BU231 Lecture Notes - Lecture 14: Fiduciary, Sole Proprietorship, Business Judgment Rule
Document Summary
Internal affairs of a corporation day to day management of a company. Sole proprietorship unincorporated business owned by a single individual, sued in own name. Partnership relationship between persons carrying on a business with a common view to profit. Limited partnership= one general partner, and other limited liability partners who are only responsible for amount that they invested. Corporation legal person formed by act of incorporation, same rights and obligations as human being. No personal liability shareholders can only lose as much as they have invested, privity is with the firm. Power to issue shares, declare dividends, adopt by laws, and call meetings of shareholders. Duty is fiduciary duty and is owed to the corporation. Act honestly and in good faith in best interests of corporation. Exercise care, diligence and skill of reasonably prudent person in comparable circumstances. Defences to breach of duties of care and skill: acted diligently and used business judgment.
