Andrea L. Burke

Partner

Andrea L. Burke

Andrea L. Burke

Partner

Bar Admissions
  • Ontario, 1996

“An extremely capable commercial litigator, a good cross-examiner and highly knowledgeable. She is succinct, persuasive and good on her feet.” (Client – Chambers Global 2015)

Andrea specializes in a broad range of business disputes and corporate litigation, including shareholder, contractual, environmental and insolvency matters. She regularly advises on enforcement and contested transaction matters before the Ontario Securities Commission and represents clients in securities class actions.

Over her 20-year career, Andrea has earned the trust of leading Canadian and international companies – both public and private – and has acted as counsel for large mining and telecommunications companies. She appears at all levels of court and acts in private arbitrations and mediations. Companies navigating high-stakes multijurisdictional disputes turn to Andrea for efficient coordination of counsel and strategy across a number of jurisdictions.

Andrea volunteers on the Cabbagetown Heritage Conservation District Committee. She is vice-president of the University of Toronto Law Alumni Association Council.

Andrea L. Burke

Partner

“An extremely capable commercial litigator, a good cross-examiner and highly knowledgeable. She is succinct, persuasive and good on her feet.” (Client – Chambers Global 2015)

Andrea specializes in a broad range of business disputes and corporate litigation, including shareholder, contractual, environmental and insolvency matters. She regularly advises on enforcement and contested transaction matters before the Ontario Securities Commission and represents clients in securities class actions.

Over her 20-year career, Andrea has earned the trust of leading Canadian and international companies – both public and private – and has acted as counsel for large mining and telecommunications companies. She appears at all levels of court and acts in private arbitrations and mediations. Companies navigating high-stakes multijurisdictional disputes turn to Andrea for efficient coordination of counsel and strategy across a number of jurisdictions.

Andrea volunteers on the Cabbagetown Heritage Conservation District Committee. She is vice-president of the University of Toronto Law Alumni Association Council.

Newmont Mining Corporation and other defendants

Acting for Newmont Mining Corporation and other defendants in this action for fraudulent and negligent misrepresentation, which is alleged to have induced the plaintiff to enter into a plan of arrangement transaction by which the plaintiff exchanged shares in a gold mining company for shares in a uranium mining company.

Audit Committee of a public company

Acting for the audit committee of a public company in connection with an external investigation into employee malfeasance and company controls issues in relation to fraudulent inventory record-keeping.

Shaw Communications Inc.

Acted successfully for Shaw Communications Inc. In the Matter of an Application by The Catalyst Capital Group Inc., the first case in which the Ontario Securities Commission has denied standing to a party to commence an application under the "public interest" jurisdiction of the Ontario Securities Act.

Samsung Renewable Energy Inc. and Pattern Renewable Holdings Canada ULC

Represented wind power developers (Samsung Renewable Energy Inc. and Pattern Renewable Holdings Canada ULC) in an appeal before the Environmental Review Tribunal.

Canadian corporation

Acting for a significant Canadian corporation in achieving an early and successful confidential resolution of personal claims against one of its senior executives.

Canadian Real Estate Association

Acted successfully for the Canadian Real Estate Association before the Competition Tribunal in a 2014 motion against the Commissioner of Competition to resolve a dispute with respect to the interpretation of a consent agreement and CREA's implementation of policies regarding the display of seller contact information and references to private sales.

Caribbean Securities Exchange Commission

Advised a Caribbean securities exchange commission on the conduct of a securities enforcement investigation and assisted with the conduct of the investigation.

Barrick Gold Corporation

Acting for Barrick Gold Corporation in international tort litigation in courts in the United States and the Republic of the Philippines.

Defendants

Acted for a number of offerors, directors and officers in defence of a one-billion dollar securities class action proceeding arising out of the successful joint takeover bid for Baffinland Iron Mines Corporation by Nunavut Iron Ore Acquisition Inc. and ArcelorMittal S.A. The claim alleges takeover bid circular misrepresentations and breach of insider trading provisions under the Securities Act (Ontario) as well as other Canadian securities legislation.

JANA Partners LLC

Acted for JANA Partners LLC in connection with its proxy campaign with respect to Agrium Inc. at the company's 2013 annual general meeting.

Bruce Walter, a senior Canadian mining executive

Acted for Bruce Walter, a senior Canadian mining executive, in defending successfully enforcement proceedings brought against him by Staff of the Ontario Securities Commission in connection with a takeover bid for a public mining company. Every allegation made against Mr. Walter was rejected by the Ontario Securities Commission following a lengthy trial.

Nunavut Iron Ore Acquisition Inc.

Acted for Nunavut Iron Ore Acquisition Inc. and The Energy and Minerals Group in takeover bid proceedings at the Ontario Securities Commission in connection with their unsolicited takeover bid for Baffinland Iron Mines Corporation, and their subsequent successful joint bid with ArcelorMittal, in a transaction valued at $590 million. Nunavut succeeded in its efforts to cease trade the Shareholders Rights Plan of Baffinland, and as a result was able to proceed with its unsolicited bid.

MI Developments, Inc.

Acted for MI Developments, Inc. (MID) in its successful defence of applications made by minority shareholders of MID to the Ontario Securities Commission by seeking orders denying MID the use of various securities law exemptions and seeking to require MID to obtain minority shareholder approval before proceeding with proposed related party transactions with Magna Entertainment Corp.

MAG Silver Corp.

Acted for MAG Silver Corp. in its successful defence of a proposed $350-million hostile insider takeover ("lowball" or "takeunder") bid by Fresnillo plc. Because the bid was to be made by an insider, there was a requirement to obtain an independent valuation of MAG. Fresnillo plc refused to provide to the independent valuator information concerning its wholly owned mining assets that were adjacent to and surrounding mining assets in which MAG has an interest. MAG launched an application to the Ontario Securities Commission for an order requiring Fresnillo plc to disclose the required information relating to its wholly owned assets. Fresnillo plc abandoned its takeover following an adverse preliminary ruling by the OSC requiring it to produce documents relevant to the question of whether the requested information existed or not.

Bell Canada

Acted for Bell Canada in successfully having an arbitration seeking over $100 million in damages struck out on the basis that the claimant partnership had ceased to exist and the arbitration was therefore a nullity.

HudBay Minerals Inc.

Acted for Jaguar Financial Corporation, a shareholder of HudBay Minerals Inc., in its successful and precedent-setting application to the Ontario Securities Commission to set aside a decision of the Listing Committee of the Toronto Stock Exchange and compel HudBay to obtain shareholder approval in respect of HudBay's proposed $550-million acquisition of Lundin Mining Corporation. This case led to the termination of the proposed transaction and ultimately to the removal from office of members of the Board of Directors of HudBay.

Barrick Gold Corporation

Acted for Barrick Gold Corporation in libel proceedings against Les Éditions Écosociété Inc. claiming compensatory, moral and punitive damages.

Dr. Bernard Sherman

Acted as counsel for Dr. Bernard Sherman of Apotex in copyright infringement litigation in the Federal Court.

Bell ExpressVu Limited Partnership, Astral Media Inc., Alliance Atlantic Communications Inc.

Acted for Bell ExpressVu Limited Partnership, Astral Media Inc. and Alliance Atlantic Communications Inc. by intervening in an application challenging the constitutional validity of provisions of the Radiocommunication Act concerning the decoding of encrypted direct-to-home satellite television signals, and acted for the plaintiffs in a Federal Court action against persons alleged to be engaged in "grey"/"black" marketing of decryption devices.

Pacifica Papers Inc.

Acted for Pacifica Papers Inc. in connection with a contested plan of arrangement and oppression remedy case against Pacifica Papers by its largest shareholder.

DaimlerChrysler Canada Inc.

Acted for DaimlerChrysler Canada Inc. in litigation against National Trust for alleged breaches of trust, breaches of fiduciary obligations and breaches of the Pensions Benefits Act in connection with National Trust's role as trustee of the various DaimlerChrysler pension funds.

Ontario Lottery and Gaming Corporation (OLG)

Acted for Ontario Lottery and Gaming Corporation ("OLG") in the Mnjikaning or Rama First Nation claim that pursuant to a contract between it and OLG and the Crown it was entitled to receive 35% of the net revenues of Casino Rama in perpetuity. By agreement with the other First Nations, Rama received 35% of the net revenues for the first 5 years (1996-2001). Also acted for OLG in a parallel proceeding involving a claim by Ontario First Nations to 20% of the gross revenues of Casino Rama.

Strait Crossing Joint Venture

Acted for Strait Crossing Joint Venture in a dispute arising out of the conversion of a heavy lifting vessel in connection with the construction of the Confederation Bridge.

Internet Corporation for Assigned Names and Numbers (ICANN)

Acted for the Internet Corporation for Assigned Names and Numbers ("ICANN") in an action regarding its establishment of a new service to be offered in connection with Internet domain name registration.

Zarlink Semiconductor Inc.

Acted for the Board of Directors of Zarlink Semiconductor Inc. in connection with the $635-million acquisition of Zarlink by Microsemi Corporation.

Pharmascience Inc.

Acted for Pharmascience Inc. in the defence of an action challenging the legality (on various grounds, including alleged violations of the Competition Act) of the so-called "pseudogeneric" or "ultrageneric" drug market.

MMFX Technologies Corporation

Acted for MMFX Technologies Corporation in the Companies' Creditors Arrangement Act proceedings of its Canadian subsidiaries and the sale of Canadian assets to its secured lender.

Canadian Pacific Express & Transport Ltd.

Acted for Canadian Pacific Express & Transport Ltd. in its defence of claims under several leases for contamination at a former terminal facility in Ontario.

Northern Telecom Ltd.

Acted for Northern Telecom Ltd. before the Court of Appeal for Ontario in Fecht v. Deloitte & Touche, the leading Ontario case on letters rogatory.

Bulletin

When the OSC Comes Knocking

Aug. 15, 2017 - The OSC’s 2017 regulatory enforcement proceedings against Home Capital Group Inc. (TSX:HCG) and three of its executives were the result of a lengthy, extensive and highly confidential investigation. If the OSC decided to target your company, would your team know what to do?A version of this article...

Speaking Engagement

Co-chair, The Advocates’ Society, Privilege: A Litigator’s Guide, “Navigating Solicitor‐Client and Litigation Privilege”

June 20, 2017

Bulletin

The Other Shoe Drops: The Private Right of Action Under CASL

Apr. 26, 2017 - The bulk of Canada’s anti-spam law, known colloquially as CASL, came into force on July 1, 2014. CASL sets out strict rules for a variety of online behaviours and is considered the strictest anti-spam law in the world, providing for administrative monetary penalties (AMPs) of up to $1 million for...

Speaking Engagement

The Advocates’ Society, course, “Preparing Winning Court Documents”

Mar. 23, 2017

Speaking Engagement

Co-chair, The Advocates’ Society, course, “Negotiation Strategies for Litigators”

Apr. 25, 2016

Speaking Engagement

The Advocates’ Society, “2016 Courthouse Series: Discovery Skills Win at Trial”

Feb. 23, 2016

Bulletin

Blowing the Whistle on the Whistleblower Program

May 08, 2015 - Davies has submitted a letter to the Ontario Securities Commission (OSC) commenting on Staff’s framework for a proposed Whistleblower Program. The Whistleblower Program would be the first of its kind for Canadian securities regulators and only the second whistleblower program in Canada to offer a...

Speaking Engagement

The Law Society of Upper Canada, webcast, “Conflicts of Interest in Your Civil Litigation Practice”

Feb. 24, 2014

Speaking Engagement

The Advocates’ Society, Civil Litigation Skills Certificate Program, “Leading Your Case: Opening Statements and Examination-in-chief”

Dec. 10, 2013

Speaking Engagement

The Advocates’ Society, course, “Advance Negotiation Strategies for Lawyers”

Oct. 08, 2013

Chambers Canada: Canada’s Leading Lawyers for Business—Dispute Resolution: Ontario

Benchmark Canada: The Definitive Guide to Canada’s Leading Litigation Firms & Attorneys—General Commercial (Litigation Star); Securities (Litigation Star)

Report on Business/Lexpert Special Edition Canada’s Leading Litigation Lawyers

The Canadian Legal Lexpert Directory—Litigation: Corporate Commercial

The Best Lawyers in Canada—Corporate and Commercial Litigation

Bar Admissions

Ontario, 1996

Education

University of Toronto, LLB (Honours), 1994
McGill University, BComm (Economics & Finance) (Joint Honours), 1991

Professional Affiliations

The Advocates’ Society

Community Involvement

Cabbagetown Heritage Conservation District Committee
Ontario Securities Commission, Securities Proceedings Advisory Committee
University of Toronto Faculty of Law, Law Alumni Association Council, vice-president
Winchester Public School, Grants Committee of the School Council

Teaching Engagements

Andrea has been a guest instructor at the Intensive Trial Advocacy Workshop at Osgoode Hall Law School’s Professional Development program, and she regularly teaches in The Advocates’ Society programs.