Upcoming Shareholder VoteAureus Mining was incorporated in Canada and therefore is subject to Canadian law:
Take-over bids in Canada
The acquisition of a Canadian public company may be structured as a corporate transaction or a “take-over bid”. The rules for acquiring a Canadian public company are complicated and involve aspects of securities, corporate and administrative law.
Corporate transactions typically take the form of a plan of arrangement (which requires court approval before implementation), statutory amalgamation or other corporate reorganisation, and require the approval of the target’s shareholders.
A take-over bid is the Canadian equivalent of a U.S. tender offer. The acquirer must follow a prescribed process when launching and completing a bid. An overview of the rules and process is provided below.
Making the bid
Under Canadian securities law, a take-over bid to shareholders of a Canadian public company to acquire a prescribed percentage of the company’s outstanding voting or equity securities:
•
* must be made by way of a formal offer to all shareholders and may be commenced by way of an advertisement (typical in hostile bids) or by mailing the offer documents (typical in negotiated or friendly bids);
•
* must offer identical consideration to all shareholders and may not, subject to certain exceptions, include a collateral arrangement which has the effect of providing one shareholder with consideration of greater value than that offered to other shareholders;
•
* must be open for acceptance for a period of at least 35 days; and
•
* must offer identical consideration to all shareholders and may not, subject to certain exceptions, include a collateral arrangement which has the effect of providingone shareholder with consideration of greater value than that offered to other shareholders.