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Global rules on foreign direct investment (FDI)
Cross-border acquisitions and investments increasingly trigger foreign direct investment (FDI) screening requirements.
Canada | Publication | March 24, 2020 - 1 PM ET
On March 20, the CSA issued guidance on holding virtual or hybrid AGMs in light of increasing COVID-19 concerns (the Guidance).
Many companies are considering holding virtual or hybrid meetings in light of current social distancing measures. For a more detailed discussion regarding virtual meetings, see our earlier legal update.
The Guidance provides the following:
If a meeting has already been called and materials sent / posted on SEDAR:
If a company has not yet sent its AGM materials:
The company should consider including disclosure in its proxy-related materials regarding the possibility of changes to the date, time or location / format of the meeting due to COVID-19.
In all cases, a company planning to conduct a virtual or hybrid AGM, must notify its shareholders and other market participants in a timely manner with clear directions on the logistical details of the virtual or hybrid AGM, including how shareholders can remotely access, participate in, and vote at such AGM.
The Guidance applies to all business transacted at AGMs (including the election of directors and approval or amendments to equity incentive plans). If a company is involved in a proxy contest, holding a special meeting to approve an M&A transaction or seeking approval under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions, it should contact its principal regulator to discuss any additional implications on such meetings.
The Guidance does not address provisions under applicable corporate law or the company’s constating documents related to holding virtual AGMs – companies should consult their legal counsel to discuss the implications of same.
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Cross-border acquisitions and investments increasingly trigger foreign direct investment (FDI) screening requirements.
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On February 2, 2024, the Belgian Presidency of the Council of the European Union confirmed that the Committee of Permanent Representatives had signed the Artificial Intelligence (AI) Regulation, referred to as the AI Act. Approval by the EU Parliament followed on 13 March 2024, and the AI Act is likely to appear in the EU’s Official Journal around May 2024. The AI Act aims to establish a stringent legal framework governing the development, marketing, and utilisation of artificial intelligence within the region, thereby marking a significant advancement in the regulation of this burgeoning domain.
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The private credit market and direct lending have grown and diversified immensely in the past decade, offering alternative sources and terms of debt compared to those historically provided by the syndicated leveraged loan and public issuance markets. Consequently, they are fast becoming pivotal components in the capital ecosystem, so much so that the Bank of England consider that the private credit market is currently responsible for approximately $1.8 trillion of debt issuance, which is four times its size in 2015. This growth has been particularly pronounced in Europe and the US but there has also been significant activity in Asia.
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