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ARTICLE · 25 MARCH 2013

Defensive Tactics – The AMF Alternative Approach

McCarthy Tétrault
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The Autorité des marchés financiers has recently published a consultation paper regarding "An Alternative Approach to Securities Regulators’ Intervention in Defensive Tactics".

CanadaCorporate/Commercial Law
Clemens Mayr
Clemens Mayr
Benjamin Silver
Benjamin Silver
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On March 14, 2013, the Autorité des marchés financiers has published a consultation paper regarding An Alternative Approach to Securities Regulators' Intervention in Defensive Tactics (the "AMF Approach"). Concurrently, the Canadian Securities Administrators (otherwise known as the "CSA") published a request and notice for comments regarding Proposal National Instrument 62-105 – Security Holder Rights Plans, the purpose of which is to introduce the CSA's proposed regulatory regime for rights plans.

The AMF Approach is more general and far reaching in that it applies not just to rights plans but to all defensive measures adopted by a board to fend off a hostile bid, and does not contemplate any shareholder approval or ratification requirement. It has two major components:

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