Publications
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Prospectus offerings in Canada: a comprehensive guide to the improved Canadian marketing rules for issuers and investment dealers
On August 13, 2013, significant amendments to National Instrument 41-101 - General prospectus requirements, National Instrument 44-101 - Short form prospectus distributions, National Instrument 44-102 – Shelf distributions and National Instrument 44-103 – Post-receipt pricing (and their (…)
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Special Quorums : Recent news on responsible defences with respect to shareholder activism
In September 2012, we reported that the Supreme Court of British Columbia had rendered a judgment1 confirming that a corporate policy imposing an advance nomination process for a shareholders’ meeting was reasonable and did not infringe the shareholders' rights relating to the election of the (…)
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Quarterly legal newsletter intended for accounting, management, and finance professionals, Number 18
Are you ready? The harmonization of the QST and the GST may considerably impact your business or clients Sale of litigious rights : Beware of the redemption right Determining the purchase price of shares in a shareholder agreement: When “quiconque” (“any person”) (…)
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Francization – Bill No 14 amending the Charter of the French language
This publication was authored by Luc Thibaudeau, former partner of Lavery and now judge in the Civil Division of the Court of Québec, District of Longueuil. The title of this newsletter gives a good summary of the explanatory notes that serve as an introduction to Bill 14, entitled An Act to amend (…)
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TSX amends director election rules and proposes a majority voting requirement
Issues surrounding the election of directors of public companies gained the attention of Canadian securities regulators in the last years due to concerns expressed by large institutional investors that current Canadian rules regarding the election of directors were not democratic nor aligned with (…)
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Advance notice policies: A tool to consider with regard to shareholder nominations for electing directors
On July 20, 2012, the Supreme Court of British Columbia (the 'Court') rendered a judgment that sheds new light on the shareholder nomination process for electing the directors of a business corporation. In fact, the Court confirmed that a corporation’s policy, which aimed to impose an advance (…)
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Legal newsletter for business entrepreneurs and executives, Number 8
THIS EDITION OF LAVERY BUSINESS SUMMARIZES SEVERAL ASPECTS OF THE NEW BUSINESS CORPORATIONS ACT THAT CAME INTO FORCE ON FEBRUARY 14, 2011.
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Quarterly legal newsletter intended for accounting, management, and finance professionals, Number 9
New Developments Concerning Insider Reporting Requirements Revenu Québec Bares its Teeth at Restaurant Owners Planning for the Unavoidable: The Usefulness of Reviewing a Shareholder Agreement's Redemption Provisions in Case of Death Speech is Silver, Silence is Golden... What about (…)
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Related-Party Transactions: Can You Avoid the Nightmare?
Are you planning to carry out a transaction? Does it involve a party that is related to your company? If so, you may be forced to obtain an independent valuation and the approval of your minority shareholders, file a geological report, and disclose detailed information. The costs engendered by these (…)
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Q & A on New Insider Reporting Requirements
Acceleration of filing deadline for insider reports Introduction of the concept of reporting insider; and Simplification of disclosure requirements for stock-based compensation arrangements
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Securities Brief - Forward-Looking Information
Avoid the use of “boilerplate” disclosure Identify the nature of any material forward-looking information as well as material factors and in the disclosure documents Avoid statements pursuant to which a reporting issuer assumes no obligation to update its statements!
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The new QSSP has arrived
Introduced in 1979, the Quebec Stock Savings Plan (QSSP) was enormously successful in the 1980s, encouraging the emergence of numerous Quebec SMES. The SME Growth Stock Plan, which replaced the QSSP in 2005, achieved a more mixed success. The 2009-2010 provincial budget attempts to remedy this (…)