Resources & Links

Publications and Links

Canadian Securities Law

Canadian securities law is largely the responsibility of the provincial and territorial governments, harmonized through the use of “national instruments” or “national policies”.  The chapter on Capital Markets and Securities from our guide on Doing Business in Canada provides an overview of securities laws in Canada including registration and prospectus requirements and exemptions and continuous disclosure requirements.  Executive Compensation in Canada provides detailed analysis on Canadian securities laws regarding stock options, disclosure and governance and proxy advisory firms and institutional shareholders.

Doing Business in Canada Canada: Capital Markets and Securities Law Overview
Executive Compensation Executive Compensation in Canada

Going Public

This publication includes a general overview of the advantages of going public as well as some of the principal structuring issues, the process of obtaining a stock exchange listing in Canada, the prospectus process, ongoing compliance requirements and tax issues associated with an IPO.  Below you will find links to the full guide as well as individual chapters.

Going Public in Canada Going Public in Canada (full guide)
Going Public in Canada Going Public: Whether and How to Go Public 
Going Public in Canada Going Public: Obtaining an Exchange Listing
Going Public in Canada Going Public: Timing the IPO
Going Public in Canada Going Public: Getting Your Company Ready 
Going Public in Canada Going Public: The Art of the Prospectus 
Going Public in Canada Going Public: Life as a Canadian Public Company 
Going Public in Canada Going Public: Tax Issues to Consider 

Continuous Disclosure

Building on information in the guides noted above, our Canadian Public Company Disclosure Guide can be used to assist you in preparing your annual disclosure, including financial statements, MD&A, AIFs and information circulars. The guide sets out the main sources of the disclosure requirements along with relevant guidance, best practices and policies, as applicable.   Related to continuous disclosure, Secondary Market Liability in Canada reviews the secondary market liability provisions and provides practical tips for minimizing exposure to a lawsuit.

Securities Stikeman Elliott Continuous Disclosure Guide
Secondary Market Liability Secondary Market Liability in Canada
System for Electronic Document Analysis and Retrieval (SEDAR)
System for Electronic Disclosure by Insiders (SEDI)

Public M&A

The resources below, including our Canadian M&A Law blog and our guide M&A in Canada, provide information on undertaking and structuring major corporate acquisitions and divestitures. In addition to reviewing key principles of corporate and securities law, these resources cover M&A-related issues in the regulatory areas of taxation, competition/antitrust, foreign investment, employment law and pensions, among others.

MA in Canada

Canadian M&A Law

 

MA in Canada M&A in Canada (full guide) 
MA in Canada M&A in Canada: Competition and Foreign Investment Law 
MA in Canada M&A in Canada: Public Company Acquisitions 
MA in Canada M&A in Canada: Duties of the Target Board 
MA in Canada M&A in Canada: Minority Shareholder Protections 
Getting the Deal Through: Acquisition Finance 2014

Private Equity 

Our resources on Private Equity consider a number of topics that have traditionally been of importance to private equity investors, including tax structuring, investments in public companies, investments in private companies, shareholder agreements, exit strategies and employment/executive compensation issues.

MA in Canada M&A in Canada: Private Equity Investment
The Private Equity Review: Canada 

Registration

Canada’s registration regime groups firm registrations into three categories: (i) dealers, which includes investment dealers, mutual fund dealers and exempt market dealers; (ii) advisers, which includes portfolio managers and restricted portfolio managers; and (iii) investment fund managers. Within this framework, requirements, including with respect to proficiency, solvency and insurance requirements, as well as ongoing compliance requirements and exemptions from registration are detailed.

National Registration Search
National Registration Database
The Asset Management Review 2017 - Canada Chapter 

Legislation

Blanket Orders Exempting Certain Issuers from MI 51-105

Securities Regulators

Other Regulatory Authorities and Exchanges