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Inside Internal Controls

News and discussion on implementing risk management

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Business and Legal Issues

Canada moves forward with a remediation agreement regime

It is likely that many organizations will choose to enter into a remediation agreement with the hope of obtaining a stay of the charges and avoiding the risk of a lengthy prosecution and subsequent criminal conviction.

 

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Ontario court declines to enjoin termination of franchise agreement

In the recent decision Azmoon Trading Inc. v. Caffe Demetre Franchising Corp., 2018 ONSC 2868 (“Azmoon”), the Ontario Superior Court of Justice dismissed a Franchisee’s motion for injunctive relief prohibiting the Franchisor from terminating the franchise agreement (the “Agreement”).

 

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Rules of the game (Part 1): Copyright protection of video games in Canada

The Canadian Copyright Act does not identify video games as a specific type of work and the courts have not directly stated what type of “work” video games fall under, but the courts have recognized that video games are protected under copyright.

 

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Good decisions take time and more

Do risk, governance, and audit practitioners consider the problem of decisions where insufficient time was taken to obtain the necessary information, consult with all affected parties, and THINK about the options?

 

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Modernizing Canada’s industrial design regime: Top 10 changes

On June 27, 2018, the Government of Canada published upcoming changes to the Industrial Design Regulations (IDRs). The revised IDRs amend industrial design practice under the existing Industrial Design Regulations and introduce new provisions to implement the Hague Agreement for international industrial design applications and registrations.

 

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Vicarious liability for the intentional torts of workers

It is not always clear when an organization will be liable for the intentional wrongs committed by its representatives. Recent case decisions underscore the difficulty in determining in what circumstances an organization will be held vicariously liable for the intentional wrongs of its workers as well as the challenges in trying to gauge whether a court will find that there was sufficient connection between such intentional wrong and the worker’s duties.

 

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Why are SOX compliance costs increasing so much?

From a recent survey by Protiviti, the information on how many organizations had to issue a cyber-security disclosure is interesting. Apparently, this generally resulted in an increase on SOX compliance hours – although the reason for a significant increase is not clear.

 

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What happens to your franchise agreement in the event of a change in the law?

Because franchise agreements are often signed for long periods of time (generally two to ten years), it is very important for any franchisor, and for anyone drafting a franchise agreement, to make sure that the risk (which is very real and constant) of laws or regulations being changed or of new laws or regulations, or new case law, is covered by appropriate provisions that properly tailored to the network’s industry.

 

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Learn from British Airways’ security breach reporting and notification

British Airways’ experience described in this article underscores that cybersecurity is important, and Canadian entities preparing for mandatory security breach reporting and notification coming into force soon can take lessons from British Airways’ response to a security breach.

 

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Jeffrey Sherman to present at GTA Accountants Network | Early-bird rates, CPD hours

The GTA Accountants Network/Finance Network (GTAAN/GTAFN) and First Reference are presenting four special training sessions for CPD hours in November 2018 on governance, risk management, treasury management, effective internal controls and how best to deal with organizational disruption caused by new technologies, disintermediation and demographic changes.

 

Draft amending regulations issued under the Proceeds of Crime (Money Laundering) and Terrorist Financing Act, including in respect of virtual currencies and prepaid cards

New regulations issued June 9, 2018, follow the recent 2016 Financial Action Task Force (FATF) Mutual Evaluation Report for Canada (the “FATF Report”) which concluded that Canada largely has a strong legal framework and competent authorities dealing with money laundering and terrorist financing risks, but noted certain deficiencies that needed to be addressed.

 

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Ontario Court of Appeal clarifies test under “anti-SLAPP” legislation

Ontario’s anti-SLAPP legislation seeks to provide an appropriate balance between freedom of expression and the right to be able to defend and protect one’s reputation.

 

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Talking about inherent and residual risk

Are organizations unnecessarily risk averse? That can be crippling in many ways, including slowing agility and decision-making as well as failing to take advantage of opportunities.

 

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Canadian developments in digital identity

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Digital identity is increasingly becoming a hot topic globally and Canada is no exception. For example, amendments to the Bank Act (and equivalent legislation in respect of federal insurance companies and federal loan and trust companies) have recently been introduced permitting federally regulated financial institutions to provide “identification, authentication or verification services”.

 

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The “Weinstein Clause” may mark a new era of social due diligence

To gauge the civility of an organization’s culture, adequate policies and training are not enough. The behavior and accountability of top leadership play a key role. You can’t delegate ethics. And it seems the “Weinstein Clause” indicates that boards are finally beginning to understand that.

 

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