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Kristopher R. Hanc

M&A and Capital Markets Lawyer at Bennett Jones Toronto

Partner

John Lawless

Private Equity, M&A, Corporate and Securities Lawyer at Bennett Jones Calgary

James D. Beeby

Corporate Finance, M&A, Private Equity and Venture Capital Lawyer

The Supreme Court of Canada has released its much-anticipated decision in Lundin Mining Corp. v. Markowich, 2025 SCC 39, clarifying the definition of a "material change" under securities law and providing guidance on when a public company must disclose information to the market. The decision will have broad implications for public companies, their directors, officers, shareholders and other market participants.

Supreme Court of Canada Clarifies Scope of Securities Disclosure Obligations for Material Changes

Shifting Grounds: Supreme Court of Canada Clarifies Scope of Securities Disclosure Obligations for "Material Changes"

Robert W. Staley

Commercial, Securities and Class Action Litigation Lawyer at Bennett Jones Toronto

Vice Chair and Partner

Amanda C. McLachlan

Securities Litigation, Regulatory Investigations and Financial Crimes Lawyer at Bennett Jones Toronto

Doug Fenton

Litigation Lawyer at Bennett Jones Toronto

The Ontario Court of Appeal&rsquo;s decision in Binance v. OSC clarifies the limits of the OSC&rsquo;s investigative powers and the Charter protections available in securities investigations. While the Court rejected a constitutional right to challenge a summons before compliance, it found the summons issued to Binance overbroad and unconstitutional. The ruling offers important guidance for market participants on regulatory scrutiny, the scope of document production, and the viability of judicial review.

Court of Appeal Addresses Scope of Charter Review in Securities Investigations

Binance v. OSC: Court of Appeal Addresses Scope of Charter Review in Securities Investigations 

Shaan P. Tolani

Commercial Litigation Lawyer at Bennett Jones Toronto

Associate

In recent years, the OSC and other regulatory bodies began signaling to public markets that regulators intended to crack down on what they termed abusive short-sellers. Against this backdrop, the OSC brought enforcement proceedings before the Ontario Capital Markets Tribunal (CMT) naming Cormark Securities Inc., Saline Investments Ltd., and individuals as respondents. The proceedings focused on an alleged illegal and abusive short selling scheme. At the conclusion of a lengthy hearing on the merits, the CMT dismissed all of the OSC’s allegations.

Short Selling Structure not Abusive Ontario Capital Markets Tribunal Dismisses OSC Allegations

Short-Selling Structure Not Abusive—Ontario Capital Markets Tribunal Dismisses OSC Allegations in High-Profile Enforcement Proceeding

Simon Grant

Banking & Finance Lawyer, Fintech Lawyer at Bennett Jones Toronto

Partner 

William (Will) Gatchell

Commercial Transactions Lawyer at Bennett Jones Toronto

Borrowers and lenders negotiating payment directions on the closing of loan transactions should take heed of the recent decision of the Ontario Court of Appeal in Kemeny v. Callidus Capital Corporation, 2023 ONCA 76.

Ontario Court of Appeal Case Upholds Closing Payment Direction Against Lender

Drew C. Broughton

Corporate Commercial and M&A Lawyer at Bennett Jones Calgary

Jie (Kevin) Zhou

M&A, Private Equity and Corporate Lawyer at Bennett Jones Calgary

Jesse Fontaine

Commercial Transactions Lawyer at Bennett Jones Edmonton

The Ontario Court of Appeal confirmed that earn-out acceleration clauses are to be interpreted contextually, with materiality turning on a transaction&rsquo;s impact on the earn-out regime rather than its size or value. The decision reinforces the exceptional nature of earn-out acceleration remedies and the importance of precise drafting in share purchase agreements.

ONCA Affirms Denial of Claim for Earn Out Acceleration

ONCA Affirms Denial of Claim for Earn-Out Acceleration

J. Sébastien A. Gittens

Intellectual Property and Technology Commercialization Lawyer at Bennett Jones Calgary

Partner, Trademark Agent

Stephen D. Burns

Technology Lawyer, Intellectual Property Lawyer at Bennett Jones Calgary

Ahmed Elmallah

Intellectual Property Lawyer at Bennett Jones Edmonton

Counsel, Patent Agent, Trademark Agent

Shadow AI is increasingly present in workplaces as employees adopt unauthorized AI tools to improve efficiency, often without organizational oversight. While these tools may offer short-term productivity gains, they create significant compliance, governance, privacy and liability risks. This post examines the drivers of shadow AI, the risks it poses and practical strategies organizations can implement to manage and mitigate those risks.

Hiding in the Shadows The Perils of Shadow AI on Your Organization

Hiding in the Shadows: The Perils of Shadow AI on Your Organization  

Denise D. Bright

Public and Private Company Financial Transactions and Securities Lawyer at Bennett Jones Calgary

Keely Cameron

Litigation Lawyer at Bennett Jones Calgary

Chyna Brown

Commercial Litigation Lawyer at Bennett Jones Calgary 

In Royal Bank of Canada v Patterson Dental Canada Inc, the Alberta Court of Appeal clarified how PPSA priority rules apply where assets used in a corporate business are personally owned by a director. The Court confirmed that ownership and registration against the correct debtor are decisive in priority disputes, and provided guidance on the treatment of leases and the proper distribution of holdbacks in insolvency sales.

Alberta Court of Appeal Clarifies PPSA Priorities in Insolvency Sales

Michael A. Eizenga L.S.M.

Leading Canadian Class Action Litigator at Bennett Jones Toronto

Pascale Dionne-Bourassa

Civil and Commercial Litigator, Construction Law Lawyer at Bennett Jones (Québec) LLP

Montréal Managing Partner

Katherine Booth

Litigation Lawyer at Bennett Jones Vancouver

Bennett Jones partners <a href="/People/E/Eizenga-Michael">Michael Eizenga</a>, <a href="/People/D/Dionne-Bourassa-Pascale">Pascale Dionne-Bourassa</a>&nbsp;and <a href="/People/B/Booth-Katherine">Katherine Booth</a>&nbsp;have co-authored The Canadian Class Actions Handbook, published by LexisNexis. Building on The Class Actions Handbook released in 2022, this new edition brings together the core principles of class proceedings law and provides essential coverage of recent developments across Ontario, Quebec, British Columbia and the Federal Court.

The Canadian Class Actions Handbook

Nina Butz

In RateMDs Inc. v. Bleuler, 2025 BCCA 329, the BC Court of Appeal overturned certification of a proposed privacy class action, finding that the plaintiff's novel claims that use of health professionals' names violated their privacy and amounted to commercial exploitation under provincial privacy statutes were bound to fail.

BC Court of Appeal dismisses proposed privacy class action

BC Court of Appeal Dismisses Proposed Privacy Class Action; Finds Use of Professionals' Names Was Not Commercial Exploitation 

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Title

BennettJones

McLachlan Amanda

Class Action Litigation