Capital Markets & Securities — Canada

Featured Publication:

One Year with the Listed Issuer Financing Exemption [Alert]

Alexander Katznelson, Kevin Roggow, Zachary Janes, and Dilina Lallani discuss the requirements for issuers to rely on the LIFE Exemption, including qualification criteria, offering parameters and disclosure requirements, and provides commentary on how the rules have been applied over the past year.

More

Offering an integrated Capital Markets & Securities team spanning Canada and the United States, Cozen O’Connor provides clients with a one-stop shop for cross-border transactions. Our Canadian and U.S. teams work seamlessly to provide clients with an integrated North American practice. We can serve both U.S. companies that wish to seek an alternative to traditional U.S. venture capital financing by listing their securities on a Canadian stock exchange and raising public capital from all over the world, as well as larger Canadian companies that seek to list on U.S. stock exchanges to access additional liquidity and exposure for their shareholders.

Our Canadian Capital Markets & Securities team represents a spectrum of businesses — from major Canadian corporations and multinational conglomerates, to small and medium-sized enterprises, to startups in emerging markets — as well as investment banks, venture capitalists,  and governmental entities. Our team has a great deal of experience in assisting clients from all over the world and from numerous business sectors, including mining/natural resource, technology, industrial, health and wellness (pharmaceutical/nutraceutical, cannabis, psychedelics), food and beverage (including plant based foods), and safety/security. We assist with initial public offerings, mergers and acquisitions, reverse takeovers, corporate restructurings and reorganizations, and qualifying transactions, as well as capital alterations and the preparation of documentation for related transactions. We also serve as trusted advisers to boards and special committees on issues relating to corporate governance, compliance, and reporting obligations.

We draw on our extensive experience engaging with Canadian securities commissions and stock exchanges to help clients navigate the labyrinthine listing requirements and processes of the Toronto Stock Exchange (TSX), the TSX Venture Exchange (TSX-V), Cboe Canada (CBOE), the Canadian Securities Exchange (CSE), and others. Further, we advise issuers, investors, managers, arrangers, and underwriters in debt capital markets on a broad range of domestic and cross-border public and private debt offerings.

Our Team

Our team includes a former appointee to the board of the Capital Markets Authority Implementation Organization (CMAIO), which was formed to evolve into the Capital Markets Regulatory Authority (CMRA) a single regulator administering the proposed uniform provincial-territorial Capital Markets Act and complementary Capital Markets Stability Act, and a former chairperson of the TSX Venture Exchange’s National Advisory Committee. We also bring to the table valuable insight into the policy initiatives of the Canadian Securities Administrators, by virtue of one of our lawyers having worked at the British Columbia Securities Commission before entering private practice.

Our Capital Markets team has the added benefit of being able to draw on the experience of our White Collar Defense and Investigations group to develop best practices in the securities industry. Together we are able to handle complex disputes including private and public company litigation involving directors’ and officers’ liability and breach of fiduciary duties, hostile take-over bids and proxy fights, shareholder disputes, oppression and derivative proceedings, securities class actions, and contest plans of arrangement.

We work in true partnership with our clients, taking the time to learn their business such that we can craft an effective legal strategy that will advance their business objectives. We offer forward-thinking advice and innovative solutions grounded in practicality and efficiency.

Share on LinkedIn

Experience

Publications

BCSC Guidance on Joint Actors in Proxy Contests and Early Warning Disclosure Requirements [Alert]

February 07, 2024

Lucy Schilling, Jeremy Gellis, Theo Jeffreys, and Dilina Lallani discuss the BCSC's decision in NorthWest Copper Corp. clarifying when parties are considered to be “acting jointly or in concert” and the appropriate remedies for failing to meet the early warning requirements in the context of a proxy contest.

TSX Venture Exchange Launches Passport Listing Process [Alert]

January 31, 2024

Lucy Schilling and Nicholas Krishan discuss the TSX Venture Exchange's new TSXV Passport Listing Process which offers advanced applicants an expedited route to listing on the TSXV.

One Year with the Listed Issuer Financing Exemption [Alert]

November 30, 2023

Alexander Katznelson, Kevin Roggow, Zachary Janes, and Dilina Lallani discuss the requirements for issuers to rely on the LIFE Exemption, including qualification criteria, offering parameters and disclosure requirements, and provides commentary on how the rules have been applied over the past year.

The British Columbia Securities Commission Implements a New Whistleblower Program [Alert]

November 22, 2023

Lucy Schilling, Zachary Janes, Jeremy Gellis, and Rebecca Sim discuss the BCSC's new Whistleblower Program to encourage individuals to voluntarily provide information about securities misconduct by offering them financial rewards of up to C$250,000.

The BCSC Obtains Significant New Enforcement Powers [Alert]

August 14, 2023

The BCSC can now impose market bans and financial penalties of $1m+ for the failure or refusal to cooperate with investigators.

Events & Seminars

Past Events

Growth and Development Program

June 22, 2023 - Toronto

Listed Issuer Financing Exemption Information Session

November 08, 2022 - Vancouver, BC

In The News

Ten Cozen O’Connor Attorneys Named Best Lawyers and Ones to Watch in Canada

August 24, 2023

Ten Cozen O’Connor lawyers from the firm’s Toronto and Vancouver offices were selected for inclusion in the 2024 edition of The Best Lawyers and Best Lawyers: Ones to Watch in Canada

Cozen O’Connor Continues its Canadian Expansion, Adding a Leading Securities and Capital Markets Team to its Toronto Office

February 01, 2023

Andrew Elbaz and Alexander Katznelson join as members and Zachary Janes and Michael Shafarenko as associates in the firm's Corporate Practice Group in Toronto.

Cozen O’Connor Continues its Canadian Expansion, Adding Another Three Attorneys to Its Vancouver, B.C. Office

March 21, 2022

Elizabeth Holden, Gosia Piasecka, and Nicholas Krishan will reunite with former colleagues Rory Godinho, Kathy Tang, Lucy Schilling, Brian Fast, and Iain Mingo — five corporate attorneys who moved to Cozen O’Connor from the same Canadian firm earlier this month.

Cozen O’Connor Continues International Expansion with Corporate Additions, Moves to New Vancouver Office Space

March 07, 2022

Rory Godinho, Kathy Tang, Lucy Schilling, Brian Fast, and Iain Mingo have joined Cozen O’Connor from a major national Canadian law firm.

Contacts

Rory Godinho

Co-Chair, Canadian Capital Markets & Securities

rgodinho@cozen.com

(236) 317-5573

Andrew Elbaz

Co-Chair, Canadian Capital Markets & Securities

aelbaz@cozen.com

(647) 417-5340

People

Awards

Ten Cozen O’Connor Attorneys Named Best Lawyers and Ones to Watch in Canada

August 24, 2023

Ten Cozen O’Connor lawyers from the firm’s Toronto and Vancouver offices were selected for inclusion in the 2024 edition of The Best Lawyers and Best Lawyers: Ones to Watch in Canada

Related Practice Areas

Keep up-to-date with the latest news from Cozen O'Connor

Enter your City or Zip.

Probably shouldn't change this:
Sign up to receive alerts, publications, and event / webinar invites.

By submitting your contact information, you are giving Cozen O'Connor consent to contact you via email.