Find Lawyers in Vancouver, British Columbia for Director and Officer Liability Practice
Practice Area Overview
The Canada Business Corporations Act and analogous provincial and foreign statutes establish regimes under which the duties and responsibilities of directors and officers are defined, and liabilities are imposed for failure to act in accordance with those duties and applicable standards. In addition, a large number of other statutes in fields as diverse as securities, tax, labour, and environment also impose specific liabilities on directors and officers in order to ensure compliance by corporations with the provisions of those statutes.
Over the past 10 to 15 years, in the post-Enron era of Sarbanes-Oxley type legislation, higher standards of behaviour have been imposed on directors and officers by various legislative and regulatory bodies, such as securities exchanges, and the standards imposed on corporations and their various representatives and officials, including directors and officers, have heightened the requirements for corporate disclosure, and in doing so, dramatically increased the potential for liability of those individuals in situations where there is failure to comply with these heightened standards.
In addition, further criminal and penal sanctions have been introduced to discourage, for example, attempts to involve the corporation in corrupt business practices or fraudulent behaviour, whether domestically or abroad, such as those provided for in the recent amendments to the Canadian Corruption of Foreign Public Officials Act, and analogous legislation elsewhere.
Both the statutes and the case law relating to directors and officers liability establish parameters and limitations on the liability of directors, as well as defences such as due diligence and the Business Judgement Rule, which provides a measure of protection to directors and officers when making business decisions in the course of fulfilling their duties.
This area of practice necessarily cuts across other practice areas, such as securities law, corporate governance, insurance law, bankruptcy law, labour law, criminal and white collar litigation, as well as class action proceedings, as they relate to the liabilities of directors and officers in those areas.
Moreover, as the corporate statutes also provide generally for indemnification and in some instances insurance of directors and officers, the practice area generally also encompasses questions relating to the application of directors’ and officers’ liability insurance, and the interplay between the concepts of liability, indemnity, and insurance.
Ian Rose & Dina Raphael, Associate General Counsel, Litigation & Dispute resolution, BMO Financial Group
Mr. Clemens has practised as counsel in the field of civil litigation and administrative law since being called to the Bar in British Columbia in 1976. His practice has included appearances in all of the Superior Courts of British Columbia and the Supreme Court of Canada and before arbitration panels involving shareholders and partnership disputes, professional negligence claims, real estate, employment, securities, banking, insurance and maritime litigation. Mr. Clemens is experienced in adm...
Tracey Cohen, KC is a leading commercial litigation and dispute resolution Partner in the Vancouver office. Tracey has been recognized for expertise in Corporate and Commercial Litigation, Securities Litigation and International and Commercial Arbitration and has repeatedly been recognized as one of Canada’s top 25 female litigators. Tracey was appointed as King’s Counsel in 2015 and was admitted as a Fellow of the American College of Trial Lawyers in March 2019. Tracey has been n...
Geoff Cowper, KC is a leading general litigator and a leader of the Firm's Litigation & Dispute Resolution group. Geoff has served as counsel in leading private and public cases in Canada and internationally. These have included leading decisions with national and international dimensions respecting commercial law, public law and human rights.
Craig Ferris, QC is a litigator and acts for clients in commercial and business disputes. His particular areas of specialization include shareholder remedies, trust, pension and fiduciary disputes, securities and transactional litigation, product liability, mining disputes and real estate litigation. Craig has appeared in all levels of court in British Columbia as well as the Supreme Court of Canada. He has also acted in private arbitrations and in administrative settings including before the...
Jenny Francis is Managing Partner of the Firm’s BC Region, with primary responsibility for leadership of the Firm’s Vancouver and Surrey offices. As Regional Managing Partner, Jenny is responsible for managing operations in the region as well as developing and implementing the region’s strategic direction. In her leadership, Jenny is committed to furthering Fasken’s position as a trusted advisor to clients and as a place where bright, talented, and collegial people wan...
Andrew Nathanson, KC is Co-Leader of the firm’s White Collar Defence and Investigations group. His practice focuses on complex commercial litigation and white collar crime. Andrew is sought after by corporations, directors and investors for his expertise in shareholders' disputes, oppression claims, proxy contests, and commercial disputes. Many of Andrew's commercial cases involve multi-jurisdictional disputes. Andrew was co-counsel for Lions Gate Entertainment, successfully defeating t...
Irwin Nathanson, K.C. is one of the top trial and appellate lawyers in British Columbia, and has litigated many of British Columbia’s leading complex business disputes. Leading publications have referred to Mr. Nathanson, saying: "Irwin is still going like a champ, a ‘senior statesmen’ who still doesn’t miss a beat“; You won’t find a better litigator anywhere in the country”; “He is the biggest gun in Vancouver”; He is “resolute, coo...
Hein makes it his mission to help clients avert litigation if that is possible; to help them find early off-ramps if litigation is unavoidable; and to minimize the present value of the total cost of litigation. He has held senior management positions with Kaiser Resources, the Denver Broncos and Southeastern Capital Corporation, a U.S. private equity firm. Hein has appeared before the Supreme Court of Canada, the B.C. Court of Appeal and Supreme Court, as well as various regulatory agencies a...
Patrick is a senior results-oriented securities and corporate-commercial litigator. Patrick regularly represents brokers, brokerage firms, executives, professionals, directors and officers of private and public companies, shareholders and other business people with legal matters involving the capital markets before all levels of court, securities and regulatory tribunals (the British Columbia Securities Commission, IIROC, FICOM, Insurance Council and the insurance Council as examples). Patric...
Marko practices civil and commercial litigation with a focus on class actions, defamation, securities litigation, copyright, product liability cases, and commercial arbitrations. He has appeared as lead counsel before the Supreme Court of Canada, the Federal Court of Appeal, at all levels of court in British Columbia, and as defence counsel before the British Columbia Securities Commission. Marko was the head of the Litigation and Dispute Resolution Group at Lawson Lundell. Marko is a regular...
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