Employees in Ontario can soon expect to be protected from
anti-retaliatory measures in connection with whistleblowing
activities. As part of the Ontario Budget Measures Bill
173,which received royal assent on April
19, 2016, the Ontario government has approved amendments to the
Securities Act (Ontario) (OSA) that are intended to
implement protection for reprisals against employees who provide
information about a possible contravention of Ontario securities
law, or a by-law or other regulatory instrument of a recognized
self-regulatory organization (SRO), or who are involved in an
investigation or proceeding related to the information
Prohibition on reprisals
More specifically, the new provisions prohibit persons or
companies from taking a reprisal against an employee who has sought
advice about providing information, expressed an intention to
provide information or provided information to the person or
company, the Ontario Securities Commission (OSC), a recognized SRO
or a law enforcement agency about an act of the person or company
that has, is or will occur that the employee believes is contrary
to Ontario securities law. The amendments will also provide
protection for employees who cooperate, testify or otherwise assist
in an investigation or proceeding of the OSC, self-regulatory
organization, law enforcement agency or judicial proceeding or who
express an intention to do so.
A "reprisal" will be defined in the OSA as any measure
taken against an employee that adversely affects his or her
employment. Examples of such actions include:
Ending or threatening to end the
Demoting, disciplining or suspending,
or threatening to demote, discipline or suspend an employee;
Imposing or threatening to impose a
penalty related to the employment of the employee; or
Intimidating or coercing an employee
in relation to his or her employment.
Importantly, the OSA will also be amended to include a provision
which effectively voids any provision in an agreement between an
employer and an employee which precludes or purports to preclude
the employee from providing information to the OSC, a recognized
SRO, or a law enforcement agency, or from cooperating or assisting
with an investigation or a proceeding.
As previously discussed, in October 2015, the OSC
published for comments OSC Policy 15-601 Whistleblower
Program (Proposed Policy), which was intended to
encourage individuals to report information on serious securities-
or derivatives-related misconduct to the OSC. The Proposed Policy
included anti-retaliation protection and the OSC indicated that
Staff intended to recommend legislative amendments to the OSA which
would provide protection to whistleblowers against retaliation by
their employer. The Proposed Policy was open for comments until
January 12, 2016.
Under the Income Tax Act, the Employment Insurance Act, and the Excise Tax Act, a director of a corporation is jointly and severally liable for a corporation's failure to deduct and remit source deductions or GST.
Under the Income Tax Act, the Employment Insurance Act, the Canada Pension Plan Act and the Excise Tax Act, a director of a corporation is jointly and severally liable for a corporation's failure to deduct and remit source deductions.
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