Category: United States

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Patenting in Canada: Do These Genes Fit?

October 27, 2016

The Supreme Court of Canada has commented on the issue but no Canadian court has directly answered the difficult question of whether genes are patentable. So the answer appears to be yes, for now. Identifying genetic sequences associated with diseases and creating tests to screen for them are unquestionably valuable scientific innovations. Due to the challenge and expense of pinpointing…

Nominee Directors: Rights and Responsibilities

October 25, 2016

First published by The American Lawyer, this paper examines the responsibilities of nominee directors, particularly as they apply to boards of Canadian companies, and how these directors can protect themselves from conflict situations.

Doing Business in Canada

September 9, 2016

Common Interest Privilege in Cross-Border Matters: Canada vs. U.S. Law

August 9, 2016

While many tenets concerning the protections afforded by privilege are similar in both Canada and the United States, there are key differences and treatment when it comes to settlement and common interest privilege, as some recent cases highlight. COMMON INTEREST PRIVILEGE IN CANADA Common interest privilege has been interpreted in Canada to apply to many communications providing the parties share…

Clause for Concern? Sandbagging Provisions in Canadian M&A

July 21, 2016

The use of express sandbagging language in M&A agreements (whether “pro” or “anti”), or the decision to remain silent, is commonly one of the most acrimonious issues faced by M&A practitioners in private acquisitions. The frequency of these provisions in Canadian M&A and the question of their enforceability are commonly discussed in light of evolving market practice and the historically limited guidance from…

Underwriters May Have Expertise But That Does Not Make Them “Experts”

April 28, 2016

In the LBP Holdings v. Allied Nevada Gold Corp. decision released on April 27, 2016, the Ontario Superior Court of Justice refused to allow the underwriters of a secondary public offering (SPO) to be added as defendants to a proposed statutory securities class action against the issuer in respect of statutory and unjust enrichment claims. Among other things, the plaintiff…

Legal Trends 2016: Tax

April 7, 2016

ONE | A NEW LIBERAL GOVERNMENT Elected in October 2015, Canada’s new Liberal government has proposed a tax platform featuring significant changes, including a four per cent increase (to 33 per cent) in the federal tax rate for individuals on income over C$200,000 and a 1.5 per cent drop in the middle-income tax rate. The new government has also pledged to limit the amount of…

Legal Trends 2016: Restructuring & Insolvency

April 6, 2016

ONE | OIL AND GAS SECTOR Amid the protracted drop in oil prices and the decline of the Canadian dollar relative to the U.S. dollar, capitalizing on distressed opportunities in the oil and gas sector in a low-risk jurisdiction, such as Canada, has never been more attractive. These combined circumstances have resulted in approximately US$112-billion worth of oil and gas…

Legal Trends 2016: Renewable Energy

April 1, 2016

ONE | GROWTH IN PRIVATE INVESTMENT A recent Clean Energy Canada study concluded that investment in renewable energy in Canada increased at a dramatic rate of 88 per cent from 2013 to 2014, representing an aggregate investment of more than C$10.7-billion in 2014. This sharp increase catapulted Canada to sixth in the world for investments in new domestic clean-energy-generation projects….

Legal Trends 2016: Private Equity

March 31, 2016

ONE | OILPATCH PORTFOLIO MANAGEMENT AND OPPORTUNITIES Between June 2014 and December 2015, the price of a barrel of oil was cut roughly in half, resulting in a significant downturn in the earnings of companies with businesses connected to the oil industry. Private equity (PE) firms with portfolio companies that have operations in or exposure to Alberta and Canada’s energy…

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