Sophie Melchers practises mainly in the areas of commercial, corporate and securities litigation. She has represented clients before the Quebec courts and the Supreme Court of Canada in connection with disputed take-over bids, dissenting shareholder remedies, shareholders’ agreements, plans of arrangement, rights of first refusal and insider trading. Her broad expertise in securities litigation also encompasses representation of reporting issuers in connection with investigations conducted by the AMF into insider trading, continuous disclosure and disclosure of material information and their representation in defence before the Bureau de décision et de révision (review board) in proceedings instituted by the AMF.
Ms. Melchers is a member of our Canadian management committee.
Year of call
LL.B., Université de Montréal, 1993
Canadian Securities Course
Introduction to Derivatives, Derivatives Institute
- “Directors’ Liability and Governance,” conference presented with Thierry Dorval at the Institute of Corporate Directors’ Governance College, Montréal, April 2014 and 2013, and February 2011 and 2010.
- “Recent Case Law in Corporate and Securities Litigation,” 20e séminaire d’avocats spécialisés en valeurs mobilières, Mont-Tremblant, QC, October 2011.
- Compliance seminar for financial advisors of National Bank Financial, May and June 2011.
- “Comment réagir lors d’une contravention à la réglementation en valeurs mobilières ou face à une enquête de l’AMF en matière de financement, de divulgation ou autre: Le rôle de l’avocat à l’heure des scandales financiers,” 19e séminaire d’avocats spécialisés en valeurs mobilières, Quebec Bar, Mont-Tremblant, QC, January and October 2010.
Selected client work
Ms. Melchers is currently acting or has acted in the following matters:
Corporate and Securities Litigation
- SNC-Lavalin Group Inc. in connection with a confidentiality order issued by the AMF, Quebec’s securities regulator
- Resolute Forest Products (formerly AbitibiBowater Inc.) in connection with its hostile takeover bid for Fibrek Inc., including on several cease trade applications in respect of poison pills and a private placement of special warrants
- Fibrek Inc. in litigation with dissenting shareholders on the fair value of its shares
- Labopharm in connection with the acquisition of the shares of Labopharm by Paladin, completed by way of plan of arrangement
- Roctest Ltée and the special committee of its board of directors in connection with the acquisition of all of the shares of Roctest by Nova Metrix LLC, completed by way of plan of arrangement
- The special committee of the board of directors of Cossette Inc. in the strategic review that culminated in the transaction with Mill Road
- Various public issuers and some of their executives in the context of inquiries by the AMF into questionable trades or issues of continuous disclosure
- Hydro‑Québec in the application by CFLCo seeking the revision of the pricing terms of the long-term supply contract between Hydro‑Québec and CFLCo
- Hydro‑Québec in its motion for declaratory judgment asking the court to confirm that Hydro‑Québec will not be obliged to limit its requests for energy deliveries from CFLCo under the long‑term supply contract between Hydro‑Québec and CFLCo to fixed monthly blocks from 2016 to 2041, as well as confirm that until August 31, 2041, CFLCo may not sell quantities of power and energy exceeding 300 MW to a third party
Rankings and recognitions
- Best Lawyers in Canada, 2011-2014 - Corporate and Commercial Litigation
- Canadian Legal Lexpert Directory, 2013: recommended in Litigation – Corporate Commercial; Litigation – Securities
- Benchmark Canada, 2012-2013 - recognized as a local litigation star in Quebec; Litigation star in Canada in Class Action and Securities
- Canadian Legal Lexpert Directory, 2012 - recommended in Class Actions and Litigation - Securities
- The Canadian Legal Lexpert Directory, 2009 - Repeatedly recommended in Litigation - Class Actions
Memberships and activities
- Canadian Bar Association
- Former Lecturer, Civil Pleading Techniques, Quebec Bar Admission Course
Quebec’s Bureau de décision et de révision recently considered the concept of “privileged information” as defined in Section 5 of the Securities Act (Quebec)..
October 01, 2012
Ontario Court of Appeal’s decision in Southcott Estates Inc. v Toronto Catholic School Board may mark a departure from traditional approaches to assessing damages....
August 31, 2012
Sophie Melchers comments in a feature story on how securities commissions in Canada are stepping up their enforcement efforts, from a Quebec perspective..
July 03, 2013
Sophie Melchers talks to Lawyers Weekly about insider trading rules and how the concept of privileged information has evolved..
October 30, 2009