Andrew Fleming

Senior Partner
Norton Rose Fulbright Canada LLP

Andrew Fleming

Andrew Fleming



Andrew Fleming is a member of our business law group and its banking and financial products practice team. He has extensive experience in business law, including banking, company and securities law, and regulatory requirements relating to financial institutions and products, as well as corporate transactions, financings, and mergers and acquisitions.

In the area of banking law, he has participated in structuring some of the largest corporate credits in Canada and assisted on banking matters related to the asset-backed commercial paper crisis. On the financial regulatory front, Mr. Fleming participated in structuring the first global covered bond programme by a Canadian issuer (RBC), and the first ever covered bond issue in Canada, also for RBC. In addition, he participated in the structuring of an innovative structured finance shelf offering for RBC in Canada. In all cases, a detailed understanding of the regulatory environment applicable to financial institutions was required, as well as an appreciation of the related policy issues. More recently Mr. Fleming has participated in several matters related to resolution and recovery planning for financial institutions and innovative debt and capital instruments such as bail-in and NVCC (non-viability contingent capital).

Mr. Fleming has served on numerous industry and government committees dealing with securities and corporate law matters in Canada. He is a past member of the continuous disclosure reform committee of the Quebec Securities Commission, the policy advisory committee of the Ontario Securities Commission, the committee on corporate disclosure of the Toronto Stock Exchange, the consultative committee of securities law practitioners to the Quebec Securities Commission and the continuous disclosure advisory committee of the Ontario Securities Commission. His practice also includes arbitration of commercial matters under the auspices of the ICC Court of Arbitration.

From 1999 to 2006, he was a member of our executive committee. In 1999 he relocated from London, UK, where he was managing partner, to Toronto as managing partner, then co-managing partner, of our Toronto office, a position he held until 2003. From November 2012 to June 2016 he was again managing partner of our Toronto office and a member of our management committee. He is currently head of financial institutions (Canada).

Professional experience

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  • B.C.L., McGill University, 1974
  • B.A., McGill University, 1971
  • Ontario 1999
  • Quebec 1975

Clients for whom Mr. Fleming has acted include:

  • Royal Bank of Canada in the US$1.5-billion offering of covered bonds under Rule 144A in the United States, on a private placement basis in Canada, and in Europe
  • Royal Bank of Canada in the offering in Canada of covered bonds in an aggregate amount of C$850 million due March 16, 2015
  • Royal Bank of Canada in the offering in Canada of covered bonds in an aggregate amount of C$750 million which closed on November 10, 2009


  • Best Lawyers in Canada, 2006-2017, 2020 - Corporate Law; 2020 - Mergers & Acquisitions Law; 2011-2017, 2020 - Securities Law
  • Canadian Legal Lexpert Directory, 2015-2019: recommended in Banking and Financial Institutions; 2012-2016, 2018-2019: recommended in Corporate Commercial Law
  • Chambers Global, Canada: Corporate/M&A (Senior Statesperson), Chambers and Partners, 2018
  • Chambers Canada, Ontario: Corporate/Commercial (Senior Statesperson), Chambers and Partners, 2020
  • BTI Client Service All-Stars, 2012 & 2016 – Leader in client service excellence
  • Lexpert® Guide to the Leading US/Canada Cross-border Corporate Lawyers in Canada, 2010-2012
  • The International Who's Who of Capital Markets Lawyers, 2011
  • Lexpert / American Lawyer Guide to the Leading 500 Lawyers for Canada - Most frequently recommended for Corporate Commercial Law
  • IFLR (International Financial Law Review) 1000
  • Participated in many conferences related to company, securities and banking law