ADMS 2610 Lecture Notes - Lecture 7: Debenture, Fiduciary, Floating Charge

• School: York University
• Department: Administrative Studies
• Course: ADMS 2610
• Professor: William Pomerantz

Document Summary

Fundamental breach : allows the distressed party to terminate performance of a contract and also entitling them to sue. Fundamental breach - exemption clauses don"t apply to fundamental breaches. A corporation is a separate legal entity whose assets and liabilities are separate from its owners. Corporations are a creature of statute i. e there will be no corporations without government statutes. Why would you do a federal corporation (ottawa) Existence at law but not material existence: everything in the statute is what applies to your company. Shareholders have limited liability and cannot be sued for the corporation. In ontario, you can be the sole director and sole shareholder of a corporation. Shareholders cannot bind the corporation in contract (only officers and directors. In partnership law who controls the business: shareholders or partners. You have to get approval from the directors or majority shareholders. Corporations have perpetual existence: never go old and never die. Partnership: if one partner dies the partnership ends.