Module 8: Corporate Law Flashcards
what is corporate governance?
What roles do shareholders directors and officers play in that?
Shareholders, elect directors, a.k.a. the board.
Directors appoint officers who run the day-to-day
Directors, supervise management and business affairs
what responsibilities do directors and officers have an a corporation in brackets including fiduciary duty, duty of care and decision-making duties bracket
Fiduciary Duty must act honestly in good faith with the best interest of the corporation.
Duty of care, exercise, care, diligence, skill, and discipline
What is the legal framework for creating and running corporations? How do you form a corporation? A.k.a. incorporation?
must comply with corporate laws and regulations. One must follow the articles to corporation Canada for incorporation.
Must include proposed company, name, location of registered office, class and number of shares to be issued number of directors restrictions on issuing transfer ownership of shares restrictions on the type of business. The company may do
An individual cannot incorporate if they are younger than 18 years old bankrupt or lack the capacity
What are the basics of share ownership? What rights do shareholders usually have? What do shareholder agreements mean?
shares Grant equity, which is done raise capital
Rights. A.k.a. a vote at shareholder meeting means they receive dividends declared by the board upon dissolution to receive the property of the corporation remaining after all creditors paid agreements, include voting and management share, transfer and dispute resolution.
No answer – when can corporations be held responsible and and how does their liability extend to crimes towards and contracts?