We think you have liked this presentation. If you wish to download it, please recommend it to your friends in any social system. Share buttons are a little bit lower. Thank you!
Presentation is loading. Please wait.
Published byDale Dwelley
Modified about 1 year ago
© Copyright Ellen Bessner
2 PART I: Employment Law Recent Cases Preparing Investment Plans – Dos and Don’ts PART II: Look Communications – When a company sues its former directors and officers, court approval is required under the CBCA for advance payment of legal fees
1. EMPLOYMENT LAW RECENT CASES Saturley v. CIBC World Markets (2013) NSSC 300 20 + years IA Much of the case described investment strategy Strategy coordinated selling of put and call options on the same security Third party miscalculated margin and failed to report accurately – when Saturley realized this – reported to CIBC and margin calls made on every client © Copyright Ellen Bessner 3
SATURLEY (cont’d) Saturley called clients encouraging them to issue claim against CIBC CIBC investigated matter and concerns re: discretionary trading because of need to make huge volumes of calls over short period – impossible Judge accepted the evidence of CIBC re: impossible to make calls and shifted onus onto Saturley to prove he called © Copyright Ellen Bessner 4
SATURLEY (cont’d) Saturley did not call as witness his assistant or others re: evidence how he was able to get instructions – negative inference drawn Helpful to CIBC: both 2004 and 2007 suspicious of Saturley engaging in discretionary trading and warned him (2004 penalty and 2007 discretionary trading is serious offence) WAS WARNED! © Copyright Ellen Bessner 5
SATURLEY (cont’d) Unusual to find cause – judge concerned about investing public – interesting decision for employers in the investment industry © Copyright Ellen Bessner 6
OGDEN v. CIBC (2014) BCSC 285 Test: did employee (FA) conduct strike to the heart of the employment relationship? Decision: FA’s conduct fell far below that standard and termination was so high handed justified aggravated damages © Copyright Ellen Bessner 7
OGDEN v. CIBC (2014) BCSC 285 (cont’d) Comingled client funds Two wire transfers from China with her own funds No personal gain to Ogden CIBC relied on “conflict of interest” policy – NOT specific to infraction – NO EXPRESS PROHIBITION – no training on conflicts © Copyright Ellen Bessner 8
OGDEN v. CIBC (2014) BCSC 285 (cont’d) CIBC relied on cumulative cause but must include a warning before final incident that provides opportunity for improvement Key aspect – whether employee’s conduct was honest mistake, error in judgment or lack of training © Copyright Ellen Bessner 9
OGDEN v. CIBC (2014) BCSC 285 (cont’d) “Proportionality” – termination is the “capital punishment” of employment law CIBC should have issued warning only – cause NOT warranted © Copyright Ellen Bessner 10
2. PLANNING DOS & DON’TS © Copyright Ellen Bessner 11
GIESBRECHT v. CANADA LIFE  M.J. NO. 160 (MAN. C.A.) In their 50’s needed $35k/annum to retire until 90 Insurance/MF advisors – 2 page letter and illustrations “Some suggestions regarding retirement” © Copyright Ellen Bessner 12
© Copyright Ellen Bessner 13 Investment growth (added from several sources) Income continuation Sale of Calgary home Rental income at reasonable rate Gather together savings to invest in plan “Illustrations” and “Assumptions”
GIESBRECHT (cont’d) Gs put plan in drawer Several years later panic – run out of money – got jobs paying less and sued advisors Gs won at trial/overturned on appeal Choice of language on Plan key “assumptions” NOT promises/ opinions – cannot succeed in claim for negligent misrepresentation © Copyright Ellen Bessner 14
PART II: Cytrynbaum et al v. Look Communications – When a company sues its former directors and officers, court approval is required under the CBCA for advance payment of legal fees under indemnity by laws or agreements © Copyright Ellen Bessner 15
CYTRYNBAUM V. LOOK COMMUNICATIONS (cont’d) This case deals with claims by former directors and officers of Look Communications for advance funding of their legal costs to defend an action brought against them by Look © Copyright Ellen Bessner 16
CYTRYNBAUM V. LOOK COMMUNICATIONS (cont’d) The appellants asserted the right to advance funding based on Look’s by- laws and various indemnification agreements The claims for advance funding were fought by Look under s. 124(4) of the CBCA, on the grounds that advance funding should be refused if the appellants did not act honestly and in good faith © Copyright Ellen Bessner 17
CYTRYNBAUM V. LOOK COMMUNICATIONS (cont’d) The application judge and the Court of Appeal agreed with Look and found that as Look had established a strong prima facie case of bad faith, advance funding should be refused © Copyright Ellen Bessner 18
CYTRYNBAUM V. LOOK COMMUNICATIONS (cont’d) The legal costs of the application to the parties were in the hundreds of thousands of dollars, all spent to determine if advance payment of legal fees could be made. Look filed over 4000 documents in support of its position and several affidavits. There were multiple cross examinations The appellants argued that to allow Look to raise the issue of bad faith at this preliminary stage of the proceedings would effectively eviscerate the right to advance funding © Copyright Ellen Bessner 19
CYTRYNBAUM V. LOOK COMMUNICATIONS (cont’d) Bad facts make bad law? Will prospective directors run for the hills? IMPLICATIONS © Copyright Ellen Bessner 20
Ellen Bessner, Partner Tel: Ed Babin, Partner Tel: © Copyright Ellen Bessner 21
ANTI-MONEY LAUNDERING ANNUAL CONFERENCE 2010 CIVIL LIABILITY Nicola Boulton Byrne and Partners LLP London.
File Transfer Issues Melanie Hodges Neufeld Jody Martin.
January 23, 2012 Title IV Program Integrity Regulations: State Authorization Incentive Compensation Misrepresentation Steven Gombos, Esq. Ritzert & Leyton,
Basics of U.S. Contract Law David J. Mack Dorsey & Whitney LLP 51 West 52nd Street New York, New York P: F:
The Regulatory Process 1. Statistics first. 2. Responsibilities of the Client Assistance Office and the Disciplinary Counsels Office. 3. Tips on helping.
Community Empower Preparedness and Interaction Training.
RECEIVERS: THE CONSUMMATE PROBLEM SOLVERS Wayne Klein Lewis B. Freeman & Partners, Inc. December 9, 2008.
Best Practices in Documentation T. Mike Kilbury Peterson, Logren & Kilbury, P.A.
© 2013 Cleary Gottlieb Steen & Hamilton LLP. All rights reserved. Throughout this presentation, Cleary Gottlieb and the firm refer to Cleary Gottlieb Steen.
Ethics for Alaskas Executive Branch A Self-Guided Training Tool.
Drafting Win-Win Startup Licenses July 25, 2012 Pasadena, CA Cambridge, MA Naples, FL Stephen P. Rothman and Sean Brady.
Bettina Bender, Partner, CM Murray LLP CM Murray LLP: Specialists in Employment, Partnership and Business Immigration LawCM Murray LLP: Specialists in.
TRADEMARK LICENSING Mitchell E. Radin of Cowan, DeBaets, Abrahams & Sheppard LLP (212) –
Construction Mgmt & Economics CONTRACT ADMINISTRATION 341 Kee Bee Kheng (Ms)
DEPARTMENTAL PURPOSE & OBJECTIVES Decentralise the function to institution level as per relevant legislation (PSCBC Resolution 2/99) Adequately.
ARHM – Winter Seminar 28 November Health and Safety Update and Dos and Don’ts Esme Saynor and Rebecca Roffe – 28 November 2013.
Jeffrey M. Tonks YCPARMIA RISK TRANSFER SEMINAR YCPARMIA TRAINING 2006 Learn more about us at:
Street Law Ch. 05: The Court System. Ch. 01: Kinds of Laws Key Terms Criminal Laws Felonies Misdemeanors Civil Laws Plaintiff Defendant Prosecutor Beyond.
ETHICS FOR PROPERTY MANAGERS Ethics Law and Programs Division Office of the Assistant General Counsel for Administration
Information Session Property Proceedings Family Court of Western Australia.
Chapter 8 – Real Estate Brokerage. Agency Theory Principal – a person who authorizes another to work for them Agent – the person empowered to act by and.
Life Insurance Review Issues. Factors That Cause Life Insurance Policies to Be Reviewed 2.
The Coming Changes to Your Duties to Safekeep Client Property Christian A. Stiegemeyer | Director of Risk Management Christina Lewis Abate | Risk Manager.
Copyright © 2010 Pearson Education, Inc. Slide
PRESENTATION for WIPO July 2005 Suriname & St. Lucia by WILLY MANFROY President Licensing Executives Society International and Bornivall LLC Jamaica &
Providing Expert Guidance Since Business Valuation Workshop Society of LCPAs Presented by: Vanessa Brown Claiborne President & Chief Executive.
PwC Rogue Trading How to successfully manage this risk Informational presentation for our clients February 2008 Strictly private and confidential *connectedthinking.
Notes to Reviewers: Some individual slides in this storyboard represent one page that will be developed in the e-learning. There are also multiple slide.
Insolvent Trading & A Directors Duty not to be in Breach.
DRAFTING DURABLE POWERS OF ATTORNEY FOR THE NEW FLORIDA LAW - WITH FORMS 5:00 P.M. Tuesday, September 20, 2011 By: Alan S. Gassman, J.D., LL.M.
© 2016 SlidePlayer.com Inc. All rights reserved.