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julia mcinnis
Discussion Activity 7.2
CBCA s. 122(1)(a) is a fiduciary duty owed only to the corporation. Section 122(1)(b) requires directors and officers of a corporation to “exercise the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances”. This duty of care is not owed only to the corporation (BCE v. 1976 Debentureholders). It is […]
BCBCA s. 33
In CDEF v Canadian Pickles Iacobucci J stated that “the general abolition of the doctrine of ultra vires is in accordance with sound policy and common sense”, because the original purpose of the doctrine (to protect creditors) had been largely frustrated. Section 33(2) abolishes the doctrine of ultra vires for corporations incorporated under the BCBCA. […]
Barbershop Activity
The Ontario Partnership Act states that a “[p]artnership is the relation that subsists between persons carrying on a business in common with a view to profit”, but that has not been incorporated. Although Z has some characteristics of a partnership, I do not think it is one for the reasons that follow. The trade name […]