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Discussion 6.1: On s. 137 of the BCBCA
The BCBCA does not recognize unilateral shareholder agreements (USA). These are a type of shareholder agreement that is recognized under the CBCA and are used to limit some or all of the directors’ powers and ability to manage the corporation. Section 137 of the BCBCA is analogous to USAs as it provides for the limitation […]
And the Academy Award for best supporting role goes…to the class..
The UBC Centre for Teaching, Learning & Technology piece that included footage taken in the class has been posted. It is actually about some of the open pedagogies incorporated through our course website and the use of lecture capture. Since the interview with me was actually filmed the week before Biz Org started, my reference […]
Class 16: The Legal Architecture of Business Governance #1
Today’s video & slides…. jon
6.2 – Shadow Directors
I think that it may be possible for a corporation to be a shadow director of another corporation. A key distinction between a shadow and de facto director is the fact that a shadow director claims not to be a director. Since they are not purporting to be an actual director of the company they […]
Discussion Activity 6.1
1. Why do you think section 137(2)(b) of the BCBCA is necessary and worded the way it is? I believe that section 137(2) of the BCBCA is necessary to prevent any confusion that might arise from overlapping jurisdiction. In the event that powers of the directors were transferred, situations could arise where directors nonetheless claimed […]
Discussion 6.2: Corporations as Shadow Directors
I think this question is, in fact, more complex than it might seem on first glance. At the end of the day, however, I think the reasonable answer is that a corporation cannot be the shadow director of another corporation. My first impulse was to say that yes, a corporation could be the shadow director […]
Discussion Activity 5.1: Reconciling R v. Fitzpatrick’s Fuel and The Rhône
I think that The “Rhone” and Fitzpatrick’s are reconcilable in regards to the captain not being seen as a directing mind, but the gas attendant/cashier being found to be a directing mind due to different policy considerations playing a role in the two cases. This might be too simplistic, but here’s how I rationalize it. […]
Class 15: Corporate Obligations #2
Unfortunately the experiment of recording Wednesday’s talk didn’t really work, so am afraid all we have are the slides. Here they are… jon
Discussion 6.2: Shadow Directors
Ignoring the vagueness of the BCBCA and CBCA in regards to directors right now, I think a corporation could be a shadow director (I mean, we just saw in the Huffington Post article that a piece of AI became a director…), but I think that it would lead to a lot of issues as far […]
6.2: Corporations as Shadow Director
I think it is possible that a corporation could act as shadow director in another corporation, but there is a question as to whether or not it could be recognized by a Canadian court as being a director. In terms of acting as shadow director, it is likely that a corporation could meet the definition […]