Ropes & Gray’s PEP Talk: General Solicitation by Private Equity Funds Under 506(c)
Under Canadian securities law, the requirement to register as a dealer is triggered by trading securities for a business purpose. One of the uncertainties under the “business trigger” test and associated guidance is whether...more
The Ontario Capital Markets Tribunal recently released its highly anticipated reasons for cease trading a shareholder rights plan adopted by Bitfarms Ltd. (Bitfarms) with a 15% trigger (15% Rights Plan). In Riot Platforms,...more
It was another active year in securities class actions, with appellate courts demonstrating renewed interest in secondary market misrepresentation claims. In one such decision from February 2024, Drywall Acoustic Lathing and...more
In Kraft (Re), 2023 ONCMT 36 (“Kraft”), a recent decision of Ontario’s Capital Markets Tribunal (the “Tribunal”), the panel considered the meaning of the “necessary course of business” (“NCOB”) exception to the general...more
As part of our continuing series on the amendments to the British Columbia Securities Act (Act), we turn to amendments that increase the ability of the B.C. Securities Commission (Commission) to take action involving third...more
On March 27, 2020, sweeping changes to the British Columbia Securities Act (Act) will be coming into force, giving the British Columbia Securities Commission (Commission) some of the strongest investigation, enforcement and...more
With an ever-shifting regulatory landscape filled with complex and evolving risks, public companies need to be vigilant in ensuring that their governance policies appropriately reflect current best practices. However, one...more
The Ontario Securities Commission (OSC) recently released its 2019 OSC Annual Report (Report), which provides enforcement statistics from 2019 and discusses the OSC’s priorities for 2020....more
On Monday, May 8, 2017, the Finance Minister introduced Bill 13: Securities Amendment Act, 2017. As described to the media, and during First Reading, the Bill aims to strengthen investor protection by amending and updating...more
Companies and regulators alike are increasingly recognizing that “whistleblowers”, i.e., individuals who report suspected wrongdoing, mismanagement or unethical conduct, are an important resource for managing risk and...more
A recent decision by the Supreme Court of Canada offers both clarity and further questions on the timing of secondary market misrepresentation claims brought under the Ontario Securities Act (the “Securities Act”). While we...more
The Alberta Securities Commission (ASC) has always had the power to compel Registrants, Reporting Issuers, and others to produce records in the course of an investigation. Section 93.4 of the Securities Act (Alberta) has also...more