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'Fair and reasonable' test applied to two M&As

Thursday, March 09, 2017 @ 7:00 PM | By Fraser McDonald

Two recent decisions have shed light on how courts will apply the requirement confirmed by the Supreme Court in BCE Inc. v. 1976 Debentureholders [2008] S.C.R. 560, that an arrangement be fair and reasonable in order to receive court approval.

In the first decision, InterOil Corporation v. Mulacek [2016] Y.J. No. 121, the Yukon Court of Appeal considered the decision of a chambers judge in an application by InterOil to approve an arrangement under Yukon’s Business Corporations Act which would have seen its shareholders exchange their...