May 06, 2024 – We are pleased to welcome Stephanie Pasternyk as a partner to the Employment, Labour and Executive Compensation practice in Montréal. Stephanie comes to Davies with a proven track record of navigating complex employment matters. Her practice includes advising leading employers in Québec on the...
Employment, Labour and Executive Compensation
Ownership of Privileged Communications in M&A Transactions: Practical Takeaways and Recent Case Law
July 13, 2023 – Can the buyer in a M&A transaction who takes possession of the seller’s or target company’s privileged communications on closing use those communications in a post-closing dispute against the seller? Can the seller assert privilege and demand return of the documents? In Dente v Delta Plus Group ...
Canada Imposes Forced and Child Labour Reporting Obligations
May 05, 2023 – The House of Commons has adopted Bill S-211, whose short title is Fighting Against Forced Labour and Child Labour in Supply Chains Act (the Bill). The Bill, which was adopted on May 3, 2023, will become law as soon as it receives royal assent and will enter into force on January 1, 2024. The...
In Defence of the “Driver Inc.” Employment Model for Truck Drivers
Mar. 20, 2023 – In an interview with trucknews.com , partner Shari Cohen suggests that the “Driver Inc. ” employment model for truck drivers is legal and viable under certain conditions. Shari notes that “the determination of whether a driver is an independent contractor is based on a multi-factor legal...
Mar. 17, 2023 – The New York Stock Exchange (NYSE) and the Nasdaq Stock Market (Nasdaq) recently proposed new listing standards to implement the U.S. Securities and Exchange Commission (SEC) rules regarding the recovery of erroneously awarded incentive-based executive compensation (SEC Rules). As described in...
SEC Adopts Amendments to Insider Trading Rules and Reporting Requirements
Jan. 20, 2023 – In late 2022, the U.S. Securities and Exchange Commission (SEC) adopted final amendments to certain rules and reporting requirements concerning insider trading arrangements, including Rule 10b5-1(c) under the Securities Exchange Act of 1934 (Exchange Act). Rule 10b5-1(c) provides affirmative...
Federal Trade Commission Proposes Rule to Ban Non-Compete Clauses
Jan. 19, 2023 – The United States Federal Trade Commission (FTC) recently issued a proposed rule that, if adopted, would broadly prohibit employers from entering into post-employment non-compete agreements with workers, and would also require employers to rescind any such existing non-compete agreements. The...
SEC Adopts Final Rules for Recovery of Erroneously Awarded Compensation
Dec. 06, 2022 – After years of deliberations and delays, the U.S. Securities and Exchange Commission (SEC) adopted final rules on clawbacks in October 2022. The new rules (known as Rule 10D-1) require U.S. national securities exchanges and securities associations to establish standards requiring listed issuers...
Umicore to Build First-of-Its-Kind Factory for EV Battery Components in Ontario
July 20, 2022 – Davies is acting for Umicore SA/NV, a circular materials technology company headquartered in Belgium, in the development and construction of a manufacturing plant for electric vehicle battery materials. The facility will be the first of its kind in North America to produce both precursor and...
Jan. 26, 2022 – Hélène Bussières has joined Davies as a partner in our Employment, Labour and Executive Compensation practice. Hélène brings a wealth of knowledge and experience to the firm on all aspects of Canadian employment and labour law. Canadian corporations seek Hélène’s expertise in strategic human...
CP and Kansas City Southern Merge into First U.S.-Mexico-Canada Railroad
Dec. 14, 2021 – Kansas City Southern (KCS) completed its transformative US$31-billion merger with Canadian Pacific Railway (CP) on December 14, 2021, creating the first U.S. -Mexico-Canada rail network. Davies acted as Canadian counsel to KCS on the deal – the biggest Canadian M&A transaction launched in 2021 –...
Dec. 06, 2021 – The Ontario government’s Bill 27, Working for Workers Act, 2021 , received royal assent on December 2, 2021. The bill contains a broad range of amendments to the Employment Standards Act, 2000 (ESA), including non-competition provisions and the “right to disconnect” from work. The prohibition...
Be Prepared: Audits of Canada Emergency Wage Subsidy Claims Underway
Apr. 28, 2021 – A key part of the Canadian government’s response to the COVID-19 pandemic has been the Canada Emergency Wage Subsidy (CEWS). Although the CEWS has undergone a number of changes over the past year, its basic framework has remained the same: a wage subsidy of up to 75% of eligible remuneration...
Davies Welcomes New Employment Partner Seann McAleese
Jan. 04, 2021 – We are pleased to welcome Seann McAleese as a partner in our Pensions, Employment & Executive Compensation practice. Seann brings a wealth of knowledge and experience to the firm, having advised clients in both the public and private sectors on all aspects of employment law for more than two...
Canada’s Fall Economic Statement: Tax Highlights
Dec. 01, 2020 – The Honourable Chrystia Freeland, Deputy Prime Minister of Canada and Minister of Finance, has released the Liberal Party’s first economic statement (Fall Economic Statement) since the start of the global COVID-19 pandemic. A record deficit of over $381 billion is projected for 2020-2021. This...
Executive Decisions: Compensation Trends In and Outside of Times of Crisis
Oct. 05, 2020 – The reasonableness of executive compensation arrangements has long been a contentious issue. The COVID-19 pandemic has accelerated pre-existing trends and introduced new challenges, including increased concerns about the widening pay gap between executives and the average Canadian employee, as...
Davies Governance Insights 2020
Oct. 05, 2020 – Davies Governance Insights 2020 provides a comprehensive analysis of the trends and developments that have shaped the corporate governance landscape and those that are expected to define the next decade. Against the backdrop of the COVID-19 crisis, this year’s report explores key issues for...
Canada Emergency Wage Subsidy: An Updated Guide for Businesses
Aug. 25, 2020 – The federal government passed legislation on July 27, 2020, extending the Canada Emergency Wage Subsidy (CEWS) and significantly broadening its reach. In this guide, we provide a comprehensive review and analysis of the CEWS program, including details of the latest updates and key considerations...
July 28, 2020 – The Ontario Superior Court has released its decision in Battiston v Microsoft Canada Inc. (Battiston) , which involved the without-cause termination of a long-serving employee. Among other issues raised in the litigation was the status of Mr. Battiston’s unvested stock awards that had been...
July 07, 2020 – Many Ontario employers document the terms of the employment relationship in a written employment agreement. These agreements commonly distinguish between an employee’s entitlements on termination of employment “without cause” and termination “for cause. ” At the same time, it is settled law that...
CRA Provides Relief from International Income Tax Issues Raised by COVID-19 Travel Restrictions
June 30, 2020 – The COVID-19 pandemic has resulted in the imposition of safety measures by governments around the world, including that in Canada, to protect the health of their citizens. Similarly, businesses have imposed safety measures to protect their employees. These measures include restrictions on travel...
CEWS Update: Review of New Rules and CRA Guidance
June 09, 2020 – Introduction Earlier this year, Parliament enacted legislation adopting the Canada Emergency Wage Subsidy (CEWS) through amendments to the Income Tax Act (Canada) (Act). We previously reviewed the initial legislation in detail. Read our earlier analysis . In a press release issued on May 15,...
The Canada Emergency Wage Subsidy: A Guide for Businesses
Apr. 23, 2020 – Introduction Parliament has enacted legislation adopting the Canada Emergency Wage Subsidy (CEWS) through amendments to the Income Tax Act (ITA). Although the CEWS program is not tax legislation, by implementing the CEWS through the ITA, the government sought to leverage existing income tax...
Due Diligence for COVID-19: Health Exposure Prevention and Response
Apr. 16, 2020 – Companies must ensure that COVID-19 measures in the workplace are robust enough to protect the health of employees and the public and to prevent legal liability. This is equally important whether employers are meeting current regulatory requirements to protect employees or whether they are...
Apr. 02, 2020 – Businesses, regardless of size, charities and non-profit organizations whose revenues have decreased by at least 30% because of the COVID-19 pandemic are now eligible to apply for the Canada Emergency Wage Subsidy. The subsidy is retroactive to March 15, 2020 and covers up to 75% of wages (up to...
COVID-19 and the Workplace in Québec: What Employers Need to Know and Do
Mar. 23, 2020 – UPDATED: Employers need to respond quickly to COVID-19 measures decreed by governments. Acting fast with the right response will help employers mitigate the impact of COVID-19 on their workforce, their clients and, ultimately, their businesses. In addition to what might be ordered by the...
How to Work When Nothing Is Working: Canadian Employment Law and COVID-19
Mar. 23, 2020 – As with the rest of the world, Canadian employers are confronting unprecedented challenges in the face of the global COVID-19 pandemic. Employers are now tasked with navigating a mix of existing laws (designed for what used to be the status quo), and new, quickly enacted emergency measures, with...
Hostess Brands Acquiring Voortman Cookies
Dec. 03, 2019 – Davies acted as Canadian counsel to Hostess Brands Inc. in its $425-million acquisition of Voortman Cookies Limited, a leading North American wafer and cookie company, from Swander Pace Capital. The acquisition diversifies and expands Hostess’s product offerings, providing it with a unique...
Québec Superior Court Enforces Right to Collective Bargaining of State Employees
Oct. 08, 2019 – The Québec Superior Court (QSC) recently struck down as unconstitutional back-to-work legislation (Bill 127 1 ) aimed at the Québec government’s advocates and notaries. The decision, released on September 18, 2019, builds on the recent case law of the Supreme Court of Canada which declared that...
Draft Legislation on the Taxation of Stock Options
June 19, 2019 – The federal government has released much anticipated draft legislation proposing changes to the rules relating to the taxation of stock options. The legislative proposals are expected to come into force on January 1, 2020, and to apply to option agreements entered into after 2019. The release, on...
June 07, 2019 – The IRS recently released long-awaited proposed regulations to implement an exemption from U.S. federal taxes on the disposition of interests in U.S. real estate by certain foreign pension funds known as “qualified foreign pension funds” (QFPFs). Background Under the Foreign Investment in Real...
Significant Amendments to CBCA Proposed in 2019 Federal Budget
Apr. 24, 2019 – The 2019 federal budget, announced on March 19, 2019, includes significant proposed changes to the Canada Business Corporations Act (CBCA). The proposed amendments include: codification of key elements of the 2008 decision of the Supreme Court of Canada (SCC) in BCE Inc. v 1976...
Descartes Systems Group Acquires Visual Compliance for $330 Million
Jan. 31, 2019 – Davies acted for Management Systems Resources Inc. in the sale of its Visual Compliance and eCustoms business to Descartes Systems Group for $330 million. Based in Toronto, Visual Compliance is a leading provider of automated global trade compliance software solutions, with a focus on denied and...
Legalization of Cannabis: A Guide for Employers
Oct. 19, 2018 – With the legalization of recreational cannabis as of October 17, 2018, Canadian employers must be prepared to understand their rights and responsibilities vis-à-vis their employees. Substance and Drug Use Policy Employers are encouraged to adopt or amend their substance and drug use policies to...
Louise Patry Distinguished by Who’s Who Legal: Labour & Employment 2018
Aug. 22, 2018 – Davies partner Louise Patry has been recognized as a world leader in Labour & Employment Law by Who’s Who Legal 2018. This year’s edition of WWL: Labour & Employment features the best-regarded lawyers from over 500 firms around the world. The practitioners are experts in team moves;...
U.S. Treasury Will Scale Back Debt-Equity and Certain Other Regulations
Oct. 10, 2017 – On the basis of an executive order by President Trump to reduce the burden of tax regulations, the Secretary of the Treasury (Secretary) identified on June 22, 2017, eight regulations from January 1, 2016, to be reviewed (June Report). The Secretary has now provided final recommendations (October...
Liquidating CCAAs and Pension Deemed Trust Priorities
Sept. 14, 2017 – The very clearly written decision of Québec Superior Court Justice Stephen Hamilton in the Bloom Lake and Wabush Mines Companies’ Creditors Arrangement Act (CCAA) proceedings is certain to be the topic of current discussion in the Canadian insolvency and secured lending communities. See the...
Fintech TIO Networks to Be Acquired by PayPal for C$304 Million
Mar. 09, 2017 – Davies advised the Special Committee of the board of directors of TIO Networks Corp., a leading North American cloud-based multi-channel bill payment processor, in its acquisition by PayPal Holdings, Inc. TIO accelerated PayPal’s entry into bill payments with 14 million consumer bill pay accounts,...
Compliance Alert: Competition Law Issues for HR Professionals in Canada
Dec. 21, 2016 – Introduction On October 20, 2016, the United States Federal Trade Commission (FTC) and the Antitrust Division of the U.S. Department of Justice (Antitrust Division) jointly issued special compliance guidelines (HR Guidelines) 1 for human resource (HR) professionals and others involved in hiring...
Perfection by Control of Security Interests in Cash Collateral Accounts: Recent Ontario Developments
Dec. 07, 2016 – From a lender’s perspective, perfection of its security interest in collateral by control provides stronger protection than perfection by registration. A security interest perfected by control will generally prevail over other interests in the same collateral, including even a prior security...
Mar. 09, 2016 – Davies acted for Alimentation Couche-Tard Inc. (Couche-Tard), the leader in the Canadian convenience store industry, in connection with its $1. 68-billion acquisition of 279 Esso-branded fuel and convenience sites; 229 of which were located in Ontario and 50 were located in Québec. The acquisition...
McKesson Enters into Agreement to Acquire Rexall for $3 Billion
Mar. 02, 2016 – Davies acted for McKesson Corporation, a leading international healthcare services and information technology company, in connection with its $3-billion acquisition of Rexall and Rexall Pharma Plus, which operate approximately 470 pharmacies in Canada, from Katz Group, one of Canada’s largest...
Davies Honoured at The American Lawyer’s 2015 Global Legal Awards Gala
Sept. 29, 2015 – Last night, at The American Lawyer ’s 2015 Global Legal Awards gala in New York City, Davies was honoured for the firm’s role in the acquisition of Tim Hortons Inc. by Burger King Worldwide, Inc. and the creation of Restaurant Brands International, which was recognized as Global M&A Deal of the...
Davies Recognized by The American Lawyer for Global M&A Deal of the Year: Canada
Aug. 27, 2015 – Davies has been honoured by The American Lawyer ’s 2015 Global Legal Awards for the firm’s role in Burger King Worldwide, Inc.’s acquisition of Tim Hortons Inc. and the creation of Restaurant Brands International, which was recognized as Global M&A Deal of the Year: Canada. Successfully...
Leading-Edge Practices in Subsidiary Governance
June 17, 2015 – At a recent presentation at the Davies Academy for Continuing Professional Development, Davies partner Luis Sarabia and Davies affiliated scholar Poonam Puri discussed recent legal proceedings in which courts have been asked to hold parent companies directly liable in negligence for the actions of...
