What is the legal test for a sole shareholder of a corporation?

Canada (Federal), Canada

The following excerpt is from Zupet v. M.N.R., 2005 TCC 89 (CanLII):

One starts with Salomon v. Salomon [1897] A.C. 22 which established the principle that the owner of all the shares of a corporation and the corporation are separate legal entities. The logical progression from this principle is that a sole shareholder can enter into contractual relations with his or her company. This is an accepted fact of commercial reality (or, if you will, commercial unreality). One can sell to one's company, buy from one's company, and lease to or from one's company. And one can be an employee of one's own company. I understand it to be generally accepted that a meeting of the minds is an essential ingredient in a contract. One might wonder how there can be a meeting of the minds when we have only one mind - in essence, an identity or fusion of minds. This seems, however, to bother no one.

Other Questions


Is a shareholder of a corporation entitled to use of the corporation's corporate property for personal use purposes? (Canada (Federal), Canada)
Is it a fiduciary duty of a publicly held corporation to provide shareholders with an accurate and complete record of how the corporation is spending its assets? (MultiRegion, United States of America)
Does a purchaser of all capital stock of a private corporation become the legal owner of the private corporation? ("New York", United States of America)
Can a shareholder of a bankrupt corporation bring a claim against the directors of the bankrupt corporation for damages due to their misconduct? ("New York", United States of America)
Does a diversion of assigned account receivable checks from a debtor corporation to another corporation controlled by the debtor corporation constitute concealment of assets? (MultiRegion, United States of America)
Is allocation of shareholder benefits to a taxpayer’s shareholder justifiable where that benefitting taxpayer is a shareholder? (Canada (Federal), Canada)
Does a shareholder have standing to sue a corporation for damages? (MultiRegion, United States of America)
Can a majority shareholder of a company with inside information take advantage of minority shareholders by purchasing their shares at the same price? (MultiRegion, United States of America)
Does the relationship between the beneficiaries of restrictive shareholder agreements need to be examined in the context of a restrictive shareholder agreement? (MultiRegion, United States of America)
Is a corporation that purchases assets of another corporation generally liable for the seller's liabilities? (MultiRegion, United States of America)
X



Alexi white


"The most advanced legal research software ever built."

Trusted by top litigators from across North America.