On November 13, 2014, the Supreme Court of Canada issued unanimous reasons in a case called Bhasin v. Hrynew, in which the Court attempted to “make the common law less unsettled and piecemeal, more coherent and more just” by extending the principal of good faith to all contracts and by recognizing a common law duty to act honestly in the performance of contractual obligations. In this Feature Article, Warren Brazier, with assistance from Shauna Towriss, sets out key aspects of the ruling and the Court’s explanation of what a duty of honesty entails in practical terms.
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Regulation FD Applies to Disclosure made through Social Media Channels
On April 2, 2013 the United States Securities and Exchange Commission (“SEC”) published a report of its investigation on whether Netflix, Inc. (“Netflix”) and its Chief Executive Officer, Reed Hastings (“Hastings”), violated Regulation FD and Section 13(a) of the Securities Exchange Act of 1934 when on July 3, 2012, Hastings announced on his personal Facebook page that Netflix had streamed 1 billion hours of content in the month of June. Though the SEC did not pursue enforcement action in the matter, it clarified in its report that Regulation FD applies to issuer communications and disclosures through social media channels, and that SEC’s Commission Guidance on the Use of Company Web Sites, Release No. 34-58288 (Aug. 7, 2008) (the “Guide”) also applies to corporate disclosures made through social media channels. The report also suggests that Regulation FD and the Guide apply to “push” technologies, such as email alerts and RSS feeds, and “interactive” communication tools, such as blogs.
Upcoming Seminar: How to Buy or Sell a Business – September 18, 2025
One transaction can change everything. Make sure you get it right. If you’re planning to sell your business or pursue a strategic acquisition, preparation is ... Continued
Vikram Dhir, Sarah Jones and Satinder Sidhu Join the Partnership
We are very pleased to announce that Vikram Dhir, Sarah Jones and Satinder Sidhu have joined the partnership at Clark Wilson LLP. Vikram practices in ... Continued