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Member of Torys' Executive Committee and the Managing Partner of Torys' New
York offi ce. Practice focuses on corporate and securities law, with an emphasis on corpo-
rate fi nance, M&A and related-party transactions in a variety of industries. Powys-Lybbe
represents issuers and investment banks in public off erings for debt and equity. She
does ongoing corporate and securities work for a number of clients, including compa-
nies in the Brookfi eld group. Powys-Lybbe has been involved in approximately 60 debt
and equity off erings for the Brookfi eld group of companies totaling more than C$19
billion. Recognized by Legal Media Group, Chambers & Partners' Chambers Global:
! e World's Leading Lawyers for Business, ! e Best Lawyers in Canada, Expert Guides'
Women in Business Law, Law Business Research's Who's Who Legal: Canada, Practical
Law Company's Which Lawyer? and Legal Media Group/Euromoney's IFLR1000: ! e
Guide to the World's Leading Financial Law Firms. LLB, 1994, University of Toronto.
BA (Economics), 1991, University of Alberta. Ontario Bar, 1996.
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Partner, Executive Committee member, Chair of the fi rm's Business Develop-
ment Committee, head of one of its business law groups, and Chair of its REITs and
income securities practice. Extensive practice in corporate commercial, M&A, private
equity, corporate governance and corporate fi nance. Ranked as one of the two top
capital markets lawyers in Canada. Has acted as lead counsel on many landmark deals,
and played a key role in the development of Canada's real estate capital markets, the
country's seniors' housing sector, and domestic and cross-border IPOs for a broad range
of businesses. Advises boards and activist shareholders on corporate governance and
proxy contests. Clients include public and private companies, investment banks, private
equity and hedge funds. Retained by Industry Canada to lead a major governance study.
Recognized as a leading lawyer by Lexpert®, Best Lawyers, Chambers, IFLR, ! e Legal
500 Canada, Euromoney and Law Business Research. MBA and LLB (Gold Medalist).
Chairman of the Canada/South Africa Chamber of Business. Author of ! e Canadian
REIT Handbook.
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Practice focuses on public market M&A, board advisory, shareholder disputes and
corporate fi nance. Former Director, Capital Markets Branch, OSC. Head of Interna-
tional Practice. Extensive experience in public market transactions and advising senior
management and boards of directors on legal and strategic matters. Recent transac-
tions include Independent Committee of Rio Alto Mining in its C$1.3B combination
with Tahoe Resources, Glencore's $1.5B acquisition of Caracal Energy, representing the
underwriters of public-equity off erings by Ivanhoe Mines and Chemtrade Logistics, the
independent committee of McGraw-Hill Ryerson in its go-private transaction, Equity
Financial and Ceres Global Ag Corp's responses to shareholder actions, Inmet's response
to First Quantum's unsolicited take-over off er, Viterra's sale to Glencore, HOMEQ
Corporation's sale to Birch Hill Partners, and Wi-Lan's attempted take-over of Mosaid.
Listed in numerous publications for his expertise in M&A, corporate fi nance and capital
markets. JD, 1981, University of Toronto.
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Paul Stein is a partner who acts as lead counsel for a number of public clients that have
been involved in mergers, acquisitions, take-over bids (both hostile and friendly), proxy
fi ghts, going-private transactions, spin-off transactions, corporate fi nance and corpo-
rate governance matters. He frequently acts as counsel for special committees of boards
of directors. Stein's practice also includes assisting mining clients in the negotiation of
joint ventures, farm-in agreements and the fi nancing of exploration and development
projects, both domestically and internationally. He is recognized as a leading lawyer by
! e Canadian Legal Lexpert® Directory (Corporate Finance, Mining and M&A); ! e
Lexpert®/American Lawyer Guide to the Leading 500 Lawyers in Canada (Mining and
Corporate Finance); Chambers Global [Corporate/M&A, Energy & Natural Resources:
Mining (Canada), Projects: Mining: Leading Canadian Firms (Latin America-wide)];
Best Lawyers (Mining and Natural Resources); and Who's Who Legal (Mining). Stein
was called to the Ontario Bar in 1983.
Karrin A.
Powys-Lybbe
Torys LLP
Tel: (416) 865-7829
Fax: (416) 865-7380
Toronto
Stephen
N. Pincus
Goodmans LLP
Tel: (416) 597-4104
Fax: (416) 979-1234
Toronto
James D.
Scarlett
Torys LLP
Tel: (416) 865-8199
Fax: (416) 865-7380
Toronto
Paul M.
Stein
Cassels Brock &
Blackwell LLP
Tel: (416) 869-5487
Fax: (416) 350-6949
Toronto
kpowys-lybbe@torys.com
spincus@goodmans.ca
jscarlett@torys.com
pstein@casselsbrock.com
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CORPORATE FINANCE & SECURITIES
