Canadian Lawyer

44 F E B R U A R Y 2 0 1 6 w w w . C A N A D I A N L a w y e r m a g . c o m fixed, 120-day term to seek alternatives to a hostile bid, rather than waiting for a decision from a provincial securities regulator. "They will have certainty as to the period, so at the outset they will know what to expect, as opposed to the uncertainty of a securities commission hearing," says Peter Hong, a partner at Davies. "We have an increase in the time it takes to complete a hostile bid, but the increase from 60 or 90 days to 120 days is not such that it would discourage hostile bidders." That's still shorter than in the United States, where it can take a year to complete a hostile takeover. Lawyers say the Liberals have sig- nalled a broad, pro-business approach, although it remains to be seen how they will respond to a bid for a Cana- dian firm regarded as a crown jewel, or whether they will share the reser- vations of the previous Conservative government about state-owned enter- prises buying big energy companies. In a decision that effectively closed the door to big new oilsands investments from state-owned firms, the Conserva- tives in 2012 allowed China National Offshore Oil Corp. to acquire Canadian energy giant Nexen, but it said it would be the last deal of its kind. In a shock decision that raised questions about Canadian openness to foreign invest- ment, the Conservatives had previously blocked a US$39-billion bid for Sas- katchewan fertilizer giant PotashCorp from Australia's BHP Billiton, arguing that the proposal was not in Canada's best interests. "We know many of the players who are influential in the government and I think what they bring to the table is a very thoughtful approach," says Cornell Wright, co-head of the M&A practice at Torys LLP. "I think you'll see a very evi- dence-based approach, whereas I think in the past there has been a concern about . . . an overly secret, potential- ly more political approach. Certainly, people are hopeful that what you will see is more transparency and inclusion and consultation, and an approach that is very much focused on doing what is right for the public interest and for all the relevant stakeholders, business and otherwise. "I think this government is very much focused on maintaining an attractive cli- mate in Canada for investment. The fun- damentals in Canada remain very, very strong. We have one of the most educated populations in the world, we've got lower corporate tax rates than in the United States, we've got living standards and a quality of life that I think most people around the world envy. . . . We are known internationally as the place where people can come and be successful." That's a view shared by his colleague, Torys' M&A practice co-head John Emanoilidis, who expects individual government departments to have more autonomy than was the case over the previous decade, where the prime min- ister's office played a crucial role. "The Investment Canada Act has always been a political statute, but many felt that the statute became more politicized under the previous Conservative government," he says. "Although reviews in high-pro- file cases will still be influenced by the L E G A L R E P O RT \ M & A A DAILY BLOG OF CANADIAN LEGAL NEWS LEGALFEEDS.CA FEEDS LEGAL POWERED BY Untitled-2 1 2016-01-12 7:49 AM

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