MGSC30H3 Lecture 4: MGSC30 - Lecture 4
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So, a fiduciary duty to act under these circumstances in the best interests of the corporation as a whole. Works just like ordinary ppl except : just as an individual may be legally liable for contracts, so too may a corporation. The only additional issue here is the potential for confusion regarding who is allowed to bind the corporation in contract corporation in contract. The indoor management rule answers this problem. Significant financial penalties for the corporation: a corporation may commit a crime if a sufficiently important employee is responsible for it. A policy or prevention efforts might qualify, for example. It is not enough simply to have a rule against the action. R v waterloo mercury sales ltd (1974) Have to try, writing it dwon is not enough. Limits of corporate governance: no matter how well run a corporation may be, remember there are always limits.
