MGSC30H3 Lecture Notes - Lecture 4: Business Judgment Rule, Fiduciary, Financial Statement
Document Summary
Topic: chapter 22 legal rules for corporate governance. Shareholders: residual claimant to the assets of the corporation and elect the directors. Directors: responsible for managing or supervising the management of the business of the corporation and its internal affairs. Officers: appointed by directors of a corporation and usually exercise substantial management powers delegated to them by the directors. Private corporations: have few shareholders and the same people may be the shareholders, directors, and officers. Management proxy circular: document sent to the shareholders that contains management proposals and information regarding the proxy, the business to be dealt with at the meeting, and certain other information. * information provided by circular enhances shareholders" ability to ensure management is acting in their interests and to make informed choices regarding how to vote. Dissidents" circular: document sent to all shareholders by shareholders who seek the votes of other shareholders against management.
