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Mark Ellis is an experienced litigator who appears regularly before all levels of courts and tribunals in Ontario. Mark has also appeared as lead counsel on several occasions at the Supreme Court of Canada. As the author of Canada’s leading treatise on fiduciary obligations and three related books, his opinion is regularly sought in Canada’s boardrooms regarding all aspects of corporate compliance and governance. Mark is a highly-regarded speaker, having chaired over two hundred conferences throughout his career, and spoken internationally regarding compliance, governance and anti-corruption. He is also a visiting professor at Queen’s University.

The mass resignation of the Executive Committee of the Board of the Ontario Medical Association is not ‘abandoning ship’: the individual members are remaining on the Board of Directors because “They have a wealth of experience and knowledge that would be a significant loss to us if they were to leave the Board. The Executive Committee is making this choice in the hope that this will help unify doctors and advance the interests of the profession at this critical juncture”: “Ontario Medical Association head resigns following no-confidence vote.” The Globe and Mail, 6 February 2017. Continue Reading “Too Legit to Quit”: When a Board Executive Resigns, Sort Of

In what looked outwardly as a mercurial development, management of the union local that represents Toronto Transit Commission workers was itself subject to discipline and it didn’t involve the proverbial requisite remedial form that unions promulgate to employers. Incestuously, this was Big Brother telling a younger — and foreign — sibling to ‘leave the sandbox’ immediately: “TTC union heads fired in power battle with U.S. union.” The Globe and Mail, 3 February 2017.  Continue Reading ‘Disturbance in the Force’: When Unions Look Inward

Prime Minister Trudeau portended the legalization of ‘pot’ in Canada in his election campaign. Pending such development, a recent decision by a court-appointed Board of Inquiry has ‘planted the seed’ for coverage of medical marijuana prescriptions under employee benefit plans: Skinner v. Board of Trustees of the Canadian Elevator Industry Welfare Trust Fund (“Skinner“). Continue Reading ‘Up in Smoke’: Benefit Coverage for Medical Marijuana

“‘Then you should say what you mean,’ the March Hare went on.  ‘I do,’ Alice hastily replied; ‘at least ‒ at least I mean what I say ‒ that’s the same thing, you know.’  ‘Not the same thing a bit!’ said the Mad Hatter.”

– Lewis Carroll, Alice’s Adventures in Wonderland

There is no “madness” in saying what you mean; in the realm of contracts ‒ especially employment contracts ‒ the madness is in not doing so, especially if not “saying what you mean” leaves contractual intention to implication or “understanding”.

A case in point. Earlier this month, the Ontario Court of Appeal accepted the argument of my colleague Jordan Kirkness, against the contention that terms can be “implied” due ‒ in this instance ‒ to “industry custom”: Hampton Securities Limited v. Tassone, 2017 ONCA 69. Continue Reading Of Alice, Patton and Dr. Seuss: Latest on Implied Terms in Contract

Recently Canadian singer Alanis Morissette became the latest well-publicized victim of fraud at the hands of one she employed and trusted: http://www.bbc.co.uk/news/amp/36316327. She joins a long list of celebrities who have suffered fraud at the hands of those employed to trust, amongst them the Beatles, Beyoncé, David Bowie, Billy Joel, Bob Dylan, Leonard Cohen, Elvis, the Rolling Stones. Continue Reading Jagged Little Pill: What “You Oughta Know” Regarding Agency Fraud

At this year’s Davos World Economic Forum, Google’s co-founder, Sergey Brin, professed surprise at the rapid onslaught of AI — artificial intelligence. “This revolution has been very profound and definitely surprised me even though I was right in there”, commented Mr. Brin, whose Alphabet unit leads the AI charge. He advised that these developments have enormous global repercussions on all aspects of commerce and law, and certainly on employment.[1]  Continue Reading Domo Arigato: The Mechanizing of the Workforce

Given Blue Monday, many of us are reminded of how depressing January can be after the euphoria of the “festive season” has passed. But feeling “off” is not the same as being clinically depressed. Just ask Bruce Springsteen, who recently unmasked his quiet suffering in his autobiography Born to Run : “I believe it’s the same for most people. You’re looking for something, some place where you feel comfortable, where you’re able to express yourself; some place you feel safe. It is the answer to a lot of the conflicts.” Continue Reading Brilliant Disguise: The Duty to Accommodate Mental Illness and The Boss

The untimely passing of George Michael and the corresponding ubiquitous airplay of his hit “Faith” may seem a curious segway to legal developments, but we don’t like our readers getting unexpectedly ‘whammed’  by subtle yet powerful trending in the law. Continue Reading Supreme Court of Canada Tells Employers ‘You Gotta Have Faith’

In Mounted Police Association of Ontario v. Canada (Attorney General), 2015 SCC 1, the Supreme Court of Canada (SCC) was asked to determine whether the current process of collective bargaining available to members of the Royal Canadian Mounted Police (RCMP) is constitutional. In finding that the current scheme is unconstitutional, the SCC clarified the requirements for collective bargaining regimes under the right to freedom of association. Continue Reading Supreme Court of Canada Clarifies Scope of Constitutional Freedom of Association