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Ryan R. Chalmers

Partner

Admitted to the British Columbia Bar: 2007
Admitted to the Ontario Bar: 2017

Ryan has advised on numerous infrastructure projects across Canada, including transportation, accommodation and energy mandates. Having previously provided general counsel at a leading engineering services company, he brings a unique perspective to his infrastructure and construction law practice. Ryan is skilled at drafting and negotiating contracts that help his clients achieve their overall business objectives.

A member of the firm’s Infrastructure, Construction and Corporate/Commercial Groups, Ryan advises on, drafts and negotiates concession, design build, operation, maintenance and rehabilitation agreements as part of major infrastructure projects across Canada. He also regularly provides strategic advice to clients on services agreements for various engineering-related matters.

Prior to joining Aird & Berlis, Ryan co-led the Construction, Infrastructure, P3 and Projects practice groups at the Vancouver office of a major international law firm. In this role, Ryan led a team focused on structuring, procuring and negotiating significant infrastructure and construction projects for both government owners and private project proponents.

Ryan has also served as in-house legal counsel to SNC-Lavalin, one of the world’s leading engineering, procurement and construction companies, practising in the areas of commercial, infrastructure and construction law. Ryan represented the Transportation (Airports, Ports & Marine, Roads, Bridges, and Rail), Environment and Power (Hydro and Thermal) Divisions in connection with numerous construction projects across Canada. He advised senior management on contractual risk allocation, assisted with risk management strategies and drafted and negotiated various agreements for both construction and professional services.

Professional Involvement

Professional Activities

  • Chief Judge, Association of Consulting Engineering Companies, British Columbia
  • Past Chair (2015-2016), Co-Chair (2013-2015), Vice-Chair (2012-2013), Construction Law Section, Canadian Bar Association, BC Branch

Memberships

  • Canadian Bar Association (Business, Construction, Insurance and Municipal Law Sections)
  • Vancouver Bar Association

Representative Matters

Infrastructure/P3/Construction/Procurement

Advising Energy Ottawa with respect to procurement and construction matters on the Chaudière Falls Redevelopment Project, including the engineering, procurement and construction management (EPCM) agreement, general construction agreement and specialty equipment design and supply agreements.

Advising a consortium of 21 British Columbia municipalities (including the Corporation of Delta and the Township of Langley) in connection with the procurement of a new Parks and Recreation Management Software System and associated licences and ongoing services.

Advising Atlantic Gold Corporation with respect to the engineering, procurement and construction (EPC) agreement with Ausenco in connection with the development of the Moose River Consolidated Project (comprised of the Touquoy and Beaver Dam gold deposits) in Nova Scotia, Canada.

Advising BC Hydro with respect to:

  • the turbines and generators contract (which includes the design, supply and installation of six vertical axis, Francis-style turbines, six generators and associated equipment) in conjunction with the construction of the Site C Clean Energy Project, an 1100MW hydroelectric project near Fort St. John, British Columbia, with capital cost estimate of $8.335 billion;
  • the main civil works contract (earthworks, river diversion, cofferdams, roller compacted concrete buttress, approach channel and tailrace) in conjunction with the construction of the Site C Clean Energy Project;
  • the public-private partnership (P3) to design, build, partially finance, maintain and operate a guest/worker accommodation complex for approximately 1,600 people (with an ultimate capacity to house 2,200 guests) in conjunction with the construction of the Site C Clean Energy Project;
  • generally, the finance, construction, procurement and commercial matters on the Site C Clean Energy Project; and
  • developing new standard procurement and construction documents.

Advising the City of Surrey in connection with its innovative organic waste biofuel processing facility.

Advising the City of Victoria with respect to procurement and construction matters on the innovative Johnson Street Bridge Replacement Project.

Advising Vinci Construction UK Ltd. in connection with its proposal for the Interior Heart and Surgical Centre in Kelowna.

Advising Vancouver Aquarium with respect to construction matters on its Expansion and Revitalization Project.

Advising SNC-Lavalin:

  • on the finalization of the design-build contract on the Waneta Expansion Hydroelectric Project near Trail, British Columbia;
  • on the construction management at-risk joint venture on the Edmonton North Light Rail Transit Downtown to NAIT Extension Line Project in Edmonton, Alberta;
  • on various design-build joint ventures on the Calgary West Light Rail Transit Project in Calgary, Alberta;
  • on the design-build joint venture on the Southeast Stoney Trail Project in Calgary, Alberta;
  • on the CentrePort Canada Way Grade Separation Project in Winnipeg, Manitoba; and
  • on all legal matters with respect to concession agreements, design-build agreements, joint venture agreements, major and minor subcontracts (for both construction and professional services), utility agreements, railway agreements, indemnification agreements, labour agreements and land acquisitions.

Advising numerous clients in connection to drafting and negotiating joint venture agreements (both preliminary and long form), teaming agreements (consultant and contractor), proposal services agreements, services agreements, construction subcontracts and purchase orders, in connection with various P3 projects.

Advising numerous clients in connection to drafting all manner of competitive procurement process documents and advising on the effect of case law on such documents.

Business

Acting as lead corporate associate on the share restructuring of an Asian food retailer in connection with its sale to a national grocery retailer.

Advising on the sale of a Vancouver-based technology company to a San Francisco-based technology company by way of a plan of arrangement.

Advising on the acquisitions of controlling interests in two British Columbia-based forest products companies by a United Kingdom publicly-traded company.

Advising on reorganizations of numerous privately-held companies.

Advising on share financings:

  • for a Vancouver-based banking software developer by an investor syndicate comprising Canadian and U.S. venture capital funds (preferred shares);
  • for a Vancouver-based utility technology developer by a U.S. venture capital fund (preferred shares);
  • for a Vancouver-based alternative energy provider by an investor syndicate comprising Canadian, U.S. and U.K. venture capital funds (common and preferred shares);
  • for a Victoria-based lighting provider by an investor syndicate comprising Canadian and U.S. venture capital funds (preferred shares);
  • for a run-of-river power generator in southeastern British Columbia; and
  • for numerous publicly-traded TSX and TSX-V listed mining companies.

Advising on convertible and bridge loan financings for Vancouver-based technology companies and a Calgary-based energy producer.

Advising on asset purchases involving mining claims in Manitoba.

Advising on the purchase of a restaurant in Vancouver’s West Side.

Advising a Canadian web-based business with operations in Canada and the United States, including structuring, privacy, consumer protection and intellectual property advice.

Advising an incorporated fitness provider on day-to-day operations, commercial arrangements and bringing on additional investors.

Advising on and negotiating shareholders’ agreements for a variety of businesses in many industrial sectors.

Advising new ventures in connection with corporate and other entity structuring, corporate governance and legislative interpretation.

Selected Speaking Engagements

Presenter, "Tendering Risks: Staying out of trouble," Tendering, CLEBC Seminar, Vancouver, October 25, 2017

Co-presenter with Edward Harrison, "Construction and Operations of Canadian Mines: Key Issues and Considerations," Mining Seminar, Vancouver, June 27, 2017

Co-presenter with John Haythorne, "Procurement: Compliance with AIT, NWPTA, TILMA, NAFTA, TPP, CETA and the Statutes," Local Government 2017: Current Issues and Upcoming Changes, Pacific Business & Law Institute Conference, Vancouver, April 28, 2017

Co-presenter with John Haythorne, "Identifying the Differences between General Contracts and Construction Management Contracts," Avoiding Common Errors in Construction Contracts: How to and How Not to, Pacific Business & Law Institute Conference, Vancouver, March 8, 2017

Co-presenter with Jessica Apit (Kiewit), "A Step-by-Step Look at Procurement," Managing Risk in Construction Contracts & Projects, The Canadian Institute Conference, Calgary, January 17, 2017

Co-chair, "Managing Risk in Construction Contracts & Projects," The Canadian Institute Conference, Calgary, January 17-18, 2017

Co-presenter with John Haythorne, "Project Globalization – Legal Matters for Professionals," APEGBC’s 2016 Annual Conference, Victoria, October 21, 2016

Co-presenter with Elizabeth Scott (BC Hydro), "The Latest Procurement Trends," The Construction Industry: Major Projects, Pacific Business & Law Institute Conference, Vancouver, June 2, 2016

Co-chair, "The Construction Industry: Major Projects," Pacific Business & Law Institute Conference, Vancouver, June 2, 2016

Presenter, "Trade Agreements and Procurement Obligations: An Overview," BC Municipal Risk Managers Forum, Vancouver, May 6, 2016

Presenter, "Resolving Disputes during the Project," Resolving Construction Disputes, Pacific Business & Law Institute Conference, Vancouver, March 31, 2016

Co-presenter with John Haythorne, "Project Globalization: Sourcing a Project across Multiple Jurisdictions," Hard Hat Forum: Nuts and Bolts of Construction Law, Vancouver, February 10, 2016

Presenter, "Workshop A: Negotiating and Drafting Precise Contracts," Managing Risk in Construction Contracts, The Canadian Institute Conference, Vancouver, January 22, 2016

Co-chair, "Managing Risk in Construction Contracts," The Canadian Institute Conference, Vancouver, January 20-21, 2016

Presenter, "Popular Misconceptions: The Most Common Misconceptions regarding Liens," Builders’ Liens – 2015 Update, CLEBC Seminar, Vancouver, November 24, 2015

Presenter, "Recent Developments in Trade Treaties – What You Need to Know," Hard Hat Forum: Nuts and Bolts of Construction Law, Vancouver, November 19, 2015

Presenter, "Cost Plus Contracts and Unit Price Contracts," Construction Contracts: Beyond Standard Terms, Pacific Business & Law Institute Conference, Vancouver, November 18, 2015

Presenter, "Honesty and Reasonableness in Construction Contracts: The Impact of Bhasin v. Hrynew," Canadian Bar Association, British Columbia Construction Law Section Meeting, Vancouver, February 26, 2015

Presenter, "Key Issues/Risks to Address in the Contract," Fundamentals of Construction Contracts in British Columbia: Understanding the Issues, Lorman Conference, Vancouver, December 12, 2014

Presenter, "An Overview of Risk – From Project Inception Through Project Completion," Managing Risk in Construction Contracts, The Canadian Institute Conference, Edmonton, November 25, 2014

Presenter, "Legal Risks in Creative Procurements and How to Minimize Them," Tendering Law – 2014 Update, CLEBC Seminar, Vancouver, October 24, 2014

Presenter, "Construction Contract Tips for the Current Market – From Tenders to Design-Build," APEGBC Tri-City Branch Seminar, Coquitlam, February 26, 2014

Presenter, "Workshop A: Drafting Clauses to Lower Your Risk: Deep Dive into Key Construction Contract Clauses and Understanding Drafting Pitfalls," Managing Risk in Construction Contracts, The Canadian Institute Conference, Edmonton, November 25, 2013

Presenter, "Construction Contract Tips for the Current Market – From Tenders to Design-Build," APEGBC Sea to Sky Branch Seminar, North Vancouver, September 26, 2013

Presenter, "Construction Contract Tips in the Current Market – From Tenders to Design-Build," APEGBC Richmond/Delta Branch Seminar, Richmond, June 20, 2013

Presenter, "Creative Approaches to Construction Contracts and Project Delivery," Construction Contracts: How to Prevent Costly Mistakes, Pacific Business & Law Institute Conference, Vancouver, December 11, 2012

Presenter, "Hot Issues in Professional Services Agreements," Construction Contracts: How to Prevent Costly Mistakes, Pacific Business & Law Institute Conference, Vancouver, December 11, 2012

Presenter, "Procurement and You: Developments in Procurement Law and Implications Beyond Construction," Canadian Bar Association, Canadian Legal Conference, National Construction Law Section Meeting, Vancouver, August 14, 2012

Presenter, "Project Management – Avoiding the Pitfalls of Delays," APEGBC Tri-City Branch Seminar, Coquitlam, March 7, 2012

Presenter, "Subcontracts and Allocation of Subcontractor Risk," Procurement and Financing of Public Infrastructure Projects, Lexpert Conference, Vancouver, December 5, 2011

Selected Publications

Author, "NWPTA ‘Bid Protest Mechanism’: New ‘teeth’ for bidders in public procurements," April 12, 2017

Author, "The Scourge of Email Negotiation – Beware," January 9, 2017

Author, "Popular Misconceptions," The Continuing Legal Education Society of British Columbia, November 2015

Co-author with Karen Martin, "The Bargains We Make," Innovation, September/October 2012

Co-author with John Haythorne, "Tendering Law: A Call for a Return to Our Roots," August 2012

Education

  • LLB, University of British Columbia, 2006
  • BBA, Simon Fraser University, 2002