Mining 2026

CANADA Law and Practice Contributed by: Darrell Podowski, Jennifer Poirier, Joel Matson and Simi Fagbongbe, Cassels Brock & Blackwell LLP

Foreign mining companies are generally free to hold mineral rights directly or through Canadian subsidiar - ies. However, the federal government does limit non- resident ownership of uranium mines to 49% at the first stage of production. Exemptions may be granted in cases where it can be demonstrated that the project remains under Canadian control, or where Canadian partners cannot be found. There are no restrictions on uranium exploration by foreign persons or companies. Recent Developments In October 2022, the Canadian government issued its Policy Regarding Foreign Investments from State- Owned Enterprises in Critical Minerals under the ICA (Critical Minerals Policy), under which investments by SOEs and foreign-influenced private investors in Canada’s critical minerals sectors at any stage of the critical minerals value chain are subject to special rules, including that the direct or indirect participa - tion of such foreign SOE or foreign-influenced private investor will support a finding that there are reason - able grounds to believe the investment could be injuri - ous to Canada’s national security. SOEs include: • enterprises that are directly or indirectly owned or controlled by a foreign government; and • enterprises that are “influenced directly or indirect - ly” by a foreign government. Foreign-influenced investors are private investors closely tied to, subject to influence from or who could be compelled to comply with extrajudicial direction from foreign governments, particularly non-likemind - ed governments such as China (Hong Kong), Russia, North Korea and Iran. In 2022, pursuant to the Critical Minerals Policy, the federal government ordered the divestiture by cer - tain Chinese entities of their investments in Canadian companies with critical mineral projects. In March 2023, the government clarified its position to not force existing, legacy Chinese investors to divest shares in three major Canadian mining companies, suggesting it would not “start looking backwards at investments”.

On 11 January 2024, TSX-listed Solaris Resources Inc. (Solaris) announced that it had entered into a sub - scription agreement (Proposed Zijin Transaction) for an approximately CAD130 million private placement of common shares of Solaris by an affiliate of China- based Zijin Mining Group Co., Ltd. (Zijin). Upon clos - ing of the private placement, Zijin would have owned approximately 15% of the Solaris shares, along with other rights. A national security review of the Proposed Zijin Transaction was initiated following a voluntary notification under the ICA. Four months later, with no decision rendered for the national security review, on 21 May 2024 Solaris announced that the Proposed Zijin Transaction was voluntarily terminated. In late 2024, Solaris exited Canada for Switzerland. In May 2024, Pan American Silver Corp. (PAAS) announced an agreement to sell 100% of its interest in Peru’s La Arena gold mine for USD300 million to Jin - teng (Singapore) Mining (Jinteng), a subsidiary of Zijin. In response to a voluntary notification, in June 2024 the ICA Minister advised that he “may” order a formal national security review under the ICA. Jinteng filed a judicial review application in the Federal Court of Canada, arguing that the ICA Minister lacked jurisdic - tion. The ICA Minister agreed to a settlement, whereby the proposed transaction was approved subject to a joint undertaking from PAAS and Zijin to enter into an offtake agreement securing 60% of the future copper concentrate supply from the La Arena II project upon commencement of commercial production. In July 2025, the Canadian government announced that, regardless of the nationality of the non-Canadian investor, proposed acquisitions of “important Cana - dian mining companies engaged in significant critical minerals operations” that are subject to a net benefit review will only be approved “in the most exceptional circumstances”. Anglo American PLC’s proposed CAD20 billion acquisition of Canada’s Teck Resources Ltd. is currently undergoing a net benefit review pursu - ant to this policy. Amendments to the ICA are expected to become effective in the summer of 2026. In part, the amend - ments will create a mandatory, suspensory pre-closing notification regime for prescribed investments in cer - tain sensitive sectors, including critical minerals. The

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