ADM 3360 Lecture Notes - Lecture 5: Oppression Remedy, Absolute Liability, Canada Business Corporations Act

• School: University of Ottawa
• Department: Administration
• Course: ADM 3360
• Professor: Audrey Giles

Document Summary

Corporate liability: liability in tort responsibility for civil wrongs, primary liability(cid:708) (cid:709): it is regarded as the entity that actually committed the tort in question corporation can only work through human agents. Identification theory: a theory specifying that a corporation is liable when the person committing the wrong is the corporation"s directing mind. Seeks to determine which person or persons are the directing mind of the corporation: vicarious liability(cid:708) (cid:709): when the tort has been committed by an agent or employee who is not a directing mind of the corporation. Promoter can avoid liability if the contract states they are act on behalf of the corporation. Basic approach is similar to contracts made by an agent in the course of his or her actual or apparent authority corporation is liable. 2: concept of indoor management rule relating to apparent authority in corporate law. Now changed by statute: corporation may adopt such contracts, within a reasonable time subsequent to incorporation.