Businesses are invited to participate in an international survey from the OECD to measure the impact of tax uncertainty on their investment decisions. Companies have until December 16 to participate in a confidential questionnaire that will take about 30 minutes to complete online. Senior tax or finance directors of businesses that operate internationally or that have considered or are considering foreign expansion are best suited to complete the survey. The survey results will be used by the OECD to assess the extent to which tax uncertainty negatively impacts business investment and to get a better understanding of the factors contributing to tax uncertainty in various jurisdictions that may need reform. (more…)
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Japan has enacted its first class actions legislation, following an international trend seen in the European Union and some other countries in Asia. The new class actions law (the Act on Special Measures Concerning Civil Court Proceedings for the Collective Redress for Property Damage Incurred by Consumers) came into force on October 1. (more…)
On November 16, 2015, we described important substantive and procedural issues that would be addressed by the Federal Court of Appeal (FCA) in an appeal from a decision of the Canadian International Trade Tribunal (CITT). Almost a full year later, on October 21, 2106, the FCA affirmed the decisions of the CITT both in respect of the substantive customs issue, whether or not an importer may claim duty neutral relief under NAFTA more than one year from the date of accounting when its zero-rated tariff classification is re-determined by the Canada Border Services Agency (CBSA) as a positive duty-rated tariff classification, and the procedural issue, the nature and application of the doctrine of precedent in the context of appeals from determinations of the President of the CBSA heard and decided by the CITT. The FCA deferred to the expertise of the CITT, particularly given its expertise and the fact-infused nature of the matters before it.
Two important principles were established by the FCA in the rendering of its decision in the Bri-Chem Trilogy. (more…)
By Emrys Davis
The Supreme Court of Canada released a decision today regarding judicial intervention with jointly recommended criminal sentences following a guilty plea. The SCC adopted a high threshold which will be welcome news to those seeking predictability and certainty when negotiating resolutions in the context of the Canadian Competition Bureau’s (“CCB”) Leniency Program. (more…)
The Supreme Court of Canada’s Fall term, which began on October 3rd, could probably be labelled the “internet term”, with major cases involving both Google and Facebook. The Court will also be hearing a number of other cases that might be of interest to the business community: (more…)
A recent decision from the Alberta Court of Queen’s Bench and Court of Appeal in Elan Construction considered and clarified two aspects of tendering law.
In Elan Construction Limited v South Fish Creek Recreational Association, 2015 ABQB 330, the Alberta Court of Queen’s bench ruled that, despite the reservation of “sole and unfettered discretion” for the benefit of an owner when applying bid evaluation criteria, an owner could not depart from the reasonable expectations of the bidders which were formed by the terms and conditions of the tender documents. With that said, the Court of Queen’s Bench found there were no damages to the wronged bidder considering the selected bidder had lost money on the project.
On appeal, in Elan Construction Limited v South Fish Creek Recreational Association, 2016 ABCA 215, the Court of Appeal confirmed the Court of Queen’s Bench’s decision on the interpretation of the “sole and unfettered discretion” clause but overturned the damages decision and awarded damages. The Court of Appeal confirmed that while a reduction in the quantum of damages for a successful claim for lost profits is possible, the breaching party must plead such defence and show compelling evidence to establish that events which resulted in lost profits or increases expenses of the initial winning bidder (negative contingencies) would have affected the losing bidder if they had won the tender. (more…)
Communications between lawyers and their clients’ accountants or other non-legal professionals are not in themselves privileged but can be where the communication is in “furtherance of a function essential to the solicitor-client relationship or the continuum of legal advice provided by the solicitor”, the Saskatchewan Court of Appeal recently held in Redhead Equipment v Canada (Attorney General), 2016 SKCA 115 [Redhead]. (more…)
On September 28, 2016, the Government of Canada tabled proposed amendments to the Canada Business Corporations Act (CBCA). Corresponding amendments are proposed for the Canada Cooperatives Act and the Canada Not-for-profit Corporations Act. (Read a Backgrounder of An Act to amend the Canada Business Corporations Act, the Canada Cooperatives Act, the Canada Not-for-profit Corporations Act and the Competition Act on the Government of Canada’s website.)
In 2014, the Government asked for submissions on changes to the CBCA and numerous submissions were made proposing many useful changes. Very few changes are included in the proposed amendments. The Government indicated that additional consultation is required and additional amendments may be proposed at a later date.
With respect to the CBCA, the tabled amendments include reforming the process for electing directors of public corporations, requiring corporations to provide information with respect to diversity among directors and senior management, modernizing communications between corporations and shareholders and clarifying the prohibition on bearer certificates. (more…)
On September 29, 2016, Alberta’s Minister for Economic Development and Trade was in Calgary to announce a plan to introduce a 30-percent tax credit program for investments in small businesses during the fall sitting of the legislature. Alberta has a well-educated work force and Alberta entrepreneurship produces numerous important innovations that are the basis of emerging business opportunities. Those opportunities can create wealth and employ Albertans. A difficulty for many such early stage businesses is access to capital. As a result, non-profit organizations such as the CapitalRoad Foundation have created events such as the Banff Venture Forum to bring leading technology companies together with investors. The Alberta Government has also supported a variety of initiatives to facilitate access to capital for these entrepreneurial businesses. The proposed Alberta Investor Tax Credit may be an important additional element in addressing the access to capital issue. (more…)
ASC Releases Proposed Amendments Regarding Disclosure of Corporate Governance Practices
On September 14, 2016, the Alberta Securities Commission (ASC) released for comment its proposed amendments to National Instrument 58-101 Disclosure of Corporate Governance Practices (PDF). The proposed amendments put forward a “comply or explain” disclosure model with respect to the representation of women on the boards of directors and in executive officer positions of public companies (excluding companies listed on the TSX Venture Exchange) (Non-Venture Issuers).