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An Ontario bill that would make several significant amendments to the province's Business Corporations Act (OBCA) is nearing the approval stage.

Removal of Director Residency Requirements and Reducing the Voting Threshold for Private Company Ordinary Written Resolutions

On January 16, 2014, the Ontario Securities Commission (OSC) published for comment proposed amendments to National Instrument 58-101 Disclosure of Corporate Governance Practices (National Instrument 58-101) which, if adopted, will require most TSX-listed companies and other non-venture issuers reporting in Ontario to provide new annual disclosure about their director term limit policies and the representation of women on their board and in executive officer positions.

In the recent decision of Frank v. Farlie, Turner & Co., LLC, 2011 ONSC 5519, Mr. Justice Perell of the Ontario Superior Court of Justice found, among other things, that punitive damages are not available under Part XXIII.1 of the Ontario Securities Act as such damages are inconsistent with the scheme and purpose of Ontario’s statutory secondary market disclosure liability regime.

The recent decision of the Ontario Securities Commission in the matter of Conrad Black marked the end of the decade-and-a-half-long saga surrounding the sale of various newspapers by the Hollinger Group commencing in 2000.

On August 27, 2014, the Canada Revenue Agency published guidelines to the "ineligible individual" rules under the Income Tax Act.

Although it is too early to determine all of the implications of the new Business Corporations Act (hereinafter the "BCA"), the courts have, on several occasions, already analyzed the application of this statute, particularly in the area of recourses for rectification.

On June 21, 2012, the Canadian Securities Administrators (CSA) published Consultation Paper 25-401 — Potential Regulation of Proxy Advisory Firms.

TSX announced amendments to the TSX Company Manual which mandate majority voting in uncontested elections of directors for TSX-listed issuers that are not majority controlled.

On March 9, 2017, the Toronto Stock Exchange (TSX) issued Staff Notice 2017-001 (the Staff Notice)...

Bill 213, the Better for People, Smarter for Business Act, 2020 received Royal Assent in December of 2020. As a result, some significant amendments to Ontario's Business Corporations Act ("OBCA")...

On December 2, 2020, we blogged about the release of a British Columbia Court of Appeal decision affirming a denial of leave for 2538520 Ontario Ltd.

A business's success in attracting investors or leveraging opportunities can be helped or hindered by its corporate governance and maintenance.

That is a question clients often ask, and the answer is typically something like "within a reasonable timeframe of typically less than 6 months".

The holiday season is a time to reconnect with family and friends and reflect on the year that has passed. It is also a time of year that many people make charitable giving a priority.

The federal and provincial governments have established a complex regulatory scheme to govern the fishing industry in Atlantic Canada and elsewhere.

On November 5, 2018 two directors of a dry-cleaning operation pled guilty to contravening the Tetrachloroethylene ...