The Tax Court of Canada reviewed the requirements for a directors’ resignation to be effective in the context of potential personal liability for the corporation’s failure to remit source deductions under the Income Tax Act in determining that a resignation document prepared by corporate counsel was sufficient, even though the directors never saw the document (Gariepy v. The Queen, 2014 TCC 254). In this case, Donna Gariepy and Sally Chriss agreed to act as directors of 1056922 Ontario Limited (“105”) at the urging of their husbands, Derek Gariepy and George Chriss, the actual managers of 105. The directors’ husbands had been directors of CG Industries (CGI) that had become insolvent and owed significant unremitted source deduction amounts to the Canada Revenue Agency (CRA).
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Corporate Governance,
Business & Legal,
Employer Best Practices,
Accounting & Tax,
Employee Rights,
Canadian
By Kristen Brewer & Fergus McDonnell, Fasken Martineau DuMoulin LLP
Canada’s workplace hazardous chemicals communication system is changing in 2015. The existing scheme, involving the Workplace Hazardous Materials Information System which has been in place since 1988 (“WHMIS 1988”), is being modified to conform to the Globally Harmonized System for the Classification and Labelling of Chemicals (GHS).
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Corporate Governance,
Business & Legal,
Health & Safety,
Environmental risks,
Environmental,
Hazcom,
Canadian
The British Columbia Supreme Court affirmed the reasoning of the Provincial Court trial judge that convicted a director, Mission Western Developments Ltd. and its director, Blake Larsen, of offenses under the federal Fisheries Act that occurred during land clearing operations near Wildebank Creek in Mission, British Columbia (R. v. Larsen, 2013 BCPC 92, affirmed 2014 BCSC 2084). In rejecting the appeal by the accused, the Supreme Court held that the Provincial Court judge had applied the correct legal principles for determining the necessary elements to obtain a conviction for impairment of fish habitat under the Fisheries Act. These principles were:
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Corporate Governance,
Business & Legal,
Health & Safety,
Environmental risks,
Environmental,
Canadian
The decision by the Ontario Superior Court of Justice in Paul v. 1433295 Ontario Ltd. (2013 OSCJ 7002), illustrates that the oppression remedy is available to complainants, even when the actions that are the subject of the complaint are the result of a lawful procedure available under Ontario corporate legislation. The Court held that, although the procedure was lawful, the intent of the action was to squeeze out the affected shareholders and the results were oppressive to the minority shareholders’ interests.
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Corporate Governance,
Business & Legal,
Internal Control,
Canadian
Increasing demand on British Columbia’s water systems has highlighted the need for a flexible yet robust legislative framework that balances ecosystem health, water supply, and competition for resources. The BC government has taken a major step toward adaptive water governance with the introduction of Bill 18, the Water Sustainability Act (WSA).1 Although WSA is only a broad framework and the government deferred many important details to future regulations, water users should be aware of the key changes it makes to the existing Water Act2 and prepare for compliance with WSA when it comes into force during spring 2015.
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Corporate Governance,
Business & Legal,
Health & Safety,
Environmental risks,
EHS,
Canadian
Warm summer weather means increased holiday bookings, employees less inclined to stay late, and in some cases, lowered staffing levels. But an empty chair may not mean the employee is out just enjoying the sunshine; they may be taking any one of a number of leaves of absences.
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Corporate Governance,
Business & Legal,
Employer Best Practices,
Employee Rights,
Canadian
Taken from Ecolog News with permission August 8, 2014
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Corporate Governance,
Business & Legal,
Employer Best Practices,
Health & Safety,
Environmental risks,
Environmental,
EHS,
Hazcom,
effluent,
Canadian
In the run-up to the 2015 federal election, Canadian business owners may start getting unsolicited emails from political parties inviting them to fundraising dinners. The ones that come from the Conservative Party of Canada may be especially aggravating. After all, it was a Conservative government that brought in Canada’s Anti-Spam Legislation (CASL)—a law that is costing Canadian businesses millions to implement but that few believe will put any kind of dent in phishing scams and spam.
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Corporate Governance,
Business & Legal,
Internet,
Canadian
New anti-spam regulations that go into effect July 1 will do more than prevent spamming within Canada by Canadian businesses. Canada’s Anti-Spam Law (CASL) is a catch-all net that covers all forms of electronic messaging, from email and newsletters to social media and software downloads. Businesses that don’t comply face fines of up to $10 million.
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Corporate Governance,
Business & Legal,
International,
Internet,
Canadian
