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McCarthy Tétrault LLP Document Search Results (283) Show: results per page Sort by:  | The Spin on Spin-Offs (Part 2)
David Randell; McCarthy Tétrault LLP;
Legal Alert/Article May 7, 2013, previously published on April 29, 2013 In our last post, we outlined some of the reasons why corporate spin-offs are used. In this post, we address some of the most common methods used to implement the corporate spin-off.
| | The Spin on Spin-Offs (Part 3)
David Randell, Omar Soliman; McCarthy Tétrault LLP;
Legal Alert/Article May 7, 2013, previously published on May 1, 2013 In our recent series on corporate-spin off transactions, we focused on why a company should consider a spin-off, and how the spin-off could be implemented. In this post, we briefly outline some of the common risks that a company should be aware of before pursuing the spin-off.
| | Ignorance is Not Bliss: Beware Minimal Due Diligence
Martin Boodman, Shane C. D'Souza; McCarthy Tétrault LLP;
Legal Alert/Article May 7, 2013, previously published on May 6, 2013 The Quebec Court of Appeal’s decision in Francoeur v. 4417186 Canada Inc., 2013 QCCA 191, provides a cautionary tale on the dangers of entering into a share purchase agreement and subsequently closing a share purchase transaction, without ample due diligence.
| | A Fair Fight: Issue Estoppel and Parallel Proceedings
Timothy D. Chapman-Smith; McCarthy Tétrault LLP;
Legal Alert/Article May 6, 2013, previously published on May 3, 2013 Litigation has to be fair to both sides of a dispute. Finality is an important aspect of that fairness. Where parallel proceedings have differences in process, procedure, or purpose, is it fair to allow the same parties to litigate the same issues? Or does the fairness of finality take precedence...
| | Not Constructive Dismissal
Paige Morrow; McCarthy Tétrault LLP;
Legal Alert/Article May 6, 2013, previously published on May 6, 2013 A BC employer has successfully defended a claim for constructive dismissal despite taking away supervisory duties and moving the employee from an office to a cubicle. The Meyers v. Chevron Canada Limited case is a welcome change from earlier cases we have discussed (changing a bonus) and (abusive...
| | The Second Opinion: Anything to declare? The Alberta Court of Appeal addresses Limitation Periods and Declaratory Relief
Anthony M.C. Alexander; McCarthy Tétrault LLP;
Legal Alert/Article May 6, 2013, previously published on May 3, 2013 Many Canadian limitations statutes explicitly state that no limitation period is applicable to a proceeding in which the relief sought is a declaratory judgment. In an attempt to bring themselves within this special rule, counsel facing an expired limitation period have been known to frame their...
| | Investment Fund Amendments Would Bring Sweeping Changes to Closed-End Fund Regime
Cristian O. Blidariu, Sean D. Sadler; McCarthy Tétrault LLP;
Legal Alert/Article May 3, 2013, previously published on April 29, 2013 Recently, the Canadian Securities Administrators (CSA) released proposed amendments (CSA Proposal) to National Instrument 81-102 - Mutual Funds (NI 81-102) that would impose on closed-end funds certain investment restrictions and operational requirements that currently apply only to conventional...
| | A Graceful Exit
Ana Badour; McCarthy Tétrault LLP;
Legal Alert/Article May 3, 2013, previously published on April 19, 2013 It is quite common that an existing credit facility has to be paid out in connection with the completion of an M&A transaction, as a result of, for example, a new credit facility being put in place to finance the acquisition which replaces the purchaser’s existing credit facility, or as a...
| | Don’t be a “Dummy Director”
Shane C. D'Souza, Ian C. Michael; McCarthy Tétrault LLP;
Legal Alert/Article May 3, 2013, previously published on April 25, 2013 “Independent directors who step into these situations involving essentially the fiduciary oversight of assets in other parts of the world have a duty not to be dummy directors.” p. 21 of transcript, In re Puda Coal Stockholders Litigation, Del. Ch. C.A. 6476-CS (February 6, 2013).
| | The Second Opinion: Absolute Privilege for Lawyers Not So Absolute
Kirsten Thompson; McCarthy Tétrault LLP;
Legal Alert/Article May 3, 2013, previously published on May 1, 2013 Amato v. Welsh, 2013 ONCA 258 marks an interesting development in the law - it suggests the previously inviolable doctrine of absolute privilege which protects lawyers from suit may admit an exception. The Court of Appeal upheld the decision of the lower court, saying that it is possible that a...
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