Piercing The Corporate Veil (Brokers' Report: May 2013)

The Alberta Court of Appeal has recently released a decision that adds much needed clarity to when an officer or director of a corporation will be personally liable for torts committed by a corporation. In Hogarth v. Rocky Mountain Slate Inc., 2013 ABCA 57, the Court was tasked with determining whether certain promotional materials created to solicit investments constituted negligent misrepresentations, and to what extent the individual directors who assisted in the preparation of those promotional materials could be personally liable for their actions.

At trial, the Alberta Court of Queen's Bench held that the statements made in the promotional materials were negligent misrepresentations and where an individual director or officer was involved in communicating the misrepresentations, the 'corporate veil' could not shield that individual from liability.