BLAW 308 Lecture Notes - Lecture 17: Fiduciary, Stock Split, Strategic Planning

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16 Jan 2020
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For bjr, no conflict on interest, rational decision, best interest of the company. Just because a board director doesn"t show up to a meeting doesn"t mean you can sue them, as a shareholder it means just don"t vote for them. If a director breaches the duty of loyalty, like by not disclosing interest in a property the corp wants to buy, court can remove them. Breaching duty of care and fraud can also get you kicked off, or abuse of your position, and court also find that removal of the director is in the best interest of the corporation. Need to give 7-10 day notice because often times its a quick thing. If everyone shows up with 1 days notice, its okay no problem. If only some show up with 1 days notice, they can"t make a decision bc the ones who didn"t show up didn"t waive notice (in bylaws they usually state how long of a notice they need)

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