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Goodmans News & Events

Goodmans at Insight Information's 9th Annual Securities and Business Law Conference


Lawyer Brad Ross, Angela Tsiakos
Area Corporate Finance and Securities


January 25 - 26, 2010
St. Andrew’s Club and Conference Centre
Toronto, Ontario

Monday, January 25, 2010
10:45 - 11:30 am:  Public Company Continuous Disclosure Obligations

Speaker:  Goodmans LLP

This session will cover:

  • Why continuous disclosure matters: understanding the importance of timely and accurate filing
  • Financial statements and MD&A and related certificates
  • Annual Information Form
  • Proxy Solicitation and Information Circular, including governance policies and executive compensation
  • Material change reports
  • Business acquisition reports
  • Material contracts and documents affecting the rights of security holders
  • Voting results
  • The role of audit and disclosure committees and disclosure policy considerations
  • The role of securities law clerks in effective public company obligations compliance: What proactive measures can they
    provide to add value

Tuesday, January 26, 2010
1:15 - 2:00 pm:  An Overview of Current Trends and Developments in Corporate Law

Speaker:  Brad Ross, Goodmans LLP

This session will cover:

  • How recent events have impacted the way we work with the Canada Business Corporations Act (CBCA) and Ontario Business
    Corporations Act (OBCA)
  • Determining factors in selecting jurisdiction of incorporation
  • When, why and how to incorporate not for profit companies
  • Factors to consider before liquidating or dissolving companies
  • An overview of preferred share financings

4:30 - 5:15 pm:  Practice Tips for Minute Book Preparation and Management

Speaker:  Angela Tsiakos, Goodmans LLP

This session will cover:

  • What are the legal requirements for corporate records in Ontario and the federal jurisdiction of Canada?
  • What should a properly organized and maintained minute book look like?
  • Appropriate methodology for building a minute book
  • Reflecting common transactions in the minute book
  • Coordinating a minute book review
  • Pinpointing errors and discrepancies
  • Taking the appropriate corrective measures
  • What is a virtual minute book?
  • Best practices in working with the virtual minute book
  • Minute book retention and storage policies

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