


Private Equity & Venture Capital
PRIVATE EQUITY — BUYOUTS & VENTURE CAPITAL INVESTMENT
Canada has long been an attractive market for private equity and venture capital investors. A relatively stable economy and an abundance of capital have attracted international companies and financiers to explore investment opportunities and launch businesses in the Canadian market. Tapping into McMillan’s knowledge and experience allows them to maximize opportunities and mitigate risks.
McMillan’s private equity and venture capital industry lawyers have been active in the Canadian markets for many years and bring an unmatched commitment to helping clients execute transactions efficiently. Our private equity group has extensive experience working with private equity funds and financial institutions in acquisitions and dispositions, acting regularly for sponsors in fund formation and working closely with US and international law firms in cross-border private equity transactions.
PRIVATE EQUITY STRUCTURING AND FORMATION
McMillan’s private equity and venture capital industry team has extensive experience serving as counsel to sponsors and managers in the formation and operation of private equity funds. Our lawyers maintain in-depth, current market knowledge of the deal terms and trends that drive the industry. We collaborate with McMillan colleagues in specialty areas such as Capital Markets, Government and Public Policy, and Financial Services to bring a fully informed point of view to every client matter.
McMillan professionals help clients lead by advising on Funds Formation strategies and structures; negotiating and drafting fund documentation including partnership and subscription agreements; providing tax planning counsel; advising on disclosure requirements; advising on applicable securities laws and regulations; and advising on the operation of Funds at different stages in their life-cycle, including fund amendments and terminations.
CONSORTIA
McMillan has significant experience working with consortia, as well as individual participants. Our lawyers bring a combination of private equity experience and strong negotiation skills, which are vitally important to making club deals succeed. Our focus is on helping consortia members find common ground in order to maximizes the return on their investments.
McMillan professionals represent consortia on bidding, negotiating and closing deals; negotiate consortium agreements to define the legal relationship among members, as well as the fiduciary duties of each; structure consortia including tax planning and financing; advise consortium members on their respective governance rights related to the bid; and define exit strategies and criteria for consortium members, including agreement on competing bids once members have exited.
Primary Contacts
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Private Equity 2021, Canada Chapter
International Comparative Legal Guides, Seventh Edition Download FileInsights (105 Posts)
CSA Seeks Comments on Two New Approaches to Diversity Disclosure
The Canadian Securities Administrators is seeking comments on the proposed amendments to the corporate governance disclosure rules and policies (Form 58-101F1)
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May 10, 2023
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On the Plus Side: An Overview of SEDAR+ and How to Get Ready by May 1, 2023
An overview of the new integrated records filing system, SEDAR+, launching June 13, 2023.
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Apr 21, 2023
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Violence in Credit Markets: What Are “Priming” and “Uptiering” Transactions, and What Can Loan Parties Do About Them?
Join moderator Stephen Brown-Okruhlik and an exceptional panel of practitioners and thought leaders as they discuss vulnerabilities to lenders under loan documents, the latest judicial guidance on "priming" and "uptiering" transactions, and how credit market participants are addressing risks. This webinar is hosted by the ABA American Bar Association.
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Tuesday, April 11, 2023
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Sunny Days Ahead – The WestJet-Sunwing Merger is Cleared for Takeoff
On March 10, 2023, the Government of Canada approved WestJet's merger with Sunwing pursuant to the Canada Transportation Act.
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Mar 10, 2023
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More Bang for Your Buck: OSC’s updated fee structure to take effect April 3, 2023
Amendments to OSC Rule 13-502 Fees, OSC Rule 13-503 (Commodity Futures Act) Fees and their related companion policies coming into force April 3, 2023.
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Mar 8, 2023
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Real Estate Fund Capital Raising, Structuring a Real Estate Development Deal, Registration Requirements and Tax Considerations
Join us for a breakfast session discussing key issues for funds, asset managers, developers and exempt market dealers in the real estate industry.
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Wednesday, March 8, 2023
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Ontario Superior Court Clarifies “Unreasonable or Unjustifiable” Delay for Requisitioned Meetings
The Ontario Superior Court ordered First Capital to hold a special meeting of unitholders more than two months earlier than originally scheduled.
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Feb 7, 2023
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2023 Merger Notification and Investment Canada Act Thresholds Updates
Providing updates on the 2023 merger thresholds under Canada's Competition Act and Investment Canada Act.
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Feb 6, 2023
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Quebec: New Obligations in Terms of Corporate Transparency
Details Québec's new measures and improvements made to the information available in the registre des entreprises in order to improve companies' transparency.
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Feb 1, 2023
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Raising Money with the Offering Memorandum Prospectus Exemption: CSA Adopts Additional Requirements with a Focus on Real Estate Issuers and Collective Investment Vehicles
The CSA recently announced the adoption of amendments to the offering memorandum exemption in National Instrument 45-106 and the Companion Policy to NI 45-106.
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Jan 9, 2023
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Mind the (Non-)GAAP: Review of Financial Measures Disclosure Under NI 52-112
An overview of the common deficiencies flagged by the CSA with respect to issuers' compliance with disclosure requirements under NI 52-112 and CP 52-112.
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Dec 23, 2022
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Modernization of the Investment Canada Act is Underway
The Canadian federal government introduced Bill C-34, An Act to Amend the Investment Canada Act, to modernize Canada’s national security regime.
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Dec 12, 2022
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Reporting Issuers Need to be Factual and Balanced, Striving for Accurate and Comprehensive ESG reporting
The CSA cautions issuers against overly promotional "greenwashing" language in continuous disclosure in its biennial report - Staff Notice 51-364.
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Nov 30, 2022
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Gates are Open for Consultation on Round Two of Competition Act Amendments
The Canadian government is consulting on proposed amendments to the Competition Act.
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Nov 21, 2022
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Foreign Investment in Canada: Minerals are Critical and Annual Report Released
The government’s approach to reviewing foreign investment is evolving, with an increased focus on national security concerns.
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Nov 7, 2022
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Structuring Private Equity Real Estate Funds in Canada
This bulletin provides an overview of structuring private equity real estate funds in Canada.
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Sep 6, 2022
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June 28, 2024 – CDOR will be no more
CDOR to cease being published after June 28, 2024; Term CORRA to be potentially created; market participants need to prepare for end of CDOR now.
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Jun 21, 2022
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Flair’s Canadian Status Confirmed in Important Ruling
The article analyses the Canadian Transportation Agency decision in Flair and its implications for the airline industry and the regulatory regimes in Canada.
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Jun 16, 2022
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Venture Capital Funding for Start-ups and Emerging Companies
Government of Canada's request-for-proposal for the Venture Capital Catalyst Initiative, providing $450 million in funds to the venture capital sector.
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Jun 15, 2022
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Canada Issues Policy Statement on Investments Linked to Russia under the Investment Canada Act
Investments by Russian investors will be subject to enhanced scrutiny and prolonged timelines.
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Mar 9, 2022
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The Potential Impact of the Ukraine Conflict on Contracts Between Canadian and Russian Companies
Legal tools Canadian companies should seek advice on if they are no longer able perform contractual agreements because of the war in Ukraine
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Mar 8, 2022
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Spot the Difference: Mergers and Amalgamations in Corporate Transactions
Examining the difference between US "mergers" and Canadian "amalgamations" in corporate transactions, relevant for deal structuring and completing diligence.
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Mar 2, 2022
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Merger Notification and Investment Canada Act Thresholds Updates
Updates readers concerning the 2022 Canadian merger filing thresholds under the Competition Act and the Investment Canada Act.
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Feb 7, 2022
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Fiduciary Duties in Corporate Transactions: Expansion of Director’s Duties to Limited Partnerships & Liability of Knowing (Third Party) Assistants
The ONCA decision in Extreme Venture Partners Fund I LP v. Varma provides important guidance on acceptable standards of corporate conduct in Canada.
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Feb 2, 2022
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Practical Considerations of Simple Agreements for Future Equity or “SAFEs” in Canada
An overview of how Simple Agreements for Future Equity or “SAFEs” work including pros & cons for Canadian companies considering SAFEs for early stage financing.
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Feb 1, 2022
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PropTech: Property Technology, the New Frontier in Real Property, Part 3: Challenges
In this bulletin, we discuss the risks and challenges of using PropTech by businesses in the real estate space and for consumers of such products.
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Jan 18, 2022
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Alberta Securities Commission Provides Guidance On Shareholder Rights Plans, Break Fees and Use of Equity Swaps in Take-over Bid Context
An Alberta decision has held that the use of swaps in a hostile take-over bid can be abusive, and added guidance on shareholder rights plans and break fees.
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Jan 12, 2022
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Mandatory COVID-19 Vaccination Policy Upheld
An Ontario arbitrator upheld an employer's vaccine mandate for both a site where a 3rd party obligation existed and a related site with no such obligation.
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Jan 12, 2022
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Ontario Arbitrators Continue to Uphold Terminations of Employees who Breach COVID-19 Safety Protocols
A recent decision by an Ontario arbitrator further affirmed the notion that dishonesty during COVID screening protocols by an employee can lead to termination.
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Jan 12, 2022
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PropTech: Property Technology, the New Frontier in Real Property, Part 2: Benefits
In this bulletin, we discuss the benefits of using PropTech for businesses in the real estate space and for consumers of such products.
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Jan 11, 2022
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PropTech: Property Technology, the New Frontier in Real Property, Part 1: Introduction
In this 3-part series, we explain the concept of PropTech, highlight its benefits and outline associated risks.
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Jan 11, 2022
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2022 Starts on a High – Updates in the Psychedelics Industry and a Look Back at 2021
Recent amendments to the Special Access Program and a look back to 2021 on developments affecting the psychedelics industry.
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Jan 11, 2022
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City of Toronto Introduces Garden Suites
In this bulletin, we discuss the potential development of garden suites in the City of Toronto.
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Jan 10, 2022
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Wind-up and Hang-up: China Mobile’s Motion to stay an ICA Order Pending Judicial Review Dismissed
Analyzing updates from an Investment Canada Act national security review case to provide key insights to investors into Canada.
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Jan 10, 2022
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Will a Billion Dollar Termination Shift the M&A Landscape?
The authors discuss the Ontario Superior Court of Justice's decision in Cineplex v. Cineworld, a "busted deal" case about interim operating covenants.
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Dec 17, 2021
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New Requirements Proposed for Private Ontario Corporations to Maintain Register of Individuals With “Significant Control”
Bill 43 proposes to amend the OBCA to require corporations to prepare and maintain a register of individuals with "significant control" over such corporations.
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Nov 18, 2021
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Certification Denied: An Important Win for Competition Class Action Defendants
Certification denied in DRAM class action.
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Nov 10, 2021
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Privacy Commissioner Releases More Guidance for Video Teleconferencing Companies
Video teleconferencing companies face unique cybersecurity and data privacy risks. The OPC has new guidance on how these companies can best address them.
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Nov 3, 2021
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China Mobile Case Raises National Security Hang-up
China Mobile is challenging the Canadian government's order to divest its Canadian operations. The case raises important cross-border investment issues.
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Oct 25, 2021
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Major Canadian Banks Join Net-Zero Banking Alliance (NZBA) — Unpacking the Initiative and Net-Zero Commitments
On the eve of the 2021 United Nations Climate Change Conference, six of Canada’s largest banks announced they had signed on to the Net-Zero Banking Alliance.
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Oct 21, 2021
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Antitrust Reform: Canada Too!
James Musgrove and Sarah Stirling-Moffet talk Competition law reform in Canada after the Commissioner’s CBA speech - more money, more power!
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Oct 21, 2021
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Blocked Account Agreements in Canada – Back to Basics
A BAA is useful for lenders relying on cash collateral in secured lending transactions. We discuss the nature and function of BAAs in the common law provinces.
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Aug 31, 2021
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Watch as that Trust is Swept Away
Suppliers and subcontractors in the construction industry should be mindful of a recent unreported decision of the Ontario Superior Court of Justice.
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Jul 30, 2021
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SOFR Fundamentals: What We Know SO-FAR
SOFR is the preferred USD alternative RFR to LIBOR. We discuss what SOFR is, the types of SOFR, conventions for SOFR, and using SOFR in loan agreements.
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Jul 21, 2021
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Amendments to the OHSA Consolidate Reporting Requirements for Workplace Accidents Effective July 1, 2021
The Ontario government introduced amendments to Regulations under the Occupational Health and Safety Act to consolidate accident reporting requirements.
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Jun 30, 2021
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Ontario Repeals Canadian Residency Requirement for Directors
Amendments to the Ontario Business Corporations Act remove Canadian resident director requirement and ease rules for written shareholder resolutions.
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Jun 15, 2021
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Canadian Privacy Commissioners Issue Joint Guidance on Vaccine Passports
Commissioners warn that privacy considerations must be “front and centre” as organizations develop and implement vaccine passports in the coming months
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May 25, 2021
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Commercial Leases During the COVID-19 Lockdown: Where are we Headed?
Ontario has also passed legislation to protect commercial tenants.
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May 17, 2021
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Alberta Eliminates Director Residency Requirements
With the proclamation of the Red Tape Reduction Implementation Act (Alberta) into law on March 29, 2021, director residency requirements have been eliminated.
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Mar 29, 2021
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Ontario’s Capital Markets Modernization Taskforce Looks to Level the Playing Field
This bulletin focuses on Ontario’s Capital Markets Modernization Taskforce's recommendations aimed at ensuring a level playing field.
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Mar 10, 2021
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LIBOR Newsflash: FCA Announces Dates for Official Cessation and Loss of Representativeness of LIBOR
FCA announces dates for the official cessation and loss of representativeness of LIBOR. Implications for Lenders.
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Mar 10, 2021
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iAnthus Decision Changes the Landscape for Corporate Plans of Arrangement under the BCBCA by Permitting Third-Party Releases
The iAnthus decision affirmed by the Court of Appeal holds that a British Columbia company can use the BCBCA to restructure and obtain 3rd party releases.
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Feb 23, 2021
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LIBOR Newsflash: Announcement on Official Cessation of LIBOR is Expected Soon
IBA and FCA expected to make announcement about the official cessation of LIBOR. Timelines for ceasing new issuances of LIBOR loans.
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Feb 18, 2021
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2021 Canadian Merger Notification and Investment Canada Act Review Thresholds Decrease
The 2021 updates to the merger thresholds under Canada's Competition Act and Investment Canada Act have been announced.
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Feb 12, 2021
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Canada Freezes Shandong out of the Arctic
Canada blocked Shandong Gold's acquisition of TMAC Resources following a national security review under the Investment Canada Act.
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Dec 22, 2020
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B.C. Technology Sector Makes the Grade – But Not Yet Top of the Class
In November 2020, KPMG released the B.C Tech Report Card 2020. The Report Card outlined the current state of the British Columbia technology sector.
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Dec 2, 2020
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Do Not Go Directly to Jail – Just Yet Anyway: Competition Bureau Confirms its View that Buy-Side Agreements between Competitors are not Criminally Unlawful
On November 27, 2020, the Competition Bureau clarified its view that the criminal cartel provisions of the Competition Act do not apply to buy-side agreements.
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Nov 30, 2020
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Oil and Gas Sector Consolidation Invites Competition Bureau Reviews
With the recent surge in M&A activity in the oil and gas sector, the Competition Bureau may call on industry participants to investigate some of these deals.
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Nov 17, 2020
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Mandatory Indoor Face Coverings: What Ontario Employers Need to Know
Mandatory Indoor Face Coverings: What Ontario Employers Need to Know
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Oct 6, 2020
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Ontario Modernizing its Business Corporations Act
Ontario Modernizing its Business Corporations Act
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Oct 1, 2020
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The Uncertain Consequences of Waiving Consequential Damages in M&A Agreements
This bulletin discusses issues with the use of the term "consequential damages" in exclusion clauses and limitation of liability clauses.
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Aug 21, 2020
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Ontario Amends Employment Standards Legislation in Response to COVID-19
Ontario passes new protected leave of absence for employees impacted by COVID-19, and suggests COVID-19
cases should be reported as occupational illnesses.
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Aug 5, 2020
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Heading for the Exit: Preparation for the Sale of your Business
Heading for the Exit: Preparation for the Sale of your Business
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Jul 27, 2020
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Material Adverse Effect Clauses in a COVID-19 World
Review and analysis of recent developments where parties try to rely on MAE clauses as a mechanism to avoid closing a transaction.
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Jun 23, 2020
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Privacy Penalties – Canadian Competition Bureau Wades Into Privacy Enforcement
Organizations operating in Canada are advised to immediately review their privacy-related policies and marketing to avoid false or misleading representations
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May 26, 2020
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Federal Government Relief Programs for Small and Medium Enterprises
Federal Government Relief Programs for Small and Medium Enterprises
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Apr 24, 2020
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Alberta Government Passes Bill 12, Liabilities Management Statutes Amendment Act, 2020 – What You Need to Know
What you need to know about the Alberta Government's Bill 12 in relation to Liabilities Management Statutes Amendment Act, 2020.
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Apr 21, 2020
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Opportunities in Challenging Times: The Failing Firm Provision of Canada’s Competition Act
This bulletin analyzes the failing firm merger provision of Canada's Competition Act in anticipation of the negative economic impact of COVID-19.
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Mar 30, 2020
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Unbearable Lite-ness: Lenders’ Remedies in the Age of Missing Covenants
The author discusses the recent trend toward borrower-friendly loan documents and the remedies available to lenders in Canada.
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Mar 23, 2020
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Coronavirus: Harbinger of a New (Old) Approach to Restructuring in Canada?
Restructuring options and challenges in the time of COVID-19.
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Mar 20, 2020
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What’s Market in Canada, eh? A New Canadian Private Target M&A Deal Points Study
Key takeaways from the ABA's 2019 Canadian Private Target M&A Deal Points Study
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Jan 25, 2020
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“Can I Tell You Something in Confidence?” Legal Privilege in M&A Transactions
The authors discuss challenges to maintaining legal privilege in M&A transactions. Parties in Ontario can learn from the experience of other jurisdictions.
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Jan 22, 2020
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Challenges and Opportunities for Canadian Investors in Brazilian Insolvency Proceedings: Lessons from the IBA’s 2019 Global Restructuring Conference
The authors discuss unique aspects of Brazil's insolvency regime relevant for Canadian investors, including the role of equity, DIP loans, and jurisdiction.
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Jan 21, 2020
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Antitrust Merger Control in Canada: Tips for Private Equity Investors
This article provides thought-provoking and practical advice to Private Equity investors for minimizing antitrust risks to proposed transactions in Canada.
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Nov 21, 2019
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Amendments to the CCAA, BIA and CBCA Now in Force
Authors discuss changes in 2019 to Canadian corporate and restructuring statutes and their possible implications for insolvency practice in Canada
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Nov 19, 2019
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Employees’ Duty to Mitigate: Comparable Employment Does Not Mean Any Employment
The Ontario Court of Appeal has confirmed in a recent decision that an employee’s duty to mitigate following a without cause termination does not require the employee to accept a notably lesser position with the same employer.
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Jul 24, 2019
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Don’t Count Your Efficiencies Before They Hatch: Exploring The Factors That Impact A Railway’s Operating Ratio
Canadian Pacific Railway (“CP”) has significantly reduced its operating ratio in the past few years.
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Jul 22, 2019
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On the Record: Private Corporations in British Columbia Will Soon be Required to Collect and Disclose Shareholder Information
On April 2, 2019, the Government of British Columbia (the “Government”) introduced Bill 24, the Business Corporations Amendment Act, 2019 (the “Bill”).
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May 16, 2019
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Canadian Corporate & Restructuring Legislation: Changes Could be on the Way
Bill C-97 (the “Bill”) was introduced in Parliament to implement the federal budget tabled by the Liberal government on March 19, 2019.
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May 10, 2019
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Getting the Deal Through (Canada Chapter) – Private Equity 2019 – Fund Formation
A limited partnership is typically used for private equity funds in Canada.
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May 2, 2019
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Getting the Deal Through (Canada Chapter) – Private Equity 2019 – Transactions
A wide range of private equity transactions is common in Canada, including going-private transactions, private investments in public companies and private company buyouts.
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May 2, 2019
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Regulations Implementing theTransportation Modernization Act
On April 1, 2019, the Canadian Transportation Agency (“Agency”) announced the publication of proposed regulations (the “Proposed Regulations”) in the Canada Gazette to implement certain aspects of the Transportation Modernization Act (Bill C-49) (“TMA”).
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Apr 11, 2019
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Amendments to the Canada Shipping Act, 2001 and Marine Liability Act
On December 13, 2018, Bill C-86, A second Act to implement certain provisions of the budget tabled in Parliament on February 27, 2018 and other measures, otherwise known as the Budget Implementation Act was given royal assent.
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Feb 13, 2019
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The Alberta Securities Commission Expands Prospectus Exemptions for Distributions Outside Alberta
The ASC has updated ASC Rule 72-501 Distributions to Purchasers Outside Alberta and its companion policy to facilitate cross-border investment.
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Aug 22, 2018
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Finance Proposes Amendments to Limit Holding Company – Input Tax Credit Claims (“ITC”) and Seeks Consultations on Further Possible Changes
Dept of Fin proposed amendments describing conditions for when taxable acquisitions imports of property or services by holding companies could make ITC claims
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Aug 7, 2018
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Canada’s Use of its National Security Power
The Government of Canada's decision to reject the proposed acquisition of Aecon, a major Canadian construction services firm, by China Communications
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Jun 1, 2018
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An Update on CSA Policy Initiatives to Reduce Regulatory Burden for Reporting Issuers
An Update on CSA Policy Initiatives to Reduce Regulatory Burden for Reporting Issuers
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Apr 17, 2018
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2018 Canadian Merger Notification Threshold Increases
The 2018 increases to the merger thresholds under Canada's Competition Act and Investment Canada Act have been announced.
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Feb 14, 2018
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Securities Regulators Ban Short-Term Binary Options
Securities Regulators Ban Short-Term Binary Options
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Oct 24, 2017
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HKEX’s Proposed New Board Presents Unique Opportunities for Early Stage Tech Canadian Companies
HKEX's Proposed New Board Presents Unique Opportunities for Early Stage Tech Canadian Companies
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Jul 19, 2017
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Investment Canada Act Threshold Increases to $1 Billion (Cdn)
Investment Canada Act Threshold Increases to $1 Billion (Cdn)
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Jun 22, 2017
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What’s Market in Canada, eh? A Comparison of Two Canadian Private Target M&A Deal Point Studies
What's Market in Canada, eh?
A Comparison of Two Canadian Private Target M&A Deal Point Studies
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Jun 14, 2017
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Bill C-49: Is the Line Haul Interswitching Remedy Really New?
Regulators Rethink "Best Interest" Standard for Registrants
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May 30, 2017
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Proxy Access in Canada — Another US Corporate Law Practice Makes Its Way Up North
Proxy Access in Canada -- Another US Corporate Law Practice Makes Its Way Up North
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May 17, 2017
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Bill C-49: Government of Canada Proposes to Amend the Canada Transportation Act
Bill C-49: Government of Canada Proposes to Amend the Canada Transportation Act
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May 16, 2017
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China-Canada: Opportunities in Cross-Border Venture Capital
McMillan will be hosting a luncheon seminar which will provide an overview of the China Angels Mentorship Program (CAMP).
Details
May 12, 2017 - 12:00 pm to 1:30 pm
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The US Trust Indenture Act, Out of Court Restructurings and the Marblegate Decision
The US Trust Indenture Act, Out of Court Restructurings and the Marblegate Decision
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Apr 4, 2017
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The Concerns with Social Media use by Reporting Issuers in Canada
The Concerns with Social Media use by Reporting Issuers in Canada
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Mar 15, 2017
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CSA Provides Cybersecurity Risk Disclosure Guidance and Best Practices for Reporting Issuers
CSA Provides Cybersecurity Risk Disclosure Guidance and Best Practices for Reporting Issuers
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Jan 6, 2017
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Arbitration Clauses and Shareholder Disputes: Clarity from the Ontario Court of Appeal
Arbitration Clauses and Shareholder Disputes: Clarity from the Ontario Court of Appeal
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Oct 24, 2016
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Tips for Startups – Intellectual Property and its Value to Your Company
Tips for Startups – Intellectual Property and its Value to Your Company
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Aug 8, 2016
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Prospectus Exemption for Start-Up Businesses
Prospectus Exemption for Start-Up Businesses
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Aug 2, 2016
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Canada Revenue Agency Frowns Upon the Use of US LLPs and LLLPs
Canada Revenue Agency Frowns Upon the Use of US LLPs and LLLPs
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Jul 12, 2016
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Tips for Startups – Understanding the Stages of Equity Financing
Tips for Startups – Understanding the Stages of Equity Financing
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Jul 11, 2016
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