LAW 204 Chapter Notes - Chapter 26: Canada Business Corporations Act, List Of Corporate Collapses And Scandals, Mci Inc.
9 Mar 2021
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Chapter 26- corporate governance: the internal affairs of corporations. In small private corporations, like family companies, often most or even all of the shareholders are also directors and officers. The role of the directors: directors manage or supervise the management of the business and affairs of the corporation. In most corporations, officers exercise tremendous power and they are subject to the same duties as directors. Section 122(1)(a): fiduciary duties: the cbca requires that directors and officers act honestly and in good faith with a view to the best interest of the corporation , this is a fiduciary duty. It imposes on directors and officers a high standard of conduct involving loyalty, integrity and trust: this duty addresses the motives, considerations and factors that influence decision making apart from the decision itself. Imposes a general duty on directors and officers to avoid any conflict of interest with their corporation and to act in the corporation"s best interests, not the shareholders".
