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Corporate Litigation

Corporate Litigation
Corporate Litigation

Corporate disputes can have a significant impact on a company’s profitability, growth and reputation. Choosing the right advisers can make all the difference in assessing risk, developing a strategy and resolving a dispute successfully.

Our Litigation & Dispute Resolution group has extensive experience in corporate litigation. With litigators recognized among the best business lawyers in the country, we are the top choice of many of Canada’s leading companies.

Blakes litigators have appeared before all levels of court in Canada, including the Supreme Court of Canada, and have been involved in precedent-setting cases involving hostile take-overs, indemnification of directors and officers, proxy contests and directors’ duties. Our expertise is complemented by one of Canada’s largest and most experienced corporate and commercial law groups.

Specifically, we advise clients about:​​

  • Hostile Take-Overs and Shareholders Rights Plans - Blakes has litigated high-profile hostile take-overs and shareholders rights plans (poison pills) both for acquirers and targets. Notably, our litigators were successful in the leading Canadian hostile take-over case that dealt with issues such as crown jewels, break fees and conflicts in special committees. We also act in cases dealing with the calling of shareholders' meetings and the enforceability of non-disclosure agreements.

  • Oppression Claims and Derivative Actions - Corporate clients rely on our significant expertise in shareholder remedies and shareholder disputes litigation. Our lawyers have acted for both plaintiffs and defendants, often handling shareholder disputes involving allegations of oppression.

  • Change of Control Transactions, Plans of Arrangement and Corporate Reorganizations - Clients across industries frequently seek our advice on expeditiously and successfully completing innovative business arrangements. We advise on change of control transactions, plans of arrangement and corporate reorganizations. Our corporate and securities litigators regularly act for companies in court-approved processes and have represented clients in many of the largest and most complex business arrangements in Canada. We have also successfully defended challenges to corporate arrangements and are highly regarded by the specialized judges who hear such matters.

  • Share Valuation Proceedings (Dissents) - Working in tandem with our mergers and acquisitions, corporate finance, securities, regulatory and tax specialists, we provide accurate and timely advice on share valuation matters and assist clients in achieving their transaction goals.

In large, document-intensive cases, we integrate skilled paralegal support, leading-edge document management technology and a project management and e-discovery team to manage matters efficiently and cost effectively.

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Recent Experience
  • Gold Reserve Inc. v. Endeavour Financial and Rusoro Mining Ltd., a case dealing with an injunction to restrain a take-over bid.

  • NovaGold Resources in the successful defence of an appraisal of dissenting shareholders’ shares in the first reported case to consider the Business Corporations Act (British Columbia) dissent provisions.

  • Daylight Resources Trust and Daylight Energy Ltd. in an action brought by holders of debentures for payment of a C$70-million change of control premium.

  • Agrium Inc. in a claim that Agrium breached a change of control agreement relating to the grant of options and the valuation of those options.

  • Canetic Resources Inc. in the C$3.6-billion corporate arrangement in which the fairness of the arrangement was challenged in court by unitholders of Canetic.

  • Suncor Energy Inc. in its challenge to the poison pill of Canadian Oil Sands for the Securities Commission.  Suncor launched a C$6-billion hostile take-over bid for Canadian Oil Sands. Canadian Oil Sands implemented a 120-day poison pill (Suncor’s bid was a 60-day bid). The poison pill had the effect of frustrating Suncor’s bid.  Suncor challenged the poison pill in front of the Securities Commission and succeeded in having it cease-traded at 90 days. This was a high-profile litigation and the focus of national attention of media across the country. The Alberta Securities Commission granted an order cease trading the rights plan after 90 days (it had been designed to run to 120 days).

  • Calpine Power Income Fund and Calpine Canada Power Ltd. in an application brought by Harbinger Capital Partners Special Situations Fund LP to cease-trade the Calpine shareholder rights plan, in the context of a hostile bid by Harbinger.

  • GlaxoSmithKline Plc in its C$1.7-billion acquisition of ID Biomedical Corporation and challenges to the transaction made by certain warrantholders at the fairness approval hearing of the plan of arrangement.

  • Canadian Hydro Developers, Inc. before the Alberta Securities Commission in the context of a hostile take-over bid and a challenge to the Canadian Hydro shareholder rights plan. The Alberta Securities Commission advanced the law with respect to the importance of prior approval by shareholders of the duly constituted meeting of a rights plan. The Commission found that the rights plan should continue for the full length of its specified duration and noted the prior approval of shareholders and the knowledge of hostile bidders that the rights plan was in place, prior to making their bid.

Awards & Recognition

Blakes Corporate Litigation lawyers are recognized as leaders in their field in the current editions of the following publications:

  • Chambers Global: The World's Leading Lawyers for Business
  • The Canadian Legal Lexpert Directory
  • The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada
  • The Lexpert Guide to the Leading US/Canada Cross-border Litigation Lawyers in Canada
  • Who's Who Legal: Canada
  • Benchmark Canada: The Definitive Guide to Canada's Leading Litigation Firms and Attorneys
  • The Best Lawyers in Canada