In our annual review of the topics shaping governance today, we consider the ideas that will trend in boardrooms across Canada for months and years ahead. The dominant theme in Davies Governance Insights 2012 is the ability of the shareholder to take control of the governance agenda. In the Power and Influence of Canadian Shareholders, we look at three very different situations in which shareholders succeeded in their demands for governance change. <br /><br />In Boards Seek Fairness for All Shareholders, we describe the TELUS response to empty voting and the trend among mining companies to adopt advance notice bylaws. Both reflect the efforts of boards to resist shareholder actions that do not benefit all shareholders. In Shareholder Democracy Movement Continues we consider the status of majority voting and say on pay and Focus on the Integrity of the Shareholder Vote Intensifies brings up to date developments in the very important, if complex, area of the proxy voting system in Canada. Challenges in Overseeing Operations in Emerging Markets sets out the most important challenges demanding the attention of boards and management teams of issuers with operations in emerging markets. We end our review with a catalogue of the most recent developments in governance standards under New Governance Guidelines, Criteria and Rankings.
This is a sample lease agreement for the states of California and Delaware.
This list includes key points to consider when preparing for and managing an OSHA inspection.
This is a sample working document on Frequently Asked Questions (FAQs) related to Binding Corporate Rules.
This is a sample model content license and linking agreement.
This article profiles Syeda Raza, who joined Host International, Inc., in August 2005, initially overseeing HR/ employment compliance, and, later, employment claims and international compliance. In this role she provided advice and counsel to all groups within HR including benefits, compensation, risk management, payroll, loss prevention and employee relations. In 2012, Syeda’s role expanded to include oversight of all litigation. In her current role as vice president and associate general counsel, litigation and international compliance, Syeda oversees and manages all aspects of litigation company-wide and also oversees the company’s FCPA compliance program worldwide.
Proposal for Revising Department of Justice Attorney-Client Privilege and Work Product Doctrine Waiver Policy
This article explores the legal issues posed by AI and deepfakes in the entertainment industry.
This is a sample severance agreement setting out the terms of the benefits provided by the employer in exchange for claims relinquished by the departing employee.
The article provides a summary of seven United Kingdom bills that seeks to provide for new employment rights.
This is a sample computer use, wireless device and security policy.
Panama is a premier location. Whether traveling on commercial flights or by cruise ship, it is easily accessible to visitors from all over the world. A tax system that supports business start-ups and ship registrations makes the country especially attractive to foreign businesses.
An overview of the government procurement and tender laws and regulations in Israel.
A satellite network agreement between a Delaware limited liability company and a Dutch corporation. Includes as exhibits of coordination and inter-system coordination agreements.
This program will review lessons learned in international litigation and alternative dispute resolution (ADR) with a focus on Mexico. Most multinational corporations now have significant operations located in Mexico and, despite the business’s best efforts, may unfortunately find themselves embroiled in a legal dispute there. We will review the applicable legal recommendations for arbitration, mediation and litigation, including issues such as law firm selection, supervision of Mexican litigation, expected time frames for resolution, discovery, substantive and procedural concerns, institutional arbitration options, enforcement issues, etc. In-house counsel with experience in Mexican disputes will offer their insights and recommendations based on their experiences in-country.
This is an explanation for the creation of Processor Binding Corporate Rules.
This is a sample HIPAA policy.
This is a sample company code of conduct and ethics policy.
An agreement providing for the delivery of services. Includes provisions regarding definitions, quality and reliability, installation and training, servicing and supplies response times, additional services, limit of our liability, the installation address, and payments and charging arrangements.
With the long-anticipated coming-into-force date for CASL now known and only six months away, it is imperative that organizations that send commercial electronic messages consider their compliance options now.
New advancements in the Federal Corrupt Practices Act (FCPA) have become an increasing liability for minority investors attempting to carry out a joint venture business transaction. Since even the smallest investments are under the scope, it is essential that in-house counsel take FCPA risks seriously and anticipate compliance as a necessary component to any global transaction.
Top tips for protecting IP for in-house lawyers - presentation held in Melbourne 15 August 2017.
K Royal, CIPP/US, CIPP/E, is global privacy counsel at Align Technology and has over 20 years of professional experience in the legal and health-related fields. Royal has a particular interest in the relationship between health and technology, such as telesurgery, bioethics and privacy. As an attorney, she has been recognized as a Forty-under-40 honoree for Phoenix, an educational leader through the YWCA and one of the top pro bono attorneys in Arizona. With ACC, Royal is a member of the San Francisco Bay Area Chapter, and serves as a leader with the Health Law Committee as publications chair, as chapter relations chair and as co-chair of the healthcare privacy subcommittee. Royal is a graduate of the Sandra Day O’Connor College of Law at Arizona State University and is currently finishing her PhD in public affairs at the University of Texas at Dallas.
This InfoPAK (now known as ACC Guides) provides a clause for inclusion in a shareholders' agreement relating to a joint venture company incorporating a list of matters in respect of which the minority shareholder has veto rights in a global context.
Sherri Sampson, general counsel of GMAC, shares her thoughts on developing an effective legal department, collaborating with business partners and adapting to globalization.
A law firm lawyer is temporarily loaned to a corporate client through a secondment arrangement. The corporate law department benefits by being able to use the services of a skilled lawyer from a firm it trusts. For the law firm, placing one of its lawyers on a secondment assignment can help build the firm’s relationship with its client. Client and firm both share their observations in this article.
The dilemma: As general counsel, how do you become involved in the strategic development side of your company, while maintaining the neutrality necessary to deliver effective legal advice? To achieve balance, a tremendous degree of effort and discipline is required, and maintaining it is a continuous struggle. Read this article and boost your role as GC.
ABA Task Force on Attorney-Client Privilege concerning the Proposed Federal Rule of Evidence 502 Issues of Implied Waiver.
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