Publications

Being a junior lawyer can be a stressful experience. You're dealing with unfamiliar challenges and competing demands on a daily basis, all while trying to improve your skills in a fast-paced profession. However, there is one experience that stands out for many junior lawyers: dealing with difficult senior counsel on the other side of a file. It can come in the form of an unexpectedly aggressive position or an unwelcome piece of commentary on how you're doing your job: "never in all my years of practice have I seen someone do [x]" or "I'm very disappointed that you're doing [y]" are two favourites. 

But just because a lawyer has a few more years of experience than you does not mean that they are in the right. Learning how to handle senior lawyers who are all-too-comfortable resorting to bullying is an essential part of any lawyer's toolbox. Here are some tips for dealing with those bullies. 

On April 19, 2022, the Ontario Superior Court of Justice will be implementing three new sets of civil litigation guidelines. These guidelines focus on the presumptive mode of attendance for Superior Court proceedings, the presumptive mode of attendance for Small Claims Court proceedings and etiquette for those proceedings moving forward.

Two important highlights stand out in these guidelines: the Court will now be directing that some civil litigation events proceed in person (rather than virtually) and will now be requiring counsel to once again gown for certain attendances.

The attached article is a breakdown of the protocols that counsel will need to abide by starting April 19, 2022.

Joint retainers must be started and ended with caution and conducted with due regard for all of the clients that a lawyer jointly serves.

Recent news reports from the Rogers family litigation provide an example of the risks of conflicts of interest in joint retainers.

Not all situations will be as headline-grabbing as the Ontario Superior Court Application by three Rogers family members seeking to prevent a Bay Street law firm from acting, but the story serves as a good reminder of the procedures in creating and carrying out the joint retainer.

It's common for start-up and growing businesses to allocate a percentage of the company's equity to stock options. The options are used to attract and incentivize key employees who are given the opportunity to share in the growing value of the business. However, many employees do not consider the tax implications of granting and exercising options. Getting familiar with the applicable tax consequences can help reduce the amount owing to Canada Revenue Agency (CRA) and avoid one particularly costly scenario.

Over the past couple of months you may have seen signs on some 400-series highways referring to "restricted tow zones". These zones are part of the Tow Zone Pilot Project introduced by the Ministry of Transportation, which mandates that only authorized tow companies on contract with the Ministry of Transportation can tow vehicles on stretches of the 400-series highways.

The Tow Zone Pilot Project, in turn, is part of Ontario's broader plan to increase oversight of the towing industry in general, and to protect consumers who engage tow services. The main way the province intends to do this is through the Towing and Storage Safety and Enforcement Act, 2021, S.O. 2021, c. 26, Sched. 3 ("Towing Act”).

Republished with permission from the March 2022 issue of The Ontario Dealer magazine.

In honour of International Women’s Day, this issue focuses on women in real estate. Over the past two years, the real estate industry has seen a transformation in how and where we live, work and shop. In this issue we had the pleasure of profiling Shirley Bai and Amanda Carew, both are partners in our commercial real estate group. It was a great opportunity to get to know some of the faces of Foglers better and learn about their practice. We also had the opportunity to interview Jennifer Suess, Senior Vice President, General Counsel & Corporate Secretary at RioCan, Paula Gasparro, Vice President Real Estate Finance at CMLS Financial, and Marnie Taylor, Commercial Real Estate Counsel at Skyline Asset Management Inc. In our conversations with these women, they shared their perspective on leadership, the transformative changes in the real estate sector and what they each foresee as the ‘new normal’ as we enter 2022.

Articles in this issue:

• Don’t be Afraid to Take a Chance on Yourself: A Conversation with Jennifer Suess
• Leading By Example: A Q&A with Paula Gasparro and Marnie Taylor
• Helping Clients Stay One-Step Ahead: A Profile on Shirley Bai, Partner Commercial Real Estate
• Bringing Maritime Charm to Bay Street: A Profile on Amanda Carew, Partner Commercial Real Estate

We sat down with Micheline Gray-Smith, who volunteers her time at the Ryerson Law & Business Clinic. The Law & Business Clinic provides free legal services in a variety of business law matters to entrepreneurs and small businesses that cannot afford to retain a lawyer. Micheline shared with us her experience and the mentorship opportunities she has been able to provide.

This article was originally published by The Lawyer’s Daily (www.thelawyersdaily.ca), part of LexisNexis Canada Inc.

Commercial tenants are often expected to deliver signed estoppel certificates, status statements or tenant acknowledgements in connection with purchase, sale or financing transactions involving leased property. It is also fairly common for tenants to request an estoppel certificate or estoppel language from a landlord when negotiating the transfer of their leasehold interest under a lease. Stemming from the principle of promissory estoppel, estoppel certificates are intended to "estop" a party who signs the certificate from thereafter asserting a fact inconsistent with what is set out in the certificate.

Should a signatory attempt to make a claim based on facts contrary to what was stated in an estoppel certificate, the addressee of the certificate may argue that it detrimentally relied on the statements in the certificate and seek to estop the signatory from enforcing the rights on which the claim is based.

This paper will, by examining relevant case law: (i) provide an overview of the law surrounding estoppel certificates and illustrate how Courts have dealt with discrepancies between leases and estoppel certificates; (ii) consider how and if estoppel certificates bind landlord/purchasers; (iii) explore how an estoppel certificate should be used by a purchaser of a property; and (iv) consider the interplay between the duty of good faith in contracts and estoppel certificates.

This article was originally published by The Lawyer’s Daily (www.thelawyersdaily.ca), part of LexisNexis Canada Inc.

We sat down with Blair Bowen, who serves on the Board of the Canada Africa Partnership (CAP) Network, to hear about his experience volunteering with an organization that for almost 20 years, has helped facilitate partnerships between communities in Canada and Africa to provide capacity building and resources to advance local community development efforts.

Following industry-wide consultations, the Alcohol and Gaming Commission of Ontario ("AGCO") recently announced updates to the Registrar's Standards for Cannabis Retail Stores (the "Standards"), which clarify the Standards relating toinducements. These updates will take effect on June 30, 2022.

As we enter 2022, we wanted to highlight a few of our lawyers who volunteer their time and efforts to inspire creativity, share skills, and strengthen communities. Through our discussions, we learned that their efforts to help others has not been interrupted by the pandemic.

We sat down with Bonnie Fish, who serves as the Board President for the Israel Cancer Research Fund, to hear about her experience being part of an organization that for the past 45 years has helped support scientists in Israel make major breakthroughs in cancer research.

In Canada, there are practising patent agents and trademarks agents who are not lawyers. They are not admitted to any bar of any province or territory in Canada and are not members of any law society. The College of Patent Agents & Trademark Agents (CPATA) is the recently created regulator of patent and trademark agents in Canada in respect of their agency practises. CPATA regulates agents who are and who are not lawyers. The relevant issue is the privilege which applies to agents who are not also lawyers and in this instance specifically to patent agents who are not also lawyers.

To say Michael Fraleigh likes to help is an understatement. In addition to his busy health law practice, he manages to spend a considerable amount of time giving back to his community. According to Michael, who is the President of Temple Sinai Congregation of Toronto and on the Board of Directors for the Alzheimer's Society of Ontario, "when you invest the time and energy to volunteer, you are investing in yourself just as much as the causes you support."

On January 5, 2022 the Canadian Government amended the Food and Drug Regulations to allow healthcare practitioners to apply, on a case-by-case basis, to the Minister of Health (the "Minister") for special access to a certain class of "restricted drugs" including amphetamines, psilocybin and lysergic acid diethylamide (LSD).  Further, the January 5, 2022 amendments simplify the framework of regulation over all forms of cocaine in Canada, thereby reducing complexity for stakeholders applying to conduct activities with cocaine (e.g. research).  

As we enter 2022, we wanted to highlight a few of our lawyers who volunteer their time and efforts to inspire creativity, share skills, and strengthen communities. Through our discussions, we learned that their efforts to help others has not been interrupted by the pandemic.

It is common for many of us, especially older adults, to feel isolated and lonely. The COVID-19 pandemic has only made this isolation worse. Through Circle of Care's Phone Pal program, volunteers provide companionship and social contact to older adults through weekly phone calls. As a volunteer with the program, Aida Nabavi and her Pal, an elderly gentleman, communicate a couple of time a week – and sometimes every day. As his Pal, Aida's role is to check in with him on a regular basis to see if he has everything he needs including groceries and medication, and most of all to be his friend. Aida has been volunteering with Circle of Care since 2015 and is a champion of the Phone Pals program as she wholeheartedly aims to address her Pal's isolation and seeks to find ways to improve the overall qualify of his life.

As we come to the close of an unforgettable year, we wanted to highlight a few of our lawyers who volunteer their time and efforts to inspire creativity, share skills, and strengthen communities. Through our discussions, we learned that their efforts to help others was not interrupted by the pandemic.

For 19 years Ron Davis and some of Canada’s finest musicians have donated their time and talents to bring music and cheer to the less fortunate at the annual Lawyers Feed the Hungry Christmas Dinner. The Lawyers Feed the Hungry program was established in 1998 to support those residents living with food insecurity, in poverty, or homelessness. It is one of the City's few year-round programs providing approximately 60,000 meals each year. For Ron, who volunteers with a number of organizations that support the Arts, volunteering with Lawyers Feed The Hungry has been one of his most rewarding experiences –allowing him to help those in need, and spread some holiday cheer through music.

As we come to the close of an unforgettable year, we wanted to highlight a few of our lawyers who volunteer their time and efforts to inspire creativity, share skills, and strengthen communities. Through our discussions, we learned that their efforts to help others was not interrupted by the pandemic. 

Alex Kolandjian is a Partner in our Real Estate practice who volunteers his time behind the scenes at the Pomegranate Film Festival as part the organizing committee – a group of young Armenian professionals bound by a passion for film and culture. The Pomegranate Film Festival, established in 2006 stems from the Toronto Chapter of the Hamazkayin Armenian Educational and Cultural Society. Now in its 15th year, the Pomegranate Film Festival is a unique community event celebrating Armenian inspired films

As we come to the close of an unforgettable year, we wanted to highlight a few of our lawyers who volunteer their time and efforts to inspire creativity, share skills, and strengthen communities. Through our discussions, we learned that their efforts to help others was not interrupted by the pandemic.

Each year millions of refugees make the difficult decision to flee their homelands in search of a safe place to call home. For Adam Varro, an associate in our litigation practice, volunteering his time on the Board of Directors of Adam House to help refugees establish new lives in Toronto has been a rewarding experience. Adam House is more than just a shelter. The sense of community and friendship the envelops anyone who walks through their doors is shared by the staff, volunteers and residents – many of whom come back as volunteers themselves.

This article will address two pressing questions that commercial landlords and tenants in Ontario have about the implications of the expiry of the CERS program on their respective businesses:

1) Moving forward, will there be alternative rent subsidy programs available to commercial landlords or tenants who are struggling due to the impacts of the COVID-19 pandemic?

2)How will the expiry of the CERS program affect Ontario's moratorium on commercial distraint proceedings and landlords' rights of re-entry?

On November 24, 2021, the TSX Venture Exchange ("TSXV" or the "Exchange") published a bulletin outlining a number of amendments made to TSXV Policy 4.4 — Incentive Stock Options (the "Former Policy"). The amendments (the "New Policy") came into effect the same day the bulletin was published.

Some of the most significant changes made to the Former Policy include:

• The expansion of more than one type of security-based compensation;
• Additional categories of security-based compensation plans;
• The introduction of effective compensation tools to advance the interests and flexibility of issuers; and
• Permission of the exercise of stock options on a "cashless" and "net exercise" basis.

Certain large issuers may soon be able to file a final base shelf prospectus without first filing a preliminary one. On December 6, 2021 the Canadian Securities Administrators ("CSA") published temporary exemptions from certain base shelf prospectus requirements for qualifying issuers. The exemptions, which go into effect on January 4, 2022, only capture large reporting issuers, termed "well-known seasoned issuers" ("WKSIs").

Ontario does a very good job regulating certain business sectors in order to ensure a fair marketplace and consumer protection. Three of Ontario's most common regulated industries are motor vehicle sales, governed by the Motor Vehicle Dealers Act and the Ontario Motor Vehicle Industry Council ("OMVIC"); real estate sales, governed by the Real Estate and Business Brokers Act and the Real Estate Council of Ontario ("RECO"), and; cannabis sales, governed by the Cannabis Licence Act and the Alcohol and Gaming Commission of Ontario ("AGCO"), which also governs liquor licencing.

As of December 31, 2021, certain amendments to National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations (the "Rule") and its Companion Policy, known as the Client Focused Reforms ("CFRs") are coming into force. 

As we discussed in the first article of this two-part series, courts have increasingly emphasized how they will expect litigants and their counsel to adapt to virtual proceedings in order to safely move matters forward.

To read the full article published by The Lawyer's Daily click here.

This article was originally published by The Lawyer’s Daily (www.thelawyersdaily.ca), part of LexisNexis Canada Inc.

With the COVID-19 pandemic ongoing and with no clear end in sight, Ontario courts are continuing to provide guidance on their expectations around litigating virtually. Specifically, since the pandemic began, courts have increasingly emphasized how they will expect litigants and their counsel to adapt to virtual proceedings in order to safely move matters forward. By extension, they are less sympathetic to parties who insist on proceeding in person. 

To read the full article published by The Lawyer's Daily click here.

This article was originally published by The Lawyer’s Daily (www.thelawyersdaily.ca), part of LexisNexis Canada Inc.

Over a year and a half into the COVID-19 pandemic, Ontario Courts are continuing to comment on their expectations around litigating virtually. Specifically, since the pandemic began, Courts have increasingly emphasized how they will expect litigants and their counsel to adapt to virtual proceedings. In contrast, they are less sympathetic to parties who insist on proceeding in-person. Here are some recent highlights on this topic.

Since 2014, the Supreme Court has released a trilogy of cases finding and expanding on the duty of good faith in contractual performance. Parties to an agreement of purchase and sale are under a duty to act in good faith and have an obligation to take all reasonable steps to complete the contract. The majority of real estate contracts have clauses providing that time is of the essence. This article considers whether the duty of good faith changes parties' obligations on closing of a real estate transaction. When faced with a request to extend the closing date, is the counterparty obliged by the duty of good faith to agree? Is time still of the essence?

Crypto-assets, which are forms of digital currency that operate on a decentralized network, are known to be theoretically immune to government interference and manipulation, as these digital assets operate on systems that are "decentralized". This concept of decentralized control runs antithesis to traditional financial systems, which rely on the use of centralized intermediaries. Unlike traditional currency, crypto-assets can be transferred from peer to peer, without the need to be relinquished to an intermediary party, such as a bank or a government.

Many employers feel helpless when confronted with medical certificates. Though their instincts suggest that some of these medical certificates ought to be challenged, there is an inhibition to do so for fear that this would intrude on the employee's privacy and/or human rights. Employers should be aware that in adopting a fair and balanced approach to this issue, demands may be made of the employee for the provision of additional non-medical information to justify the employee's absence from work or return to work.

Investor demand for climate-related disclosure, as well as information provided by public companies, has grown dramatically in recent years. This has resulted in incomplete or inconsistent climate-related disclosure. In light of this, on October 18, 2021 the Canadian Securities Administrators ("CSA") published the proposed National Instrument 51-107 Disclosure of Climate-related Matters (the "Proposed Instrument") and its companion policy for a 90-day comment period. The Proposed Instrument would introduce disclosure requirements regarding climate-related matters for reporting issuers. This article summarizes the main components of the Proposed Instrument.

The Ontario Government has released the Capital Markets Act (the "CMA") — a draft legislation that intends to modernize the legislative and regulatory framework of Ontario's capital markets, and further enhance the province's position as a globally competitive capital markets jurisdiction. If passed by the Legislative Assembly of Ontario, the CMA will replace both the Securities Act and the Commodity Futures Act in Ontario.

What happens when an irresistible force meets an immovable object? That question comes to mind in reading two recent high-level decisions on limitation periods. Certainty that the Court of Appeal for Ontario may have created in its January 2021 decision of Kaynes v. BP p.l.c., may now be clouded by the Supreme Court of Canada's July 2021 decision in Grant Thornton LLP v. New Brunswick.

Privacy Breaches raise major reputational and legal liabilities for auto dealers of all sizes. Why? Auto dealerships collect a great deal of personally identifiable information, in some cases, even more than banks.

Republished with permission from the October 2021 issue of The Ontario Dealer magazine.

The COVID-19 pandemic and resulting economic uncertainty caused many organizations to reassess their business models and react quickly to a rapidly changing situation. Despite these challenges, we had the opportunity to support many of our clients as they adapted, innovated and even expanded their operations. In this series of interviews, we hope to highlight the adaptability and resilience of a few selected clients who have made some remarkable and swift changes over the
course of the pandemic.

While the pandemic forced many organizations to fundamentally rethink their offerings to survive, others were able to adapt, and even expand despite the challenges posed by the past year. We sat down with Ian Schnoor, President & Founder of The Marquee Group, Canada’s leading provider of financial modeling training and consulting, to learn about how COVID-19 forced them to pivot their successful in-person financial modeling courses online – in turn making it available and on demand to a global audience.

As small businesses across Canada continue to be impacted by unexpected challenges presented by the COVID-19 pandemic, we reached out to Kristi Herold, founder and CEO of Sport & Social Group, now rebranded as JAM, powered by Sport & Social Group, to understand how her business has been uniquely impacted by COVID-19. In our short
interview with Kristi, we learned about the dire early impact of COVID-19 and the organization’s lateral extension of its existing capabilities as a recreational sports league. Their successful pivot from in-person to online allowed them to engage with existing customers and find new ones.

The passage of Bill C-208, effective June 29, 2021, has generated increased attention to the issues and planning opportunities surrounding the sale of family owned businesses, particularly where a sale of shares may qualify for the lifetime capital gains exemption for "qualified small business corporation" shares, or QSBC shares. 

One of the most common questions employers are asking at this point in time during the pandemic is this: "Can we require our employees to be vaccinated before allowing them to return to work?" The answer has been this: "it depends", followed by an explanation of human rights' considerations, privacy considerations, health and safety considerations, etc. On August 13, 2021, the federal government made an announcement that suggests the pendulum might be swinging towards a "yes" on that question. On August 17, 2021, the provincial government made an announcement that suggests the same swing.

The rise of online intermediaries, such as Google, Amazon and Facebook, has radically changed the way in which many businesses and individuals operate and has introduced novel legal and business questions and challenges.

A summary of CERS and the current moratorium is contained in the attached article.

The significant amendments to the Business Corporations Act (Ontario) (the "OBCA") introduced by the Better for People, Smarter for Business Act, 2020 ("Bill 213") were proclaimed into force and took effect on July 5, 2021. 

Featured in the OBA's JUST Magazine:

Published in the Toronto Lawyers' Association TLA Journal.

With new federal privacy legislation moving through the pipeline, and the increase in online sales (car sales especially), dealers and businesses alike should put their mind to whether they have adequate privacy policies in place to comply with the Personal Information Protection and Electronic Documents Act (“PIPEDA”).

Republished with permission from the June 2021 issue of The Ontario Dealer magazine.

The Ontario Superior Court recently released an endorsement in Taylor v. Hanley Hospitality, 2021 ONSC 3135, which provided much needed guidance on how constructive dismissals are impacted by IDEL.

Wondering what should happen in civil litigation when the "new normal" arrives? Samantha Green interviews Anne Posno, David Steinber and Nadia Campion on virtual hearings best practices.  To read their perspective visit the OBA article link here: https://www.oba.org/Sections/Civil-Litigation/Articles/Articles-2021/May-2021/Interview-with-Anne-Posno-David-Steinberg-and-Nad

Bill Taggart’s comprehensive review of the Anishnabek Nation Governance Agreement appears in Key Developments in Aboriginal Law, Volume 2 edited by Thomas Isaac and published by Thomson Reuters.

On April 7, 2021, in Goldentuler v. Simmons Dasilva LLP, 2021 ONCA 219 (CanLII) the Court of Appeal dismissed the Plaintiff lawyer’s claim for negligence against the Defendant lawyers on the basis that the Defendants had not been retained by the Plaintiff, and therefore the Plaintiff had no legal capacity to sue the Defendant lawyers.

When a corporation expands its business into Canada, consideration should be given to whether it can register its brand as a trademark in this new market. 

In Marshall v. Jackson, 2021 ONSC 2361 (CanLII), released April 1, 2021, Justice Morgan overturned, in part, a Master’s decision to require a lawyer sued for negligence to answer two questions refused on discovery.

In Boodram v Peel Standard Condominium Corporation No. 843, the Condominium Authority Tribunal (the "CAT") reviewed the Corporation's ability to make a determination as to whether someone is a visitor or resident, in order to properly apply the Corporation's declaration provision which prohibits a resident from parking in Visitor Parking.

In this article, we highlight certain spending measures and new programs that the government has introduced for the purpose of encouraging i

With the deadline fast approaching to file personal income tax returns for 2020, some important questions to consider are whether or not an employee is eligible to claim a deduction for home office expenses for the tax year of 2020 and if so how to calculate such home office expenses?

As virtual visits become an accepted method of providing health care, it is important to ensure that health privacy laws are observed.  Whether care is provided by telephone consultation, video conferencing or secure messaging, providers must be mindful of their obligations relating to the collection of personal health information, health information security, and ensuring that those involved have the necessary training in privacy and security.

One of the biggest areas of speculation during the span of budgets delivered under the Trudeau government has been whether the government will announce an increase in the capital gains inclusion rate.

This article was originally published by The Lawyer’s Daily (www.thelawyersdaily.ca), part of LexisNexis Canada Inc.

In the Durham Sports Barn Inc. Bankruptcy Proposal, an Ontario court considered for the first time the application of a force majeure clause (and to a lesser extent, a quiet enjoyment clause) in a commercial lease in the context of the COVID-19 pandemic. 

Paper presented at the Law Society of Ontario's Six-Minute Commercial Leasing Lawyer Program .

Transitioning to the online car sales world may seem daunting for those taking the leap out of interest – or out of necessity – but it will pay dividends for those who endeavour to meet and exceed the standards in place for traditional car
sale models.

Republished with permission from the March 2021 issue of The Ontario Dealer magazine.

We are pleased to introduce Forward with Foglers: Trends and Ideas, a new quarterly publication designed to share our perspectives and insights around matters that are important to our clients both inside and outside the boardroom.  In honour of International Women's Day 2021 and the theme of Choose to Challenge, our first issue is focused on promoting discussions around gender.

In Ontario, the Human Rights Code (the "Code") prohibits discrimination on a number of grounds including sex, family status, gender identity, and gender expression. Despite these protections, we live in a world where global headlines still include "Transgender America: 30 Killed and Fatally Shot Already in 2020", "Teacher Fired over Transgender Pronoun Fight Files Suit", "Man arrested for allegedly spitting on transgender woman in subway", and "Activist who raised awareness for transphobia murdered in Toronto". These articles discussed, respectively, (i) how 2020 was the most violent year for transgender people in America over five years, (ii) the firing of a teacher who refused to use a transgender student's preferred pronoun, (iii) the story of a trans woman who was spit on, hit, and called transphobic slurs on the subway in New York City, and (iv) the murder of a trans activist in Toronto. These stories were all published between October, 2019 and October, 2020. Otherwise said, this is not "old news".

Last year, Foglers' FR Women's Network celebrated International Women's Day with guest speaker Connie Walker, an award-winning Cree investigative journalist who is leading the dialogue on Indigenous women's rights in Canada. At the event Connie described her career trajectory as a journalist at CBC; the influence of the Truth and Reconciliation Commission's report; how the coverage and reporting on Indigenous issues has evolved in the media; and the rise of social media and the platform it has provided.

In the "Before Times" in 2020, I attended the Women in Law Summit, hosted by Canadian Lawyer magazine. The purpose of the conference was to focus on practical strategies that law firm leaders can employ to help attract and retain female lawyers. My biggest take away from the conference is that law firms and law firm leaders want to support women in law but there are still lots of questions, with no simple answers, about how to make this happen.

Canada’s proposed new private sector privacy legislation: Key issues for Canadian business

Our Managing Partner Michael Slan reflects on 2020 and reaffirms our commitment to our clients with a message that instils a sense of optimism as we all work together to chart a path forward.

As regions move back to the colour-coded framework, condominiums should be aware of relevant restrictions that affect day-to-day operations of the condominium including but not limited to changes to gym re-opening limits and gathering limits. 

We see hearts and roses everywhere during the month of February, especially in the weeks leading up to Valentine's Day. Given the amount of time Canadians spend at work, it is not surprising that relationships bloom in the workplace from time to time. After all, many of us spend more time with our colleagues than with our friends and family.

This begs the question: Can I date my colleague?

In today's environment, information can be downloaded, transferred or shared instantly. How can organizations best protect their intellectual property assets and confidential information to maintain their competitive advantage?

Recently, Justice David Corbett of the Ontario Superior Court of Justice made a significant contribution to the evolution of cyber-remedies by recognizing the tort of harassment in internet communications in Caplan v. Atas, 2021 ONSC 670. The 65-page decision is remarkable in many ways, so much so that the story is the subject of a lengthy New York Times article. The focus of this article is the litigation significance of this landmark decision.

This article was published in the February 2021 Issue of the Toronto Law Journal.

We anticipate that the Regulation O. Reg. 129/20, which allows for virtual witnessing in counterpart for the execution and witnessing of Wills and Powers of Attorney in Ontario (the "Regulation"), will be extended indefinitely until the end of the pandemic. The most recent extension occurred on January 15, 2021, by way of O. Reg. 15/21, as the Ontario government once again prolonged the order for Wills and Powers of Attorney to be witnessed virtually to February 19, 2021. O. Reg. 458/20 has accordingly been updated to reflect this date as well.

In a bid to assist commercial tenants, there are currently two moratoria in place on the exercise of eviction and distress rights against commercial tenants, one which relates to the now defunct Canada Emergency Commercial Rent Assistance ("CECRA") program and the other which is tied to the Canada Emergency Rent Subsidy ("CERS") program.

On January 12, 2021, the Ontario government declared a second provincial emergency under section 7.0.1 (1) of the Emergency Management and Civil Protection Act, in response to the drastic rise in the number of COVID-19 cases in the province.

On January 4, 2021, Dr. Eileen de Villa, Medical Officer of Health, announced new measures for all employers and persons responsible for a business or organization in the City of Toronto permitted to be open under the Reopening Ontario Act. All persons responsible for a business or organization in Toronto are instructed to follow the public health measures outlined in this article.

IDEL is a job-protected leave under the ESA, which means that employees cannot be terminated, penalized or reprised against for requesting or taking an IDEL. The IDEL is an unpaid leave of absence.

In C.M. Callow Inc. v Zollinger, 2020 SCC 45, a decision released on December 18, 2020, the Supreme Court of Canada confirmed that parties to a contract must act in good faith and have a duty to act honestly, even when exercising a right of termination in a contract. 

On November 30, 2020, a new regulation to amend the Ontario Rules of Civil Procedure — O. Reg. 689/20 — was filed. It will come into effect on January 1, 2021.

The regulation introduces various amendments to the Rules which take into consideration our increasingly virtual litigation practices. These amendments will include new rules around virtual hearings, electronic signatures, commissioning, preparing documents and electronically exchanging documents.

For tax years ending on or after December 31, 2021, new reporting rules established by the Canada Revenue Agency will require heightened disclosure and transparency for trusts. Trustees and advisors should be aware of the rules summarized in this article to ensure ongoing compliance.

COVID-19: The Shift to a More "Flexible" Securities Market", published in the TLA Journal discusses the different approaches taken in response to COVID-19 that can help market participants be more prepared the next time an "unprecedented event" arises.

With the opening of the application period for the Universal Broadband Fund (UBF), which was announced by the federal government earlier this month, there is great opportunity for Indigenous communities to improve internet and mobile connectivity in their communities and surrounding areas at a very low cost.

Many of the conversations during Canadian Innovation Week concerned efforts related to the fight against the COVID-19 pandemic. In this article we have outline some of the major developments in the past eight months with respect to intellectual property innovation during the pandemic.

For this article, and given the times we are living in, I thought I would take the opportunity to review some of the things that have come across my desk over the last few months, and share some thoughts and tidbits of information.

This article first appeared in the November 2020 edition of the Ontario Dealer Magazine and is republished with their permission.

Bonnie Fish and Alexander Evangelista co-authored "Shining a Light on Privacy: Untangling the Web of Canadian Privacy Laws" published in Thomson Reuters' Annual Review of Civil Litigation 2020. This paper is intended to offer guidance in navigating the expanding landscape of Canadian privacy laws.

Regularly cited by appellate courts across Canada, including the Supreme Court of Canada, the Annual Review of Civil Litigation has been providing leading-edge coverage of the civil litigation issues of the day.

Each article in this edition is designed to help you understand how new developments in Canadian law will affect your practice.

Reproduced by permission of Thomson Reuters Canada Limited from Annual Review of Civil Litigation 2020, ed. The Honourable Mr. Justice Todd L. Archibald.

This article deals with the liability issues proposed by Bill 128.

On November 2, 2020, the Government of Canada introduced Bill C-9, which sets out details of the new rent support program called the Canada Emergency Rent Subsidy ("CERS"), which was previously announced on October 9, 2020. Bill C-9 would serve to amend the Income Tax Act (Canada). As of the date of this article, the legislation has yet to receive royal assent and remains subject to change.

The new rent subsidy provides support to qualifying businesses, charities, and non-profits that have suffered a revenue drop as a result of the COVID-19 pandemic. CERS effectively replaces the Canada Emergency Commercial Rent Assistance ("CECRA") program and provides more flexibility and accessibility to both commercial tenants and property owners.

This Paper was presented at the The Civil Litigator’s Survival Guide to Evidence conference organized by Osgoode Professional Development.

The Government of Ontario recently introduced Bill 213, Better for People, Smarter for Business Act, 2020 to reduce regulatory burdens and remove barriers to economic growth, opportunity and innovation. 

Medical assistance in dying ("MAID") has been legal in Canada since June 2016. Now, proposed amendments would extend the availability of MAID to those who face irreversible suffering but whose death is not foreseeable.

The Supreme Court of Canada recently released its decision in Matthews v Ocean Nutrition Canada Limited, 2020 SCC 26, awarding a constructively dismissed employee with $1.1 million dollars in damages for his employer's failure to provide him with 15 months of reasonable notice upon termination, and a bonus payment that realized during his reasonable notice period.

In what is becoming a familiar refrain, the Ontario government has once again extended the time for Wills and Powers of Attorney to be witnessed virtually (i.e. over a video link) by 30 days to November 21, 2020

The Supreme Court of Canada has denied leave to appeal of the Ontario (Energy) v Quality Program Services Inc.1 Federal Court decision, thereby bringing finality to whether public authorities are immune to trademark infringement claims arising from use of their official marks. 

As of September 26, 2020, all employers, regardless of the sector they belong to, are now required to pre-screen their workers and any essentials visitors prior to their entry into the workplace. 

On September 25, 2020, Health Canada published the results from its consultation "Potential Market for Cannabis Health Products (CHPs) that would not Require Practitioner Oversight", which took place from June 19 to September 3, 2019. The consultation sought feedback from the Canadian public and industry on a new category of cannabis products, referred to as cannabis health products ("CHPs").

The Canada Revenue Agency (“CRA”) has several collection powers under the Income Tax Act(“ITA”) and the Excise Tax Act (“ETA”) to ensure the remittance of taxes. When taxes are not remitted, the CRA has an arsenal of collection tools including the deemed trust, garnishment, and certification of tax debts with the Federal Court to obtain a judgment. These remedies have different impacts on secured creditors and unsecured (judgment) creditors. They are also treated differently in a bankruptcy situation, with some of the remedies maintaining Crown priority and others losing priority status. It is important to understand the distinctions between the collection mechanisms and how they operate under the ITA and the ETA in order to advise secured and unsecured creditors or lenders working with individuals who have a tax debt. This article examines each of the collection mechanisms and attempts to clarify the distinctions between them.

Use it or lose it" is a staple expression known to Canadian trademark lawyers. Once a business successfully registers a trademark in Canada, it must "use" its registered mark in Canada or it may lose the protections provided by the Trademarks Act (the "Act"). 

The acronym "IDEL" refers to the Ontario government's Infectious Disease Emergency Leave, which was added to the Employment Standards Act (the "ESA") in March, 2020 in response to the COVID-19 pandemic. The IDEL is a job-protected leave under the ESA, which means that employees cannot be terminated, penalized or reprised against for requesting or taking an IDEL. The IDEL is an unpaid leave of absence.

The Emergency Management and Civil Protection Act, temporarily permits virtual execution of Wills and Powers of Attorney through audio-visual communication technology during the COVID-19 emergency. 

On August 26, 2020, the Ontario government announced that changes to expand the jurisdiction of the Condominium Authority Tribunal (the "CAT") will come into effect on October 1, 2020.

To date, the CAT's jurisdiction has been limited to hearing disputes relating to requests for records.

The federal government announced on Thursday, August 20, 2020 new income support measures as individuals are transitioned off of the Canada Emergency Response Benefit (the "CERB"). These income support measures include an extension to the CERB, adjusted eligibility for Employment Insurance benefits, and new benefit programs.

The U.S. Supreme Court recently confirmed that a "generic.com" term may be eligible for federal trademark registration in the U.S., in certain circumstances. We will review the relevant decisions, discuss the Canadian legal framework with respect to registration of such mark and consider the implications of seeking registration of a "generic.com" or a "generic.ca" mark in Canada.

The Federal Court of Canada (the "FCTD") recently released Toys "R" Us (Canada) Ltd v Herbs "R" Us Wellness Society, in which it considered whether a cannabis company, Herbs "R" Us Wellness Society ("Herbs R Us"), had breached Sections 20, 7(b) and 22 of Canada's Trademarks Act (the "Act") with respect to claims of trademark infringement, passing off and depreciation of goodwill. This is an interesting case in its review and application of Section 22 of the Act. It provides further protection for trademark owners in Canada.

A recent case from the Ontario Court of Appeal likely invalidates thousands of termination clauses across Ontario. If you are an employer using template employment agreements, you should have your templates reviewed right away. Your termination clauses may no longer be enforceable.

Public issuers may choose to go private for several reasons. Among those most common may include the desire to minimize the time and costs affiliated with being a reporting issuer (audit, legal, transfer agent, stock exchange), the potential for greater fundraising activities, and the ability to close transactions faster. We have prepared this article to summarize ten (10) considerations that issuers, directors and special committee members should turn their minds to during a going private transaction.

The COVID-19 pandemic has impacted businesses across the industry spectrum in a manner not previously seen in a generation. Its collateral effect upon employees is nothing short of devastating. In response, both the Canadian federal and provincial governments have issued an array of support measures and guidelines that are continually being revised to address ever-evolving considerations. Based on client inquiries I have received in recent weeks; the following are some of the more recurrent employee-related questions being raised by employers. This article was first published in the June 2020 edition of Collision Repair Magazine 

On June 5, 2020, the Federal Court of Appeal released its decision in 3510395 Canada Inc. v. Attorney General of Canada et al., 2020 FCA 103, in which it upheld the constitutionality of Canada's anti-spam legislation. 

On June 4, 2020, as part of its effort to reduce the regulatory burden, the Canadian Securities Administrators (the "CSA") announced amendments coming into effect on August 31, 2020 (the "Amendments") to the regulatory framework for at-the-market ("ATM")distributions. Among other things, the Amendments will eliminate the requirement to obtain exemptive relief from securities regulatory authorities and will streamline the process for conducting an ATM distribution.

Non-unionized employees who have had their hours reduced or eliminated as a result of the COVID-19 pandemic will be deemed to be on Infectious Disease Emergency Leave, which is unpaid, job-protected leave. The Regulation applies throughout the COVID-19 period, which is from March 1, 2020 until the date that is six weeks after the day that the emergency is declared terminated.

An 'estate freeze' is a common tax planning strategy. The owner of shares of a private company can 'freeze' the value of his/her shares and transfer the future growth of the company to other family members. The benefit of a freeze from an income tax perspective is that the future taxation of the growth of the company can be transferred to other family members particularly children, thus limiting the tax liability of the owner on death and deferring the tax to the next generation. 

This comprehensive guide provides an overview of the legal framework governing Canadian business operations and outlines key considerations for investing and conducting business in Canada. Find up-to-date information on the following topics:

• Types of Business Organizations
• Directors' Liabilities
• Foreign Investment and Anti-Competition Legislation
• Bankruptcy and Insolvency
• Securities Regulation
• Sales and Transfer Taxes
• Income Taxes
• Customs and Excise Duties
• Intellectual Property
• Investment Incentives
• Immigration Restrictions for Non-Canadians
• Employment Law
• Environmental Law
• Electronic Commerce
• The French Language Requirements in the Province of Quebec

The Ontario Securities Commission (the "OSC") hosted a presentation entitled "Continuous Disclosure Obligations and Considerations for Small and Medium Enterprises" ("SMEs") on May 6, 2020 (the "Presentation"). The purpose of this article is to summarize some of the key points discussed during the Presentation, with a particular focus on management's discussion and analysis ("MD&A"), financial information, material change reports ("MCRs") and temporary relief for executive compensation disclosure.

On May 12, 2020, the provincial legislature approved (temporary) amendments to the Condominium Act, 1998 (the "Act") as part of Bill 190, the "COVID-19 Response and Reforms to Modernize Ontario Act, 2020".

Largely, these amendments to the Act mirror the earlier COVID-19 emergency order concerning condominium meetings and related issues. The emergency order, for example, provided time extensions for Annual General Meetings, allowed for 'virtual' condominium owners' meetings, permitted electronic service and implemented various other related measures.

The Ontario Ministry of Health indicates that there is evidence of human-tohuman transmission of the novel coronavirus (COVID-19). On April 30th, guidelines for certain industries were released by the Premier's Office. The Ontario government works closely with four provincial health and safety associations to help set, communicate and enforce the Occupational Health and Safety Act (the "Act"). In partnership with the Public Service Health and Safety Association ("PSHSA"), five guidelines were released as they relate to the health care sector.

In response to the unprecedented strain COVID-19 has placed on healthcare human resources in Ontario, on May 1, 2020, the Government of Ontario issued a new temporary emergency order, O. Reg. 193/20, under subsection 7.0.2 (4) of the Emergency Management and Civil Protection Act, which provides measures respecting hospital credentialing processes. This emergency order supports the needs of Ontario's hospitals and healthcare workers so more of their time and resources can be spent on alleviating the outbreak of COVID-19 and administering patient care.

Takeaways from The Advocates' Society annual Top Cases in Commercial Litigation program. Republished with permission from The Advocates' Society.

Parliament has adopted a $73-billion wage-subsidy bill to help Canadian businesses through the COVID-19 pandemic. However, the devil is in the details and a careful examination of the legislation is needed to determine whether any given employer will qualify for the subsidy. Join us on Thursday April 30^th at 1:30 pm for a webinar where our tax and employment lawyers will discuss what you need to know and provided answers to your pressing questions. View the PDF for more information and registration details.

While tenants attempt to negotiate relief from their lease obligations, landlords are concerned with the absence of relief from mortgage or realty tax payments, creating a clear tug-of-war between these parties during an increasingly difficult time.

On the evening of Friday April 24, 2020, the Ontario government expanded the scope of its emergency orders to now address various issues relating to condominium owner and board meetings. The orders are retroactive to March 17, 2020 and will apply, unless amended further, for the duration of the emergency order. 

For the better part of 15 years I have represented various members of the automotive community (Manufacturers, Dealers, Salespeople, Repairers, Lenders, Lead Generators and more) throughout Ontario and Canada. During this time I have done my utmost to assist and represent the interests of the automotive community by ensuring that I was up to date, knowledgeable and passionate about the issues of the day. Today, there is no more pressing issue than COVID-19, and the industry's response to it.

Implications of the Decision in MDS Inc. v. Factory Mutual Insurance Company (FM Global), 2020 ONSC 1924 on Business Interruption Claims Arising from the COVID-19 Pandemic

This week, the Canada Revenue Agency released details on how businesses can apply for the Canada Emergency Wage Subsidy ("CEWS"). 

On April 17, 2020 the Ministry acknowledged in a Mining Lands Administration System Update (the "Update") that the pandemic is a special circumstance creating challenges for all claim holders in Ontario. The Update provides that holders with claim anniversary dates on or before December 31, 2020 will be given an exclusion order by simply making a brief email request to the Provincial Mining Recorder Office at pro.ndm@ontario.ca on a no cost basis. The exclusion order will remove the requirement to carry out assessment work for a period of time of up to 12 months.

On March 5, 2020 the Canadian Securities Administrators (the "CSA") introduced a harmonized process for full reviews of prospectuses on a confidential pre-filing basis for non-investment issuers (the "Pre-File Process"). The concept of pre-filing a prospectus for comment is not new, however it was previously applied inconsistently by the various regulators. This prompted the CSA to respond by releasing its Staff Notice 43-310 Confidential Pre-File Review of Prospectuses (for non-investment fund issuers) (the "Staff Notice") to help harmonize the pre-filing process, and to help issuers obtain more certainty and flexibility in prospectus offerings.

In one of the most recent decisions of the Condominium Authority Tribunal ("CAT" or the "Tribunal"), we can see that the CAT is taking a hard line on corporations and a "reasonable excuse" for the non-production of records. In Surinder Mehta v Peel Condominium Corporation No. 389, 2020 ONCAT 9, the Tribunal determined quite decisively that "they do not exist" is not a reasonable excuse for not producing required records, and corporations can expect to pay the maximum penalty in such situations.

Given the large numbers of people, both employed and self-employed, who are currently working from home in order to comply with physical distancing guidelines, it is useful to review the rules surrounding the deduction of home office expenses, for purposes of the Income Tax Act (Canada) (herein the "Act"). While there are many similarities, there are some subtle differences in the restrictions that apply to employees earning employment income versus self-employed individuals earning income from carrying on a business at home.

On March 20, 2020, the Province of Ontario filed an order in council under the Emergency Management and Civil Protection Act effectively suspending until further notice all statutory limitation periods, including the limitation periods to preserve and perfect construction liens retroactive to March 16, 2020. However, the inclusion of construction liens in the suspension order proved highly problematic. 

Pursuant to a bulletin issued on April 8, 2020, the TSX Venture Exchange ("TSXV") implemented further temporary relief measures (the "Temporary Relief") in response to the COVID-19 pandemic, regarding its $0.05 minimum pricing requirement.

On April 11, 2020, the federal government passed Bill C-14 (A second Act respecting certain measures in response to COVID-19; the "Act") which amended the Income Tax Act to implement the 75% COVID-19 emergency wage subsidy first announced by the government on March 27, 2020.

On a high-level basis, the Act provides a 75% wage subsidy (up to a maximum of $847 per week) to employers in respect of employees that continue to be employed during the crisis. As always, however, the devil is in the details and a careful examination of the legislation is needed to determine whether any given employer will qualify for the subsidy.

Unfortunately, due to the contagious nature of COVID-19, it is likely a matter of when, and not if, a resident will test positive, or be placed into isolation for being in contact with someone who has tested positive. As such, corporations need to be prepared.

On April 7, 2020 The Lieutenant Governor in Council made an order under s. 7.0.2(4) of the Emergency Management and Civil Protection Act, to temporarily permit virtual execution of Wills and Powers of Attorney through audio-visual communication technology during the COVID-19 emergency.

For more than 25 years, Ronald Snyder's Annotated Canada Labour Code has been the "bible" among federal labour practitioners. Ron's annotations provide essential insights into the Code, and make this book the necessary resource for preparing any case before the Canada Industrial Relations Board. 

On Friday April 3, 2020, the Provincial government announced it would be reducing the list of businesses classified as essential and order more businesses to close. The government's announcement included a significant change to the construction sector. While most of the industry was deemed an "essential service" by the Province just a few weeks ago, this most recent announcement requires all construction activities to cease, subject to certain key exceptions.

Since the time this article was originally published on April 2, 2020, new details about the Canada Emergency Wage Subsidy have been announced. The article below has been updated to reflect the following new information.

The Government of Canada is showing support for Canadian businesses that may be experiencing difficulties due to the worldwide COVID-19 pandemic.

The government's response plan is fluid, as the Canadian economy continues to adjust to these turbulent times. It is important to stay updated daily, to see if your business can benefit. Key areas of support, the latest details of which are set out in the article, include access to credit, retaining employees and key personnel, providing market stability and granting flexibility:

As media sources detail a supply shortage among COVID-19 first responders, physicians are questioning where the line is drawn between their right to refuse unsafe work and their duty to provide care.

The economic impacts of Covid-19 have Condo Boards asking "Can we give unit owners a break on their common expenses?" 

UPDATE: Please note that this article has been updated since its original publication.

On Friday March 27th, 2020, Prime Minister Justin Trudeau announced a new measure to support small businesses and not-for-profits dealing with the economic impacts of the pandemic. The announcement is part of the government’s COVID-19 Economic Response Plan, which already commits $107 billion in support to Canadians.

Following the declaration of emergency made on March 17, 2020 under the Emergency Management and Civil Protection Act (Ontario) due to the COVID-19 pandemic, the ability of holders of unpatented mining claims to perform assessment work required under the Mining Act (Ontario) (the "Act") will be difficult or impossible until such time as government ordered social distancing measures have been lifted.

Canada's COVID-19 Emergency Response Act came into force on March 25, 2020. Perhaps overlooked amongst emergency relief, health care and financial effects is Part 12 of the Act which makes changes to the Patent Act.

In its release of the highly-anticipated decision in Ingarra v. 301099 Ontario Limited  (Previn Court Homes), 2020 ONCA 103 on February 11, 2020, the Ontario Court of Appeal addressed the issue of whether an agreement between lawyers (made orally and through the exchange of faxes and emails) to extend the agreed upon "Firm Closing Date" to the "Interim Closing Dates" (with adjustments remaining as at January 11, 2018) superseded the operation and effect of the provisions of the Tarion Addendum.

As COVID-19 cases surge, medical regulators are taking swift action to ensure that drugs required to treat the virus are prescribed based on evidence, and that they remain available to patients who need them. A directive was issued this week from the Ontario Pharmacists Association, Ontario Medical Association, and Registered Nurses' Association of Ontario, which can be found here. The Directive reminds medical professionals of their obligation to educate patients that treatments for COVID-19, like with any illness, need to be evidence based.

The Ontario Government has ordered the mandatory closure of all non-essential workplaces effective as of Tuesday March 24th at 11:59 pm. for a 14 day period, with the potential of lengthening that period as the COVID-19 pandemic unfolds. While the professional services of lawyers have been listed as one of the essential workplaces excluded from the mandatory closure, the delivery of estate planning legal services is particularly challenging in these trying times.

As the COVID-19 pandemic continues to develop across Canada, medical professionals anticipate that there could be a shortage in medical supplies and equipment. While all levels of government have been taking steps to respond to COVID-19 and to obtain necessary supplies, they have also reached out to the private sector to assist.

There are several types of employment insurance benefits available to individuals during this difficult time.

As the COVID-19 pandemic continues to develop across Canada, medical professionals anticipate that there could be a shortage in medical supplies and equipment. While all levels of government have been taking steps to respond to COVID-19 and to obtain necessary supplies, they have also reached out to the private sector to assist.

On March 17, 2020, the Ontario Superior Court began restricting the matters that would be heard amidst COVID-19 concerns. For civil and commercial matters in Toronto, the Court will only be hearing matters related to outstanding warrants or urgent and time sensitive motions that pose a risk of immediate and significant financial repercussions if they are not dealt with. This leaves an important question unanswered: what is considered urgent?

On March 23, 2020, Ontario Premier Doug Ford ordered that that all non-essential stores and services be closed by Tuesday, March 24, 2020 at 11:59 p.m.. This follows a series of orders made by the provincial government, pursuant to its powers under the Emergency Management and Civil Protection Act, made in an attempt to slow the spread of COVID-19 and protect Ontarians during these unprecedented times.

Many employers wish to avoid layoffs during this unprecedented economic climate. An option for employers is to work with their employees to create alternative employment arrangements. Work-Sharing is one program available to employers and employees that can accommodate a temporary reduction in business activity due to events beyond the control of the employer, such as COVID-19.

We have received several inquiries from clients asking for guidance regarding their shareholders meetings in light of the rapidly evolving novel coronavirus pandemic and the need to socially distance ourselves. With the AGM meeting season upon us, this article seeks to provide information relating to (i) the options available for holding AGMs in light of the COVID-19 concerns and (ii) the procedures to be followed in the event that an issuer decides to change the date, time or location of its in-person AGM due to COVID-19.

As the global community works to respond to the challenges presented by the spread of COVID-19, many Canadian businesses have been impacted by market and supply chain disruptions, as well as government mandated travel and business restrictions. This article considers the utility of force majeure clauses in commercial contracts, and whether COVID-19 may be invoked as an excuse to non-perform, or delay the performance of, contractual obligations.

On March 19, 2020, in response to the measures imposed on employers and businesses by the government to curb the spread of COVID-19, Bill 186, titled “An Act to amend the Employment Standards Act, 2000” (the "Bill") received Royal Assent from the provincial legislature. Emergency Leave under the Employment Standards Act (the “Act”) now includes both declared emergencies and infectious disease emergencies.

In this new and sudden reality, some people are facing this significant question: do agreements of purchase and sale signed before the outbreak remain enforceable?

COVID-19 Insurance Considerations: Is My Business Covered? A question we are repeatedly hearing from clients is whether they have insurance coverage for business interruption and related losses as a result of COVID-19. Justin Jakubiak has outlined what you need to consider when reviewing potential insurance coverage. 

This article highlights some of the key points around the CSA's 45-day extension and what issuers and other capital market participants need to know with respect to regulatory filings due to COVID-19.

During the COVID-19 pandemic, employers have to make tough decisions to ensure the long-term health of their businesses. Below are some options for employers when deciding how to manage their business in the coming weeks.

On March 18, 2020, the Federal Government released an $82 billion package in financial support - $27 billion in direct relief to workers and business, and $55 billion to meet liquidity needs of Canadian businesses and households through the deferral of certain income tax obligations.

An update regarding travel restrictions based recent COVID-19 announcements by the Federal Government. 

As we all continue to adjust to the rapidly changing news around COVID-19, the health and safety of our employees, clients, and those in our broader community remain a priority. We are taking cues from public health officials about prudent steps to protect everyone, and effective March 18^th, 2020 lawyers and staff will be primarily working remotely until further notice. We are implementing our business continuity plan to ensure our people will remain safe while our clients continue to be well served.

At Fogler, Rubinoff LLP the health, safety and wellbeing of our employees, clients, contacts, and colleagues is foremost in our minds as we continue to closely monitor the COVID-19 outbreak.

While we are currently maintaining business as usual operations, we are closely following the guidance of Toronto Public Health and will adjust protocols as the local authorities issue new guidance.

We understand the need for our firm to provide continuous and uninterrupted legal services, and want to take this opportunity to update you on the proactive steps we are taking to be prepared for the evolving situation with COVID-19.

Should the outbreak result in our office closure, we have contingency plans in place that enable us to provide you with uninterrupted service. Our plan includes enhancements to our remote work capabilities and technology to ensure our accounting systems and data are available and secure. By modifying our operations and working remotely, our lawyers and staff will continue to be responsive to your legal and business needs.

In keeping with public heath guidelines, and to ensure the safety of all our employees, colleagues, clients and visitors in our offices, the firm has limited client meetings and moved to teleconferencing where appropriate. Policies on travel, office sanitation and health and safety have been enhanced and enforced, and we have adopted the following measures:

Clients and visitors should refrain from visiting our offices, if:

• They have traveled to any highly affected area or hot spot including but not limited to China, South Korea, Iran or Italy or have been in close contact with someone who has travelled to those areas at any time in the past 14 days; or
• They have any reason to believe that they might otherwise have been exposed to a confirmed case of COVID-19 in the past 14 days; or
• They are exhibiting any symptoms of infection (e.g. fever, dry cough, shortness of breath or other breathing difficulties).

Our lawyers and staff are working under the same guidelines.

We will continue to keep you informed of any changes we may implement as the situation progresses, with information provided via our website and e-mail updates.

Please do not hesitate to contact your Fogler, Rubinoff lawyer, or myself, if you have any questions, or if we can be of assistance in guiding you through these new challenges.

We wish everyone well as we collectively navigate this global health challenge.

Michael Slan
Managing Partner, Fogler, Rubinoff LLP

Given the widespread public concern relating to coronavirus (COVID-19), which the World Health Organization has now declared to be a pandemic, we are writing to address some condominium specific issues...

Many private issuers incorrectly assume that because they are non-distributing companies (i.e. not public), securities laws do not apply to them. This is an incorrect assumption that could result in issuers unknowingly acting contrary to securities laws. The purpose of this article is to review the principal elements of the Ontario private issuer exemption...

On March 1, 2020, Mayor John Tory announced that Toronto Public Health was monitoring five (5) positive cases of the Coronavirus: COVID-19 in Toronto...

On February 24, 2020 the Alberta Court of Appeal in Reference re Greenhouse Gas Pollution Pricing Act, 2020 ABCA 74 ruled that both the pricing charge on carbon-based fuels and the regulatory trading system applicable to large industrial emitters of GHG's were wholly unconstitutional...

This bulletin provides an introduction into psychedelics and their potential therapeutic applications and describes the legal process through which companies can become involved in this developing field, classified by many as a “psychedelic renaissance.”

On January 23, 2020, CAMH launched the Workplace Mental Health Playbook for Business Leaders, which addresses the relationship between employees, their workplace, and mental health...

The British Columbia Supreme Court's decision on the admissibility of two statements provided to environmental officers provides guidance on how interviews should be conducted when there is a dual purpose to the interview-one being investigative and another being regulatory...

Fraudsters have continually evolved, and are increasingly using technology to target unsuspecting dealers, salespersons, managers and consumers.

This article first appeared in the February 2020 edition of the Ontario Dealer Magazine and is republished with their permission.

A feature article in the Queen's Law Reports  on Michael Coleman, Law' 17 and co-founder of the Black Law Students' Association of Canada - Queen's Chapter.

We see hearts and roses everywhere during the month of February, especially in the weeks leading up to Valentine's Day. Given the amount of time Canadians spend at work, it is not surprising that relationships bloom in the workplace from time to time. After all, many of us spend more time with our colleagues than with our friends and family...

I Can’t Hear Myself Think! (Part 2): My Landlord is Undergoing Renovation/Construction:
What are Potential Tenant Rights and Remedies?

Paper presented at the Law Society of Ontario's Six-Minute Commercial Leasing Lawyer Program .

The month of January is a month known for resolutions. It is the perfect time to plan for the year ahead, which means considering whether your organization is in compliance with its legal obligations as you head into 2020...

On January 9, 2020, the B.C. Supreme Court in Walton v. Warren 2020 BCSC 19 found in favour of the Purchaser when an undiscovered underground storage tank required removal and site remediation following closing...

Dire predictions in the media about the "bubble bursting" or the floodgates opening for insolvencies in the Canadian cannabis sector has certainly not been helpful to those cannabis producers seeking financing...

In Gray and Malas v. Attorney General of Canada 2019 FC 1553 the Federal Court dismissed an application for judicial review of two decisions by the Minister of Environment and Climate Change...

The Bankruptcy and Insolvency Act (Canada) ("BIA") and the Companies' Creditors Arrangement Act (Canada) ("CCAA") comprise the statutory framework for individual and corporate insolvencies, restructuring, and bankruptcies in Canada. On November 1, 2019, the BIA and CCAA (the "Acts") were both amended to achieve better accountability and transparency in insolvency proceedings...

Social media use is at an all-time high and is increasing daily. This presents both business opportunities and risks to your dealership and its management team. In my role as the ever-cautious conservative lawyer, I will use this article to focus on those risks and what you can do about them...

Authored by Milton Davis, Ronald Davis and Elizabeth Armstrong and published in the 2019 Journal of Business Valuation.

In R. v. Javanmardi, 2019 SCC 54 the Supreme Court of Canada has clarified that the absence of an authorization, licence or permit is not determinative of a marked and substantial departure from the standard of a reasonable person on a charge of criminal negligence causing death...

Social media use is at an all-time high and is increasing daily. This presents both business opportunities and risks
to your dealership and its management team.

This article first appeared in the November 2019 issues of the Ontario Dealer Magazine and is republished with their permision.

On November 12, 2019, the Canadian Securities Administrators issued Multilateral Staff Notice 51-359 — Corporate Governance Related Disclosure Expectations for Reporting Issuers in the Cannabis Industry (the "Notice") to provide cannabis and other issuers in emerging growth areas with supplemental information related to the disclosure of financial interests in significant corporate transactions...

If you're involved in the start-up space, you've likely heard the term "safe". A Simple Agreement for Future Equity, more commonly referred to as a SAFE, was introduced by Y Combinator in 2013 as a cost-effective, simple and quick method for start-ups to raise capital...

The short answer is no according to the majority reasons of the Ontario Divisional Court given on October 11, 2019 in Greenpeace Canada v. Minister of the Environment (Ontario), 2019 ONSC 5629...

This is a quick roundup of current condominium legal issues as we head into the Autumn of 2019.

On October 1, 2019, the second set of amendments to the Construction Lien Act came into force.

Summer came late to Toronto this year, and with it, came an inudation of Condominium Authority Tribunal ("CAT" or the "Tribunal") matters.

The Condominium Authority Tribunal ("CAT") has released some instructive decisions in the late summer/early fall of 2019 to further clarify records request matters and the CAT's own procedures.

On August 1, 2019 the Canadian Securities Administrators ("CSA") published Staff Notice 51-358 Reporting of Climate Change-related Risks (the "Notice") to highlight the responsibilities, risks and materiality considerations that board members and key personnel should consider in light of climate change-related issues as they relate to the issuer's Management's Discussion and Analysis ("MD&A") and Annual Information Form ("AIF")...

Regulation 105 to Paragraph 153(1)(g) of the Income Tax Act (Canada) requires a Canadian customer of a non-resident of Canada to withhold 15% of the amount invoiced by the non-resident for the latter's services rendered in Canada...

As of the end of August 2019, Canada has a new environmental assessment regime — the Impact Assessment Act...

Fall is a great time to remind you and your team of the little things that are crucial to your dealer's long-term success, and its compliance with the law.

This article first appeared in the August 2019 Edition of the Ontario Dealer and is republished with permission by the Ontario Dealer.

The Condominium Authority Tribunal ("CAT") has recently released some instructive decisions further clarifying records request matters and the CAT's own procedures.

Published in the July Issue of DM Magazine. Click Here to read the article.

https://issuu.com/dmn.ca/docs/dm_jul2019_w/10

On July 11, 2019 the B.C. Court of Appeal in Canadian Plastic Bag Association v. Victoria (City), 2019 BCCA 254 invalidated a City of Victoria by-law that would have prohibited businesses from providing or selling plastic bags to customers and further would have imposed fees to be charged for paper or other re-useable bags.

On July 3, 2019 the provincial regulator for cannabis retail storefronts, the Alcohol and Gaming Commission of Ontario (the "AGCO"), announced that it has been given the regulatory authority to conduct a second lottery for 42 private cannabis retail store authorizations (the "Lottery").

On June 28, 2019 the Ontario Court of Appeal rejected the Province of Ontario's constitutional challenge of the Canadian Government's carbon pricing legislation, determining that the law fell within the federal government's constitutional authority to make laws for the peace, order and good government of Canada and did not amount to a tax.

On June 20th, 2019 the Canadian Senate, Parliament's chamber of second thought, approved two government bills for which it had proposed significant amendments...

The Theory and Practical Aspects of Discount Rates for Quantifying Losses, authored by  Milton Davis, Ron Davis and with the assistance of Beth Armstong, was presented at the Chartered Business Valuator Institute’s  2019 National Business Valuation Congress in Montreal.

While the board of directors of a corporation governed by the Business Corporations Act (Ontario) (the "OBCA") has the power to declare dividends, its authority to declare and pay cash dividends is subject to compliance with two statutory solvency tests.

Many trustees do not follow the legalities surrounding family trusts in corporate transactions. On a share sale transaction, the trustees (often one or both of the patriarch or matriarch of the business) purport to allocate sale proceeds received by the family trust to its beneficiaries (often children, grandchildren or other close relatives)...

Tricky customers are, in a sense, your most important customers. If you turn a tricky customer into a happy customer, the rewards are often significant. Alternatively, an unhappy, tricky customer can wreak havoc on your staff, their morale and your dealership's reputation – especially online.

This article first appeared in the May 2019 Edition of the Ontario Dealer and is republished with permission by the Ontario Dealer.

On May 2, 2019 the Canadian Securities Administrators ("CSA") issued a press release introducing the National Systems Renewal Program ("NSPR") aimed at developing a new centralized information technology system (the "Renewed System") to replace various local records filing systems, as well as the System for Electronic Development Analysis and Retrieval ("SEDAR"), the System for Electronic Disclosure by Insiders ("SEDI"), and the National Registration Database ("NRD"). 

Including certain representations and warranties in commercial real estate agreements of purchase and sale is commonplace.  Although in a hot market, the nature and extent of such representation and warranties become more and more limited. 

On April 25th, 2019 the Environmental Registry https://ero.ontario.ca/notice/013-5102#proposal-details contained proposals for amending the Province's Environmental Assessment Act enacted 44 years ago in 1975. 

On April 8, 2019, the federal government introduced Bill C-97 in order to implement its spring budget. Bill C-97 proposes to effect amendments to a number of federal statutes, including making important changes to the Canada Business Corporations Act ("CBCA").

Bill C-86 Budget Implementation Act, 2018, No. 2 is amending the Canada Business Corporations Act ("CBCA") to require private federal corporations to maintain a register of "individuals with significant control" over the issued capital of the corporation.

Alex Kolandjian led a roundtable discussion at the ICSC Legal Conference.

The Ontario Securities Commission (the "OSC") recently published Staff Notice 11-784 ¾ Burden Reduction (the "Staff Notice") to seek the consultation of stakeholders to address ways the OSC can reduce unnecessary regulatory burdens. The efforts undertaken by the OSC are intended to support the Ontario government's Open for Business Action Plan and can be seen as complementing the existing regulatory reduction projects initiated by the Canadian Securities Administrators (the "CSA") discussed below in the section entitled "Background"...

A decision delivered on March 4, 2019 by the Québec Court of Appeal in 9147-0732 Québec Inc. v. Director of Criminal and Penal Prosecutions (2019) QCCA373 (CANLII) suggests that proportionality may have more sway under the Charter of Rights than under the Ontario Provincial Offences Act (POA) in providing relief from mandatory minimum fines...

The RSLA is a great tool and is used regularly by dealers and mechanics throughout Ontario. That said, it is not always the easiest Act to navigate and I hope this article (and my previous articles on the topic) will help demystify the process. 

This article first appeared in the March 2019 Edition of the Ontario Dealer and is republished with permission by the Ontario Dealer.

In the much anticipated decision, Orphan Well Association et al. v. Grant Thornton Limited et al., (Redwater), the Supreme Court of Canada (SCC) held that a bankrupt estate is required to comply with environmental obligations imposed by a provincial regulator before distributing assets to secured or unsecured creditors...

The recent woes of the estates bar in connection with multiple Wills has been resolved positively by the Divisional Court's decision in the Re Milne appeal decision issued on January 24, 2019.

The decision of the Supreme Court of Canada on January 31, 2019 in Orphan Well Association v Grant Thornton Ltd. 2019 SCC 5 could make it much tougher for the oil and gas industry to raise money from major banks...

On December 20, 2018 Health Canada launched a 60-day public consultation on draft regulations to amend Schedule 4 (the "Schedule") to the Cannabis Act (the "Act") to include the following classes of cannabis that can be legally sold in Canada: "edible cannabis", "cannabis extracts" and "cannabis topicals"...

The AGCO published, on January 2, 2019, the Rules for the Cannabis Retail Store Licensing Expression of Interest Lottery to select potential operators for the initial 25 retail store authorizations.

Starting on January 1, 2019, Canadian controlled private corporations earning investment income will be subject to a new set of complex tax rules relating to their refundable dividend tax on hand ("RDTOH") balance...

On November 22, 2018, the Ministry of Children, Community and Social Services announced some very vague plans for reform. With respect to ODSP, the announcement stated that the intention was to "[r]edesign [ODSP] to provide annualized income support with far fewer reporting requirements for Ontarians with severe disabilities."

The Government of Ontario announced an interim change in direction for the private retail sale of cannabis — including the delay in the application process...

The global battle against corruption began to escalate in the mid-2000s in direct proportion to the rise of the emerging economies. With the United States' dramatically scaling enforcement of its own Foreign Corrupt Practices Act, the stage was set for what has become a global crusade against corruption...

Presentation to Canadian Marketing Association

The Ontario Provincial Offences Act R.S.O. 1990, CHAPTER P.33 (P.O.A.) provides relief from mandatory minimum sentences.

The technique of using multiple wills, which became the standard among estate planning solicitors as a method of limiting the amount of probate fees (now called Estate Administration Tax), took a beating in the Re Milne decision of September 11, 2018.

The Cannabis Licence Act, 2018 and Ontario Regulation 468/18 set out the broad framework of the Ontario regulatory model for the private retail sale of cannabis. This regulatory model has been developed in an unusually quick manner as a result of a substantial change in public policy. The Act and Regulation are discussed in other notes.

In an earlier column in this space, I described the Competitive Dialogue as a form of innovation procurement that allows hospitals to generate more value from their procurements...

Authored by Don Bourgeois, The Law of Charitable and Casino Gaming, is the only comprehensive resource on gaming legislation and jurisprudence in Canada, with insightful analysis and commentary on the Criminal Code, charitable gaming, government gaming and horse racing. The focus throughout the second edition is on regulatory compliance.

Business owners across Canada are discussing, and in some cases fretting over, the legalization of marijuana and what it means to their business. As with most changes in the law, preparation is key.  This article first appeared in the November 2018 edition of The Ontario Dealer and is reprinted with permission.

Condominium communities can certainly be a lively forum for negative and destructive comments. Board members and managers are frequently accused of "receiving kickbacks" or "being on the take," or "acting in bad faith" and engaging in "illegal" methods...

Presented at Lexpert 10^th Annual Privacy and Data Protection Conference, November 27, 2018, Toronto

Presented at Lexpert 10^th Annual Privacy and Data Protection Conference, November 27, 2018, Toronto

Rick Moscone and Eugene Derenyi where contributors to Thomson Reuters' 2019 Cannabis Law - a practical guide to all aspects of the new Cannabis Act (Bill C-45) and regulations.

This timely and unique resource is a practical guide to all aspects of the new Cannabis Act (Bill C-45) and regulations, and the complementary provincial laws and regulations.

The Cannabis Licence Act, 2018 was enacted in October 2018 and provides for a licensing and regulatory regime for privately-owned and operated cannabis retail stores in Ontario...

Most of the time, our clients turn a blind eye to the possibility of a lawsuit. Clients will bury their heads in the sand until the fateful moment when the lawsuit becomes an actuality and can no longer be ignored...

Most of the time, our clients turn a blind eye to the possibility of a lawsuit. Clients will bury their heads in the sand until the fateful moment when the lawsuit becomes an actuality and can no longer be ignored. Despite your best efforts, you might not be able to avoid a lawsuit...

It's been a rollercoaster year, to say the least, for Ontario's condominium industry in our collective efforts to implement the changes to the Condominium Act, 1998 (the "Act")...

On November 7, 2018 Natural Resources Canada published an on-line roadmap for discussion on small modular reactors ("SMRs") at https://smrroadmap.ca/.

The West Moberly First Nations were unsuccessful on October 24, 2018 (see 2018, BCSC 1835) in obtaining an injunction against B.C. Hydro and Power Authority from further construction and related activities on the Site C Project...

A recent decision of the Ontario Superior Court of Justice (Re Milne) may affect the Wills of clients who have used multiple Wills to reduce probate fees. If you have Primary and Secondary Wills in place, this court decision may put that planning in jeopardy...

Those involved in the condominium industry long enough – directors, condominium managers, contractors or consultants – will inevitably encounter a “Condo Board Bully”...

Where There's Smoke There's Fire? Using the Investigation Power Under Corporate Statutes to Combat Corporate Fraud, authored by Bonnie Fish and published in the 2018 edition of the Annual Review of Civil Litigation. Regularly cited by appellate courts across Canada, including the Supreme Court of Canada, the Annual Review of Civil Litigation has been providing leading-edge coverage of the issues that matter to you.

Each article in the 2018 edition is designed to help you understand how new developments in Canadian law will affect your practice. Topics were carefully chosen and written by authors from across Canada. The Annual Review of Civil Litigation 2018 has a truly national flavour, relevant and appealing to litigators in every province and territory.

In Eagleridge International Ltd. v. Newfoundland and Labrador (Environment and Conservation) 2018 NLSC 180, following a change of government, the new Minister of Environment and Conservation withdrew approval for the construction of a gravel road intended to facilitate mineral exploration on lands for which mining licences were held and ordered that the project be subject to a full environmental assessment (EA).

Presented at the CMAPrivacy: Important Privacy Developments and How They Impact Your Organization.

As employers are aware, until October 17, 2018, it is illegal to buy, possess or use cannabis for anything other than authorized medical or research purposes.  However as of tomorrow, medical and recreational marijuana will both be legal - but what is legal?

In Transalta v. The Queen (2012 DTC 1106) ("Transalta"), the Tax Court of Canada concluded that for the stock option rules in section 7 of the Income Tax Act (the "ITA") to apply there must be a "legally binding agreement" by the corporate employer to issue shares to the employee...

Following a handful of disconcerting endorsements in a number of probate applications culminating in the recent decision in the Milne Estates, an issue has been raised respecting the validity of the use of multiple wills in Ontario.

The Action On October 9, 2018 the Court of Appeal in the Hague, Netherlands  upheld the District Court's order that the State of the Netherlands reduce CO₂  emissions by 25% relative to 1990 levels by the end of 2020...

The recent decision of the Supreme Court of the United States (the "USSC") in South Dakota v. Wayfair, Inc. (No. 17-494), has substantially expanded the taxation powers of the U.S. States to collect sales tax.

The simple answer is: sufficient information for the regulatory authority to be satisfied they can proceed to evaluate their decision to grant authorization...

The Attorney General introduced Bill 36 on September 27, 2018. This Bill, if enacted, would make significant changes to the previous Government's approach to retailing of cannabis and its use in public areas...

High-rise buildings pose vertical challenges for firefighters.  Recent fires in high-rise buildings have caused fire officials to crack down on the enforcement of the Ontario's Fire Code (which is Regulation 231/07 made under the Fire Protection and Prevention Act, 1997 the "FPPA")...

On September 4, 2018 the Ontario Court of Appeal released its much anticipated decision in Solar Power Network Inc. v ClearFlow Energy Finance Corp.

On September 4, 2018, Ontario's Divisional Court released its decision in Hamilton Beach Brands Canada, Inc. v. Ministry of the Environment and Climate Change, 2018 ONSC 5010, dismissing an appeal of a September 1, 2017 decision of Ontario's Environmental Review Tribunal (Hamilton Beach Brands Canada Inc. v. Ontario (Environment and Climate Change), 2017 CanLII 57415 (ON ERT)) in which the Tribunal upheld the Ministry's jurisdiction to order current and former owners and tenants of a contaminated property to delineate contamination that has migrated to off-site properties...

When you are mistaken for a competitor, your dealership's "something special" becomes someone else's. In Quebec, two dealerships faced this problem when their trade names were similar enough to possibly cause consumer confusion. Read Justin's perspctive in his Common Lawyer column, which was published in the Summer 2018 issue of the Ontario Dealer. Reprinted with permission.

In R. v. 1137749 Ontario Ltd. (operating as Pro-Teck Electric) 2018 ONCJ 502, an appellate court lifted the corporate veil and imposed total fines of $430,000 on the sole shareholder, officer and director of the company, one Antonio Merante, for safety violations under the Electricity Act S.O. 1998, c.18...

Minister of Finance Vic Fedeli and Attorney General Caroline Mulroney announced on August 13, 2018 a new "regulated private retail model" for cannabis...

Subsequent to the writing of this article, the Ford Government announced that the initiatives announced in Chapter 1, Section 7 of the previous government’s 2018 Budget (which includes the New Regulation discussed in the article) will not proceed at this time.  

On July 23, 2018 the Court of Appeal for Newfoundland and Labrador in the case of Community Mental Health Initiative Inc. v. Summit Lounge Ltd. 2018 NLCA 42 upheld summary judgment dismissing a purchaser's claim against two engineering companies (consultants) alleging negligence in the conduct of a Phase 1 Environmental Site Assessment performed for the vendor.

On June 22, 2018 the B.C. Supreme Court in Canada (Canadian Environmental Assessment Agency) v. Taseko Mines Limited 2018 BCSC 1034 took a narrow view of the scope of federal environmental assessment, leaving it open to the Province of B.C. to authorize preliminary work in relation to a gold-copper mine project which had failed to obtain federal environmental assessment approval...

The Canadian Trademarks Act amendments, which are allegedly coming into force in early 2019, include the removal of the requirement that a trademark applicant declare that it has been using its trademark before it files the application or before registration in Canada...

The construction industry should be alive to the imminent changes to the laws that affect them...

On June 21, 2018, the Cannabis Act (the "Act") received Royal Assent, marking a historic milestone for Canada in that it became the first G7 nation to legalize cannabis. On June 27, 2018, Health Canada released new sets of regulations (the "Regulations"), as summarized below, that support and clarify the Act...

Business owners in organizations of all sizes are examining what sexual misconduct complaints mean for not only their workplaces but their ongoing viability. 

Join us to hear legal and communications professionals outline the steps that organizations, including in their roles as employers, should be taking to not only ensure a harassment-free environment, but also to protect their brand and viability. 

The panel will provide practical tips on what businesses need to do before, in preparation for, and if and when, they are confronted with allegations of harassment in the current  #MeToo context.  Given that all employers have employees, no organization is immune to the potential negative impact of a sexual misconduct complaint.    

Guest Speakers:

• Sheryl L. Johnson, Labour & Employment lawyer and author of Sexual Harassment: A Guide to Understanding and Prevention
• Deborah Thompson, President of DT Communications

Details:

Tuesday, June 5, 2018

5:00 Cocktail Reception 
5:30 Presentation/Q&A 
6:30 Networking

Fogler, Rubinoff LLP, 77 King Street West, Suite 3000 TD Centre North Tower

Please RSVP to Kaley Green by Monday, May 28, 2018 at kgreen@foglers.com or 416.864.7628

 If you have questions for our panel please forward them in advance to Kaley Green.

The January 2018 Ontario Superior Court of Justice decision of Solar Power Network Inc. v. ClearFlow Energy Finance Corp...

On May 7, 2018, the Court of Appeal for Ontario released its decision in Mega International Commercial Bank (Canada) v. Yung...

A Presentation by Bill Hearn, Fabian Seip and David Young at IAPP Canada’s Privacy Symposium 2018

As if hospital staff aren't busy enough. The enactment in Ontario of the Fairness in Procurement Act, 2018 (the "Act") on March 8, 2018 will almost certainly ensure that some staff have more to do, especially when regulations are passed that trigger potentially important consequences for both the hospital and the supplier responding to bidding opportunities...

The Ontario government updated the mandatory Proxy Form and released it on May 10, 2018. This new Proxy Form will need to be used going forward...

Used with the permission of the Association of Condominium Managers of Ontario. (c) 2018.

The Ministry updated the mandatory proxy on May 10, 2018. This new form will need to be used going forward...

Justin Jakubiak and Sheryl Johnson discuss workplace romances in the most recent edition of the Ontario Dealer.

This article first appeared in the May 2018 edition of the Ontario Dealer and was reprinted with permission.

As of April 30, 2018, residential tenancies in Ontario that are subject to the Residential Tenancies Act, 2006 (i.e., most apartment, condominium, house and secondary unit tenancies, among others), must use a new standard form of residential lease...

Now that the Supreme Court of Canada has denied leave to appeal in Suncor Energy Inc. v. Alberta (2017) 415 D.L.R. (4th) 499 (Alta C.A.) it will be harder to establish solicitor-client privilege in relation to documentation which was used in litigation...

Upon the 30th anniversary of the Pay Equity Act in 2017 the Pay Equity Office implemented several new initiatives to support its administration and enforcement of the Pay Equity Act...

A recent Ontario Court of Appeal decision sheds some more light on the effect of the failure to disclose certain declaration violations in a status certificate issued by a condominium corporation...

On March 22, 2018 the Ontario Superior Court of Justice in MVL Leasing Ltd. v CCI Group Inc. 2018 ONSC 1800 granted Rule 21 motions striking third party claims brought by an environmental consultant who was being sued by a purchaser of property for professional negligence and breach of contract...

The Canadian Securities Administrators (the "CSA") have unveiled new rules addressing syndicated mortgages with the dual objectives of establishing a more consistent framework across the country and enhancing investor protecting through greater transparency...

In a very short but useful decision from Chief Justice Strathy of the Ontario Court of Appeal in Huang v. Fraser Hillary's Limited, 2018 ONCA 277 (CanLII), the Court denied the environmental group Ecojustice leave to intervene in an appeal as a "friend of the court"...

The Ontario government has just announced legislative changes dealing with electric vehicle charging systems ("EVCS"), coming into effect on May 1, 2018...

On October 13, 2017, the Federal Court of Appeal released its decision in Univar Holdco Canada ULC v. Canada, 2017 FCA 207. The Federal Court of Appeal overturned the decision of the Tax Court of Canada, 2016 TCC 159, and held that GAAR did not apply to the transactions at issue...

Although not a bequest that I often see in my estate planning practice, some people with distinct political leanings have historically taken advantage of an exemption from limits to political contributions in each calendar year by making such contribution in their Wills. Prior to the introduction of Bill C-23, dubbed the Fair Elections Act, which received Royal Assent on June 19, 2014, politically-inclined individuals could take advantage of former subsection 405(2) of the Canada Elections Act, S.C. 2000, c.9 (the "Act"), which permitted unlimited political contributions by way of testamentary disposition...

On March 19, 2018, Health Canada unveiled its proposed regulations under the Cannabis Act applicable to the packaging and labelling of recreational cannabis following a 60-day public consultation period...

Addressing and responding to sexual misconduct in the workplace is complex and involves many facets...

This article presents a cautionary tale for any person who wishes to take legal proceedings against an individual or company resident in Mexico...

Vehicle repair loans are gaining popularity in Ontario, as are the legal issues and headaches surrounding them. This article was first published in the February 2018 Ontario Dealer Magazine.

The Supreme Court of Canada has clarified the limits of a major defence available to banks who face liability for processing fraudulent cheques...

With much uncertainty surrounding the rapidly growing marijuana industry following the rescission of the Obama-era Cole Memorandum, the Canadian Securities Administrators (the "CSA") reiterated a position that bodes well for Canadian issuers involved in U.S. marijuana activities: that a disclosure-based approach remains appropriate in light of the risks posed by an inconsistent legal framework...

The Canadian Government announced yesterday that they are proposing new rules for conducting environmental assessments to Parliament...

It's become a truism that value-based care requires hospitals and other health providers to adopt a different, more proactive mindset towards the treatment of patients...

This valuable title deals with the collection by unsecured creditors of debts owed by solvent debtors and discusses the federal-provincial overlap in the area of insolvency that results in many provincial statutes having application to insolvent debtors.

One of the most significant decisions a business owner will make is what should happen with the business upon his or her retirement. This article will touch on some of the considerations that entrepreneurs should think about when beginning to map out the future succession of their businesses...

On January 18, 2018 the Nova Scotia Supreme Court in Sorflaten v. Nova Scotia (Environment) (2018) NSSC 7 refused to admit the expert opinion of Dr. Douglas J. Hallett, a toxicologist, relating to certain environmental aspects of a Ministerial approved pilot project for burning recycled tires as fuel at a cement plant owned by Lafarge Canada...

In Deloitte & Touche v Livent Inc. (Receiver of) 2017 SCC 63 the Supreme Court of Canada revisited the scope of auditor liability for negligence...

The changes to the condominium-related legislation continue to be enacted in various stages. Our office had prepared a "Directors' Guide" to the changes which came into force on November 1, 2017.

On November 27, 2017, Bill 148: Fair Workplaces, Better Jobs Act, 2017, received Royal Assent.  Bill 148 makes significant changes to the Employment Standards Act, 2000 (the "ESA") and the Ontario Labour Relations Act, 1995...

Two plea bargains concluded in 2017 by the Ontario Ministry of Environment and Climate Change, one on February 27 for Trimac Transportation Services Inc., and the second on November 22 for Lafarge Canada Inc.

On July 18, 2017, the Department of Finance released a series of controversial tax proposals aimed at closing perceived tax "loopholes" that involve the taxation of private corporations and their shareholders...

Now that we are 20-some years into the Internet revolution it has become clear that as laws are necessarily tied to a jurisdiction they can appear ineffective when confronted by a globalised suite of technologies that are designed to efficiently route around a locally expressed challenge to data transmission...

Another chapter in the saga of Sunrise Propane came to a close at the end of November when the Ontario Superior Court dismissed all appeals under environmental and occupational health and safety laws from the convictions and fines totalling more than 5million dollars.

Paper presented by Milton Davis and Kyle Kuepfer, at the LSUC Six Minute Family Law Lawyer.

In SEJJ Environmental Solutions Inc. v. Ontario (Environment and Climate Change)[1],  a decision of the Ontario Environmental Review Tribunal released on November 24, 2017, the Tribunal forced an appellant and the Ministry Director who settled the appellant's appeal before any Pre-hearing Conference had been held, and before any other "parties, participants or presenters" had been identified by the Tribunal, to essentially seek the input of these third parties before it would consider approving the settlement...

[1] SEJJ Environmental Solutions Inc. v. Ontario (Environment and Climate Change), 2017 CanLII 80040 (ON ERT).

Justin Jakubiak discusses how harassment can quickly turn ugly and can severely impact employee morale, your reputation and your pocketbook in his article "Sexual Harassment in Ontario's Dealerships".

First Published in the November 2017 Issue of the Ontario Dealer.

Presented at Lexpert’s 9th Annual Information Privacy and Data Protection Conference, November 30, 2017, Toronto

Presented at Lexpert’s 9th Annual Information Privacy and Data Protection Conference, November 30, 2017, Toronto

Presented at Lexpert’s 9th Annual Information Privacy and Data Protection Conference, November 30, 2017, Toronto

Bill Hearn, Howard Burshtein, Ron Davis, Sheryl Johnson, Rob Macdonald, Rudy Morrone, Young Park, Colleen Spring Zimmerman and Ravi Shukla will be speaking at LEXPERT’s 9th Annual Information Privacy and Data Protection Seminar. This full day course will highlight:

• Big Data and Other Developments in the Public Sector and Elsewhere
• General Data Protection Regulation (GDPR) - Implications for Canadian Business
• Privacy Litigation Cases - Recent Developments
• Blockchain - The Promise and The Perils
• OPC Compliance Priorities and Strategic Directions
• Cyber Risk Management Guidance for Corporate Directors
• Issues in Employee Privacy
• CASL Update

For more information, Click Here to view the Seminar Brochure

On September 14, 2017, the Ontario government introduced Bill 154, Cutting Unnecessary Red Tape Act, 2017 (the "Act"). The Act received Royal assent on November 14, 2017. The Act is part of the government's initiative to "cut unnecessary red tape" in respect of over 100 pieces of Ontario legislation in order to help businesses save time and money.

One of the conditions by the members of the European Union for launching into free trade negotiations with Canada in 2009 was that local government procurement — the so-called subnational level of government — be included within the scope of the negotiations...

Collective Agreement Arbitration in Canada addresses workplace issues in the unionized context, providing unparalleled analysis on all major collective agreement concerns and policy. One of the most cited authorities in labour arbitration and court decisions. Includes the full spectrum of workplace issues:

• Discipline and discharge
• Investigations
• Social media misconduct
• Privacy Issues
• Insubordination
• Sexual and personal harassment
• workplace violence
• Incompetence and incapacity dismissals
• Drug and alcohol testing

Most people are hesitant when it comes to dealing with their Wills and Powers of Attorney. Death and Disability are not easy subjects to deal with. Unfortunately, these are realities that are better dealt with than not...

In a decision released on October 31, 2017, a three judge panel of the Ontario Court of Appeal overturned a September 21, 2017 decision by the Court of Appeal motions judge that required the Ecuadorian plaintiffs in this case to post $942,951 as security for costs as a condition of proceeding with their appeals to the Court of Appeal...

Throughout November, Make a Will Month will see more than 40 legal information sessions presented by OBA members, including Mary Wahbi and Kathryn Balter of our Wills & Estates group, at libraries and community hubs in Toronto, Ottawa, Hamilton and Cambridge.

Many changes to the Condominium Act, 1998 and related legislation are due to come into force tomorrow, November 1, 2017. Are you ready?

In the first three editions of Estate Planning – Regular Check-Ups Required!, we discussed how changes in your assets, changes in your family life and relationships, and changes in estate laws may require that you review and revise your estate planning documents...

With all the fanfare about renewable energy, the report released by the Ontario Government on October 26, 2017, is illuminating...

Following the completion of two comment periods in May 2016 and April 2017 respectively, the Toronto Stock Exchange ("TSX") finalized amendments to Parts IV and VI of the TSX Company Manual (the "Manual")...

On October 16, 2017, the TMX Group, which operates the Toronto Stock Exchange (TSX) and the TSX Venture Exchange (TSXV), issued a Staff Notice which advised that with regard to the listing requirements of the TSX and TSXV, United States (U.S.) federal law shall take precedence over state laws that have legalized cannabis medically and/or recreationally...

In previous editions of Estate Planning – Regular Check-Ups Required!, we discussed how changes in your assets and changes in your family life and relationships may require that you review and revise your estate planning documents...

Bill Hearn has authored the Canada chapter in Getting the Deal Through's annual Advertising & Marketing Guide

This guide seeks to provide local answers to international questions concerning advertising and marketing law. Chapters provide expert advice on the legislation and regulation of advertising and marketing, including the legislative processes arising from advertising disputes and challenges, the regulation of misleading advertising and the control, prohibition and restrictions in place on certain type of goods and services and to certain audiences, regulations affecting direct and indirect marketing and promotion, and up-to-date analysis of social media and the latest advertising trends.

Reproduced with permission from Law Business Research Ltd. This article was first published in Getting the Deal Through: Advertising & Marketing 2017, (published in June 2017; contributing editor: Rick Kurnit, Frankfurt Kurnit Klein & Selz, PC) For further information please visit www.gettingthedealthrough.com.

The Voluntary Disclosures Program (VDP) is a "tax amnesty" program administered by the Canada Revenue Agency ("CRA")...

A recent decision from the Yukon Territorial Court is a reminder of how important communication between the regulator and the regulated can be...

On October 3, 2017, the Standing Committee on Health (HESA) voted for an amendment to Bill C-45 (Cannabis Act) that would allow for the availability of cannabis edibles and concentrates within 12 months of the Cannabis Act coming into force. The amendment will need to be approved by the House of Commons.

If Bill 148 passes in a form similar to that which is before the Legislature, the following amendments would apply to the Ontario Labour Relations Act ("OLRA") six months after it comes into force...

As a general rule of thumb, we suggested that if your estate planning documents are more than three to five years old, it's time to review and up-date them. This is the second article in a four-part series on wills and estate planning.

On June 1, 2017, the Ontario government introduced Bill 148: Fair Workplaces, Better Jobs Act, 2017, which proposes significant changes to the Employment Standards Act, 2000 (the "ESA") and the Ontario Labour Relations Act, 1995 ("OLRA"). On September 12, 2017, the Second Reading of the Bill commenced and the debates continue to date. Below are some of the key changes being proposed to the ESA.

Part 1 of a four-part series.

The Condo Law Group at Foglers (Carol Dirks, David Thiel and Khalid Karim) have prepared a handbook guide for condo directors highlighting the first phase of changes to the Condominium Act.  Managers should feel free to circulate this guide to any of your Board members who may be interested.

Sexual Harassment in Canada: A Guide for Understanding and Prevention, written by Sheryl Johnson, is a comprehensive new book that covers the most common sexual harassment issues as well as providing insight on sexual harassment in the electronic age, issues related to social media and best practices for addressing a claim or a potential claim, and their public relations consequences. It also provides in-depth commentary on the legislation and case law related to this important topic.

Written in an accessible and straightforward question and answer format, this text offers useful information on the most common issues that executives, employers, office managers and educators face, and leads readers through best practices in identifying and managing sexual harassment complaints. It also discusses the essentials that are relevant to providing training and implementing policies that may eliminate sexual harassment and the subsequent complaints from arising in the workplace and our schools.

On September 8, 2017, the Province of Ontario announced its planned approach to the federal legalization of cannabis as proposed by Bill C-45, the Cannabis Act, which provided significant discretion to the provinces to determine the approach to distribution, sale and retailing of cannabis within the individual provinces.

On September 1, 2017, the Ontario Environmental Review Tribunal in the matter of Hamilton Beach Brands Canada Inc. et al. v. the Director, Ministry of the Environment and Climate Change made a preliminary ruling that the Director had jurisdiction to make an order under s.18 of the Environmental Protection Act (EPA) requiring a person who owns or owned, or has or had management or control of a contaminated undertaking or property to delineate contamination that had already migrated to off-site properties.

The increasing prevalence of Initial Coin Offerings ("ICOs") or Initial Token Offerings ("ITOs") has observers wondering just how far companies can go before securities regulation brings it to a halt.

On July 27, 2017, the securities regulatory authorities of Ontario, Quebec, Alberta, Manitoba and New Brunswick (collectively, "Staff") published comments in a Notice (the "Notice") on Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"), advising market participants of their collective intention to subject material conflict of interest transactions ("Special Transactions") to greater scrutiny by reviewing them in "real time."

I have been serving auto lenders, dealerships, dealer principals, salespersons, repair shops and other industry members for just over 12 years...

As part of the implementation of various changes to Canadian Trademark Laws, the Federal Government of Canada released in June, 2017 the new proposed Trademark Regulations for public consultation...

On July 26, 2017 the Supreme Court of Canada clarified in two decisions, both involving National Energy Board (NEB) approvals, that the Crown may discharge its duty to consult with First Nations through steps taken by a regulatory agency, providing that agency's statutory duties and powers enable it to do what the duty to consult requires...

In a decision released by the Ontario Divisional Court on July 14, 2017, the Saugeen Ojibway First Nation (SON) was successful in challenging a limestone quarry licence issued by the Minister of Natural Resources and Forestry to the Proponent T&P Hayes Ltd. (citation: Saugeeen First Nation v Ontario (MNRF), 2017 ONSC 3456)...

The Federal Government released a set of proposals on July 18, 2017 that, in the government’s words, are designed to "improve fairness in the tax system by closing loopholes and addressing tax planning strategies" and to ensure "that the richest Canadians pay their fair share of taxes and that people in similar circumstances pay similar amounts of tax" (a summary of the proposals and related documentation can be found at http://www.fin.gc.ca/n17/17-066-eng.asp)...

Consistent with my comments offered in May of this year when the Expert Panel Report on the review of environmental assessments (EA) was released, the Federal Government's June Discussion Paper on Environmental and Regulatory Reviews has carved out a larger role for the Canadian Nuclear Safety Commission (CNSC) and the National Energy Board (NEB)...

On June 12, 2017, the Ontario government released various details about the condominium legislation updates...

Presentation to the LSUC's Six Minute Business Lawyer Seminar

On Wednesday June 6, 2017 the Permanent Representative of Canada to the International Atomic Energy Agency (IAEA), Ambassador Mark Bailey, delivered the instrument of ratification to IAEA Director General Yukiya Amano at a ceremony at IAEA Headquarters in Vienna, Austria...

The government of Ontario passed Bill 59, Putting Consumers First Act (Consumer Protection Statute Law Amendment), 2017 (the Bill) on April 10, 2017 which amended several acts including the Consumer Protection Act (Ontario), the Collection and Debt Settlement Services Act and the Payday Loans Act. Bill 59 also enacts the Home Inspection Act, 2017, which requires home inspectors to be licensed, among other matters...

Who is the reasonable purchaser? Despite the use of the term in both the Regulations and by OMVIC, the precise meaning of a "reasonable purchaser" remains blurry.

Read Justin's article in the May issue of the Ontario Dealer  to understand why many dealers are left wondering what, exactly, is a reasonable purchaser, and what is he or she concerned about?

On April 13, 2017, the federal government introduced the highly anticipated Bill C-45, An Act respecting cannabis and to amend the Controlled Drugs and Substances Act, the Criminal Code and other Acts (the "Act")...

The Supreme Court of Canada has recently released a decision that will help clarify the relationship between legitimate business concerns and the privacy interests of individuals. In Royal Bank of Canada v Trang¹("Trang"), the Supreme Court removed a number of hurdles that judgment creditors often face when attempting to execute against a judgment debtor's real property. To read the full article, Click Here.

Ontario announced a 15% tax on the purchase or acquisition of an interest in residential property located in the Greater Golden Horseshoe ("GGH") by individuals who are not citizens or permanent residents of Canada and by foreign corporations ("foreign entities") and certain taxable trustees.

Vern DaRe, is the co-author of Honsberger's Bankruptcy in Canada. The 5th Edition offers a concise, comprehensive description of bankruptcy in general, and the distinctive features of the Canadian system in particular. Not just the law, but also the basis of the law:

• Coverage of both national and international dimensions of bankruptcy law
• Reference to the jurisprudence of other countries as it relates to Canada
• An authoritative explanation of history, constitutional law, comparative law, statutory construction and interpretation
• Precise directions regarding practice and procedure

Presentation to the IT.CAN Teleconference Roundtable

The long-standing administrative policy of the CRA was not to require an individual to report the disposition of a principal residence if there was no capital gain remaining after applying the PRE...

On April 5, 2017 the Federal Minister of Environment and Climate Change received her report from an expert panel of four, comprised of three lawyers with significant environmental and aboriginal law experience as well as a retired senior executive of a resource company...

Over the course of the past week approximately, there has been much discussion and several notices circulated in the condominium industry about the desirability to enact insurance deductible by-laws in advance of July 1, 2017 when certain changes in the Condominium Act, 1998 (the "Act") and its regulations may come into effect...

On April 3, 2017 (ONSC 2078) Ontario Superior Court Judge Frank Marrocco denied the Amalgamated Transit Union Local 113 an interlocutory injunction restraining implementation of random drug and alcohol testing of members of the Local until the completion of an arbitration hearing into the validity of the Toronto Transit Commission (TTC) drug and alcohol testing Policy...

The powerful combination provided by broadly worded legal prohibitions plus the potential for the award of large statutory damages, a helpful factual profile and a sympathetic judge recently worked to the considerable advantage of the applicant Nintendo in the ground-breaking Canadian copyright case of Nintendo of America Inc. v. King et al...