Torys

(Ricco) A.S. Bhasin

Co-head of the firm’s Financial Services Transactions group, Ricco focuses on public and private M&A, private equity, joint ventures and partnerships, supporting clients in domestic, cross-border and international transactions. Ricco has extensive experience acting in the financial services and technology sectors for banks, private equity/pension funds, insurance companies, asset managers and other financial sector participants. Ricco works with clients on some of their highest-profile and most significant transactions, including domestic, U.S. and international loyalty programs, partnerships, asset and wealth management, insurance, bank and bancassurance transactions. He regularly advises senior management and boards on governance and sensitive matters, including proxy, activist and ESG issues. Ricco additionally acts for clients spanning a wide range of other industries, including industrials, diversified, food and beverage and mining. With a dual call in New York and Ontario, Ricco routinely acts for clients in material cross-border and international deals involving New York or other U.S. or international laws. Ricco is co-head of the firm’s Asian Lawyers Group and conversant in Punjabi and Hindi.

Adam Slavens

Adam’s commercially minded and rigorous counsel helps clients find solutions and realize goals in their restructuring and insolvency matters. Adam advises and represents creditors, investors and purchasers, restructuring corporations, equity holders and official court-ordered appointees in the financial restructurings of distressed companies in out-of-court workouts and refinancings as well as formal proceedings under the Companies’ Creditors Arrangement Act and arrangements under the Canada Business Corporations Act.

Adam Delean

Adam is one of Canada’s leading banking and finance lawyers, with decades of experience and market insight in corporate banking, leveraged finance and structured finance. Adam works closely with lenders and borrowers on transactions such as bank credit facilities, Canadian and U.S. bond financings, structured finance transactions, mezzanine financings and derivatives. He has particular experience in cross-border and international financings and is the chair of the firm’s India practice group. Clients also look to Adam’s robust knowledge for guidance on compliance matters related to their financing arrangements.

Adam Armstrong

Adam is recognized for his industry-leading experience in complex technology licensing and outsourcings, and is a trusted advisor for all stages of the technology procurement process. Co-head of Torys’ Technology Contracting Practice, Adam advises clients on outsourcing transactions and on the licensing and conveyancing of hardware, software and other intellectual property. He has played a leading role on major technology outsourcings undertaken by clients and has a long history of running large-scale transactions and consortium arrangements for Canada’s major financial institutions. Adam is also the coordinator of Torys’ Corporate Department; in addition to his technology practice, he has extensive corporate and securities experience, supporting clients in public and private financings (including initial public offerings), shareholder arrangements and mergers and acquisitions.

Adam Banack

With robust experience working with clients in the energy and infrastructure sector, Adam brings informed counsel and a collaborative approach to complex project development and procurement matters. Adam’s practice focuses on both energy and infrastructure project development and procurement. He regularly advises clients on projects throughout the project lifecycle, including the negotiation of construction and refurbishment contracts, operation and maintenance agreements, supply agreements and related service agreements. His broad experience includes development and refurbishment work in respect of nuclear, wind, solar and biomass energy generation projects, energy transmission projects and transportation infrastructure. Adam also advises clients on matters related to construction management matters, including liens, holdbacks, force majeure claims and change orders. In addition, Adam advises public authorities, Crown corporations and private organizations on complex procurement matters in the defence, technology and infrastructure sectors. Adam’s recent experience includes supporting the Government of Canada on its National Shipbuilding Strategy—the largest and most complex procurement in Canadian history—as well as major technology modernization projects for entities related to Canada’s banking sector and the Province of Ontario’s electricity sector.

Adrienne DiPaolo

With multifaceted skill across public and private mergers and acquisitions, securities law and corporate governance, Adrienne is a longstanding advisor to clients in executing their transactional, capital raising and other activities. Adrienne works closely with some of Canada’s largest companies and institutional investors in their capital markets, securities law and corporate governance matters. With deep experience in both public and private M&A, Adrienne frequently acts for bidders and targets in both negotiated and contested transactions. She also provides ongoing advice to companies, directors and shareholders on corporate governance and securities compliance matters. Adrienne also supports both issuers and investment banks in a variety of public offerings.

Amanda Balasubramanian

Amanda Balasubramanian is a leading lawyer in commercial banking and debt financings in Canada. Her legal acumen, market experience and proactive approach help move her clients’ goals and business strategy forward.Co-head of Torys’ Banking and Debt Finance Practice, Amanda represents lenders, sponsors and borrowers in domestic, international and global transactions, including acquisition finance, private equity and leveraged finance, liquidity financings, public and private offerings of debt securities, and streaming and royalty-based financings. Fund clients and lenders rely on her experience in designing fund finance products, including subscription facilities, NAV facilities and co-investment programs.Amanda’s work for clients extends to restructuring transactions, where she represents clients in debtor-in-possession and exit financings, as well as stream financings and the resultant intercreditor relationships.

Amy Maginley

Amy’s practice encompasses a broad range of energy and related infrastructure transactions, with specific experience in the oil and gas sector, where she has advised on a wide variety of upstream, midstream and downstream transactions and commercial arrangements in respect of project development, including construction, operation, processing and transportation arrangements. She works with clients across the spectrum of the sector, including some of the largest oil and gas companies, governments, and institutional and private equity investors. Amy also regularly advises clients on a wide range of corporate governance and general corporate matters.

Andrew Shaughnessy

Andy is known for a creative, business-savvy approach, bringing deep scientific fluency and sophisticated litigation strategy to clients in their complex intellectual property disputes.Andy’s practice focuses on intellectual property litigation and dispute resolution, representing a wide variety of clients in complex patent and trademark infringement and related litigation. With a focus on life sciences, Andy has decades of experience protecting the IP rights of clients in the industry and has deep knowledge and perspective on pharmaceutical patents.He has appeared before the Supreme Court of Canada, Federal Court of Canada, Federal Court of Appeal, Ontario Superior Court of Justice and Court of Appeal for Ontario, as well as specialized tribunals such as the Trademarks Opposition Board and the Patented Medicine Prices Review Board.Andy is very active in the legal community and is a well-known speaker, teacher and author in Canada.

Andrew Bernstein

Andrew provides clients with leading experience, deep knowledge and skilled advocacy to advance their interests in patent and commercial disputes, as well as appellate matters, in all levels of court.Andrew helps clients involved in numerous types of disputes, including intellectual property, commercial and public law matters. A significant portion of his practice involves patents, copyright, trademarks arising in the life sciences, information technology, media and other industries.Andrew’s commercial litigation practice includes considerable experience in class actions, licensing, contract and tort actions, frequently advising and defending traditional and new media clients on defamation and free expression issues. He also has a strong track record in public law matters, having acted for both public- and private-sector clients in administrative hearings, judicial reviews and constitutional law cases.Andrew is an experienced appellate lawyer. He has helped numerous clients navigate difficult appeals before the Ontario and Federal Courts of Appeal, as well as other appellate courts across the country in a wide variety of areas of substantive law, including contracts, patents, copyright, class actions, administrative and constitutional law. He has also argued several appeals before the Supreme Court of Canada.

Andy Gibbons

Andy’s deep real estate knowledge and insight into the energy and infrastructure industries help inform and guide clients in their most important and complex real estate projects and transactions.Andy’s practice focuses on commercial real estate law, with an emphasis on energy projects, infrastructure and public-private partnerships. Andy acts regularly on behalf of developers, consortiums, lending syndicates and government authorities on project construction, development and financing, as well as acquisitions and dispositions. He also has experience advising on the real estate components of M&A transactions, REITs and other securities law matters.

Blair Keefe

A preeminent figure in the financial services industry, Blair has decades of experience advising Canada’s leading financial institutions on regulatory matters and industry best practices, and has acted as counsel on some of the country’s most complex and novel issues in his field.Blair is co-head of the firm’s Financial Services, Bank Regulatory and Insurance Regulatory practices, and is co-head of the Payments and Cards Practice. He advises on corporate and regulatory issues relating to financial institutions, as well as on mergers and acquisitions and corporate finance in the financial services industry.Blair is known for his in-depth understanding of all matters relating to the Bank Act. In addition, he has extensive experience in insurance and bank regulatory matters, banking and debt finance as well as payments and cards.

Braden Jebson

Braden practices corporate and securities law, with an emphasis on public and private M&A and corporate finance. He has a particular focus on the mining and metals sector, with experience in royalty and streaming finance transactions, inter-jurisdictional transactions and joint ventures.

Charles Keizer

A leading energy lawyer, Charles Keizer advises clients on some of the most sophisticated work in the sector, combining skilled advocacy and deep regulatory knowledge to help advance projects and unique and complex matters.Charles is co-head of Torys’ Infrastructure and Energy Practice and leads the Energy Regulatory Practice. He maintains an active practice with an emphasis on administrative law and project development in the energy sector. He frequently advises generators (renewable and conventional), transmitters, and electricity and natural gas distributors in relation to regulatory, project development and contractual matters.Charles regularly appears before the Ontario Energy Board on rates, licensing and leave to construct matters applications, some of which are the most complex and unique matters considered by that tribunal.As lead counsel on a number of generation and transmission projects, Charles has provided strategic advice related to federal and provincial regulatory regimes, and he has a strong understanding of project development—from the initial stages to connection and commercial operation.

Chris Christopher

Chris’ counsel to clients in the infrastructure, energy and oil and gas sectors is backed by deep experience and industry background, bringing knowledge and perspective to clients’ corporate and commercial priorities, strategies and objectives. Chris guides oil and gas and power companies through a wide range of their commercial projects and transactions. He regularly works with clients in their acquisitions and divestitures of energy assets, as well as the full spectrum of energy project development, from joint ventures, construction, operation and maintenance to logistics and transportation, processing and marketing arrangements as they relate to LNG, oil sands, shale gas and power projects. Chris’ industry experience includes a business background working with various oil and gas companies, giving him market insight and a commercial mindset.

Christopher Richter

Christopher is an experienced trial and appellate lawyer who practises in the fields of corporate, commercial and civil litigation and dispute resolution, including advising on litigious aspects of corporate transactions. His practice also includes class actions, securities litigation, professional liability, product liability and employment law. He has appeared before the Québec courts of first instance and of appeal, the superior courts of several other provinces, the Federal Court and Federal Court of Appeal, the Supreme Court of Canada, and numerous arbitration panels and administrative tribunals (including the Québec securities commission and energy board). Leading Canadian and international companies prize Christopher’s risk-analysis advice in litigious matters and conflict prevention regarding their interests and operations in Québec and across Canada. With recognized experience in transnational disputes and matters of private international law, Christopher has also acted as arbitrator in numerous disputes (sole arbitrator, or member or chair of a panel), both domestic and international (including ICC and ICDR arbitrations). Christopher is fluently bilingual in English and French.

Corrado Cardarelli

With extensive experience, Corrado is a leading tax lawyer in Canada whose creative tax acumen and pragmatic, business-minded thinking assists clients in their complex tax matters.Corrado has deep experience assisting clients with corporate, partnership, trust, foreign and general business taxation work. His practice largely involves structuring domestic, cross-border, and international business transactions. His work regularly focuses on mergers, acquisitions, dispositions, financings, reorganizations and other business restructurings.Corrado also brings sophisticated skill and perspective to structuring collective investment vehicles with domestic, tax-exempt and foreign investors, including REITs and structured products, many of which have involved Canadian and U.S. cross-border aspects. Corrado was notably instrumental in designing Canadian income funds, cross-border income funds and analogous products, including U.S. income securities products.

Craig Maurice

partner

Daniel Ford

Across a wide range of public infrastructure projects and financings, Dan brings holistic perspective and seasoned negotiation skills to help clients close projects.Dan has extensive experience representing lenders, sponsors, governmental authorities, borrowers and developers on a broad range of public infrastructure financing and development transactions, primarily in the area of public-private partnerships (PPP). In addition, Dan has acted in a number of commercial construction and project development transactions.His work regularly involves commercial lending matters, and Dan acts for both lenders and borrowers in large and medium structured finance transactions, syndicated/club loans, bond and note financings. He has also acted on the solicitor side of a number of high-profile insolvency and restructuring matters.Dan has also represented shareholders, partners, owners and managers in a number of corporate and partnership formation transactions and in the structuring, negotiation and preparation of asset and share purchase and sale agreements, joint venture agreements, servicing agreements, and leasing and licensing agreements.

Daniel Masliyah

Senior Associate

Dany Assaf

Involved in many of Canada’s highest-profile competition and foreign investment transactions, investigations and reviews, Dany brings seasoned advice and a long history of experience advising on all aspects of competition law and its practical administration to clients in Canada and internationally, including in the developing area of competition policy in big tech and digital innovation. Overview Dany is co-chair of the firm’s Competition and Foreign Investment Review Practice and advises international and domestic clients on all aspects of competition law and foreign investment matters, including in the area of national security reviews. Canadian and multinational clients rely on Dany’s advice on all aspects of competition law and foreign investment matters under the Investment Canada Act, including notably acting on the DuPont/Dow merger, the Supreme Court of Canada Tervita efficiencies case, the Interac case (Canadian bank payments system), GE/Honeywell and Rio Tinto/Alcan. Dany also advises clients in both the private and the public sectors on Middle East investment and capital market matters. He speaks both English and Arabic fluently.

Darryl Hiscocks

From day-to-day employment matters to critical scenarios, Darryl’s comprehensive employment experience cuts quickly to the heart of a matter and keeps the longer-term business impact for clients in view. Darryl practises in all areas of human resources and labour law, advising clients on the interpretation and application of all labour, employment, human rights, pay equity, privacy, employment standards, workers’ compensation, workplace safety and insurance, accessibility and occupational health and safety (OHS) legislation in both the private and public sectors. Darryl assists clients with all manner of human resources matters, including employee recruiting and hiring, executive compensation, discipline, drug and alcohol issues, individual and mass terminations, discharge, wrongful dismissal, unjust dismissal, departing employees (including with respect to employee common law and restrictive covenant obligations), workplace investigations, grievances, arbitrations, human rights applications, unfair labour practice complaints, workers’ compensation, OHS issues, and statutory complaints and applications. He also drafts and revises a wide variety of labour and employment documents, including employment contracts, employment policies and procedures, collective agreements and human rights documents (including discrimination, harassment and accommodation policies). Darryl has extensive experience advising employers in the labour and employment implications of corporate transactions, including mergers and acquisitions, reorganizations, and restructurings. He has worked with clients in a wide variety of industries and contexts, including service, retail, wholesale, pharmaceuticals, medical, technology, publishing, banking, finance, securities, insurance, automotive and others.

David Seville

With broad experience leading capital markets transactions on both sides of the Canada-U.S. border and internationally, David brings legal acumen and market insights to help move clients’ goals and business strategy forward. David is co-head of the firm’s Capital Markets Practice and has extensive experience advising issuers and underwriters on domestic and cross-border equity and debt public offerings and private placements. He regularly advises clients on continuous disclosure, corporate governance and financial institution regulatory matters. David has deep experience with financial institution regulatory capital instruments, including limited recourse capital notes, the bank recapitalization (bail-in) regime by the Government of Canada, and non-viability contingent capital (NVCC) instruments. David also has substantial experience advising public companies, family offices, private equity and pension funds on acquisitions, dispositions, shareholder arrangements and reorganizations.

David Bish

David is one of Canada’s leading insolvency lawyers. He brings highly experienced counsel in insolvency and restructuring mandates, with a focus on creative solutions and practical perspective for clients navigating distressed circumstances.As the head of Torys’ Corporate Restructuring and Advisory Practice, David regularly advises across all aspects of bankruptcy, proposals, wind-ups, liquidations, reorganizations, restructurings, receiverships and security enforcement, and advising boards of directors on corporate governance issues in distressed circumstances. He has extensive expertise in plenary and ancillary cross-border insolvency and restructuring matters, and brings a wealth of experience to commercial financing, private equity and M&A transactions.David’s long track record as corporate and litigation counsel to a wide range of parties—leading corporations, financial institutions, distressed investors and accounting firms—gives him a nuanced perspective of stakeholder interests on large, complex insolvency and restructuring transactions, helping clients navigate challenges and advance their business objectives.

Dennis Mahony

A leading lawyer in his field, Dennis has specialized knowledge in environmental law. From regulatory compliance to courtroom advocacy, Dennis works closely with clients on bespoke tactics to mitigate risk and maximize opportunity in environmental matters impacting clients’ operations, projects and transactions.Dennis is the head of Torys’ Environmental, Health and Safety Practice, the Co-Chair of the firm’s interdisciplinary Climate Change and Emissions Trading Practice, and certified by the Law Society of Ontario as a Specialist in Environmental Law.Dennis provides comprehensive environmental, health and safety advice to a broad range of public- and private-sector clients, including public and private companies, federal government agencies, Crown corporations, provincial bodies and municipalities. The scope of his counsel covers virtually every industrial sector: transportation, utilities, non-renewable and renewable energy, pulp and paper, mining, chemicals and plastics, water and waste water treatment and disposal, manufacturing, financial institutions and real estate development.On projects, Dennis works alongside developers, lenders, technical consultants, regulators and other project stakeholders to plan, develop, permit and defend complex projects, often through sensitive environmental habitats. He regularly advises from the project planning stage through the approval and construction stages and into operation. His broad advice to clients spans regulatory compliance, major and minor environmental assessment and other approvals, strategic stakeholder management, and litigation before environmental tribunals and courts. Over the past several years, Dennis and various Torys teams have successfully advised and defended more major projects than any other environmental team in the country.Dennis also assists buyers, sellers, lenders and investors through all environmental aspects of a transaction: from acquisition diligence and agreement negotiation, to the design and coordination of deal-specific environmental liability assessments, negotiation of agreements and in handling closing and post-closing details.Dennis has a broad regulatory practice that involves technical and strategic advice spanning the full range of issues in the environmental, health and safety field. In particular, he advises on federal and provincial environmental assessments and other approvals, contaminated sites, quasi-criminal, civil and administrative liability assessments, transportation of dangerous goods and waste, climate change, general legal compliance, legislative initiatives and Canada-U.S. cross-border issues. His work regularly involves litigation, covering environmental assessment and approval hearings, appeals of administrative orders, quasi criminal defence work and civil litigation.With respect to climate change and emissions trading, Dennis helps clients navigate through this evolving area, including keeping them informed on the numerous domestic and international developments in the area and working on project-specific teams for everything from assessing securities disclosure requirements to emissions trading.

Derek Flaman

With deep experience in transactions in the energy and oil and gas sectors, Derek provides clients with business-focused advice to guide their deal-making and other strategic objectives. A member of the firm’s Executive Committee, Derek practises commercial law in the energy sector, with an emphasis on M&A, joint ventures and project development in the energy and infrastructure industry. He works closely with clients spanning the sector, including E&P companies, midstream and downstream companies, and private equity funds on transactions involving the acquisition and divesture, joint venturing, and equity financing of energy and infrastructure assets and companies, as well as the marketing of energy and energy-related products.

Ebad Rahman

Ebad is an experienced corporate lawyer with deep technology industry knowledge, counselling leading financial institutions, retailers and other organizations spanning sectors in their outsourcing, transactional and other commercial work.Ebad’s diverse technology practice includes advising on technology contracting, outsourcing and general commercial agreements, as well as on software development, cloud computing and procurement matters. He also counsels clients on sponsorship, licensing and naming rights agreements, frequently sought out by corporate sponsors to advise on how best to structure their sponsorship arrangements to maximize their return on investment.Ebad heads Torys’ Payments and Cards practice and supports clients in the acquisition and development of card programs, payment systems and mobile payment solutions, as well as related outsourcing arrangements.

Edward Fan

A leading intellectual property lawyer with pragmatic perspective, Edward helps companies acquire, enforce and fully exploit their intellectual property assets across industries.Edward is the practice group coordinator for the firm’s Intellectual Property Group. In addition to advising on issues relating to patent procurement and portfolio management, Edward is also involved in negotiating and crafting intellectual property, technology transfer, software and other technology-related licenses and agreements.Edward is a registered patent agent in Canada and the United States and a trademark agent in Canada.

Eileen McMahon

Eileen’s market-leading experience, practical advice and industry insight in intellectual property and regulatory law make her a go-to advisor for clients in Canada and the United States.Chair of Torys’ Intellectual Property and Food and Drug Regulatory practices, Eileen is one of a handful of Canadian lawyers who advise on regulatory clearance and intellectual property protection of products. Across sectors—including life sciences, agribusiness, regenerative medicine and stem cells, cannabis and more—Eileen helps clients identify IP and regulatory assets, obtain and maintain market exclusivity, exploit IP assets and enforce their IP rights.Eileen is a registered patent and trademark agent in the United States and Canada and is adroit at navigating the issues at play in cross-border matters. She is also a Certified Licensing Professional of the Licensing Executive Society (LES) (2011-2014), United States and Canada. This certification is issued only to persons who have met the requirements for licensing professionals, established by CLP, Inc., under the guidance of the LES. Fewer than 1% of all attorneys have this certification, making Eileen a specialized resource for clients.

Eli Monas

Partner

Ellie Kang

With a wide-ranging employment and compensation practice, Ellie has substantial experience helping private equity investors and their portfolio companies, venture capital investors and emerging companies, as well as public companies, investment managers, boards of directors and management teams, on the design and implementation of complex executive compensation and employee benefits programs, including advising on ERISA matters. Ellie focuses her practice on all aspects of executive compensation and employee benefit matters arising in mergers and acquisitions. She has considerable experience with executive compensation and employee benefit due diligence; negotiation of benefit and compensation-related representations, warranties, covenants and other related provisions in transaction agreements; treatment of outstanding equity compensation awards; 280G “golden parachute” analysis and related shareholder approval documentation; and post-closing integration and design of employee benefit and compensation programs. In addition to her transactional work, Ellie regularly advises clients on the design and implementation of various executive compensation arrangements, including employment, severance, change of control and retention agreements, as well as equity-based incentive awards, such as stock options, restricted shares, phantom stock, appreciation rights and profits interests. She also has experience with ERISA and employee benefit matters arising in financing arrangements representing both lenders and borrowers; public company executive compensation disclosure matters; 409A and 457A non-qualified deferred compensation design and compliance; and retirement and welfare benefit plan design and compliance. Ellie regularly advises investment managers, fund sponsors, retirement plan investors and other financial market participants on ERISA matters, including with regard to advice regarding fiduciary duties, prohibited transaction rules, and ESG and proxy voting considerations. Ellie is fluent in Korean and conversant in French.

Gillian Dingle

A sophisticated and business-minded litigator with deep market insight, Gillian guides clients through the legal and regulatory developments on matters ranging from securities litigation to class actions.Gillian is the practice group leader for Torys’ litigation department and co-head of the firm’s securities defence practice. Her practice focuses on securities litigation and corporate disputes.On the securities side of her practice, Gillian frequently acts for capital market participants in securities class actions, professional liability claims and regulatory investigations involving the Investment Industry Regulatory Organization of Canada, the Mutual Fund Dealers’ Association and the Ontario Securities Commission. As a complement to her securities regulatory work, she advises financial institutions on investigations involving consumer protection matters.Gillian also maintains an active commercial litigation practice, representing corporations in contested transaction matters, shareholder disputes, breach of contract claims and other business torts. She has appeared as counsel in all levels of court in Ontario, the Federal Court, the Federal Court of Appeal and the Yukon Court of Appeal.

Gino Bruni

Senior associate

Glen Johnson

A leading lawyer in his field, Glen has a wealth of securities regulatory knowledge and capital markets experience guiding major underwriters and issuers in their domestic and cross-border equity and debt finance matters.Glen regularly guides clients in their securities regulation and corporate finance matters, particularly in the area of domestic and cross-border securities offerings. He works with clients on a wide range of public equity and debt offerings, private placements and M&A transactions, with a particular emphasis on structured products.Glen also counsels Canadian issuers and securities industry participants on regulatory compliance matters, including listings, governance and disclosure issues and regulation of market participants in Canada.

Graham Rawlinson

A leading real estate lawyer, Graham brings decades of experience helping clients navigate the real estate industry through business-minded counsel focused on optimal opportunities and outcomes for clients.Co-head of Torys’ Commercial Real Estate Practice, Graham is known for his extensive experience in commercial real estate and infrastructure transactions, including real estate joint ventures, acquisitions, divestitures, project finance, development, leasing, construction and secured lending.Graham regularly acts for public and private businesses in some of their most complex and transformational real estate transactions. He brings market insight and real estate experience through his longstanding work in the seniors housing, retail, office and hospitality sectors.

Gwen Watson

With extensive experience and a practical mindset, Gwen gives clients strategic insight and guidance on their challenging and complex tax matters. Gwen provides comprehensive income tax advice to corporations, with particular emphasis on mergers and acquisitions and corporate reorganizations, including butterfly and bump transactions. Highly experienced in complex transactions, Gwen regularly advises on the income tax aspects of cross-border and capital markets transactions, derivatives and financial instruments, and has extensive knowledge of the application of Canadian foreign affiliate rules.

Huw Evans

Huw Evans brings skilled deal acumen, strategic thinking, and a rigorous approach to advising institutional and other leading investors on their projects and complex transactions in the energy and infrastructure sectors. Huw practises corporate law, with an emphasis on transactions in the energy and infrastructure sectors. He regularly acts for infrastructure funds, pension funds and other infrastructure investors in connection with M&A transactions, joint ventures, project financings and developments. Huw has led numerous significant acquisitions and divestures of energy and infrastructure assets, including renewable power projects and PPP assets. In addition, he regularly advises clients in these industries on a broad range of corporate, securities and governance matters.

Janan Paskaran

With a track record helping domestic and multinational organizations execute investments in Canada and around the world, Janan is a leading corporate lawyer advising clients on their M&A and capital markets transactions. Janan’s practice focuses on corporate and securities law, with an emphasis on international transactions. He has an efficient, practical approach that comes from an extensive background of experience representing public and private issuers in a wide variety of financing, business combination and public and private M&A transactions. Janan also regularly counsels clients across sectors on their securities compliance matters, commercial transactions, and corporate finance, procedures and governance. Janan is the co-leader of Torys’ Diversity & Inclusion Committee.

Jennifer Lennon

Jennifer supports clients with deep technical skill and experience across the spectrum of employment matters, including employee benefits and developing tax-effective executive compensation arrangements. Jennifer advises Canadian and international clients on the design and implementation of compensation arrangements and the related securities laws and stock exchange requirements. She has substantial experience providing strategic advice on executive compensation matters in corporate transactions, such as mergers, acquisitions and initial public offerings. Her broad practice also includes corporate governance advice for public and private institutions, including ongoing disclosure and compliance obligations.

Jennifer Baugh

associate

Jerald Wortsman

Jerald is known as one of Canada’s leading tax lawyers, with an established track record of developing sophisticated solutions that guide clients through their most challenging and complex tax matters.Head of the firm’s Tax Practice, Jerald gives clients strategic tax counsel across business transactions and financings. His work includes domestic and international corporate tax planning, with an emphasis on complex, large-scale and cross-border mergers and acquisitions, reorganizations and corporate finance. He has significant experience advising domestic and international financial institutions.Jerald regularly works with clients on Canadian and cross-border acquisitions, divestitures and restructurings, and inbound and outbound investments and multinational group structures. He also brings a wealth of tax experience to the structuring and issuance of various financial instruments and other capital markets activity.

Jessica Lumiere

Jessica is a senior lawyer who leads a team based in our Legal Services Centre in Halifax that provides a suite of new service offerings that rely on process and technology efficiencies to deliver client value. She also advises clients on technology acquisitions, technology and data licensing, procurement, outsourcing, cloud service-provider arrangements, and various transactions dealing with a broad spectrum of emerging tech such as blockchain and AI. Jessica brings a uniquely in-depth client perspective to her role; prior to joining Torys, she worked at The Toronto-Dominion Bank for over 10 years, advising senior executives on complex technology-related deals, as well as on enterprise policies, standards and protocols relating to third-party risk management and cloud computing. Jessica is also a member of the Data Governance and Strategy Group and advises clients on data-related issues such as data protection, governance and commercialization.

Jessica Ho-Wo-Cheong

Associate

Jill McCutcheon

With extensive experience and nuanced knowledge of the complex regulatory landscape of the insurance industry, Jill gives clients practical advice on regulatory, transactional and other advisory matters.Co-head of the firm’s Financial Services practice, Jill has more than 25 years of experience advising the property and casualty, life and reinsurance sectors of the insurance industry on corporate, regulatory and transactional matters.Jill regularly advises on all aspects of the law, whether federal or provincial, and acts as counsel to a broad range of clients, including insurers, reinsurers, banks, credit unions, intermediaries, cover holders and MGAs, third-party administrators, retailers, employers and associations. Jill is noted for her ability to respond to and resolve issues with the numerous regulators who impact on the insurance sector in Canada. She also has extensive experience in privacy law and data breach response matters.Jill has broad and extensive experience advising on all aspects of activity in the insurance industry. This includes advising on the formation of insurers, governance matters and obtaining federal and provincial regulatory approvals. She also regularly acts as counsel to insurance company boards of directors.She frequently engages with regulators, resolving distribution, product and other regulatory issues on behalf of her clients. Jill also counsels clients on market conduct and compliance requirements.Her work regularly involves drafting and negotiating reinsurance, distribution and other specialized agreements germane to the sector, developing policy wordings, and advising on reinsurance and self-insured, risk retention and captive strategies.Beyond insurance matters, Jill has experience in privacy law, the resolution of privacy complaints and privacy breach responses.

Jim Hong

Jim brings decades of banking and finance experience and an international perspective in corporate and securities law, offering clients tailored solutions for structured finance and securitizations. Jim has broad market knowledge and experience advising on securitizations, public and private managed products, structured asset-backed financings and derivatives. He supports clients in developing securitization structures and products on Canadian and cross-border transactions. Jim is recognized as a leading lawyer in securitization matters and is a co-author of the Canada Chapter of The International Comparative Legal Guide to Securitisation, published by Global Legal Group, London.

Joel Ramsey

A leading technology lawyer, Joel has extensive and nuanced knowledge in tech outsourcing, fintech, cloud computing and payment cards and systems. Joel works closely with financial institutions and leading businesses, advising on complex and innovative transactions, data governance practices and other tech-related initiatives. As co-head of Torys’ Technology Contracting Practice, Joel advises clients in Canada and the United States on strategic commercial transactions involving technology development and procurement, outsourcing, payment systems, fintech, blockchain, cloud computing, digital and e-commerce solutions, data distribution, privacy compliance and breach response. Joel’s clients include technology service providers, retailers, pension funds, financial institutions, government agencies and companies in the asset management, energy and securities sectors. Joel also co-heads Torys’ Data Governance and Strategy Group and regularly counsels clients on critical data-related issues, opportunities and best practices, including data protection, management, development and commercialization.

John Emanoilidis

Advising on mergers and acquisitions, corporate finance transactions and other significant corporate matters across industries, John is co-head of the firm’s M&A Practice and is widely recognized as one of Canada’s leading corporate and securities lawyers, with deep deal acumen and strong technical skill to advance clients’ business strategies.John has a broad range of experience in complex M&A, transactional, securities, private equity, regulatory, governance, activism and compliance matters. With an international range of clients, John represents domestic and foreign acquirors, private equity sponsors, targets, special committees, boards of directors and investment banks in all aspects of M&A (both public and private), including hostile takeover bids, strategic review processes, proxy contests, going-private transactions, private equity transactions and negotiated acquisitions.John regularly advises companies, directors and shareholders on corporate governance, crisis management, activism, compliance and other critical situations. He also has extensive experience in corporate finance transactions, representing issuers, underwriters and investors in domestic and international debt and equity public offerings and private placements.

John Terry

A leading lawyer in his field and a strategic partner to clients on high-profile international matters, John is recognized for his long track record of work on trade disputes, arbitrations and Indigenous consultation. John’s civil litigation practice focuses on public, business and international trade and investment law. He regularly advises corporations and federal, provincial and municipal governments on NAFTA and WTO matters, and has represented major Canadian and multinational corporations in respect of investor-state arbitrations under Chapter 11 of the NAFTA. John also has a significant practice in Indigenous matters, with extensive experience advising project developers and lenders on issues respecting the duty to consult with Indigenous communities and representing parties and negotiating in disputes regarding Indigenous issues, often on high-stakes or sensitive matters. He also routinely provides guidance to natural resource and energy companies on corporate social responsibility issues. John has appeared as counsel at all levels of court in Ontario, at the Federal Court and Federal Court of Appeal, before the Supreme Court of Canada, in commercial and investment arbitrations and before a variety of administrative tribunals.

Josh Van Deurzen

With a dual call in Ontario and New York, Josh advises clients on commercial agreements for the design, construction, financing, operation and maintenance of major infrastructure and public-private partnership (PPP) projects on both sides of the Canada / U.S. border. Josh works with project participants spanning the infrastructure ecosystem—representing government authorities, developers, construction contractors, service providers, lenders and underwriters—on all aspects of development and financing transactions across the spectrum of social and economic infrastructure, including healthcare, broadband, transit and transportation, water and wastewater, education and power.

Julie Himo

Julie is a highly regarded advisor to Canadian and multinational clients across industries in their cybersecurity governance, conducting strategic risk and privacy assessments and providing counsel on a wide variety of privacy issues. Julie frequently acts as breach coach for clients and has considerable experience with all types of cyber incidents, including cyber extortion in the context of information theft, DDoS attacks, large-scale ransomware attacks, sophisticated hacking, malware and phishing attacks, lost and stolen laptops, drives and paper information, and data breaches impacting payment cards and PCI rules. With many of these incidents having international implications, Julie is experienced in coordinating notification and regulatory filing efforts across multiple countries. Julie has served as a breach coach for Canadian and international insurance companies and represented numerous policyholders in responding to data security incidents, covering Canada, the U.S. and various other countries in various fields, including dealing with PCI DSS and other related reporting obligations. She also has experience in the education sector, advising universities and other institutions subject to cyberattacks, working with forensic experts during the investigation and guiding them through their regulatory and PR responses. In addition to her breach coach work, Julie conducts strategic risk and privacy assessments; counsels clients on “privacy by design” for new products and marketing initiatives, including supporting consumer engagement activities, such as marketing and contests; advises on CASL compliance; and intervenes on a wide variety of privacy issues. She also assists clients with strategic requests to obtain material information for business or legal purposes and with resisting the disclosure of important confidential information before institutions, regulators and the courts. Julie also has extensive experience in commercial litigation and has acted on major disputes in a diverse range of areas, including commercial fraud, contractual disputes, shareholder disputes, bankruptcy and insolvency, take-overs by means of plans of arrangement, as well as corporate and securities matters. She has also represented client in numerous disputes involving extraordinary remedies such as seizures and injunctions. Julie is fluent in French, English and Arabic.

Karrin Powys-Lybbe

Karrin advises on some of the most sophisticated and high-profile M&A and securities transactions in Canada. With a rigorous, creative and practical approach, Karrin builds lasting relationships with her clients, guiding them through their long-term objectives and strategies. Karrin is co-head of the firm's M&A practice with a broad practice supporting clients across mergers and acquisitions, securities law, corporate finance and corporate governance. She is a long-time trusted advisor to many clients, including companies in the Brookfield group. Karrin is the former managing partner of Torys’ New York office and a former member of Torys’ Executive Committee.

Kelly Morris

With deep industry and market insight, Kelly helps clients in the insurance industry navigate the legal and regulatory landscape with a practical approach backed by decades of experience.Kelly Morris’ practice focuses on insurance corporate and regulatory law, as well as privacy and data security and anti-spam related matters. She advises domestic and foreign insurers, reinsurers, banks, brokers, agents, adjusters, third party administrators and other insurance intermediaries on all aspects of their operations.Kelly provides clients in the insurance industry with comprehensive legal support. She advises on the incorporation, organization, licensing and governance of insurers, brokers and agents, as well as the regulatory and licensing requirements applicable to foreign insurers entering Canada, and on issues with respect to distribution and outsourcing. She also advises on the acquisition of insurance companies, transfers of books of business and the withdrawal and winding up of insurers.Kelly regularly assists leading players in the sector with the preparation of insurance policies and fulfilment documents, review of insurance marketing and promotional material, and compliance with federal and provincial privacy laws, including privacy breach responses and Canada's Anti-Spam Legislation (CASL). Kelly also has deep experience advising on market conduct matters. She is also knowledgeable about near-insurance products, including warranties.

Kevin Fougere

A leading banking and finance lawyer, Kevin gives strategic and transaction-oriented counsel across the spectrum of corporate lending and project finance. Kevin has extensive experience advising corporate clients and financial institutions on a wide range of financing transactions, including project financing, syndicated bank transactions, bond financings, cross-border financings, acquisition financings and asset and reserve based lending, as well as advising on general corporate and commercial matters. Kevin works with clients in a wide range of industries, including on financings in the oil and gas, energy services and renewable power sectors.

Krista Hill

Krista Hill is widely recognized as an industry leader in infrastructure and energy M&A, privatizations and joint ventures/partnerships, both in Canada and internationally.Krista is the co-head of the Infrastructure and Energy practice, as well as a member of the firm’s Executive Committee and the Diversity, Equity & Inclusion Committee.Krista has deep experience in complex, innovative, first-of-kind transactions and projects. With robust insight into all types of energy projects and infrastructure asset classes, she regularly leads large teams working to advance significant projects and transactions. Krista is also an accomplished lead negotiator and has extensive experience advising multiple stakeholders with respect to their complex projects and transactions.

Linda Plumpton

A highly accomplished advocate in commercial dispute resolution, class actions and competition and securities litigation, Linda Plumpton is known for her work in bet-the-company litigation and for her long track record defending clients in their most important disputes.Chair of the firm’s Litigation and Dispute Resolution Practice, Linda is a recognized leading practitioner for her vast experience across competition litigation, class action defence, corporate/commercial disputes and securities litigation. Linda has appeared as counsel in the Supreme Court of Canada, in all levels of court in Ontario and in the Federal Court, as well as before the Competition Tribunal and the Ontario Securities Commission. She also advises clients in the areas of public law, constitutional law and employment.Linda is a Fellow of the American College of Trial Lawyers (ACTL).

Lisa Talbot

With sophisticated advisory skills and strategic guidance in disputes, Lisa is an accomplished litigator and trusted advisor to boards and companies on their most sensitive and high-profile employment matters. Lisa leads Torys’ Employment Litigation Practice, advising companies and boards of directors on all manner of human resources issues, as well as representing them in contentious employment matters. As a strategic advisor with sophisticated perspective, Lisa gives comprehensive guidance to clients, often behind the scenes, on their most complex employment matters with enterprise-wide implications, such as high-profile CEO and C-suite departures and hires, policy-setting, whistleblower programs and workplace-related investigations. She also advises companies undertaking investigations and leading investigations, particularly on sensitive employment matters such as allegations of executive and employee misconduct and sexual harassment. To help proactively mitigate crisis risk, Lisa works closely with leading Canadian businesses on crisis management, response and preparedness tactics. Lisa is a skilled litigator, with deep experience in employment class actions defence. She regularly acts for Canada’s largest employers on overtime and other employment class actions, as well as in wrongful dismissal claims, bonus disputes and human rights and harassment claims. She has appeared as counsel in the Supreme Court of Canada, in all levels of court in Ontario, and in the Federal Court, as well as before the Ontario Human Rights Tribunal. Lisa is a member of Torys’ Executive Committee.

Lou Cusano

A skilled litigator with significant experience in the energy industry, Luigi (Lou) Cusano helps clients navigate complex energy regulatory frameworks across high-stakes matters and disputes, bringing decades of knowledge of Canada’s evolving electricity and oil and gas sectors. Lou is the managing partner of the firm’s Calgary office. His practice focuses on administrative, regulatory and environmental law and commercial litigation in the energy sector. Lou has been involved in the restructuring of Alberta’s power industry and has experience in all aspects of both the regulated and the unregulated electricity sectors, including utility rates, cost of capital, market rules, reliability standards, energy price-setting plans, transmission, distribution and generation facilities (both renewable and non-renewable), cogeneration facilities, industrial systems, merchant transmission and generation, market surveillance investigations, and disputes regarding Alberta’s legislated Power Purchase Arrangements. In the oil and gas sector, Lou provides comprehensive regulatory advice across the spectrum of clients’ operations, including related to pipelines (greenfield, conversion and tolls and tariffs-related issues), heavy oil/oilsands development, well licensing, off-target penalties, pooling, common processors and carriers, processing facilities, public consultation, facility proliferation, environmental matters, land reclamation, emergency response and surface rights. Lou’s significant litigation experience includes many types of contractual disputes and power and oil and gas facility-related issues. He has appeared before numerous regulatory tribunals, including the Alberta Utilities Commission, Alberta Energy Regulator, the Natural Resources Conservation Board, Alberta Environmental Appeal Board, British Columbia Utilities Commission, Canadian Energy Regulator and the Alberta Securities Commission, as well as before all levels of Alberta courts and in mediations and arbitrations.

Marie-Ève Gingras

Marie-Ève’s practice involves a broad range of civil and commercial litigation, including in the context of class actions. Marie-Ève has been involved in a wide range of matters, including in matters relating to product liability, consumer complaints, securities, price-fixing allegations and public law matters. She has represented clients in the pharmaceutical, banking, construction, technology, communication, manufacturing, railway, aviation and mining industries. Marie-Ève has appeared as counsel before all levels of court in Québec and in the Federal Court. Marie-Ève also practices labour and employment law. She assists clients with employment matters, including compliance with Québec laws and regulations, employment contracts, employment termination, human rights, non-solicitation undertakings and non-compete undertakings. Marie-Ève also assists clients regarding labour and employment implications of corporate transactions. Marie-Ève regularly provides advice to Canadian and multinational corporations regarding consumer protection legislation, language requirements and other legal requirements for doing business in Québec. Marie-Ève is fluent in French and English.

Mark Bain

Mark is consistently recognized as one of Canada’s leading infrastructure and project finance lawyers, providing clients with strategic counsel and deep technical insight on complex and first-of-kind infrastructure projects and PPP transactions across sectors and geographies.Head of Torys’ PPP practice and co-head of the firm’s Infrastructure and Energy practice, Mark has advised on major capital projects across Canada, including over 80 significant PPP projects. He has represented all principal stakeholders in such transactions, including sponsors, equity investors, lenders, arrangers and underwriters, contractors, service providers and public authorities, giving him a broad perspective to offer practical and effective solutions balancing public and private interests and risks to meet project goals.His experience spans all fields, including complex and innovative PPP and infrastructure transactions in healthcare, power, transit, telecom, education, justice, gaming, water and wastewater, pipelines, public records and urban redevelopment. His wide-ranging work includes recent award-winning projects such as the Tłı̨chǫ All-Season Road, Saint John Safe Clean Drinking Water, Calgary Stoney CNG Bus Storage and Transit Facility, Ottawa LRT, Rt. Hon. Herb Gray Parkway, Mosaic Stadium, Mackenzie Valley Fibre Link and Corner Book Acute Care Hospital.

Martha MacDonald

Recognized for her skill and advocacy before the courts, Martha MacDonald is an experienced tax litigator who brings advanced dispute strategy and deep tax knowledge to advocate for clients on all manner of tax disputes. Martha leads Torys’ Tax Controversy and Litigation Practice, and practises tax litigation before trial and appellate courts, as well as dispute resolution with the Canada Revenue Agency and provincial tax authorities. Martha brings extensive knowledge and experience to a wide range of tax issues, including transfer pricing, tax avoidance, foreign tax credits, residence for tax purposes, taxable employment benefits, and goods and services tax/harmonized sales tax. She also regularly advises clients on a variety of administrative and procedural matters.

Melissa Prado

Melissa’s experience in the financial services and insurance sectors allows her to provide 360-degree counsel to clients—from consumer protection and the formation and licensing of insurers and intermediaries, to significant transactions and governance matters. Melissa’s practice focuses on corporate matters and regulatory compliance in the financial services and payments industry, with an emphasis on consumer protection and insurance corporate and regulatory law. She has also advised clients on corporate finance, mergers and acquisitions and capital markets transactions, as well as on general corporate and governance matters. Melissa is fluent in Spanish.

Michael Fortier

With extensive experience in the energy, infrastructure, mining, metals and real estate industries, Michael gives clients broad counsel across a range of environmental law and Indigenous matters—from projects and transactions to regulatory matters and disputes.Michael provides practical advice to clients on key environmental, Indigenous and strategic aspects of developing, permitting and constructing energy, infrastructure, mining and real estate projects. He guides clients in their negotiations with Indigenous peoples and regulatory agencies, especially to resolve impasses, to advance complex, multi-party negotiations and to develop strong, mutually beneficial relationships with Indigenous peoples. He also provides counsel on consultation and accommodation and the free, prior and informed consent of Indigenous peoples.For existing operations in a wide range of sectors, Michael provides regulatory advice on a broad range of environmental, health and safety issues, including with respect to environmental assessments and other vital permits, including for electricity generation and transmission, water, wastewater, transportation, waste, mine and remediation/closure projects inspections; investigations; liability assessments; climate change; contaminated sites; air, renewable energy, sewage and other approvals. He also advises on the transportation, import and export of dangerous goods, nuclear substances, hazardous products and wastes.As part of Michael’s transactional work, he regularly assists buyers, sellers, lenders, borrowers, underwriters and investors through all the environmental and Indigenous aspects of transactions, from the design and coordination of deal-specific liability assessments, through the negotiation of agreements and in handling closing and post-closing details.Michael often crafts a practical, successful resolution to disputes, acting in a mediation or intermediary role. His dispute resolution practice includes approval hearings, civil litigation (especially with respect to contamination), mediation, negotiation and regulatory prosecutions and other proceedings, including with respect to the Environmental Protection Act, Ontario Water Resources Act, Pesticides Act, Canadian Environmental Protection Act, 1999, Fisheries Act and Nuclear Safety and Control Act.

Michael Amm

Across domestic and international corporate and capital markets transactions, Mike’s deep deal experience, technical insights and strategic acumen guide organizations through their most significant and complex transactions. Mike is co-head of Torys’ M&A practice and regularly leads complex transactions, both international and domestic, combining broad experience with creativity and a practical approach to solving problems and effectively closing deals. Mike’s extensive experience across corporate transactions includes mergers and acquisitions, strategic investments, securities offerings and IPOs, private equity transactions, joint ventures and royalty and streaming transactions. He also regularly advises on corporate governance and securities law matters. With over 20 years of M&A and capital markets experience, Mike has played key roles in significant transactions involving leading companies such as CN Rail, NFI Group, Bombardier, Stelco Holdings, the Aditya Birla Group, China Investment Corp. and many of the leading domestic and international investment banks. As a Canadian and U.S. qualified lawyer having practiced for a number of years in the firm’s New York office, Mike also brings broad international experience to his practice. He is also one of the key partners involved in Torys’ work with Chinese clients. With deep industry experience in mining and metals, Michael has acted on a wide variety of matters for clients including Franco-Nevada, Inmet Mining, Pala Investments, Nevada Copper, Americas Gold & Silver, Imperial Metals, McEwen Mining, Zijin Mining, CPP Investments, Ontario Teachers’ Pension Plan Board, BaseCore Metals and many of the leading domestic and international investment banks.

Michael Pickersgill

With broad legal acumen and deep experience in the mining sector, Michael provides insightful, commercially minded advice that progresses clients’ business objectives. Michael has a comprehensive corporate and securities practice, regularly advising leading companies and global businesses on corporate finance and mergers and acquisitions, as well as continuous disclosure, stock exchange matters and shareholder arrangements. As the head of Torys’ Mining and Metals Practice, Michael has extensive experience in the areas of public and private equity, streaming and royalty finance and M&A in the mining sector. He works regularly with domestic companies and offshore clients investing in Canadian resource companies.

Michael Pedlow

Partner

Michael Murphy

Associate

Nicole Mantini

A litigator practising in life sciences, Nicole’s fluency with scientific subject matter makes her particularly skilled at working with expert witnesses and transforming complex scientific concepts into persuasive advocacy. Nicole’s commercial litigation practice focuses on the pharmaceutical, biotechnology and life sciences sectors. Her experience extends across patent and trademark litigation, product liability and class actions, and regulatory and judicial review proceedings. Nicole frequently represents international and North American pharmaceutical companies in patent infringement, impeachment and related proceedings, including under the Patented Medicines (Notice of Compliance) Regulation. She also represents life sciences clients in regulatory matters, including in proceedings for judicial review, and has assisted Canadian and international companies in defending and enforcing trademark rights in Canada. Nicole’s litigation work also includes defending health product, medical device and agricultural product manufacturers in product liability actions across Canada, including in class proceedings. She has appeared as counsel in the Federal Court and Federal Court of Appeal, at the trial and appellate level in the courts of Ontario, Alberta and Saskatchewan, and in the Supreme Court of Canada.

Omar Wakil

A leading lawyer in his field, Omar has deep understanding of competition law and foreign investment matters and extensive experience that spans industries, giving clients creative, tailored advice across business-critical transactions, discrete matters and investigations.Omar advises domestic and international clients on all aspects of competition law and foreign investment. In particular, he provides strategic advice to firms involved in mergers, cartel and abuse of dominance investigations under the Competition Act.In his foreign investment review practice, Omar advises clients on net benefit and national security reviews under the Investment Canada Act. He has represented numerous foreign investors, including state-owned enterprises, as well as domestic targets in acquisition transactions.Omar works with clients active in a wide range of business sectors, including automotive parts, agricultural products, chemicals, consumer products, energy, financial services, grocery retailing, manufacturing, media, metals and mining, pharmaceuticals, telecommunications and transportation.

Peter Danner

Involved in some of the most significant recent M&A transactions in the midstream space in Western Canada, Peter brings experienced corporate counsel, industry insight and technical ability to help clients navigate their most important transactions. A leading corporate and M&A lawyer, Peter regularly advises on strategic investments, private equity transactions, joint ventures and complex commercial arrangements in the energy and mining sectors. He works closely with operating companies and investors on a wide variety of transactions in the oil and gas exploration and production, midstream infrastructure, refining, retail and other energy-related sectors. Peter also works with clients in the mining and metals industry on their transactional matters, including offtake, royalty and streaming transactions.

Philip Symmonds

A highly experienced lawyer in M&A, corporate finance and public procurement, Phil Symmonds is regularly involved in significant procurements, complex projects and high-profile deals, especially in the infrastructure and energy sectors.Phil co-chairs Torys’ Strategic Procurement practice, focusing on corporate and securities law and project work, with an emphasis on infrastructure and energy, mergers and acquisitions and public corporate finance.In the infrastructure and energy sector, Phil has led significant transactions and projects, including related to hydro, solar, wind, nuclear, coal and geothermal facilities. He also frequently gives advice to multinational power companies, governmental authorities, pension funds, infrastructure funds, developers, sponsors, lenders and others in the power and projects spaces.Phil also works closely with clients in their M&A and financing transactions, frequently acting as issuer’s counsel and underwriters’ counsel on public offerings.

Raegan Kennedy

Associate

Rebecca Wagner

Lawyer

Rima Ramchandani

Rima advises on a wide range of clients’ strategic mandates, including financings, mergers and acquisitions and corporate governance, with a practical approach informed by a long history of corporate and capital markets experience.Co-head of the Capital Markets Practice, Rima focuses on corporate and securities law, including public and private financings, corporate governance and mergers and acquisitions. Rima has represented both issuers and underwriters on numerous public offerings and private placements, with particular experience in cross-border transactions.Rima also regularly advises public company clients, including many cross-listed issuers, in a variety of industries on ongoing corporate governance and securities law matters. In her M&A practice, Rima is counsel on related party transactions, public take-over bids, and private acquisitions and divestitures.

Robbie Liebel

With extensive securities regulation and corporate finance experience, Robbie helps clients in a wide range of industries in their significant transactions, financings and corporate governance matters.Robbie regularly acts for issuers and underwriting syndicates in public and private equity and debt financings, including numerous initial public offerings for both domestic and cross-border clients. Robbie’s robust knowledge in securities regulation and corporate finance works to guide Canadian reporting issuers and securities industry participants across the spectrum of their securities regulatory compliance matters, including stock exchange listings and governance, disclosure and reporting matters.

Rose Bailey

Rose’s practice focuses on commercial law in the areas of finance, commercial real estate, renewable energy assets and projects, and securitizations. She brings a wealth of experience to lending and bond financing transactions, joint ventures and the acquisition and financing of businesses, real estate, energy assets and mortgage portfolios. Clients benefit from Rose’s nuanced perspective of the market, having advised both lenders and borrowers on domestic and international financing transactions, as well as acting on many public transactions involving REITs and public bond offerings. Rose has numerous clients with whom she shares a long history. For example, she has worked with Brookfield Asset Management and each of its energy, property and infrastructure platforms and First Capital Realty on its acquisitions, joint ventures, financings and development projects over the years. Rose also works closely with many of the Canadian lending institutions and their advisory groups.

Ryan Lax

Senior associate

Sabrina Gherbaz

With a commercially-minded approach informed by a long history of work across the spectrum of real estate activity, Sabrina’s experience and strategic thinking help clients on their most significant transactions and projects. As co-head of the firm’s Commercial Real Estate Practice, Sabrina represents prominent Canadian real estate owners, developers and financial institutions on their large commercial real estate matters and infrastructure, transit and energy projects. Sabrina’s work includes transit-oriented and mixed-use developments, public-private partnership transactions, project and infrastructure development, asset-based purchase and sale transactions, real estate investment trusts and commercial leasing. Sabrina also regularly advises clients on project, mortgage and construction financing. Her experience in large commercial developments extends beyond Canada to Europe and Mexico.

Sarah Whitmore

From precedent-setting employment class actions to defamation and public law litigation, Sarah brings broad experience and skilled advocacy to her work with clients on all aspects of their disputes. Sarah maintains an active disputes practice with an emphasis on class actions, employment law, commercial litigation, public law and constitutional litigation. She has appeared as counsel at all levels of court in Ontario, in various administrative tribunals in Ontario (including the Human Rights Tribunal), the British Columbia Supreme Court, the Alberta Court of Appeal, the Québec Superior Court, the Federal Court of Canada and the Supreme Court of Canada. Sarah is counsel to the defendants in a number of leading and precedent-setting employment national class actions, including the Canadian Hockey League, Canada Cartage and Livingston International, as well as a Canadian Schedule I bank in its defence to the first common issues trial to proceed on the merits in an employment class action in Canada. Sarah also assists clients in resolving claims involving allegations of discrimination, sexual harassment and related allegations of wrongful and constructive dismissal, frequently speaking and writing on legal matters related to sexual harassment and discrimination class actions. Sarah is also frequently involved in complex contract disputes, providing representation in all avenues of dispute resolution, as well as proactive advice to mitigate disputes in commercial transactions, joint venture relationships, shareholder arrangements and significant projects. Sarah also has a robust defamation practice and is an advocate for expansive protection for free expression, regularly representing media companies, authors, and individuals in a variety of defamation matters. In particular, Sarah acts on a number of cases engaging the right of complainants to report allegations of misconduct.

Scott Kraag

One of Canada's leading project finance lawyers, Scott gives clients rigorous, solution-focused counsel to help them advance their objectives in lending matters of all levels of complexity.Head of Torys’ Project Finance practice and co-head of the Banking and Debt Finance practice, Scott has broad experience representing all of the principal parties on projects, including lenders, sponsors, equity investors, arrangers and underwriters, contractors, service providers and public authorities, on a variety of complex project finance transactions. His work regularly focuses on the energy, infrastructure and mining industries.Scott’s finance experience extends to corporate banking transactions and he frequently advises lenders and borrowers in transactions which include bank credit facilities, bond financings, structured finance transactions, mezzanine financings and derivatives.

Scott Cochlan

Scott Cochlan is a leading capital markets lawyer with experience across industries, including oil and gas, industrials and manufacturing, and life sciences. Scott is co-head of Torys’ Capital Markets Practice. His practice includes securities and corporate law, with an emphasis on corporate finance and M&A. Scott’s pragmatic approach and extensive experience help issuers and underwriters in various complex matters, including domestic and cross-border public/private equity and debt financings, M&A, and other business reorganizations and restructurings. Scott also represents senior and junior public issuers in numerous aspects of general corporate law and securities regulatory matters, including corporate governance, continuous disclosure, regulatory compliance and transaction implementation.

Sheila Block

Sheila Block is one of the most recognized litigators in Canada. The depth of her experience, the exceptional quality of her advocacy skills, and her dedication to clients’ interests make her a highly sought-after advocate across all manner of disputes.Sheila is a senior trial and appellate counsel with a broad civil litigation practice, including corporate/commercial and securities litigation, intellectual property, defamation and administrative law cases. She has appeared as counsel at all levels of court in Canada and before international arbitrations and other tribunals.Sheila is the former chair of Torys’ Litigation and Dispute Resolution Practice and a former chair of Torys’ Executive Committee.

Stephanie Stimpson

As a leading corporate lawyer, Stephanie supports clients across all aspects of their operations, from strategic advice on corporate governance to the complexities of large, international transactions. Stephanie manages a diverse corporate and transactional practice, working with oil and gas companies in Canada and internationally to support all aspects of their business, including board and governance matters, securities and regulatory compliance, mergers and acquisitions, debt and equity financings, corporate structuring, labour matters and commercial arrangements, including joint ventures and contractor arrangements. Throughout each stage of a transaction, from strategic discussion to deal completion, Stephanie is actively involved, often coordinating the roles across a large team of advisers in many jurisdictions and managing the government and partner approval processes. Her transactional experience extends beyond Canada and the United States to the Middle East, Turkey, Argentina, Africa, China, Colombia, Brazil, Ireland, the Netherlands and other jurisdictions. At the board level, Stephanie advises on best practices for governance, fiduciary duties, disclosure, compliance, corporate ethics and ESG, anti-corruption and other legal matters. She often acts in the role of in-house counsel and as corporate secretary for international oil and gas companies.

Sylvie Rodrigue

Sylvie is one of Canada’s top litigators, recognized for her versatility representing clients across jurisdictions and industries, in all manner of disputes. She is known nationwide for her strong class action, product liability and commercial disputes experience, and she is one of the few counsel in Canada who defends cases in both Québec and common law provinces. With a broad litigation practice and extensive experience defending cases in all provinces across Canada, including class actions both pre-certification and at trial, Sylvie has a formidable track record supporting clients in their highest-profile disputes. Sylvie has been involved in a wide range of litigation matters, including multi-jurisdictional class actions, relating to product liability, drugs and medical devices, banking, privacy, constitutional law, competition law, consumer complaints, civil liability, employment matters, securities, large tort and negligence. She regularly represents clients in the banking, retail, technology, manufacturing, communication, real estate, railway, aviation and pharmaceutical industries in a variety of commercial disputes. Sylvie has appeared before all levels of court, including the Supreme Court of Canada. In 2021, she successfully represented the Canadian Olympic Committee and Olympian Mandy Bujold against the International Olympic Committee before the Court of Arbitration for Sports in Switzerland on a pro bono basis. The legal challenge, which led to Ms. Bujold’s participation at the 2021 Tokyo Olympics, raised human rights and discrimination issues on the basis of pregnancy and resulted in a landmark decision for the benefit of female athletes worldwide. Sylvie was awarded the designation of Advocatus Emeritus by the Québec Bar, a distinction awarded to a limited number of lawyers to honour an outstanding legal career, remarkable contribution to the profession and dedicated efforts to social or community services. She was also recognized by the WXN in 2016 and 2019 as one of Canada’s Top 100 Women and was named 2021 Litigator of the Year by Canadian Law Awards. She is consistently recognized by Benchmark as one of Canada’s top female litigators and by Chambers and other ranking publications for her work in product liability and class action matters. Sylvie leads our Montréal office, as well as Torys’ national Class Action practice.

Tara Mackay

Tara provides unique cross-border perspective and deep experience in both the United States and Canada on large-scale infrastructure projects, including public-private partnerships. Tara works closely with different types of clients, including private developers, equity providers, lenders, underwriters, public authorities, construction contractors and service providers on all aspects of the implementation of major infrastructure projects. Called to both the New York and Ontario bars, she has played a key role in multiple award-winning infrastructure projects in the U.S. and Canada. Her versatile practice involves projects across a wide range of infrastructure asset classes, including transportation, transit, telecommunications, education, water and wastewater, justice and healthcare.

Teresa Reguly

Teresa’s scientific fluency supports her broad intellectual property skills and business-minded approach, helping clients realize and manage their intellectual property and product regulatory strategy.Teresa provides ongoing advice to clients who sell regulated products in the food, pharmaceutical, biotechnology and medical device industries.She advises on intellectual property and regulatory issues in the chemical, biochemical and pharmaceutical fields, including the validity patentability and infringement of intellectual property rights. Teresa has extensive experience with drafting, filing and prosecuting patent applications and is frequently involved in drafting and negotiating IP licensing, research and development, co-promotion, marketing and confidentiality agreements for her clients.She also provides guidance on Food and Drugs Act compliance, establishment licensing, product licensing, packaging and labeling, drug pricing and formulary listings. She has deep knowledge in the advertising and promotion of consumer products, food and health products, as well as mandatory reporting and corrective actions.Her work regularly includes advising clients across industries on privacy issues, cross-border transfer of personal information and compliance with privacy law obligations, particularly involving personal health information.Teresa is a registered patent agent in Canada. In September 2009, she was awarded for having achieved the highest overall mark in Canada on the 2008 patent agent exams.

Thomas Yeo

Thomas Yeo advises leading organizations on some of their most complex legal matters. He brings experienced corporate, securities and M&A counsel combined with significant public-sector experience to help clients execute their most important transactions. Thomas has a broad corporate practice, advising on matters ranging from corporate governance, procurement, securities law and M&A transactions. He has represented both acquirers and targets in a variety of public and private company M&A transactions, including a number of significant cross-border transactions, and issuers and investment banks in a wide range of domestic and international public offerings. He also works closely with federal and provincial Crown corporations and agencies on a variety of governance, corporate/commercial and procurement matters. Co-head of Torys’ Procurement group, Thomas advises both procuring entities and bidders on all aspects of the procurement process. Thomas also supports clients as a member of the firm’s research and opinions group, providing assessments of legal risk and solutions to avoid or mitigate those risks in any area of business—addressing contract and statutory interpretation in situations where the contract or the law is unclear or is difficult to apply.

Tom Stevenson

Tom advises clients across all areas of pension governance and employment law, including in the context of corporate and commercial transactions. He also regularly advises clients regarding the interpretation and application of pension, employment, labour and human rights legislation in the workplace, as well as assisting clients in the drafting and implementation of pension and employment documentation and practices.

Tom Zverina

With a broad background in debt financing, Tom’s significant experience in lending and financing matters is backed by a pragmatic approach that helps clients successfully execute high-stakes projects and complex domestic and international transactions.Tom’s diverse practice covers a wide range of debt financing work, including the financing of M&A transactions; wind, solar and hydro project financing; asset-backed loans; public and private debt securities; railcar financing; equipment leasing; reinsurance security arrangements; and derivatives products.Tom is also regularly involved in creating and implementing innovative and unique tax-driven structured debt transactions, bringing deep market understanding and insight to his work.

Tony DeMarinis

Tony is a widely recognized leader in his field, with decades of experience playing pivotall roles in prominent and successful Canadian and cross-border restructurings and insolvencies. Clients call upon his leading corporate and insolvency experience to drive many of this field’s most demanding transactions and proceedings.As Chair of Torys’ Canadian Corporate Restructuring and Advisory Practice, Tony advises a wide range of leading clients on all aspects of corporate financial restructurings or insolvencies, including transactions and proceedings involving negotiated workouts, recapitalizations, debt exchanges, re-financings, distressed investments and acquisitions, court proceedings under the federal Companies’ Creditors Arrangement Act or Bankruptcy and Insolvency Act, plans of arrangement under the Canada Business Corporations Act, sales auctions, bridge and debtor-in-possession loans, and receiverships.Tony’s clients include public companies seeking to re-finance or restructure debt, lenders and lending syndicates, ad hoc bondholder groups, bridge and debtor-in-possession lenders, financial sponsors, distressed business purchasers, exit lenders, receivers, monitors and information officers. He has deep expertise across many industry sectors, including energy, mining, oil and gas, retail, entertainment, manufacturing, financial services, real estate, media, tobacco, forestry, agriculture, telecommunications and technology.

Tyrel Henderson

Senior associate

Tyson Dyck

An experienced environmental lawyer with involvement across energy and infrastructure, mining and metals, and climate change, Tyson brings strategic acumen, skillful advocacy and technical insight to his work advising clients on the environmental, health and safety aspects of their most complex matters.In the energy and infrastructure sector, Tyson works extensively on the development, permitting and financing of high-profile projects across Canada, having advised on more than 50 wind, solar, gas, hydro and energy storage projects, together representing over 5,000 MW in installed capacity. He advises on major transmission and distribution projects, including electricity transmission lines and natural gas pipelines. Tyson gives strategic advice in navigating the complex and often challenging environmental assessment and permitting processes, as well as on negotiations with regulatory agencies, Indigenous communities, local municipalities and other stakeholders. He has advised clients on dozens of proceedings before the Ontario Energy Board, Environmental Review Tribunal, Canadian Nuclear Safety Commission, National Energy Board, Niagara Escarpment Commission and other administrative tribunals.In the mining and metals sector, Tyson acts for companies acquiring, financing, developing and operating major uranium, potash, coal and precious metals operations across the country. He regularly advises these clients on stakeholder relations and permitting, compliance and enforcement matters, including investigations and prosecutions under provincial and federal environmental laws. He has also worked with the national industry association on matters relating to the Fisheries Act and Metal and Diamond Mining Effluent Regulations.Tyson is also recognized as a leading lawyer in climate change policy and regulation, particularly on the carbon pricing systems adopted across North America. He has advised clients with responsibility for over 40,000 kilotonnes of greenhouse gas emissions on the formation of and compliance with these systems, as well as on emissions offset projects, emissions trading and climate change-related disclosure.Tyson advises clients in many other sectors, including pulp and paper, water treatment, communications, iron and steel, chemicals and manufacturing. He provides advice on the full range of issues in the environmental and energy-regulatory fields, including environmental assessments, project permitting, contaminated sites remediation, endangered species protection, spills response and reporting and the inspection, investigation and defence of environmental offences.

Valerie Helbronner

By applying creative solutions and managing strong relationships among numerous project participants, Valerie supports clients to progress some of the country’s most complex multi-party infrastructure and energy projects.Valerie has been at the forefront of the development and financing of renewable energy projects across Canada. She worked on some of the earliest and most innovative renewable projects, including Erie Shores Wind Farm, Grand Renewables Solar and Henvey Inlet Wind Farm, as well as PPAs in connection with Emera’s proposed Atlantic Link Project. Valerie acts for the spectrum of clients involved in project development and financing, including Indigenous groups, project proponents, lenders, investors, contractors and governmental authorities.Trusted counsel to Indigenous and non-Indigenous project participants, Valerie often advises on complex infrastructure projects impacting Indigenous interests and parties, where she brings a robust perspective on different parties’ interests and priorities. She is the co-head of Torys’ Indigenous practice and her recent project work related to Indigenous involvement notably includes the Wataynikaneyap Transmission Project in northwestern Ontario and working with The Honorable Frank Iacobucci in advising the Government of Canada in its re-initiated consultation process with Indigenous groups on the Trans Mountain Pipeline Expansion Project.Valerie has held various industry appointments in the power sector including serving as a board member of the Canadian Wind Energy Association, past Chair of the Ontario Waterpower Association, and past member of the Independent Electricity System Operator Stakeholder Advisory Committee.