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On May 22, 2014, the Canadian Securities Administrators (the « CSA« ) published a notice and request for comment (the « Notice« ) on proposed amendments (the “Proposed Amendments”) to the disclosure requirements and corporate governance for venture issuers in National Instrument 51-102 Continuous Disclosure...

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On February 27, 2014, the Canadian Securities Administrators (the « CSA ») published a notice and request for comment (the « Notice ») on proposed amendments to the accredited investor exemption (the « AI Exemption ») and the $150,000 minimum amount exemption (the « MA Exemption ») found...

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On March 14, 2014, the Canadian Securities Administrators published Multilateral CSA Notice 45-313 – Prospectus Exemption for Distributions to Existing Security Holders (“Notice 45-313″), a new capital raising prospectus exemption that would allow Toronto Stock Exchange (“TSX”), TSX Venture Exchange (“TSXV”)...

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In addition to the exemptions discussed in the article entitled « Proposed Amendments to the Accredited Investor and $150,000 Minimum Amount Exemptions in National Instrument 45-106« , as part of the Ontario Securities Commission’s (« OSC« ) larger exempt market review, the OSC has...

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Registered dealers should be aware of proposed guidelines for due diligence in connection with prospectus offerings. On March 6, 2014, the Investment Industry Regulatory Organization of Canada (“IIROC”) issued proposed guidance with respect to underwriting due diligence for its Dealer...

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The final approval of a plan of arrangement by the Ontario Superior Court of Justice has ignited a discussion about the use of fairness opinions in such transactions and their admissibility as evidence in court proceedings.  In an unusual move,...

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On March 11, 2014, the Ontario Securities Commission (“OSC”) released Staff Notice 15-702 Revised Credit for Cooperation Program.  Alongside other changes that the Notice introduces is a new program permitting Staff of the OSC (“Staff”) to reach settlement agreements which...

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Effective February 1, 2014, the general regulations (the “Regulations”) under the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) (the “Act”) were amended to address a number of deficiencies identified by the Financial Action Task Force (“FATF”) in...

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Beginning on June 30, 2014, Toronto Stock Exchange (the “TSX”) listed issuers will be required to adopt majority voting policies and each director of such issuers will need to be elected by a majority of votes cast by shareholders.  This...

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