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ARTICLE · 10 APRIL 2016

Fundamental Changes To Take-Over Bid Regime Announced

Miller Thomson
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On February 25, 2016, the Canadian Securities Administrators announced the adoption of National Instrument 62-104 – Take-Over Bids and Issuer Bids.

CanadaCorporate/Commercial Law
Kevin Sorochan
Kevin Sorochan
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On February 25, 2016, the Canadian Securities Administrators ("CSA") announced the adoption of National Instrument 62-104 – Take-Over Bids and Issuer Bids ("NI 62-104"). NI 62-104 is fully harmonized and will apply in all provinces and territories of Canada. The adoption of NI 62-104 follows an extensive consultation period and will come into force on May 9, 2016 (or in Ontario, the date of proclamation of regulations).

According to the CSA, the stated purpose of the changes set out in NI 62-104 is to enhance the quality and integrity of the take-over bid regime and rebalance the current dynamics among offerors, target boards and target security holders by: (i) facilitating the ability of target security holders to make voluntary, informed and co-ordinated tender decisions; and (ii) providing target boards with additional time and discretion when responding to a take-over bid.

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