Monthly Archives: March 2015

OSC Reviews Compliance with Related Party Transaction Disclosure Requirements

By Angela Blake

On January 29, 2015, the Ontario Securities Commission (the “OSC”) released OSC Staff Notice 51–723, which is a report on its review of related party transaction disclosure filed by 100 randomly selected, Ontario-based issuers. Nearly half of the issuers reviewed received comments from the OSC requesting changes to their management discussion and analysis (“MD&A”) filings. The OSC noted that, while many issuers rely extensively on related party transactions to advance their business on a cost-effective basis by leveraging existing relationships, such transactions have the potential to be unfair to shareholders due to inherent conflicts of interest. Accordingly, it is critical that issuers provide full and adequate disclosure about these transactions so that shareholders can better understand their business purpose and value.

Read full article

Clark Wilson paralegals become designated paralegals

Shannon Baker and Nancy Vianello have become the first designated paralegals at Clark Wilson. By obtaining this designation, which was created and is recognized by the Law Society of BC, Shannon and Nancy are able to provide an additional level of access, responsiveness and value to our clients in the areas of insurance and construction law for Shannon and in the area of strata property law for Nancy. Congratulations, Shannon and Nancy!

Read full article

Guangdong AIC Cracks Down on Abuse of Market Power

Last year the Guangdong Provincial Administration for Industry & Commerce (GDAIC) rendered a decision penalising Huizhou Daya Bay Yiyuan Water Purifying (Yiyuan) for abusing market dominance of bundling services. This is the first case of abuse closed by the GDAIC, and it has far-reaching implications on the enforcement of the Anti-monopoly Law (AML).

The facts
Yiyuan is the urban public water supply service provider in two regions, namely West District and Aotou in the Daya Bay District, Huizhou, Guangdong Province. As a public utility provider, Yiyuan is the only firm controlling the urban water supply network in these regions. Yiyuan’s customers, the complainants of the case who are mainly real estate developers, have no alternative to turn to for water supply service. Yiyuan’s feature of public utility not only defines the relevant market as the urban public water supply service market in these regions, but also confers absolute market dominance on Yiyuan in the relevant market. More…

Read full article

Federal Court in California Sheds Light on Computer Fraud and Abuse Act: Allegations of Indirect Access Held Insufficient To State Claim

On March 20, 2015, a California federal court rejected an expansive reading of the Computer Fraud and Abuse Act (“CFAA”) urged by two plaintiff corporations that sought to hold a competitor and two of its directors liable under the CFAA, under an agency theory, for the actions of a former employee who allegedly downloaded and stole the corporations’ confidential trade secrets.

The plaintiffs, Koninklijke Philips N.V. and Philips Lumileds Lighting Company (“Lumileds”) are engaged in the business of Light Emitting Diode (“LED”) technology.  They alleged that Dr. Gangyi Chen, while employed, downloaded Lumileds’ trade secrets and confidential business information onto a portable storage device, then resigned and began working for a competitor in China, Elec-Tech International Co., Ltd. (“ETI”).  Six months after Dr. Chen began at ETI, in an amount of time that plaintiffs called unprecedented in the lighting industry, ETI announced two new high-energy LED lighting products.

Read full article

“Ask the Expert”- Free Employment Law Seminar

We would be delighted if you could join us at our next “Ask the Expert” employment law seminar, which is being held at 29, Royal Exchange Square on Friday 27th March 2015. As always, the seminar will be jointly hosted with Syme Drummond, recruitment specialists.

This time round, we will be looking at the legislative changes taking effect in April, with particular focus on the new Shared Parental Leave scheme coming into force on 5th April. Additionally, we will provide an updated overview of recent developments in the holiday pay cases that have caused difficulties for so many employers recently.

Read full article

NLRB Weighs in on Employers’ Right to Monitor Workplace Communications

E. Jason TremblayE. Jason Tremblay

It has traditionally been understood and recognized that employees do not have an expectation of privacy when using their employer’s computer system and that employers can monitor and control their employees’ emails. However, in light of a recent decision by the National Labor Relations Board (“NLRB”) in Purple Communications, Inc., 361 NLRB 126 (2014), employers may need to rethink this commonly held belief.

In Purple Communications, the NLRB overruled long-established precedent that employees have no statutory right to use their employer’s email system for Section 7 purposes and held instead that employee use of email for statutorily protected communications on nonworking time must be presumptively permitted by employers that give employees access to their email systems.

Read full article

Two for Tuesdays: Visual Content Marketing

Another Tuesday, another opportunity for us to focus on content marketing! But today, there’s a twist! We’re looking at visual content marketing today.

Now, it may seem like this isn’t something for law firms or lawyers to think about, but I promise you that it is. I was just reading an excellent article over on Business 2 Community on The 10 New Rules of Visual Content Marketing from Paul Bingham, who says: 

Read full article
ILN Today Post


by Peter H. Baek, CPA, CA, LLB, Partner, Fogler, Rubinoff LLP *

This article was originally published in the CCH Tax Topics Newsletter, Issue No. 2243.


“What if you lose your EFILE privileges?” I asked this question to an accountant in public practice. I believe I heard the words “devastating” or “significantly detrimental”. In this day and age, electronic filing (“EFILE”) and other internet privileges have become a vital asset to many accounting firms. The loss of such privileges could be very disruptive and detrimental to an accounting practice. Accordingly, when a court decision about revoking EFILE privileges comes up, I imagine many accountants will be keenly interested in finding out how such privileges were lost, hoping that there was some compelling evidence of fraud or other sufficiently egregious conduct to allay any fear that they could end up in similar circumstances. More…

Read full article

An Ounce of Prevention: Preparing for a New Era of Data Breaches, Part 1 (Giszczak and Paluzzi)

Increasingly, it’s not a matter of if, but when you’ll encounter a data breach threat. The stakes are high: Cyber-criminals are getting smarter, security demands are getting tougher, litigation stemming from data breaches is on the rise, and regulatory agencies are taking note.

This one-hour webcast will show you how to deploy information governance strategies to defend against data breach by minimizing and hardening the data at risk. Informed by a three-step approach – education, assessment, and initiation – you’ll gain practical insight into:

  • How recent data breaches have affected breach preparation
  • What types of information are at highest risk of a breach, and how to assess those information stores, and how effective data placement strategies minimize risk
  • Gaining buy-in for breach preparation and information governance by forming a cross-functional committee to lead the charge
  • Resources available to mitigate risk, raise awareness, and instigate proactive behavioral changes
  • Practical approaches to develop and support the initiative

Click here to view the webcast featuring Jim Giszczak and Dominic Paluzzi.

Read full article

Business Restructuring and Bankruptcy Special Report: Ohio’s receivership laws receive dramatic changes

For the first time in 60 years, the state of Ohio has new receivership statutes, effective March 23, 2015. The revised receivership rules act to clarify existing law, and substantially reform and define the powers of a receiver.

Specifically, on January 30, 2013, H.B. No. 9 was introduced to the 130th Ohio General Assembly. H.B. No. 9 proposed amendments to Sections 2333.22, 2715.21, 2735.02 and 2735.04 of the Ohio Revised Code to add to and clarify the powers of a court-appointed receiver, and provide new procedures for the sale of real property by a receiver free and clear of existing liens, claims, and interests. On December 14, 2014, the Governor of the State of Ohio signed H.B. No. 9 into law. This special report provides a summary of the most significant provisions of the new receivership laws.

Read full article