Directors' And Officers' Liability: Recent Developments Of Importance

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Directors' And Officers' Liability: Recent Developments Of Importance

Originally published in the 2009 edition of The Canadian

Legal Lexpert Directory.

Important developments have taken place in Canada over the past

year regarding the potential for directors and officers to incur

liability, specifically in the areas of (i) timely disclosure

obligations; (ii) the duties of directors and officers in the

context of a company that is up for sale; and (iii) the ability of

directors and officers to receive indemnification payments from the

companies they serve. Each of these topics is discussed in detail

below along with a brief update on civil statutory liability for

continuous disclosure violations.

TIMELY DISCLOSURE OBLIGATIONS

Canadian securities laws impose obligations on a publicly traded

issuer (and, in effect, its directors ...

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