When is a good deal too good to be true (or rather, valid)?  

In 3903460 Canada inc. v. Elphin Inc., the Court of Appeal recently examined the validity of forced buyback clauses provided for in a shareholders' agreement. The Court of Appeal held that these clauses can be qualified as penal clauses within the meaning of article 1622 of the Civil Code of Québec and, therefore, be modified by the court if they are found to be abusive.   

Our colleagues Mathilde Simard-Zakaïb and Marc-André Landry analyze the Court of Appeal’s decision in an article available here: eyb2023rep3578 (In French).