Things to know Anti-corruption and bribery in Canada is enforced principally under two federal statutes:   Foreign bribery under Canadian law is governed by the Corruption of Foreign Public Officials Act (“CFPOA”) which makes it an offence to: i) directly or indirectly give, offer or agree to give or offer any form of advantage or […]

Things to know Canada’s insolvency and restructuring regime consists primarily of two statutes:  (1) the Companies’ Creditors Arrangement Act(CCAA), and (2) the Bankruptcy & Insolvency Act(BIA)  Both statutes provide for restructurings similar to Chapter 11 of the U.S. Bankruptcy Code (the Code), and liquidations analogous to Chapter 7 of the Code  The BIA is available […]

Things to know Canada has lobbyist registration requirements at the federal, provincial and, in some cases, municipal levels.  Lobbying typically encompasses communications with public officials regarding the making, developing or amending of legislative proposals, regulations, policies or programs, or the awarding of government grants, contributions or other financial benefits such as government contracts.  There are […]

Things to know One of the most important considerations for a non-resident is whether to incorporate a Canadian subsidiary or to establish a branch operation.  A Canadian subsidiary of a non-resident corporation will be considered a resident of Canada for the purposes of the Income Tax Actand will be subject to Canadian income tax on […]

Things to know Thin-capitalization rules restrict the ability of Canadian corporations and trusts to deduct interest expense on debt owing to certain related non-residents. The thin-capitalization rules also apply to Canadian branches of foreign corporations.  Generally, thin-capitalization restrictions apply if the non-resident owns 25% or more of the shares of the debtor corporation (by vote […]

Things to know The branch profits tax applies to foreign corporations carrying on business in Canada through a “branch”, and is intended to replicate the withholding tax that would have been due had a Canadian subsidiary paid its profits to its non-resident parent in the form of a dividend.  A 25% tax is imposed on […]

Things to know Canada’s tax system is largely governed by the federal Income Tax Actand its regulations, as well by the sales tax, corporate tax and other laws of the provinces and territories. Residents of Canada are subject to tax on their worldwide income, while non-residents of Canada are generally subject to tax only on […]

Things to know Computer program provisions in Canada’s Anti-Spam Law (known as CASL) impose express (opt-in) consent rules on the installation of a computer program (including updates) another person’s laptop, smartphone, desktop, gaming console or other computing device.  It is prohibited for a website to automatically install software on a visitor’s computer without getting consent, […]

Things to know The Canadian Radio-television and Telecommunications Commission’s (CRTC) Unsolicited  Telecommunications Rules: restrict which consumer phone numbers telemarketers can contact for solicitation purposes. restrict calling hours.  prescribe information that must be disclosed.  restrict the use of Automatic Dialing-Announcing Devices (ADADs). impose record-keeping obligations. Active enforcement by the CRTC, including maximum fines of up to […]

Things to know Canada’s Anti-Spam Law (known as CASL) is likely the most comprehensive e-messaging law in the world.  CASL applies to “commercial electronic messages” (CEM), which is defined very broadly to include almost all email, SMS, instant messaging and at least some social media communications sent for a commercial purpose.  CASL applies to messages […]