When a limited company goes bankrupt and there is a shortfall to creditors,
the directors in most cases are not liable for any shortfall.
The directors are liable for a shortfall only if they have given personal
guarantees for debt or if laws have been passed specifying that directors
will be liable if there is a shortfall. These statutory creditors are as
follows:
-
Wages of employees - In accordance with the Employment Standards Act (B.C.),
a director or an officer of a corporation is personally liable in an amount
not exceeding two months wages for each employee. Where the corporation
is in receivership, bankruptcy or subject to action under Section 427 of
the Bank Act, the director or officer of a corporation is not personally
liable for severance pay.
-
Source Deductions - Officers and directors are personally liable for unpaid
source deductions.
-
GST - Directors and officers are personally liable for GST owing.
-
Provincial Sales Tax (B.C.) - Directors and officers are personally liable
for PST owing if they were "hands on" managers and hence knew or should
have known that PST should have been remitted. [BC Court of Appeal "R.
Vs. Thomas D'Sena" - 1995]
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