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Frequently asked questions > Company > Business Corporation > What is my responsibility as a director of a business corporation?

What is my responsibility as a director of a business corporation?

Some examples can be given of situations or behaviors which can generate the responsibility of a director director, in particular:

  • the payment to employees of their remuneration (salary, welfare benefits, holidays etc.) for services rendered to the business corporation during your administration and that, up to 6 months of salary in the event, for example, of the bankruptcy of the business corporation;
  • the payment of dividends to the shareholders despite the fact that the business corporation does not respect the financial tests provided for in the federal or provincial corporate laws;
  • the omission to withhold to the source the tax on the employees' salaries or remit this tax to the authorities makes you responsible with the business corporation for the payment of these sums, interests and penalties, the same rule applies for the payment the Goods and Services Tax (GST) and the Quebec Sales Tax (QST);
  • your penal responsibility as a director is provided when there is a breach of various laws such as the Securities Act, the Consumer Protection Act, the taxation laws, the environmental laws;
  • the director's criminal responsibility can also be sought in the cases of theft, fraud, etc.

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