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Please use this identifier to cite or link to this item: http://hdl.handle.net/1807/25783

Title: The BCE Blunder: An Argument in Favour of Shareholder Wealth Maximization
Authors: Lupa, Patrick
Advisor: MacIntosh, Jeffrey G.
Department: Law
Keywords: Corporate Law
Fiduciary Duties
Director Duties
Shareholder
Stakeholder
BCE
Issue Date: 10-Jan-2011
Abstract: The traditional approach to corporate governance in Canada has centered on shareholders. This model of governance is commonly referred to as shareholder primacy. The shareholder primacy model has recently been rejected by the Supreme Court of Canada in Peoples v. Wise and BCE v. 1976 Debentureholders. This paper will be argued that directors should be required to focus exclusively on increasing shareholder value in the change of control context. It is within the change of control context that shareholders most require fiduciary protection. In addition, the shareholder primacy rule provides an enforceable standard for evaluating the actions of directors. As stakeholders have a variety of mechanisms to ensure that their interests are not disregarded, they are not in need of fiduciary protection. In contrast, shareholders face greater risks, which validate a need to be protected by an exclusive fiduciary duty in the change of control context.
URI: http://hdl.handle.net/1807/25783
Appears in Collections:Master
Faculty of Law - Master theses

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