Exam 27: Corporate Governance: External Responsibilities

What standard of care and skill is usually imposed by the court on an accused corporation and its directors when the activities of the corporation were carried on negligently?

Use this fact situation to answer the related questions that follow. Albert,who is a sole proprietor who wants to expand his present business,which makes and supplies plastic containers,has decided to incorporate his business to limit his liability.Yesterday,Albert signed the articles of incorporation at the office of his lawyer,just before he had a business meeting with a large retail store.During that meeting Albert agreed to manufacture and supply 20 000 plastic containers to the retail store.Thinking that his new company would be incorporated shortly,Albert decided to sign the contract on behalf of a corporation to be incorporated.A couple of days later Albert's lawyer told Albert that his new company had been incorporated.A month went by during which the retail store found that the containers were defective,and since there was no warrantee on them,the store spent $15 000.00 to repair them. In this case,in bringing a lawsuit,the store will consider

A and B carry on business as a general partnership,which recently went bankrupt.In the event that the partnership assets are insufficient to pay off the creditors of the partnership,

Use this fact situation to answer the related questions that follow. After the Enron scandal and the collapse of the high-tech stock market,recommendations were made to attempt to protect the public against a recurrence of the same sort of situation.However,only a few of these were implemented. Explain why.

Corporations are always liable in tort for contracts entered into with third parties.

Use this fact situation to answer the related questions that follow. George is a director in a large federally incorporated national pulp and paper mill that often uses bleach and other chemicals to make its paper white.Recently,the bleach and other chemicals have been flowing into the river right beside the mill,polluting it and killing the fish and wildlife in it.George supervises the machines that are used to remove harmful contaminants from the chemicals before they are permitted to flow into the river,and realizes that they are not working properly.He immediately tells his supervisor,who makes a request for repairs to the company's director,Robert,who is responsible for all environmental matters.In turn,Robert sends a report to the full board of directors and CEO about the problem with the machines and the pollution it is causing.The board and CEO agree to implement measures immediately to repair the machines and clean up the river,and take corresponding action. In this case,under the Canada Environmental Protection Act,

A parks his car in a no-parking zone and A gets a ticket.In this case,A has committed

John and George are the shareholders of a private provincial company,which has capital assets of $250 000.00.Lately,due to the recession,the company has not been doing well financially,but it is going to issue dividends of $50 000.00 each to John and George.A few days later the company declares bankruptcy.In this case the creditors of the company

What is meant by the indoor management rule?

Hazel was deliberately cheated by a clerk at the Hamilton Bay Corp.Can the corporation be found guilty of a criminal offence?

When it comes to damage of the environment,any person who actually commits an offence is personally liable

Use the fact situation in Q9 to answer the related question that follows. Assume that in the contract there was a term that provided that Albert would no longer be bound by the contract.In this case,the retail store will most likely

In order to avoid an environmental accident,a business should take all of the following steps EXCEPT

Explain why legislation is necessary in areas of law other than contracts or torts to regulate the conduct of corporations and those who run them.

Schemes of government regulation resemble traditional criminal law because

Susie owns a small tool and die company.She has hired an occupational health and safety expert to assess the workplace on a monthly basis in order to identify potential dangers that could injure her employees.The expert reports back to her every month.Part of the reason Susie incurs the costs of hiring this expert is

In Canada,the jurisdiction over the securities industry is

Offences under such statutes as the Canada Environmental Protection Act are criminal offences.

The characteristics of corporations presents special problems for criminal liability in part because

Explain the general purpose of securities legislation in Canada.How are these purposes achieved?