ArticleParallel Foundations: When Charitable Partnerships Go Wrong And How To Get Them RightIt is common to find Canadian registered charities paired with "parallel" foundations.CanadaCorporate/Commercial LawMiller Thomson
ArticlePreserving Shareholder Value In Times Of ConflictOwner-managed and family businesses are facing unprecedented challenges including increased competition, uncertain economic conditions, constantly changing technology and shifting demographics. CanadaCorporate/Commercial LawDuff & Phelps
ArticleSCC Sets Out When Corporate Directors May Have Personal Liability Under Oppression RemedySCC affirms decision ordering corporate director to compensate minority shareholder where director derived personal benefit from oppressive conduct.CanadaCorporate/Commercial LawTorys
ArticleSEC Guidance For Foreign Private IssuersCanadian MJDS companies and other foreign private issuers enjoy the benefit of various exemptions under U.S. securities laws.CanadaCorporate/Commercial LawTorys
ArticleSignificant Corporate Governance Changes In Proposed Amendments To The Canada Business Corporations ActOn September 28, 2016, the Canadian federal government introduced Bill C-25: An Act to amend the Canada Business Corporations Act et al. CanadaCorporate/Commercial LawOsler, Hoskin & Harcourt LLP
ArticleTransparent In Other Ways – New Exemptions To British Columbia's Corporate Transparency Register RulesOn April 6, 2020, the British Columbia government introduced several important changes to the transparency register rules for private companies. CanadaCorporate/Commercial LawFasken
ArticleTSX Provides Guidance On Director Election RequirementsIn December 2012, the Toronto Stock Exchange adopted new rules for the election of directors requiring, in part, that shareholders elect directors individually on an annual basis and disclosure of the voting results. CanadaCorporate/Commercial LawDavies Ward Phillips & Vineberg LLP
ArticleU.S. States Are Shedding Shareholder Protections. That's An Advantage For CanadaAmid a highly public feud between Elon Musk and Delaware courts, Tesla Inc. TSLAQ (+1.02% increase), recently moved its corporate domicile from Delaware to Texas.CanadaCorporate/Commercial LawFasken
ArticleEx-CEO Ordered To Repay $1.2 Million In Severance And Disgorge Profits: Imperial Parking Canada Corporation v. Anderson, 2015 BCSC 2221The British Columbia Supreme Court recently ordered a former Impark CEO to repay over $1.2 million in severance and to disgorge fees earned from and profits earned by his new company as a result of a breach of his fiduciary duties.CanadaEmployment and HRRoper Greyell LLP
ArticleWhen Directors Should get WorriedDirectors have significant responsibilities, but so do those in many other jobs and roles. There is a big difference between the need to be vigilant and to take your role seriously, and the need to be worried about that role.CanadaStrategyTorys
ArticleSam Altman Is Back At OpenAI As CEO Less Than A Week After He Was FiredOn an early Wednesday morning in the last week of November, a tweet from OpenAI confirmed that Sam Altman would be returning as CEO. This news follows shortly after OpenAI...CanadaTechnologyGoodmans LLP
ArticleCanadian Regulators Adopt Changes To The Exempt Market RegimeThe Family and Friends Exemption will be available to all issuers, other than investment funds.CanadaCorporate/Commercial LawDavies Ward Phillips & Vineberg LLP
ArticleCorporate Checklist: How To Hold An Annual MeetingEach year, non-share capital corporations incorporated under the Canada Not-for-Profit Corporations Act (Canada) must either hold an annual membership meeting or, if the membership is small, ...CanadaCorporate/Commercial LawMiller Thomson
ArticleHow Corporate Governance Reforms SpreadRecent research on the adoption of majority voting rules provides some insight on how corporate governance reforms are adopted and change company behaviour...CanadaCorporate/Commercial LawNorton Rose Fulbright Canada LLP
ArticleONCA Fast Facts: Member Proposal RightsThe Ontario Not-for-Profit Corporations Act, 2010 ("ONCA") came into force on October 19, 2021. Not-for-profit corporations incorporated in Ontario will have a three year transition...CanadaCorporate/Commercial LawMiller Thomson
ArticleThe Benefit Corporation Should Become A Legitimate Business ModelIf King Charles II had the chance to do it all again, the Hudson Bay Company might have been a Benefit Corporation — and Canada might have been a very different country. CanadaCorporate/Commercial LawBlaney McMurtry LLP
ArticleCorporate Directors And Officers Can be Culpable for Environmental Harm: In-House Counsel Can Help Implement Policy and System SafeguardsSo, just how much environmental ‘hot water’ might directors and officers of your corporation find themselves in? This is not a rhetorical question.CanadaEnvironmentWillms & Shier Environmental Lawyers LLP
Article11 Governance Considerations For Startup Boards Of Directors During COVID-19As the COVID-19 pandemic unfolds, directors and management teams of startup companies are faced with important decisions that could impact the long-term success of their companies.CanadaCoronavirus (COVID-19)Torys
ArticleAre Directors Independent? It Depends: CSA Revisiting RegimeThe CSA have released CSA Consultation Paper 52-404 – Approach to Director and Audit Committee Member Independence and are inviting comments on the current approach to director independence...CanadaCorporate/Commercial LawBlake, Cassels & Graydon LLP