Friday, August 23, 2013

Payback Time

Day before yesterday, I blogged about CFO being ordered to correct the unfair and illegal live chicken prices  they had previously been charging in Ontario.

Regulation 402 passed under the Farm Products Marketing Act  for chicken marketing delegates powers from the Ontario Farm Products Marketing Commission ("OFPMC") to Chicken Farmers of Ontario ("CFO"), and tells CFO all the things that they can do.  It was under this Regulation that the live chicken price is set.

Regulation 402 is all about giving power and authority to CFO.

However, under Regulation 402, I can find nothing that places neither a duty, nor responsibility, nor accountability upon CFO.  Responsibility involves being accountable for, or having obligations or duties to others, and acting reasonably.  When somebody has power without responsibility, it's generally dysfunctional and a danger for all those close by.
‘Power without responsibility – the prerogative of the harlot throughout the ages.’
Rudyard Kipling (1865 - 1936)
With this false and misleading FCR revealed and admitted, we can now more fully see the consequences of the Ontario government creating CFO as a harlot who has extreme power over citizens, but neither responsibility nor accountability.

CFO is an Ontario corporation.  As such, shouldn't it have some duties and responsibilities to the Ontario public?

Nope.  Sorry.  Under Section 3(5) of the Farm Products Marketing Act ("FPMA"), all the local Supply Management Boards, including CFO, are exempted from the duties, responsibilities and accountability imposed on all other Ontario corporations by the Corporations Act ("OBCA") and the Corporations Information Act.

Under  Section 3.(6) of FPMA, everybody associated with CFO is protected from personal liability, in spite of any negligence, error, or incompetence; no matter who they hurt, nor how badly they hurt an innocent third party.

Everybody at CFO can run amok and never be held accountable.  Talk about sponsoring and encouraging irresponsibility and delinquency!

Is this a minor detail?   Gowlings, a Toronto law firm and one of the largest in Canada, states that Directors and Officers of all other corporation have the duty to:
  • Manage the corporation (ie. neither abdication nor laissez-faire nor passive nor acquiesence)
  • Act with loyalty and good faith
  • Avoid conflicts of interest
  • Maintain the confidentiality of information acquired by virtue of their position
  • Exercise care, diligence, and skill in everything done for the corporation
  • Ensure that they are reasonably informed
  • Comply with all applicable laws and regulations
I see all of the above (and more) as being important duties, responsibilities, and accountability that both CFO and OFPMC are missing.  This needs to be corrected by the Ontario Government as soon as possible.

According to the Supreme Court of Canada, if Directors or Officers fail in their duties to the corporation, and third parties are thereby damaged, those third parties can sue the Directors & Officers for damages suffered.  While CFO and OFPMC have been exempted from the OBCA, they have not been exempted from the common law.  The OBCA merely codified and confirmed the common law duty of care.

Has there been any third parties that have been damaged by CFO and/or OFPMC?  How about the 13.5 million citizens of Ontario?  Do they count for anything?

Is anybody interested in discussions of a very interesting Class Action lawsuit against these two organizations?

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