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Michael Burns provides advice on all facets of capital markets and securities law with an emphasis on alternative investment funds, alternative and conventional mutual funds and structured products. He has extensive experience in the structuring, offering and sale of domestic and foreign-domiciled investment funds. Michael is recognized in the Canadian Legal Lexpert Directory (2020) as a repeatedly recommended lawyer in the area of investment funds and asset management, and by Who’s Who Legal: Canada (2020) as a leader in private funds.

Representing issuers as well as underwriters / agents, Michael assists clients with mergers and acquisitions, divestitures, hostile and friendly takeover bids, proxy contests, private placements, rights offerings and initial public offerings. His industry knowledge spans the mining, technology, advertising, television and entertainment, and transportation sectors.

Michael provides ongoing guidance to public issuers on continuous disclosure obligations, shareholder communications, executive compensation, corporate governance, preparations for annual and special meetings, as well as general corporate matters.



Representative Matters

  • Represents and advises investment fund managers and asset managers on the structuring and public offering of NI 81-102 alternative mutual funds, conventional mutual funds and exchange traded funds (ETFs) in Canada.
  • Represents and advises investment fund managers and asset managers on the structuring and offering of alternative investment funds and other pooled investment products on a private placement basis and investment advisory services in Canada.
  • Represents and advises Canadian investment fund managers on the structuring and offering of offshore hedge funds and master/feeder structures.
  • Structuring and offering of private equity funds.
  • Extensive experience in the registration and ongoing compliance obligations of investment fund managers, portfolio managers and dealers under applicable securities legislation.
  • Advises foreign-domiciled investment fund managers on the offering and registration requirements associated with the marketing and distribution of the securities of foreign domiciled investment funds in Canada.
  • Represents and advises issuers and dealers in connection with offering of securities in Canada via public offering (prospectus) and private placement.
  • Represents issuers and underwriters in connection with private placement bond offerings in connection with public-private partnership (P3) projects.
  • Acts on behalf of both acquirors and targets on mergers, acquisitions and take-over bids (friendly and hostile).
  • Represents shareholders in connection with proxy contests.
  • Advises issuers with respect to continuous disclosure obligations and corporate governance matters in Canada.
  • Generally advises on corporate, commercial and securities law matters.

News


Media Mentions

OSC takes first steps to ease up on fund managers“, Law Times, August 1, 2019

Rankings & Recognition

  • Listed in Who’s Who Legal: Canada 2020 as a leader in Private Funds
  • Recognized in the 2020 Canadian Legal Lexpert Directory as a Repeatedly Recommended Lawyer in the area of Investment Funds & Asset Management
  • Listed in Who’s Who Legal: Canada 2019 as a leader in Private Funds
  • McMillan LLP recognized as Best Canadian Law Firm at the 2019 and 2019 Canadian Hedge Fund Awards
  • Recognized in the 2019 Canadian Legal Lexpert Directory as a Repeatedly Recommended lawyer in the area of Investment Funds & Asset Management
  • Recognized in the 2018 Canadian Legal Lexpert Directory as a Repeatedly Recommended lawyer in the areas of Investment Funds & Asset Management
  • Recognized in the 2015-2018 Editions of Who’s Who Legal: Canada (Private Funds)
  • Ranked as “Leading Practitioner – Repeatedly Recommended” – Investment Funds and Asset Management – The Canadian Legal Lexpert Directory 2016
  • Recognized as a Investment Funds Expert Listing (Canada) – Expert Guides –The World’s Leading Lawyers Chosen by Their Peers 2016

Community Involvement

  • Minor hockey coach
  • Minor baseball coach

Directorships & Affiliations

  • Canadian Bar Association
  • Alternative Investment Management Association, Canada – Chairman
  • Investment Fund Institute of Canada
  • Ontario Bar Association – Securities Law Subcommittee

Education & Admissions

1992
Called to the Ontario bar
1990
LLB Dalhousie University
1987
B.Comm. (cum laude) Dalhousie University

Insights by Michael Burns (19 Posts)

CSA Propose Changes to Registration Information, Outside Activities and Reporting Requirements as part of Reduction of Regulatory Burden Initiative

Feb 17, 2021

February 4, 2021 - the Canadian Securities Administrators have proposed amendments to the registration information provided by registered individuals and firms.

Disclose This – The Offering Memorandum Exemption Gets a Revamp – CSA Propose Additional Requirements with a focus on Real Estate Issuers and Collective Investment Vehicles

Oct 14, 2020

Proposed amendments to the OM Exemption may have major impacts on issuers engaged in real estate activities or considered collective investment vehicles

The Novel Exemptive Relief Chronicles

Sep 20, 2019

Ontario Securities Commission exemptive relief decision clarifies ability of investment fund managers to permit rehypothecation of portfolio assets.

Cryptocurrency Securities Law Update – Platform Framework and Service Providers

Aug 6, 2019

Cryptocurrency is not necessarily a “security” under Canadian securities law.

No Longer “Beasts of Burden” OSC Reduces Regulatory Load for Registrants on Two Fronts

Jul 22, 2019

The Ontario Securities Commission (“OSC”) recently announced two important changes to certain regulatory requirements

OSC Waives Fees for Late OBA Disclosures as Part of Burden Reduction Project

May 21, 2019

On May 15, 2019, the Ontario Securities Commission (“OSC”) announced that registrants will no longer have to pay late fees associated with the disclosure of outside business activities (“OBAs”) past the required deadline.

A Million Reasons – NextBlock OSC Settlement Agreement Highlights Risks of Using Marketing Presentations to Solicit Investments

May 21, 2019

A recent Ontario Securities Commission (“OSC”) settlement agreement with NextBlock Global Limited (“NextBlock”) and Alex Tapscott (“Tapscott”) highlights the risk associated with issuers providing investor presentation slide decks or other marketing documents to prospective investors.

The Novel Exemptive Relief Chronicles Public Mutual Funds Permitted to Invest Limited Amounts in Private Pooled Funds

Feb 12, 2019

These bulletins will review unique and interesting exemptive relief orders issued at times by the CSA to Canada's investment funds and asset management industry

Liquid Alternatives Now a Reality Alternative Mutual Funds Regime Scheduled to Come Into Force January 3, 2019

Oct 5, 2018

The Canadian Securities Administrators have published the much anticipated final version of amendments introducing a "liquid alternatives" regulatory regime

Making “The Golden Years” Truly Golden – OSC Seniors Strategy Establishes Guideposts for Registrants to Tailor Services to Older Clientele

May 7, 2018

Ontario Securities Commission (the "OSC") published OSC Staff Notice 11-779 Seniors Strategy and brings attention to the unique challenges relating to the financial lives of Ontario seniors (65+)

No Longer a “Land of Confusion” – OSC Rule 72-503 and Upcoming Amendments Regarding Distributions Outside Canadian Borders Help Lift the Fog

Apr 18, 2018

Prospectus exemptions introduced by Rule 72-503 as well as exemptions for the resale of securities outside of Canada scheduled to come into force on June 12, 2018

McMillan Client Alert – The CSA Release A New and Improved Suppression of Terrorism Report

Mar 16, 2018

The Canadian Securities Administrators have published CSA Staff Notice 31-352 Monthly Suppression of Terrorism and Canadian Sanctions Reporting Obligations.

McMillan Client Alert – For Registered Dealers, Advisors and Firms Relying on International Dealer or International Advisor Exemption

Dec 14, 2017

McMillan Client Alert - For Registered Dealers, Advisors and Firms Relying on International Dealer or International Advisor Exemption

A New Tax on Investment Funds: Distributions to General Partners (GPs) of “Investment Limited Partnerships” Possibly Subject to GST/HST

Oct 2, 2017

A New Tax on Investment Funds: Distributions to General Partners (GPs) of "Investment Limited Partnerships" Possibly Subject to GST/HST

Taking CASL by Storm: Compliance Tips for Investment Fund Managers

Jun 15, 2017

Taking CASL by Storm: Compliance Tips for Investment Fund Managers

Regulators Rethink “Best Interest” Standard for Registrants

May 30, 2017

Regulators Rethink "Best Interest" Standard for Registrants