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News and discussion on implementing risk management

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Corporate Governance

Targeting the “middle-man”: Intermediaries face $250,000 in penalties for aiding “malvertising” under CASL

CASL compliance has turned to a new group of actors: the service and infrastructure providers that spammers and fraudsters utilize to perpetrate CASL offences.

 

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Concerned about risk? #MeToo: A discussion on civil liability, sports and the #MeToo movement

The ever-changing landscapes of political, social and technological advances mean that risk factors for organizations are constantly evolving.

 

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Deloitte Internal Audit 3.0 has major flaws

Earlier this year, Deloitte published Internal Audit 3.0, The future of Internal Audit is now. It’s great that they are encouraging internal audit departments to change so they can meet modern demands, but their presentation that they are offering something novel and disruptive is way off the mark.

 

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What constitutes a MAC in an M&A deal?

On October 1, 2018, the Delaware Court of Chancery released its decision in Akorn, Inc. v. Fresenius Kabi AG, finding for the first time that a buyer had properly terminated a public company merger agreement based on the occurrence of a “material adverse effect” (sometimes also referred to as a “material adverse change,” “MAC” or “MAE”).

 

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We’re at a tipping point for third-party risk management

If indeed creating a culture of ethics, integrity and respect is the top objective of more than two-thirds of organizations, we could start seeing the results very soon when it comes to a new wave of investing in third-party systems.

 

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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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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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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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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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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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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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What you need to know about the July 2018 amendments to the Ontario Construction Lien Act

On July 1, 2018, the first round of amendments to the Ontario Construction Lien Act – including its new name, the Construction Act – came into force.

 

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The Crown pierces the corporate veil: Court imposes liability on individual for fines imposed against a corporate defendant

An Ontario Court has revolutionized the law with respect to whether an individual can be held personally liable for fines imposed against the corporation for breaches of regulatory legislation.

 

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Cannabis regulations: Health Canada’s solution to support the Cannabis Act

The Cannabis Act will provide a comprehensive national framework for restricted access to regulated cannabis and control its production, distribution, sale, importation, exportation and possession. Within that framework, new sets of regulations were published on July 11, 2018, that spell out the rules and standards for authorized cannabis production, distribution, sale, importation and exportation among other things.

 

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The most important question is WHY

Too often, people do things without asking themselves why they are doing them. It may be because that is what they have always done, what somebody told them to do, or because they read about it in a book or standard.

 

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