Lundin Mining v. Markowich: How the Supreme Court Is Shaping Disclosure Practices

In Lundin Mining Corp. v. Markowich, 2025 SCC 39, the Supreme Court of Canada clarified how issuers must identify and meet their disclosure obligations regarding “material changes” under Canadian securities laws. The Court emphasized that issuers must follow a disciplined two-step analysis in which the steps remain analytically distinct. First, an issuer must determine whether …

CSA Proposes Semi-Annual Financial Reporting Pilot for Eligible Venture Issuers

Introduction On October 23, 2025, the Canadian Securities Administrators (“CSA”) released a Notice of Publication and Request for Comment regarding proposed Coordinated Blanket Order 51-933 Exemptions to Permit Semi-Annual Reporting for Certain Venture Issuers (the “Blanket Order”). A coordinated blanket order consists of harmonized local exemption orders issued by each CSA jurisdiction. Accordingly, the Blanket Order is intended to …

Dissent Rights and Shareholder Agreements – New Ruling Provides Guidance

Dissent rights, entrenched in most provincial corporate statutes, grant shareholders the power to contest significant corporate changes and compel the corporation to repurchase their shares at a fair market value. Central to the enforcement of these rights is the statutory framework, which can result in either an amicable valuation agreement or a court-mandated determination of …

Amendments to Canadian Securities Exchange Policies

On March 30th, 2023, the Canadian Securities Exchange (the “CSE”) announced that substantial amendments (the “Amendments”) had been made to their policies (the “CSE Policies”), which officially came into effect on April 3rd, 2023. Although the Amendments have an impact on all of the CSE Policies, the focus of this bulletin will be on “Policy …

TSX Amends Rules for Pricing of Public Offerings

On April 20, 2023, the Toronto Stock Exchange (the “TSX”) adopted, and the OSC provided its notice of approval for, certain amendments (the “Amendments”) to more clearly define the factors that the TSX will now consider when determining whether a prospectus offering is a bona fide public offering or a private placement offering. The Amendments …