Mining Law 2011

Course Date: October 6, 2011

Welcome and Introduction

Graham H. Scott — Vector Corporate Finance Lawyers, Vancouver

Fraud and Corruption in the Mining Industry

  • mining and metals—an easy target?
  • fraud and corruption; costs and regulatory changes
  • key drivers of fraud and corruption
  • better practices to mitigate fraud

Paul D. McEwen — Transaction Advisory Services, Ernst & Young LLP, Vancouver

Tax Structures for Foreign Mining Ventures

  • Chile, Peru, Mexico, Columbia, China, Australia, and the Philippines
  • tax-efficient holding company jurisdictions
  • tax efficient financing company jurisdictions
  • post-acquisition merger in each target country to
    • ‘push down’ debt
    • ‘step up’ depreciable tax basis
  • reorganizing after the fact
  • selected foreign tax considerations

Ian J. Gamble (in collaboration with foreign advisors) — Thorsteinssons LLP, Vancouver

Networking Break

IFRS For Mining Lawyers

  • why did Canada adopt IFRS and what are the major changes between Canadian GAAP and IFRS
  • the challenges and benefits of IFRS reporting
  • effects on financial reporting

Erez Bahar, CA — Davidson & Company LLP, Chartered Accountants, Vancouver

Due Diligence With/Without a Confidentiality Agreement

  • sources, mining records, Internet, cedar
  • data rooms
  • questions
  • examples

Brian E. Abraham, QC — Fraser Milner Casgrain LLP, Vancouver

Lunch (on your own)

Royalties for the Mining Super Cycle

  • common royalty structures
  • matching royalty type to resource type
  • survey of royalty rates for various resources

Jonathan C. Lotz — Vector Corporate Finance Lawyers, Vancouver

Rights of First Refusal

  • the El Morro dispute
  • nature and purpose of rights of first refusal
  • triggering events
  • exercising rights of first refusal

Anthony A. Zoobkoff — Teck Resources Limited, Vancouver

Networking Break

43-101 Drawing a New Line in the Sand; Regulatory Expectations under the New Mining Rules

  • what NI 43-101 rules have changed and why
  • expected benefits of the changes
  • guidelines and interpretations of key areas
  • potential pitfalls and unintended consequences

Robert Holland — Chief Mining Advisor, British Columbia Securities Commission, Vancouver 

Closing Questions and Comments