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Critical Situations


Navigating complexities, delivering solutions – your partner in high-stake situations.
Whether it be a proxy contest, contested bid, boardroom battle or corporate crisis. Our fully integrated team brings unparalleled experience and expertise in securities law, corporate governance, and capital markets litigation, with a distinguished national and transnational presence.
Fasken
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Overview

Extraordinary circumstances require a multi-faceted legal response. Businesses today face escalating pressures to swiftly and proficiently navigate the evolving landscape of risks, which can affect a corporation's reputation as well as those of its executives, directors. 

Our clients count on us to respond immediately and provide practical, real-time advice and guidance to boards of directors, corporate officers and shareholder groups facing imminent challenges or opportunities. Our team provides advice and support to existing clients of the firm and new clients ,including where independent advice is needed due to the particular circumstances.

We stand out for our proactive approach to fostering solutions and driving positive outcomes for our clients. We are recognized by our peers as having among the most comprehensive subject matter knowledge and experience in the Canadian legal community. The corporate and litigation members of the team work seamlessly together to deliver efficient, creative and business-focused solutions to clients, while managing reputational, legal and financial risks.

Our key areas of experience include:

  • Shareholder activism and proxy contests
  • Internal investigations relating to potential securities law violations, financial reporting, executive conduct, fraud and conflict of interest
  • Advising boards on pressing corporate governance matters
  • Special committee mandates
  • Responding to whistleblower complaints and short seller allegations
  • Trading issues, including insider trading and reporting
  • Securities regulatory investigations, including enforcement matters and continuous disclosure reviews
  • Related civil and administrative proceedings
  • Coordinating with foreign counsel on cross-border internal and regulatory investigations and litigation matters for their clients
  • Engagement with key stakeholders, including regulators, auditors, shareholders and lenders

Achievements

  • Fasken Named “Mergers and Acquisitions Law Firm of the Year” in the 2024 Best Lawyers in Canada Guide, The Best Lawyers in Canada, Best Lawyers is an attorney ranking service. For more than 30 years, it has identified lawyers best qualified to represent clients in various jurisdictions and specialties.
  • Fasken Named Employment Law Firm of the Year by Chambers Canada, Chambers Canada, Chambers Canada covers lawyers and law firms practicing in all provinces and territories in Canada.
  • The 2022 Chambers Canada Guide Recognizes 111 Fasken Lawyers, Chambers Canada, Chambers Canada covers lawyers and law firms practicing in all provinces and territories in Canada.

Team

Primary Contacts
  • Bradley A. Freelan, Partner, Toronto, ON, +1 416 865 4423, bfreelan@fasken.com
  • David A. Hausman, Partner, Toronto, ON, +1 416 868 3486, dhausman@fasken.com
  • Neil Kravitz, Partner | Co-lead, Corporate, Co-lead, Cross Border and International Practice, Montréal, QC, +1 514 397 7551, nkravitz@fasken.com
  • Grant E. McGlaughlin, Partner | Co-Leader, Private Equity, Toronto, ON, +1 416 865 4382, gmcglaughlin@fasken.com
  • Brad Moore, Partner, Toronto, ON, +1 416 865 4550, bmoore@fasken.com
  • Marie-Josée Neveu, Partner | Chair of the Partnership Board, Montréal, QC, +1 514 397 4304, mneveu@fasken.com
  • Jonathan Wansbrough, Partner, Toronto, ON, +1 416 943 8839, jwansbrough@fasken.com

Client Work

  • Gatos Silver, Inc. resolves securities class action regarding its dual initial public offering, [Case - Gatos Silver, Inc.], Silver mining company defends securities class action.
  • Noranda Income Fund completes going-private transaction with Glencore Canada Corporation, [Deal - Noranda Income Fund], Noranda Income Fund completes going-private transaction with Glencore Canada Corporation.
  • Aux Cayes Fintech Co. Ltd. settles with OSC over registration requirements, [Case - Aux Cayes Fintech Co Ltd], Seychelles-based company reaches settlement.
  • TCI Fund Management Limited proxy contest against Canadian National Railway Company, [Deal - TCI Fund Management Limited], TCI Fund Management Limited proxy contest against Canadian National Railway Company, which resulted in a settlement agreement entered into by both parties.
  • Aphria announces successful takeover bid defence, [Deal - Aphria Inc.]
  • Air Canada completes acquisition of Aimia’s Aeroplan loyalty business, [Deal - Air Canada]
  • Uni-Select announces review of strategic alternatives, [Deal - Uni-Select]
  • Cossette acquired by Mill Road Capital in US$115 million deal, [Deal - Cossette Communication Group Inc.]
  • Proxy fight involving Fortsum Solutions d'affaires and a dissenting shareholder, [Case - Fortem Solutions Inc.]

Knowledge

  • Cormark Securities (Re): the Ontario Capital Markets Tribunal Gives New and Noteworthy Guidance to Sophisticated Public Market Investors and Investment Dealers, 12/12/2024
  • Is a “Material Change” Ahead for Reporting Issuers in Canada? The Supreme Court Will Decide, 6/19/2024
  • Québec’s Financial Markets Administrative Tribunal Can Properly Claim Jurisdiction over Out-of-Province Defendants in a Pump-and-Dump Scheme Enforcement Proceeding, 12/7/2023