Canada: Corporate and Company Law

A co-investment is a direct investment opportunity presented by the sponsor (manager or general partner) of a private fund in which the investor may already be participating.

Recent news reports concerning the compensation claimed by the executors of the estate of the late Loretta Rogers, matriarch of the telecom Rogers family, one of Canada’s wealthiest, has raised concerns for many, particularly if they have a large estate, on how much their executors can be paid.

After a 30-year career as one of Torys’ top dealmakers, Sharon Geraghty made a bold career move by becoming Executive Vice President and General Counsel at Great-West Lifeco.

The Supreme Court of Canada will address whether courts can backdate orders granting leave to commence derivative actions when limitation periods have expired during judicial delays.

In its recent decision in Angus A2A GP Inc v Alvarez & Marsal Canada Inc (“Angus A2A”),[1] the Alberta Court of Appeal upheld an “unusual” set of proceedings under the Companies’ Creditors Arrangement Act (Canada) (“CCAA”) initiated by equity investors rather than the debtor companies themselves or creditors. The principal issue before the Court was whether such investors could qualify as “interested persons” capable of commencing CCAA proceedings and, more broadly, whether the proceedings were consistent with the underlying purposes of the CCAA.

The story of a corporation’s formation, capital, business and affairs is typically set out in its minute book, financial statements, and related corporate records. That does not, however, mean all of that information is automatically available for review. A person’s right to access corporate information depends on the nature of their relationship with the company.

Corporate laws grant shareholders a clear right to receive audited financial statements annually unless they have expressly waived this requirement. This legal obligation is frequently overlooked in practice...

The Supreme Court of Newfoundland and Labrador examined whether releases granted in CCAA proceedings automatically extinguish personal indemnity obligations, addressing the scope of director and officer releases in insolvency restructurings.

Les droits conditionnels à la valeur (DCV) connaissent un regain d'intérêt sur le marché canadien des fusions et acquisitions, offrant aux acquéreurs et aux sociétés cibles un moyen de combler les écarts d'évaluation liés à des étapes clés ou des résultats de performance futurs. Cet instrument contractuel permet aux actionnaires de recevoir une contrepartie supplémentaire après la clôture si certains déclencheurs survi