to ensure they are adequately tailored to industries and geographies in Brazil where CV or PCC operate and adapted to specific higher-risk products or services. “Lookback” reviews of historical counterparty relationships may be warranted to refresh risk ratings. Regulators also increasingly expect that, where warranted, compliance programs will perform more holistic supply chain KYC that does not end at one’s immediate customer or counterparty, but instead involves “KYCC,” i.e., knowing one’s customer’s customers and/or one’s counterparty’s counterparties. Sanctions screening Companies should consider assessing whether their screening procedures incorporate CV, PCC, and all known aliases, and consider re-screening existing customers, contractors, and counterparties. Under the 50 Percent Rule, entities owned 50 percent or more by blocked persons are also blocked – even if not individually designated. Transaction monitoring Monitoring systems should be calibrated to detect red flags associated with CV and PCC activity, including unusual pricing in high-risk regions, atypical payment routing, and supply-chain touchpoints in areas of known territorial control. Supply chain and correspondent banking Companies with indirect exposure through suppliers or distribution networks in high-risk regions may face increased scrutiny with respect to third-party monitoring. Foreign financial institutions maintaining US correspondent accounts may also face exposure under secondary sanctions frameworks – including the risk of being cut off from the US financial system – as well as potential designation by the US Treasury’s Financial Crimes Enforcement Network (FinCEN) as primary money laundering concerns under Section 311 of the USA PATRIOT Act for processing transactions involving designated persons or affiliates. Looking ahead Enforcement patterns following the Mexican cartel designations – including successive OFAC actions, FinCEN alerts, and DOJ prosecutions – may signal the potential for additional designations of CV- and PCC-linked individuals and entities. Adaptable and comprehensive compliance programs are likely to continue to play a key role for companies operating in this evolving enforcement landscape. Conclusion The designation of CV and PCC as SDGTs, with FTO designations to follow, represents an expansion of the Trump Administration’s counterterrorism enforcement activity into Brazil. These actions do not create new obligations under Brazilian law, but they create potential exposure under US law for entities with a US nexus. Prior enforcement activity involving similar designations provides insight into related regulatory, civil, and criminal enforcement activities that may follow. As the SDGT blocking obligations are already in effect, companies are encouraged to assess their exposure and ensure that compliance programs are aligned with these recent developments. DLA Piper’s cross-border team supports companies in assessing and addressing compliance considerations associated with these developments. For further information and assistance, please contact the authors.

On May 14, 2026, the Canadian Securities Administrators (CSA) released a comprehensive package of proposed amendments and accompanying policy changes targeting the issuer bid, take-over bid, and early warning reporting regimes under Canadian securities law (Proposed Amendments). The proposals span amendments to National Instrument 62-104 Take-Over Bids and Issuer Bids (NI 62-104), National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues (NI 62-103), National Instrument 51-102 Continuous Disclosure Obligations (NI 51-102), and related companion policies, National Policies, and consequential instruments. Stakeholder comments are invited until August 12, 2026. The Proposed Amendments touch nearly every corner of the bid and beneficial ownership reporting landscape. In the CSA’s words, the objectives are to “provide issuers with greater flexibility to repurchase their own securities, enhance transparency of ownership of derivative interests in specified circumstances, and reduce regulatory burden”. The Proposed Amendments are relevant to public companies, private companies, institutional investors, and parties engaged in take-over bids, issuer bids, and proxy solicitations. This article sets out the principal elements of the proposals and offers initial observations for market participants.   A new private repurchase tool for issuers: The selective repurchase exemption At present, Canadian securities law does not provide a “private agreement” exemption from the issuer bid requirements, a notable gap vis-à-vis the take-over bid regime, which permits purchases from a limited number of sellers under section 4.2 of NI 62-104. The CSA has long received representations that this restriction places Canadian issuers at a competitive disadvantage relative to the United States, where selective repurchases are generally permissible, and that it can lead to potential market dispositions by blockholders, creating downward pricing pressure on the affected securities. In an attempt to address this gap, the CSA has proposed a new Selective Repurchase Exemption (SRE) permitting issuers to buy back securities outside the formal issuer bid framework, subject to a set of carefully calibrated conditions: Repurchase limit. The issuer may acquire no more than 5% of the outstanding securities of the relevant class in any 12-month period. Counterparty and transaction limits. Purchases may be made from a maximum of five persons in no more than five transactions during any 12-month period. Discount and timing requirements. The value of consideration paid, inclusive of any brokerage fees and commissions, must be less than the closing price of the class on its principal trading market on the date of the bid. In addition, the bid must be made outside of regular trading hours of that market. Liquid market. A liquid market, determined in accordance with criteria derived from section 1.2 of MI 61-101, must exist for the class at the date of the bid. The CSA estimates that approximately 75% of TSX-listed issuers, but fewer than 10% of those on the TSX Venture Exchange, would satisfy this standard. Board determinations. The issuer’s board must conclude that the repurchase would not reasonably be expected to make the market for the class materially less liquid, or to have a significant negative effect on the market price or value of the securities. Disclosure requirements. The issuer must issue and file a news release after making the bid and before the opening of trading on the next trading day, disclosing the name of the selling securityholder, the number of securities acquired, the value of the consideration paid per security and in total, the market price of the security at the date of the bid and the aggregate number of securities acquired by the issuer in reliance on the SRE within the preceding 12-month period. No material undisclosed information. Neither the issuer nor (to the issuer’s knowledge after reasonable inquiry) the selling securityholder has knowledge of any undisclosed material facts or material changes concerning the issuer or its securities at the date of the bid. Importantly, securities acquired under the SRE will not count towards the limits available under the normal course issuer bid (NCIB) exemption or the employee, officer, director, and consultant exemption, meaning that, in the aggregate, an issuer could potentially repurchase up to 20% of securities of a class in a 12-month period through a combination of these exemptions. The CSA has indicated it will engage with the designated exchanges on potential corresponding amendments to their rules or guidance.   Increased transparency of equity equivalent derivative positions in specified circumstances The second major pillar of the Proposed Amendments addresses the use and disclosure of equity equivalent derivatives during take-over bids and contested proxy solicitations for which an information circular is required to be sent. Generally, equity equivalent derivatives do not have to be counted for the purposes of determining whether an investor has triggered early warning reporting obligations, unless the investor can obtain the voting or equity securities or direct the voting of securities held by derivative counterparties. The CSA recognized that insiders of reporting issuers are already required to disclose their aggregate economic positions through insider reporting obligations, yet there is no express comparable requirement for bidders or soliciting securityholders who are not insiders to disclose their aggregate economic positions in an information circular or otherwise. The result is that, at the commencement of a take-over bid or contested proxy solicitation, the bidder or soliciting securityholder may be the only party aware of the existence, terms, and duration of its derivative arrangements, which gap the CSA views as undermining the quality of information available to securityholders who are being asked to make tendering or voting decisions. Notwithstanding this concern, the CSA has opted against requiring aggregation of beneficial ownership and derivative interests for general early-warning threshold purposes, concluding that there is insufficient evidence of misuse in Canadian markets with any regularity and that full aggregation could impose disproportionate burdens relative to potential concerns. Instead, the proposed new disclosure requirements would apply only in the context of a formal bid or contested proxy solicitation – what the CSA describes as “a formal, public overture for control”. The newly defined concept of “equity equivalent derivative” captures derivatives, whether individually or in combination, that provide economic exposure substantially equivalent to beneficial ownership. The CSA’s proposed guidance in NP 62-203 indicates that a rate of return between 90% and 110% of the reference security would generally meet this standard. A cash-settled equity total return swap or substantially similar derivative would be captured by the proposed definition of “equity equivalent derivative”.   For bidders Take-over bid circulars would be required to include prescribed disclosure of interests in equity equivalent derivatives and related arrangements affecting economic exposure to the target, with a six-month look-back period, in order to provide enhanced transparency of trading activities that may have impacted the price of the offeree issuer’s securities in the period preceding a bid. Offerors would also be required to issue a news release before the opening of trading on the next business day if, during the currency of a bid, they acquire or dispose of such interests or enter into, amend, or terminate related arrangements. A notable feature is the requirement to describe any past or present relationships between the offeror (and its joint actors) and counterparties (or their affiliates) that, to a reasonable person, could be perceived to affect the counterparty's investment or voting decisions, or, if no such relationship exists, to include a statement to that effect. Relationships that terminated more than 24 months before the bid was commenced would generally not require disclosure. For soliciting securityholders New deeming provisions would treat reference securities underlying equity equivalent derivatives as being controlled by a soliciting securityholder for the purposes of sections 5.2 and 5.4 of NI 62-104 during a proxy solicitation campaign, so that changes in a soliciting securityholder's aggregate economic position, whether arising from beneficial ownership of securities or from economic interests in equity equivalent derivatives, are disclosed through the early warning system following the filing of its proxy circular, where its aggregate economic position is equivalent to beneficial ownership of 10% or more of the outstanding securities of the class. Amendments to NI 51-102 would also extend a more limited disclosure obligation to persons soliciting proxies in reliance on the public broadcast, speech, or publication exemption. In addition, new information circular disclosure requirements would apply to solicitations made other than by management, requiring prescribed disclosure of (i) beneficial ownership of, or control or direction over, voting securities, (ii) interests in related financial instruments (including equity equivalent derivatives), and (iii) other agreements or arrangements affecting such persons’ economic exposure to the company.   Guidance on disclosure and use of derivatives The CSA has also proposed guidance which indicates that the disclosure or use of equity equivalent derivatives in a manner that is abusive of the capital markets may engage the regulators’ public interest jurisdiction. For example, public interest concerns may arise where public disclosures do not clearly differentiate between beneficial ownership and economic interests, or express them as an aggregated interest, or where a holder accumulates substantial derivative positions and seeks to influence a counterparty's handling of reference securities by communicating expectations of commercial incentives or disincentives tied to a take-over bid or matter subject to securityholder approval.   Sharpening the early warning reporting regime Plans and future intentions The CSA has observed a pattern of acquirors relying on broad, boilerplate language in their early warning reports, potentially allowing them to avoid filing updates when their intentions evolve or they take concrete steps toward a transaction, and only file updated reports upon entering into a definitive agreement in respect of securities. Proposed guidance in section 3.3 of NP 62-203 would clarify that acquirors must reassess the accuracy of their plans-and-future-intentions disclosure each time a reporting obligation is triggered, and must update that disclosure as soon as a change in plans or future intentions occurs, or where irrevocable steps have been taken in connection with a transaction, notwithstanding existing boilerplate reservations. New deemed acquisition triggers The Proposed Amendments include two targeted changes to the early warning system designed to close gaps in existing reporting obligations: Securities held by any person who beneficially owns or controls 10% or more of the outstanding voting or equity securities of a class at the time an issuer becomes a reporting issuer would be deemed to have been acquired at that time, thereby triggering an early warning report filing requirement. However, the associated news release and moratorium requirements would not apply in these circumstances. The establishment (or cessation) of a joint actor relationship would trigger the early warning filing obligation, without any requirement for a concurrent acquisition or disposition of securities. However, the CSA clarifies that the crystallization of a joint actor relationship would not, in itself, constitute a take-over bid in the absence of a subsequent acquisition by one or more of the joint actors. Subsequent filing triggers and AMR clarifications The Proposed Amendments introduce the defined term “securityholding percentage” and clarify the prior language that the trigger for filing a subsequent early warning report is a 2% or greater change in the acquiror’s post-event ownership, measured against the percentage reported in its most recently filed report. For eligible institutional investors (EIIs) filing under the alternative monthly reporting (AMR) system, the threshold is confirmed as based on fixed 2.5% increments starting at 10% (i.e., 12.5%, 15%, 17.5%, and so forth). EIIs that have been disqualified from the AMR system (for example, in connection with a formal bid, business combination, or proxy solicitation) would be permitted to re-enter the system once the disqualifying circumstances have ended, subject to the issuance of a news release and the filing of a report. EWR threshold calculations Proposed guidance has been included, along with illustrative examples, for determining whether the early warning requirements have been triggered. The guidance specifically addresses the treatment of convertible securities that are not exercisable within 60 days, and confirms that beneficial ownership may be calculated on a fully diluted basis in limited circumstances, such as subscription receipt offerings or fully backstopped rights offerings.   Codifying common discretionary exemptive relief and amending exemptions The CSA proposes to codify several forms of discretionary exemptive relief that have become routine in practice, while simultaneously removing an exemption which lacks a compelling policy basis to retain. Elimination of the 5% market purchase exemption The exemption currently allowing offerors to make market purchases of up to 5% of the outstanding securities of a class during a pending take-over bid would be repealed. The CSA notes that the exemption was relied upon in only a single disclosed instance between January 2021 and December 2023, and expresses concern that it could be used tactically to frustrate an open take-over bid process, particularly given the 50% minimum tender requirement adopted in 2016. Modified Dutch auction issuer bids Exemptive relief from the extension take-up requirement under subsection 2.32(4) of NI 62-104, which has been routinely granted to accommodate the mechanics of modified Dutch auction issuer bids, would be codified, subject to safeguards protecting securityholders where the bid is not undersubscribed, or the market price exceeds the highest price offered. Proportionate tenders Discretionary relief from the proportionate take-up requirement, previously granted only in the Dutch auction context, would be codified and extended to issuer bids generally, allowing securityholders to elect to tender a number of securities that preserves their pro rata interest following completion of a bid. Non-reporting issuer exemptions The categories of persons excluded from the 50-securityholder threshold under the non-reporting issuer exemptions for both take-over bids and issuer bids would be expanded to include officers, directors, consultants, and their spouses where the relevant person has control or direction over the securities that are beneficially owned by the spouse. The Proposed Amendments would codify positions previously taken in frequent individual exemptive relief decisions. Convertible securities Issuers conducting issuer bids would be permitted to acquire securities convertible into the class subject to the bid in reliance on the exemptions in paragraph 4.6(a), (b) or (c) of NI 62-104 (certain repurchase or redemption exemptions).   Settlement timing Currently, the settlement period for securities trades in Canada is a T+1 settlement cycle. The settlement cycle and take-over bid and issuer bid tendering process payment periods historically have not been linked, as it generally takes up to three days for an offeror’s designated depositary to coordinate payment to registered holders whose securities are taken up after it receives the necessary funds from the offeror. Under the Proposed Amendments, the existing three-business-day payment window following take-up would be replaced with a general requirement to pay “promptly,” accompanied by guidance that one business day from take-up is the expected standard in a T+1 settlement environment.   What this means for market participants The Proposed Amendments, if adopted in their current form, would represent a meaningful overhaul of the regulatory framework for certain Canadian capital markets transactions. Taken together, they pair expanded flexibility for issuers and investors, most notably through the SRE and the codification of previously ad hoc exemptive relief, with heightened transparency obligations at key junctures. The new derivative disclosure and counterparty identification requirements, coupled with the tightened expectations around plans-and-future-intentions reporting, materially raise the bar for the specificity expected in early warning filings. At the same time, the CSA’s decision not to require full aggregation of derivative and beneficial ownership positions for general early warning purposes, while simultaneously introducing deeming provisions that treat derivative positions as owned securities during proxy solicitations, creates a nuanced and context-dependent regime that will require careful navigation. The cumulative effect of the Selective Repurchase Exemption, along with the existing NCIB exemption and the employee/officer/director/consultant exemption, which could in theory permit an issuer to repurchase up to 20% of a class in a single 12-month period (assuming, in the case of the NCIB, that the public float equals the total issued and outstanding securities), is also likely to attract market attention and may itself become a focal point of the comment process. The CSA has posed 22 specific questions alongside the Proposed Amendments. Market participants with a stake in these issues are well advised to engage with the consultation process before the August 12, 2026, deadline.   Please contact a member of our Capital Markets group for further guidance on how the Proposed Amendments may affect your specific circumstances. The foregoing is for general information purposes only and does not constitute legal advice.     Written by:Sydney KertDerrick AuchRobbie GrossmanCatherine Kay

DLA Piper advised the Province of Buenos Aires, Argentina, in connection with its issuance of public debt securities in the aggregate principal amount of AR$113 billion (the “TAMAR Notes”), maturing in 2027, and CER-adjustable peso-denominated public debt securities maturing in 2028, in the aggregate principal amount of AR$203 billion (the “CER Notes”). The Province of Buenos Aires will use the net proceeds to finance public investment projects currently underway or expected to commence and to repay public debt obligations. The debt securities, which mature on April 30, 2027, will be repaid in full at maturity and will accrue interest at a rate equal to the TAMAR rate plus a fixed margin of 7 percent per annum. The DLA Piper team representing the Province of Buenos Aires included Partner Justo Segura and Associates Federico Vieyra and Ignacio Comparato, all based in Buenos Aires. DLA Piper’s Latin America team offers full-service business legal counsel to domestic and multinational companies with interests and operations throughout the region. Our integrated approach combines local knowledge with the resources of DLA Piper’s global platform. With more than 400 lawyers practicing throughout Argentina, Brazil, Chile, Mexico, Peru, and Puerto Rico, together with our US-based cross-border attorneys, our teams frequently collaborate with colleagues across the Latin America region, the Iberian Peninsula, and around the world. DLA Piper’s global platform of 90+ offices in more than 40 countries enables us to serve clients’ legal and business needs, whether they are based in Latin America or seeking to do business there. For more information, visit Latin America | DLA Piper.

The Hong Kong Stock Exchange (HKEX) has re-emerged as a leading global IPO venue, offering Canadian companies, particularly those in the technology, industrial, mining, and consumer sectors, a compelling opportunity to access a broader pool of Chinese and Asian institutional and retail capital. Whether as a dual listing alongside the TSX or as a primary listing, HKEX offers meaningful liquidity, strong aftermarket support, and a regulatory framework that is increasingly accommodating to international issuers. This note summarizes key developments in Hong Kong capital markets in 2025 and outlines why Canadian boards and management teams should consider the HKEX as part of their broader capital markets strategy.   Hong Kong’s record-breaking numbers in 2025 HKEX was the top global IPO venue in 2025, raising approximately US$37.4 billion in IPO proceeds across 115 IPOs, including eight transactions exceeding US$1 billion, which included two of the five largest IPOs globally. The HKEX ranked as the third-largest market for equity fundraising in 2025, with 570 transactions raising approximately US$103.4 billion, behind only NASDAQ and the NYSE. The HKEX was also the second most active market for follow-on offerings, where listed companies raised approximately US$66.0 billion through secondary share sales.   Strong IPO aftermarket One of the most notable features of the Hong Kong market in 2025 was the strength of the IPO aftermarket. The average share price performance of Hong Kong IPOs (with deal sizes of US$500 million or above) significantly outperformed equivalent IPOs on US, European, and broader Asia-Pacific exchanges (Bloomberg). Hong Kong IPOs delivered an average return of approximately 32.2% from IPO to current price compared to 20.5% for the broader Asia-Pacific region (excluding Hong Kong and Chinese Mainland), 13.0% for Europe, and 10.2% for the United States (Bloomberg).   Sectors aligned with Canadian issuers HKEX’s 2025 pipeline was concentrated in sectors that closely align with the strengths of many Canadian issuers, particularly energy, mining, and technology. Metals and mining were one of the most active sectors on the HKEX in 2025, driven by strong Asian institutional investor demand for precious metals, battery materials, and critical minerals linked to electrification. The exchange hosted the largest mining IPO since 2012, which raised $3.7 billion for a Chinese gold producer with principal mining assets across Central Asia and Africa. The Hong Kong retail tranche of this IPO was reportedly more than 240 times oversubscribed, while institutional demand exceeded 20 times the shares available, highlighting strong investor appetite for mining companies on the HKEX. For Canadian mining issuers, particularly those with producing assets, offtake counterparties, or strategic investors in Asia, HKEX provides the opportunity to diversify their shareholder base. A HKEX listing may also enhance visibility with Chinese and Asian investors for potential M&A, strategic investments, and joint ventures at a time when global competition for critical minerals and supply chain security has intensified. Industrials and energy accounted for approximately 38% of HKEX IPO volume in 2025, making it the largest sector on the exchange by issuance volume. This included two of the largest industrial IPOs globally in 2025, which raised US$2.0 billion and US$1.4 billion, respectively (Dealogic and Bloomberg). This signals investor demand for capital-intensive and infrastructure-oriented businesses, sectors that are well represented on the TSX. Consumer HKEX was the leading global market for consumer-sector IPOs in 2025, raising approximately US$4.9 billion in IPO proceeds. For Canadian consumer brands, particularly those with existing operations, distribution networks, or brand presence in Asia, HKEX provides access to a large and active retail investor base with an appetite for consumer brands, while also serving as a platform for enhanced brand visibility and supporting regional growth initiatives across Asia. Technology, media, and telecommunications (TMT) represented approximately 21% of 2025 IPO volume, with an additional pipeline of approximately 114 TMT companies and 32 biotech companies. For Canadian technology and life science companies, particularly those with commercial partnerships, manufacturing relationships, and growth strategies tied to Asia, the HKEX could be an ideal listing platform for raising growth capital. In addition, for life science companies specifically, a HKEX listing may also provide greater proximity to the Chinese pharmaceutical market, one of the world’s largest and fastest-growing healthcare markets, as well as increased visibility with Asian healthcare investors, strategic partners, and commercial partners. The launch of the Technology Enterprises Channel (TECH) in 2025, a joint initiative by the Securities and Futures Commission (SFC) and HKEX, is aimed at specialist technology and biotech companies seeking a listing under Chapters 18A and 18C of the listing rules. The initiative introduces a streamlined listing process, including dedicated regulatory review teams, confidential filing options, and simplified requirements for qualifying innovation companies (HKEX and SFC).   International issuers Hong Kong is no longer a market focused exclusively on Greater China issuers. Seven international issuer IPOs were completed in 2025, representing companies domiciled in Indonesia, Singapore, Thailand, Kazakhstan, the UAE, and the United States. These international listings cover a range of sectors, including mining, biotech, consumer goods, and healthcare, and have delivered strong aftermarket performance. HKEX also expanded its international connectivity and issuer reach. In 2025, HKEX added the Stock Exchange of Thailand as a Recognised Stock Exchange, signed an MOU with the Abu Dhabi Securities Exchange, and opened its Middle East office in Riyadh (HKEK). The exchange now has 20 recognised stock exchanges, 33 reviewed overseas jurisdictions, and six overseas offices. For Canadian issuers, this trend is relevant given the established regulatory co-operation and listing recognition framework between Canada and Hong Kong. Canada is a recognized acceptable jurisdiction under HKEX’s overseas issuer regime, and issuers listed on the TSX and TSXV may leverage their existing Canadian corporate governance, continuous disclosure, and securities law compliance framework when pursuing a Hong Kong listing. This recognition framework has historically been important for Canadian issuers seeking access to Asian capital, particularly where there is a strong nexus to Asia through assets, operations, strategic investors, or end-market demand. In practice, the protocol and regulatory co-operation between Canadian securities regulators and HKEX have helped streamline the listing process for eligible Canadian issuers by reducing duplication in certain disclosure and governance requirements and providing greater familiarity to Hong Kong regulators and investors with Canadian reporting standards. For Canadian companies with international growth ambitions, this framework continues to position HKEX as a credible secondary or dual-listing venue alongside an existing Canadian listing.   Institutional and retail depth The depth of investor participation on HKEX is a key differentiator. Over 270 investors across multiple categories participated as cornerstone investors in Hong Kong IPOs in 2025, with 40 IPOs, including international cornerstone investors (HKEX, Bloomberg, and Dealogic). Approximately 50% of the most active investors were international participants, which included Asian and Middle Eastern sovereign wealth funds that have been among the most active investors in HKEX IPOs. Retail investor participation in Hong Kong IPOs has remained exceptionally strong. For the IPOs completed in 2025, average retail subscription levels reached approximately 1,514 times, with aggregate retail demand totalling approximately US$2.1 billion (HKEX and Dealogic). This depth of retail participation provides important support for IPO execution, valuation, and secondary market liquidity.   Access to Mainland Chinese capital through Stock Connect One of HKEX’s key advantages is its connectivity to Mainland Chinese investors through the Stock Connect program. Eligible Hong Kong-listed companies can be traded directly by investors in Mainland China through the Shanghai and Shenzhen exchanges, providing access to one of the world’s largest pools of retail and institutional capital. For Canadian issuers, potential inclusion in Stock Connect can materially expand the investor base, enhance trading liquidity, and increase visibility with Asian investors.   Post-IPO capital raising and an active follow-on market One of the more attractive features of the Hong Kong market is the depth of its post-IPO follow-on financing market. Of the 41 IPO issuers since 2024, with deal sizes above US$100 million, approximately 37% completed follow-on offerings after listing with several issuers raising more capital in subsequent financings than in their IPOs (HKEX, Bloomberg, and Dealogic). On average, issuers accessed the follow-on market approximately eight months after listing, shortly after the expiry of IPO lock-up periods. For issuers, this demonstrates that a Hong Kong listing can serve not only as an initial capital raise, but also as an established platform for future follow-on and secondary fundraising.   Recent regulatory reforms HKEX has undertaken a series of significant regulatory reforms that enhance the attractiveness of the market for prospective issuers: IPO price discovery and retail allocation: Following a consultation process that concluded in early 2025, HKEX has implemented reforms to the IPO pricing and allocation mechanism, including a requirement that at least 40% of shares be allocated to the bookbuilding tranche and a new option for issuers to adopt a fixed retail allocation ranging from 10% to 60% (HKEX Consultation Conclusions). Revised public float requirements: HKEX has introduced a tiered public float threshold based on expected market value at listing: 25% for issuers with market capitalisation up to HK$6 billion; the higher of 15% or HK$1.5 billion for market capitalisations between HK$6 billion and HK$30 billion; and the higher of 10% or HK$4.5 billion for market capitalizations exceeding HK$30 billion. This tiered approach provides significantly greater flexibility for larger issuers. A new free float requirement of at least 10% (with a market value of the free float portion of at least HK$50 million) has also been introduced. Alternative fund listing: In February 2025, the SFC issued a circular clarifying the regulatory requirements for authorizing closed-ended alternative funds for listing under Chapter 20 of the Main Board Listing Rules, effectively creating a new listing category. Confidential filing: Following the launch of the TECH in May 2025, Chapter 18A (Biotech) and Chapter 18C (Specialist Technology) issuers may now submit application proofs on a confidential basis, reducing premature disclosure of proprietary technologies and business strategies during the pre-listing process.   Renewed China and Canada engagement The recent stabilization in diplomatic and trade relations between Canada and the People’s Republic of China may create a more constructive environment for renewed cross-border investment activity, particularly through the HKEX. As relations between the two countries continue to improve, companies with both Canadian and Chinese ownership may have greater opportunities to pursue listings on the HKEX. Historically, a number of Canadian companies, particularly in the mining, energy, and financial services sectors, have successfully completed listings on the HKEX. These transactions demonstrated Hong Kong’s role as an effective gateway for Canadian issuers seeking access to Asian capital, particularly where there is a meaningful China or broader Asia-related business nexus. The precedent established by these listings may serve as a useful framework for renewed Canada–China cross-border investment and capital markets activity as bilateral relations continue to improve. From a broader investment perspective, improving geopolitical relations may also lead to a more balanced regulatory approach toward minority Chinese investments in Canadian businesses, including in sectors that have previously faced scrutiny under the Investment Canada Act and on the basis of national security considerations. While careful structuring will remain important, current conditions suggest a more favourable environment for Canadian and Chinese companies to pursue joint investment opportunities across capital markets, technology, industry, and natural resources.   Key considerations for Canadian issuers Several factors make this an attractive time for Canadian issuers to consider a Hong Kong listing. Most notably, HKEX provides access to a deep and increasingly international pool of capital tied to Asia’s long-term economic growth, including investors focused on China, Southeast Asia, and the broader Indo-Pacific region. For Canadian issuers, this can provide exposure to sources of institutional, sovereign, and strategic capital that are less accessible through traditional North American markets. The alignment between Canada’s strengths in mining, technology, energy, and industrial sectors and the sectors currently attracting capital on HKEX is also significant, particularly for companies with operations, customers, supply chains, or growth ambitions in Asia. In addition, recent regulatory reforms, including more flexible listing requirements and streamlined processes for technology and biotech companies, should improve market accessibility for international issuers. With a strong IPO pipeline and continued investor demand supporting new issuance activity, HKEX remains well-positioned as a complementary capital markets pathway for Canadian companies seeking broader international investor access and diversification beyond North America.   DLA Piper and next steps DLA Piper’s global platform, with offices in Canada, Hong Kong, and across Asia (including Mainland China), is uniquely positioned to advise Canadian issuers on cross-border listing transactions. Our capital markets team has experience in structuring and executing dual listings for Canadian and international issuers, navigating HKEX’s regulatory framework, and coordinating with underwriters in Hong Kong. We would be pleased to discuss how a Hong Kong listing could fit within your broader capital markets strategy.   For further information, please contact Raj Dewan or Stephen Wortley.   Authors:Rajeev (Raj) DewanStephen Wortley

DLA Piper advised the Province of Chubut on the issuance of US$650 million in international debt securities due 2036, as well as on a cash tender offer for the outstanding US dollar-denominated secured notes due 2030. The Debt Securities were issued on April 29, 2026 and bear interest at a 9.450% nominal annual rate. The Province plans to use the proceeds to buy back some of the BOCADE Public Securities maturing in 2030 and to fund infrastructure projects and public works. This includes optimizing the Lago Musters–Comodoro Rivadavia, Rada Tilly, and Caleta Olivia Regional Aqueduct, as well as supporting related projects and purchasing equipment and instruments needed to open the High Complexity Hospital of Trelew “María Humphreys.” The DLA Piper team comprised of Partners Joshua Kaufman (New York), Marcelo Etchebarne, Justo Segura, Of Counsel Nicolás Teijeiro, and Associates Daiana Suk, Federico Vieyra, Ignacio Comparato and Martina Miret (all Buenos Aires). DLA Piper’s Latin America team offers full-service business legal counsel to domestic and multinational companies with interests and operations throughout the region. Our integrated approach combines local knowledge with the resources of DLA Piper’s global platform. With more than 400 lawyers practicing throughout Argentina, Brazil, Chile, Mexico, Peru, and Puerto Rico, together with our US-based cross-border attorneys, our teams frequently collaborate with colleagues across the Latin America region, the Iberian Peninsula, and around the world. DLA Piper’s global platform of 90+ offices in more than 40 countries enables us to serve clients’ legal and business needs, whether they are based in Latin America or seeking to do business there. For more information, visit Latin America | DLA Piper.

DLA Piper advised the Province of Mendoza on the issuance of Class 1 CER debt securities in an aggregate amount of approximately AR$296 billion, maturing on April 10, 2028, and Class 2 CER debt securities in an aggregate amount of approximately AR$149 billion, maturing on April 10, 2029. The DLA Piper team was led by Partner Justo Segura and included Associates Federico Vieyra and Ignacio Comparato, all based in Buenos Aires. DLA Piper’s Latin America team offers full-service business legal counsel to domestic and multinational companies with interests and operations throughout the region. Our integrated approach combines local knowledge with the resources of DLA Piper’s global platform. With more than 400 lawyers practicing throughout Argentina, Brazil, Chile, Mexico, Peru, and Puerto Rico, together with our US-based cross-border attorneys, our teams frequently collaborate with colleagues across the Latin America region, the Iberian Peninsula, and around the world. DLA Piper’s global platform of 90+ offices in more than 40 countries enables us to serve clients’ legal and business needs, whether they are based in Latin America or seeking to do business there. For more information, visit Latin America | DLA Piper.

DLA Piper represented Mexican issuer Cox Asset Mexico, S.A. de C.V. in connection with Grupo Cox’s inaugural US$2 billion bond offering to the US market. Structured as a 144A/Reg S transaction, the offering marks a significant milestone in Cox’s access to the US debt capital markets. The deal was upsized from an initially planned US$1.5 billion following approximately US$8.0 billion in investor demand. The transaction was more than five times oversubscribed, enabling Cox to increase the offering size, achieve improved pricing across both tranches, and allocate bonds to more than 200 primarily U.S.-based, long-only institutional investors.   Proceeds from the issuance were used to refinance approximately two-thirds of the US$2.65 billion bridge loan incurred in connection with the acquisition of Iberdrola México.   The DLA Piper team, co-led by attorneys in the United States and Mexico, included Partners Jamie Knox (New York), Robert da Silva Ashley (New York/Miami), Edgar Romo (Mexico City), and Associates Egzon Sulejmani (New York), Javier Pichardini, and Andrés Fernández (both Mexico City).   DLA Piper advises on all aspects of financing across borders, sectors, and financial products. The firm’s lawyers advise issuers, underwriters, selling shareholders, sponsors, arrangers, lead managers, originators, dealers, trustees, and depositaries on a broad range of capital markets offerings, including equity, equity-linked and debt securities, structured and project financings, and securitizations.   DLA Piper’s Latin America team offers full-service business legal counsel to domestic and multinational companies with interests and operations throughout the region. Our integrated approach combines local knowledge with the resources of DLA Piper’s global platform. With more than 400 lawyers practicing throughout Argentina, Brazil, Chile, Mexico, Peru, and Puerto Rico, together with our US-based cross-border attorneys, our teams frequently collaborate with colleagues across the Latin America region, the Iberian Peninsula, and around the world. DLA Piper’s global platform of 90+ offices in more than 40 countries enables us to serve clients’ legal and business needs, whether they are based in Latin America or seeking to do business there. For more information, visit Latin America | DLA Piper. Related professionals:Jamie KnoxRobert da Silva AshleyEdgar RomoEgzon SulejmaniJavier PichardiniAndrés Fernández

DLA Piper advised leading Argentine private energy company Central Puerto on its acquisition of 100 percent of the share capital of Patagonia Energy S.A. The transaction marks Central Puerto’s entry into the oil and gas sector. The DLA Piper team was composed of Partners Antonio Arias and Augusto Mancinelli and included Associates Ignacio Bard, Carmen del Pino, Martina Miret, and Milagros Padilla (all Buenos Aires). DLA Piper in Latin America’s team offers full-service business legal counsel to domestic and multinational companies with interests in and operations throughout the region. Our integrated approach to serving clients combines local knowledge with the resources of the DLA Piper global platform. With more than 400 lawyers practicing throughout Argentina, Brazil, Chile, Mexico, Peru, and Puerto Rico, in addition to our US-based cross-border attorneys, our teams frequently work with our professionals throughout the LatAm region, Iberian Peninsula, and around the globe. DLA Piper’s global platform of 90+ offices in more than 40 countries enables us to serve all our clients’ legal and business needs, whether they are based in Latin America or wish to do business there. For more information, visit Latin America | DLA Piper.