Proposed Regulations For Revised CBCA Provide Structure To Changes Proposed In Bill C-25

With the recent release of proposed regulations (Regulations), the Government of Canada has put some meat on the bones of the proposed changes to the Canada Business Corporations Act (CBCA) that were contained in Bill C-25 (Bill), which was released in the fall of 2016. In large measure, the Regulations continue the trend seen in the Bill of aligning the obligations of distributing corporations (generally, public companies) under the CBCA with the existing requirements of securities law and Toronto Stock Exchange (TSX) rules.

As we noted in our October 2016 Blakes Bulletin: Bill C-25 Looks to Include Majority Voting, Diversity Disclosure Requirements in Canada Business Corporations Act, the Bill would, among other things, make substantial amendments to the director-election provisions of the CBCA, require certain corporations to send disclosure with respect to diversity to shareholders and update the CBCA's system for notice-and-access communications with