Prof. Anita Anand writes "Canadian taxpayers shouldn’t have to pay for Bombardier’s bad corporate governance"

Friday, December 7, 2018

In a commentary in the Financial Post, Prof. Anita Anand argues that a federal bailout of Bombardier would be unwise as long as that company maintains its dual-class share structure ("Canadian taxpayers shouldn’t have to pay for Bombardier’s bad corporate governance," December 5, 2018).

Ford government decision is a step backward for investor protection

Anita Anand
Tuesday, September 25, 2018

 

By Anita Anand

Globe and Mail September 25, 2018

The Ontario Securities Commission recently published a proposed rule banning certain commissions to dealers on mutual fund sales. The rule was not just Ontario’s initiative – it was a joint effort by members of the Canadian Securities Administrators (CSA), which consists of regulators from all provinces and territories. After months of discussions, which included the consideration of empirical data, the CSA finally agreed on the need to restrict certain commissions, with each of its members agreeing to implement the rule in its home province or territory.

Then, to the surprise of many, Ontario Minister of Finance Vic Fedeli expressed the government’s disagreement with the rule, ignoring the statutory process for making laws relating to the capital markets in this province. The Minister’s approach presents three problems. First, it undermines the rule-making process that is embodied in statute and has been the law for more than 20 years. Second, it fails to appreciate the important investor protection concerns that the CSA identified and sought to address. Third, it creates uncertainty in the capital markets, which the government of the day should be loath to do.

Prof. Anita Anand writes "Ford government decision is a step backward for investor protection"

Wednesday, September 26, 2018

In a commentary in the Globe and Mail, Prof. Anita Anand expresses concerns about the decision of the new Government of Ontario to oppose a reform proposed by the Ontario Securities Commission intended to improve investor protection ("Ford government decision is a step backward for investor protection," September 25, 2018).

Read the full commentary on the Globe and Mail website, or below.

M&A Fall Roundtable 2018

Program on Ethics in Law and Business

Over the past year, Canadian capital markets have witnessed a surge in M&A activity. This activity is particularly conspicuous in the energy and power sectors as well as the burgeoning cannabis industry. Legal changes have developed that impact all public issuers in the capital markets, and particularly their approach to M&A from both the bidder’s and target’s perspectives.

Prof. Anita Anand writes "Time for the OSC to revisit its policy on no-contest settlements" in Globe and Mail

Wednesday, July 11, 2018

In a commentary in the Globe and Mail, Prof. Anita Anand assesses the Ontario Security Commission's use of no-contest settlements and argues that "We should question whether the alleged benefits of no-contest settlements, including efficiency and deterrence, outweigh the weaknesses of this enforcement program" ("Time for the OSC to revisit its policy on no-contest settlements," July 10, 2018).

Read the full commentary on the Globe and Mail website, or below.

Prof. Anita Anand writes "The importance of regulatory oversight of proxy advisory firms"

Saturday, May 26, 2018

In a commentary in the Globe and Mail, Prof. Anita Anand looks at the implications of the growing influence of proxy advisory firms on corporate governance ("The importance of regulatory oversight of proxy advisory firms," May 23, 2018).

Read the full commentary on the Globe and Mail website, or below.

Reboot: Challenges and Opportunities in Corporate and Commercial Law - The 2018 C&C Law Workshop

Wednesday, May 23, 2018

2018 Consumer and Corporate Law Workshop - panel discussion

By Alvin Yau, JD 2018 / Photos by Dhoui Chang

The Faculty of Law was pleased to revive the Consumer and Commercial Law Workshop in April 2018. The Workshop had been run by Professor Emeritus Jacob Ziegel since 1970. It was an annual event that brought together people who were interested in the latest developments in commercial and consumer-related areas of law.

Prof. Anita Anand writes "Canada should take a U.S. approach to the Aecon takeover bid − and reject it"

Monday, April 16, 2018

In a commentary in the Globe and Mail, Prof. Anita Anand examines approaches to assessing national security concerns with regards to the bid by Chinese state-owned company China Communications Construction Co. to take over Canadian construction company Aecon Group Ltd. ("Canada should take a U.S. approach to the Aecon takeover bid − and reject it," April 16, 2018).

Enhancing Governance in Dual Class Share Firms

Anita Anand
Saturday, March 24, 2018

Enhancing Governance in Dual Class Share Firms

by Anita Anand

            In a typical public company, shareholders can elect the board, appoint the auditors, and approve fundamental changes.  In other words, they can participate in the governance of the firm. Firms with dual class shares (DCS) alter this balance by inviting the subordinate shareholders to carry the financial risk of investing in the firm without providing them with the corresponding power to elect the board and exercise other voting rights. I argue that this misalignment of rights and risks should be subject to three modest reforms in order to enhance governance in DCS firms.

            The rationale underlying DCS is that they allow firm founders to protect themselves against a loss of control,[1] thereby ensuring that they can implement a long-term corporate strategy notwithstanding  short-term market pressures.[2] But the central question must be asked: to what extent (and for how long) should the law allow the founders to pursue their “idiosyncratic vision” for the DCS corporation?[3] 

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