Business Law

Tales of Flawed Disclosure: The Importance of the FDD Certificate

The recentdecision of the Ontario Superior Court of Justice (the Court) in thecase of 2483038 Ontario Inc. v. 2082100 Ontario Inc. (2020 ONSC 475)(the Fit for Life Decision) highlights the...

Read More
Business Law

Default Deference to Administrative Tribunals – The New Era of Review Standards

Background Judicial review involves a process by which a court is asked to review a ruling made by an administrative tribunal in Canada (a Tribunal). Tribunals include the Investment Industry Regulatory...

Read More
Business Law

Licensors Be Wary – Are you Actually Franchising?

Franchising and licensing are often appealing models for businesses looking to expand. With either model, a franchisor or licensor can broaden the reach of their business without having to rely...

Read More
Business Law

On Your Marks! A Reminder to Register Your Trademarks

Click here to view in PDF. On June 17, 2019, a number of significant amendments were made to the Trademarks Act (Federal) (the Act). As an example, amendments were made...

Read More
Business Law

Good Faith Disclosure: Some Relief for Franchisors

Click here to view in PDF. The decision of the Ontario Superior Court of Justice in 2101516 Ontario Inc. et al. v. Radisson Hotels Canada Inc.(2019 ONSC 3302) is likely...

Read More
Business Law

Be Aware of the Competition Act When Making Acquisitions

Executive Summary The Competition Bureau can review any merger or acquisition transaction, whether or not it is a “notifiable transaction” and whether or not the transaction has already closed. The...

Read More
Business Law

Using the “Material Adverse Change” Condition to Terminate

Click here to view in PDF. According to a recent decision of the Delaware Court of Chancery, a buyer may rely on the material adverse change condition (also known as...

Read More
Business Law

Another Case of the Accidental Franchisor

Click here to view in PDF. The decision of the Ontario Superior Court of Justice in Fyfe v. Stephens (2018 ONCSC 5066) (Fyfe) exemplifies the importance of substance over form...

Read More
Business Law

CSA Proposes New Rule on Non-GAAP and Other Financial Measures Disclosure

The Canadian Securities Administrators (the “CSA”) have published for comment Proposed National Instrument 52-112 Non-GAAP and Other Financial Measures Disclosure (the “Proposed Instrument”). The Proposed Instrument sets out prescribed disclosure...

Read More
Business Law

Everyone Revokes the Northwest Exemption Except Alberta and Saskatchewan

This article updates a previous article written by myself and Adam Rock dated June 9, 2016 entitled “Finder’s Fees – Permitted, Recommended and Prohibited Activities”. The Northwest Exemption is a...

Read More