Data privacy and cybersecurity in a transactional context
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Data privacy and cybersecurity in a transactional context Start Comparison
Has the data privacy authority issued any guidance on data privacy compliance in the context of transactional activity (including, but not limited to, share sales, asset sales, reorganizations or spinouts)?

Last review date: 18 December 2024

No.

In the context of an asset sale (the sale of a separate business unit as a going concern), does the acquiring entity inherit liability for pre-acquisition data privacy or cybersecurity breaches (connected with the assets that are the subject of the asset sale)?

Last review date: 18 December 2024

It depends (for example, on the way the asset sale is structured, and/or the assets being.

Generally, the organization that is in control of personal information that is subject to a cybersecurity breach or data privacy violations would retain liability and be subject to the applicable fine. Therefore, purchasers must integrate a careful review of the target's data protection systems and processes and investigate whether any breaches are ongoing.

If so, how would any regulatory fines be calculated?

Last review date: 18 December 2024

Unclear.

In the context of a share sale (where the acquiring entity acquires 100% of the shares of a target company), does the acquiring entity inherit liability for pre-acquisition data privacy or cybersecurity breaches (connected with the target company)?

Last review date: 18 December 2024

Yes.

The OPC has emphasized that in the context of a share sale, the acquiring entity inherits liability for pre-acquisition data privacy or cybersecurity breaches. For example, the OPC addressed the inherited liability of pre-acquisition data privacy breaches in PIPEDA Findings #2022-005. There, a global hotel chain ("Purchaser") was held accountable and investigated for failure to mitigate a pre-acquisition cybersecurity breach incurred by the target it had acquired.

If so, how would any regulatory fines be calculated?

Last review date: 18 December 2024

Unclear.