en_CA
https://mcmillan.ca/wp-content/uploads/2020/05/profile-default-mobile.jpg

Samantha Gordon is a talented litigation and dispute resolution lawyer with a focus on complex corporate, commercial and securities disputes. Samantha has significant experience in antitrust class action defence, shareholder disputes, governance issues, mergers and acquisitions (M&A) litigation, proxy contests, complex contract disputes and commercial arbitration.

An experienced litigator, Samantha represents clients at all levels of court in Ontario, including the Ontario Court of Appeal and the Commercial List, as well as before domestic and international arbitration tribunals. She has also appeared before the Supreme Court of Canada.

In 2019, Samantha completed a secondment with the Office of Mergers and Acquisitions at the Ontario Securities Commission, where she was involved in the oversight of M&A transactions, a hearing relating to a proxy contest and a number of policy projects.

Samantha is an active member of The Advocates’ Society and volunteers as duty counsel for Pro Bono Law Ontario.



Representative Matters

Corporate, Commercial and Securities

  • Counsel in precedential case on securities process and disclosure in a conflict of interest transaction.
  • Represented an appellant before the Supreme Court of Canada in Pioneer Corp. v. Godfrey, the leading case on certification standards in anti-trust class actions.
  • Represented an intervener before the Supreme Court of Canada in R. v. Comeau, the leading case concerning free trade in Canada under s.121 of the Constitution Act.
  • Represented companies in technology, manufacturing and mining industries in litigation matters and related strategy in hostile proxy / control contests.
  • Represented a European banking client in an appeal before the Ontario Court of Appeal in a complex 12-year, multi-transfer fraudulent conveyance action.
  • Represented an international telecommunications company in defending an interlocutory and permanent injunction based on allegedly misleading advertising statements.
  • Represented a ground lease tenant in successfully responding to a leave to appeal application to the Supreme Court of Canada in a dispute regarding a rent reset provision.
  • Represented a lender in related bankruptcy and receivership proceedings.
  • Canadian counsel for SABMiller plc regarding Canadian Competition Bureau clearance of its US $107 billion take-over by Anheuser Busch InBev SA/NV

Class Actions

  • Counsel to multiple electronic manufacturers defending multijurisdictional civil cartel/conspiracy class action proceedings.
  • Counsel to multiple global financial institutions defending multijurisdictional civil cartel/conspiracy class action proceedings.
  • Counsel to multiple global auto-parts manufacturers defending multijurisdictional civil cartel/conspiracy class action proceedings.
  • Counsel to a financial institution defending class action proceedings relating to alleged breaches of consumer protection laws.

Arbitrations

  • Represented a ground lease tenant in a complex rental reset arbitration.
  • Defended a mining company in an international arbitration (LCIA) regarding a claim for a 50% interest in a mining project in Africa arising from an Earn-in agreement.
  • Represented a global telecommunications company in an arbitration dealing with a breach of contract dispute.
  • Represented a ground lease tenant in an arbitration dealing with a breach of contract dispute.
  • Represented a global investment company in an arbitration dealing with a purchase price adjustment contract dispute

Selected Decisions:

  • The Catalyst Capital Group Inc. (Re), 2020 ONSEC 6
  • Pioneer Corp. v. Godfrey, 2019 SCC 42
  • R. v. Comeau, 2018 SCC 15
  • Friends of Toronto Public Cemeteries Inc. v. Mount Pleasant Group of Cemeteries, 2018 ONSC 7711
  • Omega General Insurance Company v. Tsianos, 2017 ONSC 5179
  • In the matter of the court-appointed receivership of Casselman Plywood Hardware Building Centre Ltd., 2017 ONSC 4107
  • Samuels v. Canada (Attorney General), 2016 ONSC 7937
  • Fontanilla v. Thermo Cool Mechanical, 2016 ONSC 7023
  • Bayerische Landesbank Girozentrale v. Sieber Estate (Trustee of), 2016 ONCA 399, 2016 ONCA 400
  • Yim v. Rogers Communications Partnership, 2016 ONSC 2105

Speaking Engagements

Hot Topics in Securities Litigation Tenth Annual Securities Symposium – The Advocates’ Society

September 2020

Shareholder Activism Ninth Annual Securities Symposium – The Advocates' Society

September 2019

Class Actions: Case Law Update and Strategic Implications Canadian Defence Lawyers – Defending Products Claims

February 22, 2017

Teaching Engagements

  • Winter 2021 – Term Adjunct Lecturer, Faculty of Law, Queen’s University, Securities Litigation
  • Winter 2019 – Guest Lecturer, Faculty of Law, Queen’s University, Contested Transactions

News


Rankings & Recognition

  • J.W. Whiteside Award, for contribution to the law school, the legal profession and the community at large
  • Torkin Manes LLP Award, for combined academic achievement and service to the community
  • Honourable Walter S. Tarnopolsky Award, for respect for and commitment to equality and human rights, service to the community, civility and generosity of spirit
  • Igor Kaplan Memorial Award, for exemplifying the traditions of the law in scholarship, commitment and integrity

Directorships & Affiliations

  • Law Society of Upper Canada
  • The Advocates’ Society, Member of The Judicial Independence Task Force
  • Defense Research Institute

Education & Admissions

2015
Called to the Ontario bar
2014
JD University of Windsor
2011
BAH Queen's University

Publications

Insights by Samantha Gordon (13 Posts)

On Second Thought: Ontario Court Dismisses Secondary Market Securities Class Action on Summary Judgment

Feb 21, 2021

Part XXIII.1 of Ontario’s Securities Act creates a statutory cause of action for investors who suffer losses in the secondary market.

Bears v. Bulls: Secondary Market Securities Class Actions in Ontario

Nov 11, 2020

A high-level overview of secondary market class actions under the Ontario Securities.

Material Changes to Ontario’sClass Proceedings Act – What You Need to Know

Oct 2, 2020

Material changes to the Ontario Class Proceedings Act in force October 1, 2020.

Class Actions “Zooming” Forward during the COVID Pandemic?

May 25, 2020

Courts across Canada were quick to respond to the COVID-19 pandemic.  Courts have faced the unenviable challenge of maintaining the rule of law and fair process throughout a global crisis.

The HBC Privatization: OSC Provides New Guidance For a Special Committee Process and Reconfirms Disclosure Obligations in Conflict of Interest Transactions

Mar 3, 2020

Ontario Securities Commission provides new guidance regarding the role and responsibilities of a special committee in a conflicted going private transaction.

Ontario Makes Changes to Court Procedures

Nov 4, 2019

Ontario Makes Changes to Court Procedures

New Requirements for CBCA Corporations: June 2019 Amendments

Jul 11, 2019

The federal government has passed Bill C-97, which amends the Canada Business Corporations Act (“CBCA”).

Cooperating to Create a National Securities Regulator in Canada

Nov 14, 2018

On November 9, 2018, Supreme Court of Canada upheld legislation that supports the creation of a national securities regulator under a cooperative system.

The New Frontier of Jurisdiction: Supreme Court of Canada Upholds Worldwide Injunction Against Google

Jun 30, 2017

The New Frontier of Jurisdiction: Supreme Court of Canada Upholds Worldwide Injunction Against Google

Supreme Court of Canada Turns the Other Cheek: Facebook’s “Terms and Conditions” – Forum Selection Clause Unenforceable

Jun 29, 2017

Supreme Court of Canada Turns the Other Cheek: Facebook's "Terms and Conditions" – Forum Selection Clause Unenforceable

Carrying the Tune: OSC Whistleblower Program Coming Soon

Feb 24, 2016

Carrying the Tune: OSC Whistleblower Program Coming Soon

British Columbia Securities Commission Seeks to Limit Exercise of Public Interest Power in the Enforcement Context

May 20, 2015

British Columbia Securities Commission Seeks to Limit Exercise of Public Interest Power in the Enforcement Context

Upcoming Changes to Saskatchewan Insurance Legislation

Feb 18, 2015

Upcoming Changes to Saskatchewan Insurance Legislation