Shareholder Investigation Rights in Canada: A Balancing of Competing Interests

Author ORCID Identifier

Poonam Puri: 0000-0003-3233-5019

Document Type

Book Chapter

Publication Date

5-4-2023

Source Publication

Research Handbook on Shareholder Inspection Rights. Cheltenham, UK: Edward Elgar Publishing, 2023. < https://doi.org/10.4337/9781800377745.00021>.

Keywords

Canada; Concentrated ownership; Investigation orders; Oppression

Abstract

The separation of ownership and control in corporations means that corporations are inherently asymmetric information environments. Canadian corporate statutes have developed over time to balance this asymmetry by providing shareholders with limited but express statutory information rights. Where these rights are insufficient or not complied with by the corporation, shareholders can seek statutory remedies, including investigation orders. This chapter reviews the statutory regime for investigation rights in Canada, including how those rights have been shaped by jurisprudence and how the courts have tried to strike the balance between shareholders’ rights to access information and the corporation’s ability to efficiently function. Canadian courts have tried to strike this balance by refusing to grant investigation orders when the information sought can be obtained by shareholders through other, less intrusive means.

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