In my last semester of undergrad I took a philosophy course called “Persons, Minds, and Bodies”. It was about the idea of identity persisting over time. Essentially, we looked at the question: what makes you “now” the same person as you “later”? In simple terms, there are two camps: those who think the answer lies […]

In Teck Corp v. Millar Justice Berger set aside the Hogg decision, which held that directors may not allot shares to frustrate an attempt to obtain control of the company, even if they believe that it is in the best interests of the company to do so. In Justice Berger’s opinion, Hogg was wrongly decided […]

The question here is to whom did Beatty owe a duty? I agree with the Privy Council’s decision. In my mind, the question comes down to the issue of which hat was Beatty wearing at each step of the process. Beatty was both a director and a shareholder. In his capacity as a director, he […]

Today’s video & slides…and bonus screen cap of the phishing text I received this morning and mentioned in class… jon

Lecture captures and slides below. Not sure why but a different format of the video comes up for me but it’s all there and is unlikely to have any substantive impact on your viewing pleasure (not that “pleasure” is at all the appropriate word)… jon

While going through Unit 6, I vaguely remembered an article on the subject of independence that I happened to read this summer. A little Googling helped me find it: “How independent are Husky’s directors?” I found the article interesting at the time, but it’s taken on a new significance in light of this course and the things I […]

Discussion Activity 6.3: After reading page 311 of the Casebook and reflecting on the content, it appears to me that one of the dominant justifications for the “independence” requirements for Boards is the existence of the fiduciary duty and duty of care placed on Directors in the Federal and Provincial companies Acts  carry out duties/execute functions in the “best interest […]

S. 137(2)(b) provides that where the powers of the directors are transferred to another person, the directors are then relieved of their rights, powers, etc. to the same extent. Why is this section necessary and worded the way it is? One reason is, clearly, that the section will reduce confusion where the transfer was unclear […]

Since I started law school last year, every so often I have a moment where I realize that the subjects we talk about and the concepts we learn really do have an effect on how I see the world. Looking at this question, I had one of those moments. If you had told me just […]

Last class we discussed whether a corporation could serve on a board of directors, which culminated in us learning that in fact they cannot—rather, that privilege is reserved for real flesh and blood human beings. However, based purely on a reading of the two statutes of which we have grown so fond over these past […]

“When we work on making our devices accessible by the blind,” he said, “I don’t consider the bloody ROI.” He said that the same thing about environmental issues, worker safety, and other areas where Apple is a leader. In the context of the entire course, this quote from the article about Apple’s dramatic 2014 shareholders […]

As a student with an interest in international human rights law and international criminal law, I spend a lot of time in this course thinking about regulation of corporations domestically and on an international level. The Eritrea mining case happening in BC currently gives me some hope regarding the potential corporate accountability for Canadian corporations […]

I think that a corporation can be a shadow director of another corporation because of separate legal personhood of corporations and because it is possible that a corporation could claim they are not directors of another corporation, but still act like directing minds of another corporation. But, I think that to show that a corporation is […]

As a director of the North-West Transportation Company Limited, James H. Beatty was an agent of the company and owed a fiduciary duty to promote the best interests of the corporation. In his role as shareholder, this duty would not be applicable. Based on the traditional no-conflict rule, James Beatty as director would be precluded […]

Lecture-capture and slides below… jon