Canada: Shareholders

When a business is sold, whether through a share sale or an asset sale, the purchaser almost invariably demands restrictive covenants—such as a non-competition or non-solicitation agreement—from the selling shareholders or key principals.

In Malek v The King (2026 TCC 84), the Tax Court of Canada examined the Canada Revenue Agency’s (CRA) use of the net worth assessment method against a trucking corporation and its shareholder-managers.

Extraordinary ex parte relief allows courts to proceed without notifying the opposing party in exceptional circumstances, but this power comes with strict obligations. What duties must applicants fulfill when seeking such relief, and what are the consequences of failing to meet these transparency requirements?

The story of a corporation’s formation, capital, business and affairs is typically set out in its minute book, financial statements, and related corporate records. That does not, however, mean all of that information is automatically available for review. A person’s right to access corporate information depends on the nature of their relationship with the company.

The Supreme Court of Canada will address whether courts can backdate orders granting leave to commence derivative actions when limitation periods have expired during judicial delays.

On May 14, 2026, the Canadian Securities Administrators (CSA) opened a 90-day comment period for a series of proposed amendments and changes to the issuer bid, take-over bid and beneficial ownership reporting regimes. The proposed amendments and changes to National Instrument 62-104 – Take-Over Bids and Issuer Bids would, among other things, introduce a new issuer bid exemption to allow selective repurchases by an issuer of securities of its own issue, subject to certain parameters (Proposed New Issuer Bid Exemption).

Shareholder activism in Canada used to feel manageable. Campaigns were fewer, timelines were slower, and outcomes were often negotiated quietly. That environment has changed.

Shareholder activism in Canada is evolving rapidly as activists leverage artificial intelligence to identify vulnerabilities and structure campaigns with unprecedented speed and precision. How are AI-powered tools reshaping proxy contests, and what should Canadian boards do to prepare for this data-driven era of corporate governance?

Where a controlling shareholder is alleged to have directed a corporation’s wrongful conduct and the corporation has no assets left to satisfy a judgment, can the injured party look behind the corporate form...