Cross-Border and International Transactions

Fasken Martineau is one of Canada's leading law firms in advising international clients wishing to carry on business or invest in Canada and other jurisdictions.  Through our six Canadian offices and our offices in the key financial centres of London and Johannesburg, we are able to put together the right team to provide high-quality legal services in a cost efficient manner to assist clients in doing business in the global marketplace.

A by-product of globalization is the ever increasing legal, tax and regulatory complexities facing international companies who wish to invest and thrive in more than one jurisdiction. Our lawyers offer expertise in a variety of specialty areas (including securities, tax and regulatory expertise) to assist international clients in two principal ways.

First, for each of our clients we assist in structuring and implementing the optimal investment strategy for the client's entry into the new jurisdiction, including share and asset acquisitions (single company/single location to multi-jurisdictional transactions), private placements, take-over bids, debt financings, joint ventures, licensing, franchising, distribution and outsourcing.  We are a leader in the use of exchangeable share structures which permit Canadian selling shareholders to defer their capital gains tax arising on share exchange transactions and also enable international acquirers to minimize Canadian withholding tax on distributions out of Canada. We are also expert in the use of tax flow-through structures for our U.S. clients using unlimited liability companies.

Second, we offer a "one-stop shopping" array of legal services for our international clients once they have entered the jurisdiction to fulfill all labour, environmental, real estate, technology protection, shareholder, partnership, litigation, privacy compliance, governance, regulatory, strategic counsel and estate planning needs.

Our cross-border clientele represents an impressively diverse group of industries, including manufacturing, mining, communications, banking, retail, medical technologies, food ingredients, real estate, biotechnology, electronics and computer software.

Selected Experience

• Moydow Mines and Gondwana sell Port Loko bauxite interests for cash and deferred consideration
• Klöckner sells Canadian subsidiary Namasco to Samuel, Son & Co.

Publications

• Cross-Border Class Actions: Opportunities and Challenges By: Geoffrey Cowper, Paul J. Martin, Andrew Borrell, January 2008.
• White Collar Crime: North and South of the Border By: Geoffrey Cowper, CMA Update, Fall 2007, Fall 2007.