As the economy recovers and new legislation is passed, the liabilities faced by CEOs are constantly changing. Pivotal is here to keep you informed of these liabilites from the HR perspective. We'll cover topics such as: * Financial Reporting * Health & Safety * Human Rights * Employment Standards

1. Presenters: Michael Morawiec Ekta Tripathi CEO Liabilities from an HR Perspective

2. About Pivotal Experience: 25+ years/ Private/ Canadian Market Position: broadest range of HR solutions Outsourced HR management HR Help Desk HR Projects Outsourced Payroll Recruiting

3. What you will learn today CEO’s are facing increasingly stringent “rules” Increases personal and corporate liability Higher potential of incarceration

4. Today we will review… ….the liabilities CEO’s face in the areas of: Financial Reporting Health & Safety Human Rights Employment Standards

5. “CEOs and business leaders on the COMPAS business panel believe that putting executives behind bars is a relatively effective way of keeping the capitalist system honest…” BDO Dunwoody Weekly CEO /Business Leader Poll by COMPAS in Financial Post June 5, 2006. Why be concerned?

6. Why be concerned? (cont.) This sentiment is growing…..

7. 1. Financial Reporting (cont.) Worldcom, and Enron have become synonymous with greed and financial criminality

8. 1. Financial Reporting (cont.) Canada has not been immune to it’s scandals Bre-X in the 1990’s provided early evidence that fraud could be perpetrated by senior managers This was followed up by the likes of YBM Magnex and Livent

9. 1. Financial Reporting (cont.) Led to Sarbanes-Oxley Act in the US Canada followed suite with Bill C-13 amending the Criminal Code Insider trading is a criminal offence Increased penalties for corporate fraud Protection for “whistle-blowers”

10. 1. Financial Reporting (cont.) Canadian securities administrators have adopted the S-OX requirements Ontario has Bill 198 which has strengthened securities law including the right to sue auditors The Rules have changed…..

11. 1. Financial Reporting (cont.) CEOs and CFOs required to personally certify quarterly and annual statements Forensic Accounting and Auditing is a new growth “industry” CFOs need strong compliance experience combined with operational skills

12. 1. Financial Reporting (cont.) Failure to meet these financial reporting standards has dire consequences Just ask Bernard Ebbers, formerly of Worldcom Kenneth Lay, formerly of Enron Garth Drabinsky, formerly of Livent and finally….

13. 1. Financial Reporting (cont.) “CIBC Haunted by Enron” Four years after a $3 billion settlement to extricate itself from the Enron scandal, CRA is challenging the tax deductibility of the settlement…losing would cost CIBC 8% of it’s book value

14. Health & Safety

15. 2. Health & Safety Introduction Defines the rights and responsibilities of employees in their workplace to ensure their safety and health.

16. 2. Health & Safety Effective H&S performance comes from the top Businesses have OHS, legal and financial obligations Quantifiable cost and benefit Investing in H&S leads to better performance, better working environment Introduction

17. Brand Image & Value Reduce absences, increase productivity Increase motivation Reduce costs 2. Health & Safety Benefits to Employers

18. 2. Health & Safety Why is it important? “...we can do our bit for society by running our companies in a socially responsible way…” Giorgio Armani “..cannot escape liability for negligence...” - The court's verdict in the 1969-1973 lawsuit filed against Chisso by the Litigation Group of Minamata disease patients.

19. 2. Health & Safety $21,300Average direct cost (WSIB insurance) due to new lost-time injury in 2007 $85,200 Average indirect cost of each lost-time injury in 2007 (such as re-hiring, re-training, lost productivity) 250,000Average number of people injured in Ontario annually 335 Total deaths which comprises of 257 deaths due to occupational diseases & 78 due to traumatic injuries in 2008 Why is it important?

20. 2. Health & Safety How does it affect you?

21. Human Rights

22. Human Rights Why should CEO’s be concerned about Human Rights in Canada?

23. Human Rights Respect for human rights, human dignity and equality is a core value in Canadian society and a basis for public policy Respect for human rights is the law

24. Human Rights Second only to the Canadian Charter of Rights and Freedoms, 1982 Overrides federal and provincial legislation and collective agreements Employers liability impacted by a precedent setting 1987 Supreme Court decision

25. Human Rights Robichaud v. Canada (Treasury Board) 1987 decision held employers liable for harassment in the workplace: “it must be admitted that only an employer can remedy undesirable effects; only an employer can provide the most important remedy – a healthy environment”

26. Human Rights Employers are liable in virtually all circumstances for any harassment carried out by employees Applies to all protected categories, including: Race, national or ethnic origin, colour, religion, age, sex, marital or family status, physical or mental disability, conviction where pardoned or sexual orientation.

27. Human Rights Changes are continuing... Age - mandatory retirement is essentially gone in most of Canada Disability - both physical and mental has to be accommodated Alcohol addiction is included

28. Human Rights Every employer has a duty to accommodate. Three factors are considered: Cost of the Accommodation Outside sources of funding Health & Safety Requirements

29. Human Rights Factors not to be considered in assessing undue hardship: Business inconvenience Employee morale Third-party preference Collective Agreements or Contracts

30. Human Rights To insure compliance, a complete strategy requires the following elements: A barrier prevention, review and removal plan Anti-harassment / discrimination policy An internal complaints procedure An accommodation policy An education / training policy

31. Human Rights The consequences of failing to meet Human Rights obligations can be expensive; Lane vs. ADGA Group Consultants were assessed $79,279 plus interest for terminating a probationary employee with bipolar disorder

32. Employment Standards

33. Employment Standards Introduction

34. Employment Standards Introduction Provincially regulated Sets up basic legal framework Provides ways to design flexible work arrangements Effectively handles mergers and reorganizations Provides greater flexibility for hours of work overtime, vacations and public holiday Avoid disputes & minimize potential liabilities

35. Employment Standards Provincial government has promised $10 million to hire new inspectors to enforce the Employment Standards Act (ESA) That commitment made 3 months ago as part to investigate any contraventions in the ESA The hiring would lead to the recovery of more than $17 million in back pay and other obligations from "non-compliant" employers each year Why is it important?

36. Employment Standards Post the ESA Poster in the workplace Retain records with respect to each employee for minimum 3 years Provide written notice of termination or pay in lieu Ensure employees are free from reprisals Requirements

37. Employment Standards How does it affect you? Fines up to $100,000 - $500,000 Individuals can be fined up to $50,000 or imprisonment for a term of not more than 12 months or Both

38. Employment Standards How does it affect you?

39. What should you do? To reduce liabilities: Have strong CFO & HR capabilities Have/Review your current policies & procedures Where deficiencies are found, insure that P&P are compliant Insure that your organization is trained and adheres to these P&P

40. Questions www.pivotalsolutions.com Twitter: pivotalHRcanada