Earlier this year, Canada’s mandatory reporting rules were broadly expanded by lowering the thresholds to trigger a reporting obligation and increasing the information that must be reported to the Canada Revenue Agency As a result, taxpayers may be required to flag certain mergers and acquisitions transactions in real time if it could be reasonably concluded that one of the main purposes of entering into the transaction was to obtain a tax benefit.

In this In Focus video, our Canadian Tax and Corporate Transactions lawyers discuss how common contractual protection clauses could trigger an early reporting requirement and expose taxpayers to significant penalties if they fail to report.

On 3 April 2023, significant amendments to the Canadian Securities Exchange listing policies came into force. Notably, the amendments are comprehensive in that they revise each of the CSE’s ten policies and create greater consistency between the policies of the CSE and other Canadian stock exchanges such as the Toronto Stock Exchange and the TSX Venture Exchange.

On 13 April 2023, the Canadian Securities Administrators (CSA) published a request for comments due by 12 July 2023. The CSA proposes two approaches to enhance the disclosure requirements of non-venture issuers that were previously adopted by most CSA jurisdictions in 2014 regarding corporate governance practices pertaining to board nomination, board renewal and diversity on boards and in executive officer positions. The proposals are designed to increase transparency about diversity and to provide investors with useful information to better understand how diversity is addressed by an issuer. The CSA has also requested comments on adapting similar diversity disclosure requirements to venture issuers in the future.

On 8 October 2020, the Government of Ontario tabled the Better for People, Smarter for Business Act, 2020 (Bill 213) for its second reading. Bill 213 introduces red tape reduction and regulatory modernization efforts to make Ontario more competitive. Among the changes proposed are amendments to the Business Corporations Act (Ontario) (OBCA) which would eliminate director residency requirements for Ontario corporations, and permit written shareholder resolutions to be effective if signed by a majority of votes rather than a unanimity of shareholders. Bill 213 has not yet received royal assent, and no date has been set for the coming into force of the proposed changes to the OBCA.