Legal news and trends for Canadian in-house counsel and c-suite executives
Issue link: https://digital.canadianlawyermag.com/i/50881
process of mergers and acquisitions, so it's vital to put an end to a deal where indications of possible corruption arise. If that's not enough encouragement to make anti-corruption protocols a prior- ity, U.S. lawyers are reporting an influx of cases involving shareholders seeking reparations from officers and directors of corporations they claim should have ensured compliance, says Dattu. Meanwhile, Canadian oil, mining, and gas companies are awaiting the fate of a private member's bill that aims to estab- lish corporate social responsibility stan- dards on their operations abroad. The bill, spearheaded by Liberal MP John McKay, has passed second reading and is now at the standing committee on foreign affairs and international development. If passed, the bill would create a complaint process, with violations leading to the possibility of loss of financial support to the offend- ing company from Export Development Canada, the Canada Pension Plan, and the Department of Foreign Affairs and International Trade. "What it does show is that Canadian companies are now going to have to make sure that in their conduct in foreign countries they do have compliance programs to deal with social responsibility, particularly in the area of environmental laws and human rights abuses," says Dattu. As in-house counsel work through all of these issues, they can at least be com- forted by the fact that Canadian com- panies are generally viewed positively throughout the world. Angus Mitchell, a partner at Bennett Jones LLP's Calgary office, spent seven years in Asia, includ- ing stints in Rangoon and Singapore for a large U.K. law firm. He says in Mongolia, for example, Canadian investment is viewed as a positive countervailing pres- ence to the overwhelming presence of Chinese and Russian players. "Generally, I think Canadian companies are viewed more positively than, I would even say, American companies," says Mitchell. "Right or wrong, there's a perception that they are, perhaps, softer, more accommo- dating, without being pushovers." At the same time, Mitchell suggests in-house counsel may do their compa- ny the best service of all by advocating against a project that business develop- ment managers may be viewing through rose-coloured glasses. He notes that such proponents may get wrapped up in the potential benefits of a proposed project in emerging markets, without offering a full accounting of the pitfalls. "General counsel needs to be able to see through that," he says. At the end of the day, Mitchell says it is vital for counsel to get a tangible sense of what it's like to operate in the target community. No amount of preparation can equal the benefit of hiring a trusted local lawyer or firm that knows the subtle ins and outs of the region, he says. "You will inevitably get it wrong if you haven't spent any time there," he says. "You learn more three months in at a cocktail party than reading all the international articles that you can find. The way things actually work is usually quite different than the way it appears from afar." IH Parallel Importation A controversial subject touching on international trade policy, competition law and intellectual property rights This unique and comprehensive tool for identifying and litigating parallel import cases uses an unbiased, multi-disciplinary approach to exploring the tensions, issues and arguments. Use it to negotiate the boundaries of intellectual property, competition and international trade law. Parallel Importation incorporates both practical and theoretical perspectives. Key cases are summarized and discussed with reference to relevant legislation from Canada, the United States and the European Union. ORDER your copy today Hardbound • 210 pp February 2010 • $95 P/C 0177010000 ISBN 978-0-88804-492-1 Expand your clients' opportunities with the only resource that deals with parallel importation from a Canadian perspective. This often murky area of law is addressed with reference to law, economics and business to provide a clear, incisive analysis. For a 30-day, no-risk evaluation call: 1.800.565.6967 CL0610 MacGillivray_Parallel Importation (CL 1-2h).indd 1 Canada Law Book is a Division of The Cartwright Group Ltd. Prices subject to change without notice, to applicable taxes and shipping & handling. INHOUSE JUNE 2010 • 4/29/10 9:39:07 AM 25 Rose Ann MacGillivray