Online Practice Manuals

BCE Inc. v. 1976 Debentureholders

• 2008 SCC 69
  • Go to CanLII for full text

The above case is referenced within:

1. Advising British Columbia Businesses (Current to: October 01 2022)
   • Chapter 2. Organizing and Operating a Business
     • II. Closely Held Companies under the Business Corporations Act [§2.2]
       • E. Duties of Directors and Corporate Governance [§2.38]
         • 5. Duties of Directors and Officers [§2.43]
   • Chapter 15. Resolving Business Disputes
     • IX. Litigation to Resolve Business Disputes [§15.34]
       • C. “Oppression” Petition [§15.41]
         • 2. The Test for Oppression [§15.43]
         • 7. Oppression/Unfair Prejudice Cases [§15.48]
           • b. Examples Where Conduct Was Not Oppressive or Unfairly Prejudicial [§15.57]
             • v. Business Decisions [§15.62]
2. British Columbia Business Disputes (Current to: August 01 2016)
   • Chapter 2. Fiduciary Duty
     • III. Fiduciary Relationships [§2.13]
       • B. Per Se or Presumptive Fiduciary Relationships [§2.15]
   • Chapter 12. Shareholder Remedies
     • V. Shareholder Oppression [§12.27]
       • A. Overview [§12.28]
       • D. The Test for Oppression [§12.31]
       • E. The Tests for Unfairly Prejudicial Conduct and Conduct That Unfairly Disregards an Interest [§12.32]
3. British Columbia Company Law Practice Manual (Current to: August 15 2023)
   • Chapter 1. Introduction to the B.C. and Federal Acts
     • VIII. Benefit Companies [§1.53]
       • A. Nature of Benefit Companies [§1.54]
   • Chapter 6. Corporate Governance
     • IV. Duties and Liabilities of Directors and Officers [§6.26]
       • A. What Are the Duties? [§6.27]
         • 2. Good Faith and in the Best Interests of the Company [§6.29]
         • 3. Care, Diligence, and Skill of a Reasonably Prudent Individual [§6.30]
           • b. Diligence [§6.32]
             • iv. Business Judgment Rule [§6.36]
       • B. To Whom Are the Duties Owed? [§6.39]
         • 1. Shareholders [§6.40]
         • 2. Creditors [§6.41]
         • 5. Society in General—The Good Corporate Citizen [§6.48]
   • Chapter 12. Arrangements
     • I. Introduction to Arrangements [§12.1]
       • B. Meaning of Arrangements, Proposals, and Compromises [§12.3]
       • H. When Arrangement Permitted—Judicial Interpretation [§12.14]
     • II. Adoption of Arrangement [§12.16]
       • A. Adoption Requirements [§12.17]
         • 9. Fairness Opinion [§12.42]
           • b. Court Approval and Fairness Opinions [§12.44]
       • B. Information for Meetings [§12.45]
     • III. Role of the Court [§12.46]
       • B. Court Ordered Meetings [§12.51]
         • 2. Nature of Interim Orders [§12.53]
           • b. Additional Considerations for Interim Orders [§12.55]
       • C. Court Approval Order [§12.60]
         • 2. Criteria for Approving Arrangements [§12.62]
           • c. Indicia of Fairness [§12.65]
           • d. Application of BCE Inc. v. 1976 Debentureholders Test [§12.66]
             • i. Re Magna International [§12.67]
             • ii. Torstar Corp. [§12.68]
             • iii. Re iAnthus Capital [§12.69]
             • v. Re Bravio [§12.71]
             • vi. 1217811 Canada Inc. [§12.72]
             • viii. Re TELUS Corp. [§12.74]
             • x. Re Marquee Energy Ltd. [§12.76]
             • xi. Other Commentary and Application of the BCE Inc. v. 1976 Debentureholders Test [§12.77]
           • e. Criteria under Pre-BCE Inc. v. 1976 Debentureholders Authorities [§12.78]
           • f. Additional Case Principles [§12.83]
             • ii. Outcome of the Vote [§12.85]
             • iv. Differential Treatment of Security Holders [§12.87]
             • vii. Not Necessarily “Best” or “Perfect” [§12.90]
         • 4. Contents of the Final Order [§12.93]
           • a. Incidental, Consequential, and Supplemental Orders [§12.94]
             • ii. No-default, Waiver, and Third-party Release Orders [§12.96]
     • V. Binding Effect of Arrangement [§12.121]
     • VII. Dissent Rights in Relation to an Arrangement [§12.125]
       • B. Judicial Interpretation of whether Dissent Rights Should Be Granted [§12.127]
       • C. Comparison with Other Jurisdictions [§12.128]
   • Chapter 17. Shareholder Rights, Remedies, and Proceedings
     • III. Shareholders’ Proceedings [§17.36]
       • B. Complaints by Shareholder [§17.38]
         • 3. Analysis of Section 227(2) [§17.41]
   • Chapter 21. Societies
     • XIII. Remedies [§21.102]
       • A. Member Complaints [§21.103]
4. British Columbia Societies Guide (Current to: August 15 2023)
   • Chapter 1. Societies
     • XIII. Remedies [§1.102]
       • A. Member Complaints [§1.103]
5. Due Diligence Deskbook (Current to: June 01 2023)
   • Chapter 8. Corporate Governance Searches
     • I. Why Investigate Corporate Governance? [§8.1]