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ARTICLE · 14 AUGUST 2017

Securities Commission Staff Raise The Bar For Conflict Transactions

Osler, Hoskin & Harcourt LLP
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In an important Staff Notice (Notice) [PDF] published on July 27, 2017, staff of the securities regulatory authorities in each of Ontario, Québec, Alberta, Manitoba and New Brunswick...

CanadaCorporate/Commercial Law
Alex Gorka
Alex Gorka
Emmanuel Pressman
Emmanuel Pressman
Jeremy Fraiberg
Jeremy Fraiberg
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In an important Staff Notice (Notice) [PDF] published on July 27, 2017, staff of the securities regulatory authorities in each of Ontario, Québec, Alberta, Manitoba and New Brunswick (Staff) have indicated that they intend to subject material conflict of interest transactions regulated by Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (MI 61-101) to greater regulatory scrutiny. Material conflict of interest transactions will now be reviewed on a real-time basis to assess compliance with the requirements of MI 61-101 and to determine whether a transaction raises potential public interest concerns.

Staff have also provided guidance regarding their expectations of enhanced disclosure and the active role to be played by special committees of independent directors.

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