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About Caroline

Caroline has practised exclusively in the areas of pensions, benefits and executive compensation for over 30 years.  She advises on all aspects of the implementation, administration, funding, taxation and wind-up of pension, group benefit, profit-sharing and deferred compensation arrangements.

Caroline has deep experience advising clients in respect of pension, tax, trust and benefit issues arising in connection with cross-border situations, corporate transactions, loan agreements, insolvencies and compliance disputes.  Her practice also focuses on pension investment, governance and fiduciary matters. She has advised plan sponsors on de-risking strategies, including buy-in and buy-out annuities, and has extensive experience advising clients on pension plan mergers, including mergers with jointly sponsored pension plans.

Caroline's clients include private and public sector pension plan sponsors and administrators, financial institutions and service providers.

Select Experience

Recent representative transactions include advising:

  • DCL Corporation in connection with its restructuring under the CCAA, done in coordination with the Chapter 11 proceedings of its US-based affiliates. The restructuring proceedings resulted in the going concern sale of the DCL Group's multi-jurisdictional business to its secured term lender for an aggregate purchase price estimated to be US$162-million to US$170.8-million

  • Conexiom, a Luminate Capital Partners portfolio company, on its US$130-million growth investment from Warburg Pincus

  • FirstGroup plc in the US$4.6-billion sale of First Student and First Transit to EQT Infrastructure

  • AST Investor Services Inc. (Canada) in its C$165-million acquisition by TMX Group Limited

  • Canadian counsel to Coty Inc. on its strategic transaction with KKR for Coty's Professional and Retail Hair business valued at US$4.3-billion

  • Torstar Corporation in its acquisition by NordStar Capital LP

  • A syndicate of underwriters led by TD Securities, JPMorgan and Citi in connection with Air Canada's public offering of C$500-million of voting shares and US$650-million of convertible senior notes

  • SilverMill, LLC in the acquisition of all of the shares of Cedarlane Corporation (and its US affiliate) by a joint venture of private equity funds SilverMill and PNC Riverarch Capital

  • Carillion Canada Inc., Carillion Canada Finance Corp. and TWD Roads Management Inc. in the sale of certain assets and liabilities used in the operation of Carillion Canada Inc.'s road plowing and maintenance business in the Province of Alberta, Province of Ontario and City of Toronto to Emcon Services Inc.

  • Silicon Valley Bank on the establishment of a Canadian branch

  • Outland-Carillion Services, a subsidiary of Carillion Canada Inc., in the sale of certain assets and liabilities to a wholly-owned subsidiary of Fairfax Financial Holdings

Awards & Recognition

Caroline received a 2014 Lexpert Zenith Award for excellence and thought leadership in the area of pensions and benefits law. She is also recognized as a leading lawyer in the following publications:

  • The Best Lawyers in Canada 2024 (Employee Benefits Law)

  • The Canadian Legal Lexpert Directory 2024 (Consistently Recommended – Pensions & Employee Benefits – Employer)

  • Who's Who Legal: Thought Leaders – Global Elite 2023 (Pensions & Benefits)

  • Who's Who Legal: Thought Leaders 2023 (Pensions & Benefits)

  • Who's Who Legal: Global 2023 (Pensions & Benefits)

  • Who's Who Legal: Canada 2023 (Labour, Employment & Benefits)

  • Lexology Client Choice Awards 2020 (Employment & Benefits)

  • The Legal 500 Canada 2019 (Pensions)
Professional Activities

Caroline is a member of the Ontario Regional Council of the Canadian Pension and Benefits Institute. She is also a member of the Canadian Tax Foundation, the American Bar Association, the International Pension and Employee Benefits Lawyers Association, the Canadian Pension and Benefits Institute, the Association of Canadian Pension Management and the Ontario Bar Association. Caroline is the co-chair of the Financial Services Regulatory Authority of Ontario Standing Technical Advisory Committee for Defined Contribution Pension Plans.

Caroline has written and spoken across Canada and internationally on a wide range of topics in the areas of pension and employee benefits.

Professional Appearances
  • Co-speaker : Pensions Webinar Series: Key Topics and Developments in the Pensions and Benefits Sector
    Blakes Business Class Seminar, Toronto, Ontario, November 28, 2023.
  • Speaker : Cross Country Legal Update
    CPBI Forum 2023, Winnipeg, Manitoba, June 7, 2023.
  • Co-speaker : Pensions Webinar Series: Recent Developments in Pensions and Employee Benefits Law
    Blakes Business Class Seminar, Toronto, Ontario, May 17, 2023.
  • Co-speaker : Pensions Webinar Series: Pension Regulatory Guidance on Cybersecurity Issues
    Blakes Business Class Seminar, Toronto, Ontario, March 28, 2023.
  • Co-speaker : Pensions Webinar Series: Cybersecurity Considerations for Pension and Benefit Plans
    Blakes Business Class Seminar, Toronto, Ontario, October 20, 2022.
  • Co-speaker : Pension and Employee Benefits Updates for 2022
    CPBI Live session – Webinar, Toronto, Ontario, October 18, 2022.
  • Co-speaker : Pensions Webinar Series: Key Topics and Developments in the Pensions and Benefits Sector
    Blakes Business Class Seminar, Toronto, Ontario, June 9, 2022.
  • Co-speaker : Annual Pensions Webinar Series: Webinar #1 - HR Legal Considerations for Remote Workers: Legal Foundation
    Blakes Business Class Seminar, Toronto, Ontario, February 10, 2022.
  • Co-speaker : Fall Pensions Webinar Series: Webinar #2 - Ch-Ch-Ch-Changes: Key Topics and Developments in the Pensions & Benefits Sector
    Blakes Business Class Seminar, Toronto, Ontario, November 18, 2021.
  • Co-speaker : New updates, same pandemic: Pensions regulatory and employment updates for 2021
    CPBI Live session – Webinar, Toronto, Ontario, September 14, 2021.
  • Co-speaker : Blakes Pensions Update for Multinational Employers
    Blakes Business Class Seminar, Toronto, Ontario, June 2, 2021.
Education

Admitted to the Ontario Bar – 1987
LLB, University of Toronto – 1985
BA, Queen's University – 1982

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