Securities Law

No Material Change in Ambiguity: The SCC’s Decision in Lundin

When is a public company required to disclose new information to the public? The answer to this question is far from clear, and the ambiguity that lies at its core plagues securities lawyers who are tasked with advising clients on corporate disclosures. In light of this ambiguity, the Supreme Court of Canada’s (“SCC”) highly anticipated decision in Lundin Mining Corp v Markowich was expected to provide some clarity to the question of when to disclose information relating to a company’s affairs. This clarity, however, remains elusive.

Appeals Watch: Public or Private Law? SCC grants leave in Langford Sharp v Autorité des marchés financiers

On April 22, 2022, the Supreme Court of Canada (“SCC”) granted leave to an application for appeal in the Quebec Court of Appeal’s (“QCCA”) decision in Langford Sharp v Autorité des marchés financiers 2021 QCCA 1364 (“Langford”). The case concerns the appropriate standard of review when assessing the decisions of financial regulators and the role […]

MacDonald v. Canada: Clarity to the Taxation of Derivative Contracts

Taxpayers try to characterize their expenses, gains, and losses in a way that benefits them. Thus, the characterization of expenses, gains, or losses as on account income or capital has always been a major theme of tax law disputes. One such dispute was addressed in MacDonald v. Canada, 2020 SCC 6 [MacDonald], a decision by […]

Finkelstein v OSC: ONCA Considers Insider Trading & Tipping Provisions for the First Time

Alexandra Murray is currently a JD student at Osgoode Hall Law School. Prior to law school, she earned a degree in economics and worked in the mutual fund industry. Alexandra will be completing her articles at a firm in Toronto with an interest in corporate and securities law. On January 25th, the Ontario Court of […]

Wilson v Alharayeri: Personal Liability of Directors for Oppression

On July 13, 2017, the Supreme Court of Canada released Wilson v Alharayeri, 2017 SCC 39 [Wilson], in which it unanimously reaffirmed that a corporation’s directors, as opposed to the corporation, may be personally liable in an oppressive action. This provided much-needed clarity on the scope of potential personal liability of directors and officers under […]

Singh v Trump: How ONCA Trumped Toronto Real Estate Developers Gone Wild

In 2009, fully oblivious to the housing market collapse in the United States, I thought it a good idea to get into the Toronto condo market. With down payment money borrowed from my parents, I signed an Agreement of Purchase and Sale in a development project that promised to create a whole new neighbourhood on […]

R v Bandali: Patient Information and Securities Trading in Ontario

Personal Health Information Protection in Ontario We live in a time where we are constantly bombarded with information. At the same time,  more and more institutions and businesses are keeping track of our personal data. Sometimes this information is shared inappropriately and some other times, where it should be shared, it is not. In Ontario, […]

Insider Trading and the Use of Evidence: Walton v Alberta

In Walton v Alberta (Securities Commission), 2014 ABCA 273, the Alberta Court of Appeal (“ABCA”) was asked to assess an Alberta Securities Commission (“ASC”) decision. The ABCA’s rejection of some of the ASC’s conclusions demonstrates the complications security regulators face when applying the law of insider trading and its related provisions.

The USSC Revisits the Fraud-on-the-Market Principle: Halliburton Co v Erica P John Fund

Last Wednesday, the United States Supreme Court heard oral arguments for Halliburton Co v Erica P. John Fund, thereby revisiting the contentious “fraud-on-the-market” principle adopted in the 1988 case of Basic Inc v Levinson, 485 US 224 (1988). The principle works as follows: open and developed securities markets are efficient and all relevant information about […]

Assessing Access to Justice in Class Actions: AIC Limited v Fischer

Introduction In order for a class action to be certified, a judge must be satisfied that a class action is the “preferable” way of bringing the claims as against other alternatives. In Hollick v Toronto (City), [2001] 3 SCR 158, McLachlin CJ wrote that this preferability analysis must focus on the three “advantages” of class […]