President Obama recently announced executive pay rules and the Globe today reports that "say on pay" where shareholders vote, in a non-binding way, on executive pay has been accepted at 2 Canadian banks with 2 others to vote on the issue shortly. Shareholders will now be able to vote on "top bankers' compensation".
The article notes that, since 2003, "say on pay" rules have been in effect in the UK for publicly trade companies. There has also been a push for legislated rules:
The groundswell of support sends a signal to securities regulators that they should adopt mandatory rules requiring companies to hold votes on executive compensation, Mr. Hawton [Gary Hawton, CEO of Kitchener, Ont.-based Meritas Mutual Funds] said.
"I'd hate for shareholders to have to go company by company to ask for say-on-pay votes," he said. "At some point, the onus falls on regulators to make say on pay mandatory."
These are interesting times and, while probably not that surprising that there has been some "groundswell" in this area, we'll have to see whether the regulators decide to move the country in what appears to be the UK direction.
I rarely post personal stuff on this blog, but thought I'd make an exception (albeit a little delayed).
Family Day was especially fun for us this year as my youngest son played on a Select team that was put together to play in a tournament on Family Day. I coach his regular team and was asked to be an assistant coach on this team, so got to spend some quality time with him. In passing, he commented yesterday that "Dad, you don't really coach, you just walk around behind the bench saying water? anyone need water?" Nice.
The team won the Championship in 3 hard fought games and I'm very proud of him and the other kids on the team as they played teams in the division above them. Anyone who has been to a hockey tournament will know that the off-ice activities (mini-stick games, pizza and general running around and mayhem) are what makes the event so much fun and memorable for the kids. The organizers, volunteers and parents were fantastic. All in all a great day.
No shortage of enthusiasm with these guys as this picture shows. My kid's the one on the right side of the scrum facing the camera with his left hand in the air about to "pile-on".
The first question to be considered in this appeal is whether the trial judge erred in finding that the franchisee (corporation) was an employee of the franchisor.
According to the Court:
Although the Judge set out the proper test for distinguishing between an employee and independent contractor as set out by the Supreme Court of Canada in Sagaz, he arrived at the wrong conclusion. The Court commented:
The Court considered the "form" of the agreement and the fact that:
In the franchisor-franchisee context, vicarious liability can also attach where:
The Court found that "clearly not those in which vicariously liability" could attach on this basis.
The case is important as, in a franchisor-franchisee context, the employment issues are always swimming just below the surface.