Potential Defenses to a Corporate Director’s Liability in British Columbia

Serving as a director of a company in British Columbia can carry significant personal liability. From tax remittances to unpaid wages and environmental breaches, directors face a range of legal risks. There are statutory and common law defenses to these liabilities that are potentially available. This article breaks down the key ways directors can protect themselves, from due diligence to D&O insurance and the business judgment rule. If you’re a current or prospective director, don’t miss this essential guide to managing your personal risk.

May 16, 2025

The Pitfalls of Representation Agreements in British Columbia - Why Extra Care Is Needed When Planning for Incapacity

Representation Agreements are essential tools in BC incapacity planning, but they can easily be misunderstood or misused without proper legal guidance. From unclear authority and conflicting documents to questions of mental capacity and outdated plans, these pitfalls can lead to serious consequences—including court intervention. This article highlights the most common traps and explains how thoughtful, coordinated planning can protect you and your loved ones. Read on to learn how Johnston Franklin Bishop’s estate planning team in Nanaimo can help you get it right the first time.

May 5, 2025

BC Corporations: Do a shareholder’s rights of first refusal apply to the distribution of insurance proceeds upon the death of an insured shareholder?

In British Columbia, a shareholder’s agreement can include a right of first refusal (ROFR), but whether it applies to an insurance-funded buyout of a deceased shareholder's shares depends on how the agreement is structured.

April 16, 2025

Can a person file for probate in BC without a lawyer? YES, but...

Obtaining an estate grant like a grant of probate in British Columbia (BC) without a lawyer is indeed possible, but applying for probate, even with the simplest estates, can be frustratingly complex and time-consuming at best.

April 3, 2025

Business Sale Where the Purchaser Rehires Employees: Will the Employee's Length of Service Carry Over?

Thinking of Buying or Selling a Business on Vancouver Island? Practical tips to help protect yourself from costly surprises regarding employee severance pay.

March 30, 2025

What to Do If You Slip and Fall on Uncleared Ice or Snow at a Business

Winter weather in British Columbia can create hazardous conditions on sidewalks and parking lots. When businesses fail to clear ice or snow from their property, they can become a significant danger to their customers. If you’ve slipped and fallen because a business did not properly clear ice or snow, it’s important to understand your rights and what steps you should take to protect yourself and potentially seek compensation for your injuries.

February 7, 2025

The Benefits of Having a Law Firm as Your Company’s Registered and Records Office

Having a business lawyer serve as your company's registered and records office ensures legal compliance, secure document management, and enhanced privacy while providing a professional business address. Lawyers efficiently handle official correspondence, notify you of legal claims, and safeguard sensitive records. As corporate lawyers, they also assist with regulatory compliance, estate transitions, tax planning, and major business transactions while coordinating with accountants for seamless operations. Investing in a business lawyer helps protect your company, streamline processes, and ensure long-term success.

February 3, 2025

The Fiduciary Duty of an Attorney Under a Power of Attorney: “Utmost of Care”

This article explores the fiduciary duties imposed on an attorney by British Columbia’s Power of Attorney Act, including the requirement to act honestly, keep detailed records, and act in the donor’s best interests. Find out how careful estate planning with a qualified lawyer can safeguard your assets and minimize risks for you and your loved ones.

January 18, 2025

As a Medical Professional in BC, Should I Structure my Health Care Business as a Medical Professional Corporation?

In British Columbia, health professionals such as doctors, chiropractors, and dentists can form a medical professional corporation, which offers benefits like tax planning, access to corporate financing, and potential insurance advantages. However, incorporating comes with costs, including legal and accounting fees, and does not protect against medical malpractice liability. The medical corporation incorporation process involves confirming eligibility with the relevant college, consulting with an accountant, and working with a lawyer for legal setup and ongoing compliance.

January 2, 2025

How Protected Is Your Business Name?

This article outlines the ways in which business names can be protected or left vulnerable under business registration, common law trademark principles, and federal trademark registration.

October 28, 2024

How Intentions Can Influence Court Decisions in Estate Disputes Regarding Assets Held in Joint Tenancy in British Columbia

In British Columbia, if an asset in joint tenancy is meant to be a gift after death, this intention must be clearly documented. Otherwise, a beneficiary who doesn’t benefit from the transfer could successfully challenge the asset as being part of the deceased’s estate. The intention to make a gift of an asset held in joint tenancy can be documented through a deed of gift, through other written evidence, or included in the will.

September 6, 2024

What is the Public Guardian and Trustee? (British Columbia)

The Public Guardian and Trustee operates under provincial law to protect the legal rights and financial interests of minor children, to act for adults incapable of financial and personal decision-making, and to administer the estates of deceased and missing persons where there is no one else able to do so.

July 23, 2024

Contractors Must Perform Their Work with Reasonable Care and Skill.

There is an implied term in construction contracts that the work will be performed with reasonable care and skill and, at a minimum, will comply with the applicable building code. However, where it was a matter of deficiency in appearance, the requirement for the appearance must be stated in a written contract in order to be enforced.

July 19, 2024

Setting Up a Corporation in British Columbia

There are many advantages to running a business as a corporation, including options to defer and reduce taxes, preserve wealth, and reduce personal liability. This article describes what is involved from a legal perspective in the initial setup of the corporation under the Business Corporations Act (British Columbia).

ICBC's No Fault Insurance

A summary of ICBC's No Fault insurance model, and what that means for hiring a lawyer.

July 8, 2024

Probating a Will – Suspicious Circumstances – Testamentary Capacity

Suspicious Circumstances – Testamentary Capacity: To help reduce the exposure to the risk that one’s will and desired disposition of their estate is overturned or modified due to a determination of a lack of testamentary capacity, it is essential that one’s estate plan be planned and executed with the help of an experienced wills & estates lawyer

July 8, 2024

Contract Law - Agreements to Agree / Agreements to Negotiate

Historically, Canadian common law has generally held that “agreements to agree” are not enforceable. In modern Canadian law, especially over the past 45 years, this statement has become less reliable. Agreements to agree and agreements to negotiate can be enforceable, and in some cases, they may even create a contractual obligation to negotiate in good faith.

Successful Fraudulent Conveyance action

What is a fraudulent conveyance? In a recent Johnston Franklin Bishop case, the court found that a transfer of a house was done to avoid paying $436K in court-ordered damages

Stapleton v. Andrew

Greg Phillips and Simon Irving just received Reasons for Judgement awarding a young woman more than $161,000 in damages for injuries she suffered in a motor vehicle accident.

May 21, 2019

What Happens if a Beneficiary Dies?

The death of a beneficiary named in your will can impact the way in which your estate is distributed. The nature of the impact will depend on the terms of your will.

June 11, 2019

Residential Tenancies: Changes to the Residential Tenancy Act

Over the last year, there have been substantial changes to the Residential Tenancy Act and Regulation affecting the relationship between tenants and landlords.

May 28, 2019

Is My Will Still Valid After Separation or Divorce?

If your will appoints your separated or former spouse as the executor, they would be passed-over in favour of the alternate executor.

June 18, 2019

Changes to ICBC No-Fault Benefits

As of April 1, 2019, substantial changes come into effect for ICBC No-Fault benefits.

June 4, 2019

I have Separated from my Spouse. Can I make a New Will?

If you and your spouse separate, you can make a new will before you have finalized your divorce and other related matters such as property division and support.

July 2, 2019

Steps in a Lawsuit: Exchanging Documents

Once pleadings have been filed and exchanged, the next step in a lawsuit is for the parties to compile and exchange all documents in their possession or control that are relevant to the lawsuit.

July 16, 2019

Steps in a Lawsuit: Starting and Responding to a Lawsuit

A lawsuit involves one person suing another person for something. In Supreme Court, the person who starts a lawsuit is called the plaintiff.

July 9, 2019

Steps in a Lawsuit: Examinations for Discovery

Examinations for discovery, commonly referred to as simply discoveries, allow one party or their lawyer to question the other party under oath about matters at issue in the lawsuit.

August 6, 2019

Steps in a Lawsuit: Applications

At any point during a lawsuit, a party can make an application to the court seeking any number of things.

August 13, 2019

Steps in a Lawsuit: Collecting on a Judgment

For a plaintiff, a successful trial will result in a judgment against the defendant. If the defendant has insurance for the type of loss that was sued over, that insurance will satisfy the judgment.

September 24, 2019

Steps in a Lawsuit: Negotiation and Settlement

Once all the facts of a case are known, the parties can begin negotiating to see if a settlement is possible.

August 20, 2019

Steps in a Lawsuit: Trial

If the parties are unable to resolve their dispute themselves, the matter will proceed to trial. Trials will either be heard by a judge alone or by a judge with a jury.

September 3, 2019

Steps in a Lawsuit: Trial Management Conference

A trial management conference (TMC) is required in practically all Supreme Court civil lawsuits.

August 27, 2019

Steps in a Lawsuit: Costs and Cost Assessments

Once a lawsuit has settled or been decided after a trial, the parties must still deal with the matter of court costs.

September 10, 2019

Steps in a Lawsuit: Appeals

If, following a Supreme Court trial, a party is unhappy with the decision of the judge, they have the right to appeal the decision to the Court of Appeal.

September 17, 2019

What is the Civil Resolution Tribunal (CRT)?

The Civil Resolution Tribunal (or CRT) is an administrative tribunal established by the BC government in 2012 to handle disputes between strata councils and property owners.

October 8, 2019

How does the CRT work?

The Civil Resolutions Tribunal (or CRT) is far less formal than the usual court process. This is because the vast majority of the tribunal’s work is done entirely online.

October 15, 2019

Buying and Selling a Manufactured Home

Ownership of land is registered in the Land Title Office, and when title to land is transferred the transfer is processed through the Land Title Office.

October 29, 2019

What is a "Minor" injury?

After April 1, 2019, all motor vehicle accidents that occur in BC will be subject to a new set of legislation that places a cap on damages for people who suffer “minor” injuries.

October 22, 2019

What happens to my Family Law Claim if I die?

If a party to a Supreme Court family law proceeding dies before the matter is resolved, the rules of court allow the case to continue.

December 18, 2019

Supreme Court Declares BC Government’s Limits on Expert Reports Unconstitutional

People injured in car accidents must generally get an opinion from one or more “experts” in order to prove their claims.

November 13, 2019

Steps in a Real Estate Transaction

Upon viewing a property and wanting to buy it, a potential buyer will make an offer. The seller may reject or accept the offer, or they may make a counter offer and negotiations will follow.

November 6, 2019

Residential Tenancies: Purchasing Tenanted Property

If you are purchasing property that is occupied by a tenant, a tenant’s right to occupy the property can survive the change in ownership.

November 27, 2019

Down Payments vs. Closing Costs in a Real Estate Transaction

Down-payments are often confused with closings costs. Here are the differences between the two.

November 20, 2019

What is Probate?

One of the first steps required of an executor or administrator is to determine the deceased person’s assets and liabilities.

December 4, 2019

Notice of Dispute in Estate Matters

A Notice of Dispute can be filed with a B.C. Supreme Court Registry by a party that wishes to oppose certain steps in estate proceedings.

December 11, 2019

Deposits in Real Estate Transactions

In most residential real estate transactions, the purchasers will pay a deposit to their real estate brokerage upon their offer being accepted.

December 25, 2019

Extended-Health and Disability Benefits under the New ICBC Regime

Some people have private or employer-provided extended-health and disability plans.

January 1, 2020

Force Majeure in the Age of Coronavirus

The Coronavirus or COVID-19 Pandemic currently ravaging the world is having a profound influence on most of our lives.

March 31, 2020

Mayer v. Mayer Estate, 2018 BCSC 2225

The recent decision of Mayer v. Mayer 2018 BCSC 2225 highlights the importance of clarity in estate planning and the limitations of section 60 of the Wills, Estates, and Succession Act.

April 7, 2020

Gibbons v. Livingston, 2018 BCSC 1452 & 2018 BCCA 443

In the 2018 decisions of Gibbons v. Livingston, 2018 BCSC 1452 and 2018 BCCA 443 our courts addressed competing family law and wills variation claims.

April 28, 2020