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#19179
PIERCING CORPORATE VEIL against Directors PERSONALLY ? : NOT EASY; Matlock v O-CSCC 815 2021/01/28 22:26  
Not legal advice as usual.

An experienced Ottawa Superior Court judge has dismissed a claim for negligent mis-representation & breach of duty against individual Directors personally.

But against the condominium corporation itself, he has allowed breach of statutory duty claims & others to continue targetted corporately .

The interim decision discusses barriers protecting Directors along with the rationales why such personal targetting faces HIGH barriers.

Rationales cited include not only discouraging Board service but inhibiting tough decision making by those already on such Board. How much exposure to personal litigation should readily ensue from just doing one's duty honestly ?

Mr Justice Beaudoin illustrates from an October 2020 decision striking down a Declarant's Motion against a post-turnover condo board making governance decisions allegedly interferring with sales. ( See cafcor topic “DECLARANT Cottage Advisors 'fails to pierce corporate veil’ : OPPRESSION & UNLAWFUL INTERFERENCE” https://ontario.cafcor.org/index.php?option=com_fireboard&Itemid=46&func=post&do=edit&id=19140&catid=9 :

" . . . 37 …Although it is alleged that they breached their duty to the Condo Corporation, the specific conduct alleged involves the Board making decisions about how to manage the Condo Corporation’s day-to-day affairs.

They may be wrong in these decisions or their assessment as to the extent of the deficiencies and need for repair, but it should not be that errors in the day-to-day management of the affairs of the corporation, which do not even personally benefit them should result in a personal order against them.

Allowing actions of this sort to proceed against directors of condominium corporations would serve as a disincentive to their raising deficiencies with developers and properly advising potential purchasers such deficiencies. . ." - unquote

With food for thought before targetting Directors personally, the Ottawa interim decision just released :

MATLOCK v ( individual Directors ) & O.-C.S.C.C # 815 issued Jan 19/21 https://canlii.ca/t/jcphp

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update March 18/21 : against applicant Matlock awards interimly $ 10,490 ( after individual Directors sheltered ) https://canlii.ca/t/jdvmj
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