Kelby Carter

Kelby Carter is a partner in the Financial Services Group at Gowling WLG’s Toronto office, practising in the areas of banking and insolvency law.

Kelby acts for both lenders and borrowers in domestic, cross-border and international financing transactions, including bi-lateral and syndicated loans, acquisition financing, subordinate debt financing and refinancing, asset-based lending and real estate financing, as well as for receivers and secured creditors on insolvency matters. She also had the opportunity to gain valuable insight into the operation of financial institutions as in-house counsel while on a 12-month secondment with one of Canada’s largest banks.

Kelby currently serves as the editor of Gowling WLG's financial services newsletter, Fully Secured, which is distributed to clients on a quarterly basis.

Associations professionnelles

  • Canadian Bar Association
  • Law Society of Upper Canada
  • Ontario Bar Association
  • Chasing PPSA Estoppel Letters from Uncooperative Creditors, Lexology, December 2016 

  • Closely Connected Guarantor Fails in Bid to Imply Terms into a Guarantee, Lexology, June 2016 

  • Certainty of Intention Must Be Clear for Trust Claims to Prevail Over Secured Creditors, Lexology, March 2016 

  • The Impact of Amalgamation and Other Fundamental Changes on Guarantor Liability, Lexology, December 2015 

  • Retention of Title in and out of Insolvency – Canada Chapter, International Bar Association, December 2015 

  • Discharging an Improper Filing Made under the Ontario PPSA, Lexology, June 2015 

  • Indoor Management Rule: Who Has Authority?, Lexology, September 2015 

  • Some Benefits of Independent Legal Advice, Lexology, December 2014 

  • Finicky Friend or Cross-Dressing Foe: Distressed Debt Investors in Canadian Insolvency Proceedings, Annual Review of Insolvency Law (noted by the author, Derrick Tay,
for contributions), 2013 

  • A Dynamic Duo: Monitors and Chief Restructuring Officers Working Together in CCAA Proceedings, National Insolvency Review, December 2012 


Representative Work

  • Counsel to Mattamy Group Corporation in connection with the funding of a US dollar and CAD dollar offering of $750 million aggregate principal amount, senior unsecured notes
  • Counsel to Powerstream Inc. in connection with the private placement offering of $150 million unsecured debentures
  • Counsel to a syndicate of Canadian lenders in connection with the management buyout and refinancing of a Canadian household products company, including taking security over assets located in Canada, the United States, Europe, Mexico and Australia
  • Counsel to a syndicate of lenders providing construction financing in connection with a shopping mall development in Toronto
  • Counsel to a syndicate of lenders in connection with the restructuring and refinancing of a Canadian retail conglomerate under the CCAA
  • Counsel to a syndicate of lenders providing up to $207 million syndicated asset-based credit arrangements to a North American steel distributor
  • Counsel to a large residential real estate developer in connection with multiple syndicated revolving credit facilities