legal obligations, the legal system and society more generally”:
Livent, at para. 38, citing Cooper, at para. 37.
 Accordingly, the Livent majority observed, at para. 42, that
rarely, if ever, will a concern for indeterminate liability persist
after a properly applied proximity and foreseeability analysis.
 Applying this framework, the majority held that Deloitte
owed Livent a duty of care in relation to the 1997 statutory audit,
but not with respect to the comfort letter and press release.
The statutory audit
 The majority concluded that Deloitte’s statutory audit fell
within an established category of proximity, and that the type of
injury Livent suffered as a result of the statutory audit was
a reasonably foreseeable consequence of Deloitte’s negligence.
 Proximity was established based on a previously recognized category of proximate relationship. The court had already
held in Hercules Managements that an auditor owes its corporate
client a duty of care in the preparation of a statutory audit. It
thus followed that, unless the purpose of Deloitte’s undertaking
to prepare the audit differed from the purpose underlying the
audit in Hercules Managements, proximity was established.
Finding it did not differ, the majority concluded Livent and
Deloitte were in proximity in relation to the audit.
 Reasonable foreseeability was also established. The majority
agreed that Livent’s losses were a reasonably foreseeable
consequence of Deloitte’s negligence, since the negligence allowed
Livent to artificially extend its solvency. The majority found, at
para. 64, that the purpose of the audit was to protect Livent from
the consequences of undetected errors and wrongdoing, and to
provide shareholders with reliable intelligence, enabling oversight. Livent’s reliance on Deloitte for the purpose of overseeing
the conduct of management was therefore both reasonable and
 Since a proximate relationship based on a previously recognized category was found, the court noted that it need not consider
whether residual policy considerations negated the duty of care.
The comfort letter and press release
 With respect to the comfort letter and press release, the
majority found that proximity was established for the purpose of
helping Livent to solicit investment, but that Livent’s losses
(which did not arise out of any inability to attract investment) did
not fall within the scope of Deloitte’s duty of care and were not
a reasonably foreseeable consequence of Deloitte’s assistance.