Shareholder Rights and Activism
Goodmans is at the forefront of the fast-growing and high-profile area of shareholder rights and activism. Goodmans is regularly called on by issuers, their management, boards, special committees, shareholders and other stakeholder groups to help navigate the broad range of issues that can arise between issuers and their stakeholders. We advise on shareholder proposals, meeting requisitions, director nominations, corporate governance matters, unsolicited/hostile take-over bids, proxy contests, settlement negotiations, shareholder agreements and related litigation and initiatives with securities regulators.
Goodmans has achieved great results for issuers and their stakeholders. We recognize the unique elements of each situation and carefully analyze the relevant considerations. We develop and implement proactive, effective and often novel strategies to best serve our clients’ interests.
Our strengths as a firm allow us to consistently deliver results in this area, where success requires:
- diplomacy, creativity and innovation;
- a thorough command of legal requirements, market practices and cutting-edge strategies;
- established relationships with leading proxy solicitation firms, investor relations firms and media relations experts in Canada and internationally;
- strong presentation, tactical and interpersonal skills;
- the ability to work with, and help lead, a team or principals and advisors in an environment that is often emotional and subject to tight and aggressive deadlines; and
- perhaps most important, practical and thoughtful business judgment.
Our corporate securities and litigation groups have depth and expertise in all matters relevant to shareholder rights and activism, including:
- corporate and securities laws, stock exchange rules and other relevant regulatory requirements;
- effective strategies for managing the sensitive and dynamic relationships among issuers, their stakeholders, regulators and other market participants;
- guidelines and recommendations advanced by influential groups and commentators such as proxy advisors and corporate governance organizations;
- the scope, technical requirements, limits and potential of litigation and remedies relevant to shareholder rights and activism; and
- director and officer duties and liabilities.