Stephen Zolf

Partner* Admitted to the Ontario Bar: 1989

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*Practising as a professional corporation
  • Bio
  • Awards & Recognition
  • Professional Involvement
  • Representative Matters
  • Selected Speaking Engagements
  • Selected Publications
  • Insights
  • Education

Stephen is a member of the firm’s Corporate/Commercial, Gaming, Space Tech, Telecommunications and Technology Groups. He is also Co-Chair of the Sports, Media & Entertainment Group. Stephen has expertise in regulatory, public law, competition law and copyright law. Trained as a regulatory economist and as a lawyer, Stephen’s expertise extends to advising clients on merger clearance under the Competition Act as well as foreign investment in Canada under the Investment Canada Act. He assists clients in a number of sectors, including the Canadian trade and investment regime, marketing and advertising matters and compliance under the Health Canada regulatory framework.

Stephen has been recognized as an industry expert in communications and media law. His deep understanding of the legal and regulatory framework in the Canadian communications sector enables him to guide clients in implementing new business models in the Internet environment of rapidly evolving digital distribution networks and platforms. 

Stephen has advised telecommunications clients on the CRTC’s regulatory framework for wholesale access to telecommunications facilities, including wireline facilities and mobile wireless services. He represents clients before Industry Canada on spectrum policy matters and licence transfers. He also regularly represents media and content companies on matters, including rights clearances and copyright law, Canadian content rules and regulations, the Canadian tax credit regime and on intellectual property issues governing producers and content creators.

Stephen has experience before many administrative tribunals and agencies, including the CRTC, the Canadian Copyright Board, the Competition Bureau and Industry Canada. He has also acted as regulatory/legal counsel in a number of major high profile Canadian media/telecom transactions. Stephen has strong communication skills and a personable approach, and publishes and speaks frequently on regulatory law and policy.

He has been consistently recognized as a leading practitioner of communications and media law by Chambers and Partners, Lexpert, Best Lawyers and Legal Media Group. Stephen was the Telecommunications Contributor to Legal Alert (Carswell) for over 20 years.

Before becoming a lawyer, Stephen worked as an economist and policy advisor for the Canadian government in the area of competition policy, regulatory reform and telecommunications.

Awards & Recognition

  • Chambers Global: The World’s Leading Lawyers for Business, Telecommunications & Broadcasting
  • Chambers Canada, Telecoms, Media & Broadcasting (Canada)
  • The Legal 500 Canada, Technology, Media and Telecoms
  • Global Leader in Who's Who Legal Global: Telecoms & Media, National Leader in Who's Who Legal Canada: Sports & Entertainment and Who's Who Legal Canada: Data
  • The Canadian Legal Lexpert Directory, Telecommunications
  • Listed in the Lexpert Special Edition: Technology 2020
  • The Best Lawyers in Canada, Communications Law (2018 “Lawyer of the Year”), Entertainment Law, Defamation & Media Law, Advertising & Marketing Law

Professional Involvement

Memberships

  • Canadian Bar Association
  • American Bar Association

Professional Activities

  • Canadian Bar Association (Ontario) - Executive Committee, Entertainment, Media and Communications Section (1995-2015) (Past Chair)
  • Legal Alert (Carswell), Editor (Telecommunications) (1997-2017)

Representative Matters

Acted as Canadian counsel to Kuehne+Nagel with respect to its acquisition of Farrow, a Canadian customs brokerage, transportation and logistics business.

Represented Linamar Corporation in its acquisition of Bourgault Industries Ltd., a leading agricultural equipment manufacturer, for CAD $640 million. In conjunction with the Bourgault transaction closing, Linamar also finalized a new $700-million term loan agreement.

Represented Allied Properties Real Estate Investment Trust, a leading operator of distinctive urban workspace in Canada’s major cities, in the sale of its network-dense urban datacentre portfolio to Japanese telecommunications provider KDDI Corporation for $1.35 billion.

Represented a U.S. private equity firm that invests in technology, business services and industrial companies as Canadian counsel in its acquisition of all of the issued and outstanding shares of a Canadian-based cybersecurity firm and amendments to the fund’s term and asset-based credit arrangements.

Represented a leading global transportation industry manufacturer and supplier as Canadian counsel in its purchase of certain assets of a cross-border privately-owned commercial vehicle, bus and trailer manufacturing business.

Represented a U.S. private equity firm as Canadian counsel in connection with its acquisition of a Canadian software company focused on streamlining operations and improving operational efficiency in the manufacturing industry.

Represented Wynnchurch Capital, L.P. as Canadian counsel in connection with its majority ownership acquisition of FloWorks International, LLC.

Advised Origin, an outdoor-focused, digitally driven creative, content and branding agency, in connection with its acquisition by MMGY Global, a leading travel and hospitality marketing firm.

Acted as Ontario and Quebec counsel to Gillfor Distribution Inc. in connection with the acquisition and financing of AFA Forest Products Inc., a leading and long-standing distributor for building products in Canada.

Advising Linamar Corporation (TSX: LNR) in connection with its acquisition of the Salford group of companies for an aggregate purchase price of $260 million.

Advising Putman Investments Inc., a Canadian-based, family-owned enterprise, on its acquisition of Toys “R” Us and Babies “R” Us Canada from Fairfax Financial Holdings Limited.

Counsel to broadband/ISP companies with respect to a site-blocking injunction proceedings before the Federal Court of Appeal.

Regulatory counsel on major CRTC proceedings to examine the wholesale access framework for wireline and wireless facilities.

Advising clients on merger reviews under the Competition Act, including sector-specific advice in merger transactions in the transportation sector and related approvals under the Canada Transportation Act.

Advising companies on Health Canada and Ad Standards Canada compliance matters with respect to advertising natural health products in Canadian media.

Regulatory counsel to a major Canadian telecom/media company on the transfer of control of its media businesses.

Advising major U.S. studios on acquisitions and commercial transactions in Canada and on regulatory and competition law matters.

Advising a major Canadian private equity firm on industry Canada licensing framework relating to the transfer of AWS wireless spectrum licences.

Representing a major Canadian telecom/media company on regulatory approval of the transfer of control under the Broadcasting Act and Competition Act in connection with a proposed acquisition.

Advising cable programming services on issues related to foreclosure, vertical integration and abuse of dominance provisions under the Competition Act.

Representing rights holders of sound recordings in tariff proceedings before the Canadian Copyright Board.

Advising a Canadian broadcaster on proceedings before the Supreme Court of Canada relating to the CRTC’s jurisdiction to establish a fee for signal regime.

Representing Canadian film distributors before the Canadian Copyright Board on the use of copyrighted audio visual material.

Counsel to an international association of Internet service providers before the Supreme Court of Canada (Tariff 22 proceeding).

Legal counsel to cable operators with respect to the retransmission tariff proceedings before the Canadian Copyright Board.

Shaw Communications Inc. – Regulatory counsel on the acquisition of Shaw Media Inc. by Corus Entertainment Inc.

Berry Plastics Inc. – Canadian Competition/Merger review process.

Advising major U.S. studios on acquisitions and commercial transactions in Canada and on regulatory and competition law matters.

Advising major Canadian private equity firm on competition law issues and Industry Canada licensing framework relating to the transfer of AWS wireless spectrum licences.

Shaw Communications Inc. – regulatory counsel on acquisition of restructured CanWest Global Communications Corp.

Rogers Communications Inc. – regulatory compliance under the Broadcasting Act and Competition Act in connection with a proposed media acquisition.

Advising cable programming services on issues related to foreclosure, vertical integration and abuse of dominance provisions under section 78 and 79 of the Competition Act.

AVLA – Commercial radio tariff (Canadian Copyright Board).

V Interactions Television Network – Application for Leave to Appeal to the Supreme Court of Canada re: CRTC jurisdiction over “value for signal” regime.

Canadian Film Distributors and Exporters, Copyright Board – Copyright Board proceeding on proposed SODRAC video copy tariff.

International Association of Internet Service Providers – Supreme Court of Canada appeal on Tariff 22 (Internet).

Retransmission copyright collective – tariff on distant radio and television signals (Copyright Board).

Selected Speaking Engagements

"Telecommunications: Re-examining Facilities-Based Competition," CBA Competition Law Fall Conference, October 26-27, 2023 (Moderator)

"Examining Bill C-19: The Criminalization of Wage-Fixing and No-Poaching Agreements in Canada," Aird & Berlis, May 2023 (Webinar)

"Lessons from Cineplex v. Cineworld – A Case Study," CBA Competition Law Spring Online Symposium, May 2022

Canadians Doing Business in Cuba: Implications Under the Helms/Burton Act, June 2019 (Webinar)

Malware, Adware and Spyware – Legal and Regulatory Issues, June 2018 (Webinar)

Copyright Act Reform: Key Issues for the Five-Year Review, International Institute of Communications Canadian Chapter Annual Conference, November 14-15, 2017 (Moderator)

Foreign Participation on the Market – Change is in the Air, Insight Telecommunications Forum, Ottawa, February 24-25, 2014 (Conference Co-Chair)

What’s New for Fixed and Mobile Networks, Insight Telecommunications Forum, Ottawa, February 24-25, 2014 (Conference Co-Chair)

Copyright, content and filtering/blocking:  how can we ensure open access to the Internet while protecting IP (Chair), International Institute of Communications (IIC), Telecommunications and Media Forum, Washington, DC (2012)

Perspectives on Canada’s New Copyright Laws:  Bill C-11 and the Canadian Supreme Court’s Copyright Pentalogy, ABA Section of International Law International Intellectual Property Rights Committee, Canada Committee, teleconference (2012)

Lawful Access to ISP Data – what the new legislation will mean for you, Insight 9th Annual Telecommunications Forum, Ottawa (2012)

CRTC Wireless Code of Conduct:  Constitutional Law Issues, Insight 9th Annual Telecommunications Forum, Ottawa (2012)

Understanding Fair Dealing: Copyright Primer for CLE Providers, Association of Canadian Legal Education Directors (ACLED), Toronto (2012)

The Copyright Modernization Act (Bill C-11): Striking the Balance to Foster Innovation and Digital Rights Management (DRM), Heenan Blaikie 8 Minute Updates: Protecting Innovation, Toronto (2012)

New Rights for Performers and Makers of Sound Recordings, Osgoode Professional Development Understanding Bill C-11: The Copyright Modernization Act, Toronto (2012)

International Institute of Communications (IIC) (Canadian Chapter), 2011 Conference: Towards a Digital Economy for Canada, Plenary Panel, “Copyright and the Digital Economy,” November 2011

Selected Publications

"Employers, Take Note! Amendments to the Competition Act Have Criminalized Wage-Fixing and No-Poaching Agreements," Aird & Berlis, May 2023.

"Bill C-11 Proposes to Regulate Canada’s Online Streaming Services," Internet and E-Commerce in Canada, April 2022.

“Government Releases Plan for Auction of Spectrum in 600MHz Band,” Legal Alert, December 2017.

“Blame Licensing, Not CRTC for Streaming Restrictions,” The Lawyers Weekly, March 2016.

“CRTC’s Revised Regulatory Framework for Wholesale HSA Services,” Legal Alert, December 2015.

“Recent Changes to the Investment Canada Act Will Affect Investments by Non-Canadians,” Corporate Financing, Volume XIX, No. 4, 2015.

Education

  • LLB, University of Toronto, 1987
  • M.Sc. (Econ.), London School of Economics and Political Science, 1983
  • BA (Econ.), University of British Columbia, 1981