LAW 603 Lecture Notes - Lecture 12: Canada Business Corporations Act, Fiduciary, Financial Statement
12 Feb 2017
School
Department
Course
Professor
Document Summary
We discuss the basic legal rules for corporate governance in canada. Basic distribution of power and responsibility amongst directors, officers, and shareholders as set out in the. Management also has responsibilities to non-shareholder stakeholders, such as employees , creditors and the public. Shareholders: are entitled to the assets of the corporation that remain after all the creditors are paid. Directors: are responsible for managing or supervising the management of the business of the corporation, internal affairs, issuing shares, declaring dividends. Officers: are appointed by directors and delegated by the directors. Directors are obligated to call annual meetings at least every 15 months. At annual meetings, 1) directors are elected 2) the auditor is appointed for the coming year 3) financial statements for the past year are discussed. Shareholders can participate without attending by appointing proxy: has all the powers of the shareholder at the meeting, but must vote in accordance and direction given by shareholder.
