ARTICLE: THE SUPREME COURT RESTATES DIRECTORS' FIDUCIARY DUTY -- A COMMENT ON PEOPLES DEPARTMENT STORES V. WISE Skip over navigation
LexisNexis® Browse Law Reviews and Treatises
Skip over navigation
Sign in with your lexis.com® ID to access the full text of this article.
-OR-
Order the full text of this article if you do not have a lexis.com® ID.
 
Price: 
US $22.00 (+ tax)
 
 

Copyright (c) 2005 The Alberta Law Review
Alberta Law Review

ARTICLE: THE SUPREME COURT RESTATES DIRECTORS' FIDUCIARY DUTY -- A COMMENT ON PEOPLES DEPARTMENT STORES V. WISE

October, 2005

43 Alberta L. Rev. 383

Author

DARCY L. MACPHERSON *

Excerpt

I. INTRODUCTION

In light of the decision of the Supreme Court of Canada in Peoples Department Stores v. Wise, 1 the Canadian corporate bar is confronted with a number of issues. These include: (i) the proper interpretation of the statutory duty of care under s. 122(1)(b) of the Canada Business Corporations Act; 2 (ii) the impact of what is now s. 123(5) of the CBCA; and (iii) the impact of repealing the CBCA's former prohibition on financial assistance. Despite these issues the author has, in this comment, decided to focus on the issue of the statutory statement of fiduciary duty contained in s. 122(1)(a) of the CBCA. This is not to suggest that these other issues are unimportant. In fact, quite the opposite is true. The changes to the statutory duty of care are especially significant. But these are important enough to warrant more extensive discussion than space allows here. Therefore, this discussion will have to wait for another day.

As for the issues to be addressed in this comment, the Court's decision in Wise has, on the face of it, altered the meaning of the term "the best interests of the corporation," as used in the CBCA. There are three relevant aspects to the change that will be highlighted here: (i) for whose benefit is the corporation to be run? This raises the spectre of a debate between the "enlightened shareholder value" approach to management, as against the "pluralist" approach; (ii) regardless of the relative merits ...
 
 
If you are interested in obtaining a lexis.com® ID and Password, please contact us at 1-(800)-227-4908 or visit us at http://www.lexisnexis.com/.
Search Documents
 
eg., Environmental Insurance Coverage Under the Comprehensive General Liability Policy
 
 
 
 

Lexis® Web - The only search engine that delivers free web content specifically from legal sites validated by LexisNexis® attorney editors and includes tools for faster research and more relevant results.

 
LexisNexis Store
Research Now - Go to lexis.com
Connect the Dots - Free 1 hour webcast
Share. Network. Discover. - Go to LexisNexis Communities