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Winds of Regulatory and Legislative Change in Canada
The impetus for greater international harmonization in the law of pre-sale franchise disclosure is about to get a boost in Ontario, Canada. At press time, financial statements to be attached to compliant disclosure documents under Ontario's Arthur Wishart Act (“Franchise Disclosure”), 2000 (“The Wishart Act”) are required to be prepared only in accordance with generally accepted auditing standards (“GAAS”) ' if audited ' or, if not audited, then prepared under the review engagement standards in accordance with generally accepted accounting principles (“GAAP”) set out in the Canadian Institute of Chartered Accountants' Handbook (“CICA Handbook”). No other standards are currently acceptable.
That is changing. Effective July 1, 2005, financial statements observing GAAP and, if audited, GAAS “that are at least equivalent to those” required by the CICA Handbook will satisfy Ontario's regulatory requirements. The approach is old hat in Alberta, where equivalency has been de rigueur for years, but it took the Ontario Ministry of Consumer and Business Services the better part of 5 years ' since the coming into force of The Wishart Act ' to catch up. Playing catch up between these two provinces is not new, since Alberta was the first jurisdiction in Canada to pass a franchise law (1972). It took more than a quarter-century for Ontario to follow suit.
However, according to Dave Sanderson, CA, CPA of McGovern, Hurley, Cunningham LLP Toronto, the test for “equivalency” may pose a challenge since there are, not surprisingly, differences ' some more significant than others ' between U.S. (not to mention other countries) and Canadian GAAP. Sanderson points out that “in the United States, for example, there is no requirement to record stock-based compensation, such as the value of options granted to buy shares in a company. In Canada, GAAP requires the inclusion of stock-based compensation in financial statements.” The fear is that many of such differences will impair one's ability to conclude that there is “at least” equivalency.
Major Differences In UK, U.S. Copyright Laws
This article highlights how copyright law in the United Kingdom differs from U.S. copyright law, and points out differences that may be crucial to entertainment and media businesses familiar with U.S law that are interested in operating in the United Kingdom or under UK law. The article also briefly addresses contrasts in UK and U.S. trademark law.
The Article 8 Opt In
The Article 8 opt-in election adds an additional layer of complexity to the already labyrinthine rules governing perfection of security interests under the UCC. A lender that is unaware of the nuances created by the opt in (may find its security interest vulnerable to being primed by another party that has taken steps to perfect in a superior manner under the circumstances.
Strategy vs. Tactics: Two Sides of a Difficult Coin
With each successive large-scale cyber attack, it is slowly becoming clear that ransomware attacks are targeting the critical infrastructure of the most powerful country on the planet. Understanding the strategy, and tactics of our opponents, as well as the strategy and the tactics we implement as a response are vital to victory.
Legal Possession: What Does It Mean?
Possession of real property is a matter of physical fact. Having the right or legal entitlement to possession is not "possession," possession is "the fact of having or holding property in one's power." That power means having physical dominion and control over the property.
The Stranger to the Deed Rule
In 1987, a unanimous Court of Appeals reaffirmed the vitality of the "stranger to the deed" rule, which holds that if a grantor executes a deed to a grantee purporting to create an easement in a third party, the easement is invalid. Daniello v. Wagner, decided by the Second Department on November 29th, makes it clear that not all grantors (or their lawyers) have received the Court of Appeals' message, suggesting that the rule needs re-examination.